Annex V
Terms and Conditions of Cosmic LFAM – ESA Grand Challenge
Please read carefully the following general conditions before submitting an application of participation to the Challenge launched under this framework.
By submitting an application to the Cosmic LFAM – ESA Grand Challenge, the applicant accepts these Conditions (collectively referred to as “Conditions”) and agrees to be legally bound by them.
Once so accepted, the Conditions will constitute the Agreement between:
(1) the European Space Agency, an international intergovernmental organisation governed by its Convention, having its headquarters at 8-10 rue Mario Nikis, CS 45741, 75738 Paris Cedex 15, France (“ESA”),
(2) Caracol S.r.l., Via Cavour 2, 22074, Lomazzo, Como, Italy (“Caracol”),
(3) D-Orbit S.p.A., Viale Risorgimento, 57, 22073, Fino Mornasco, Como, Italy (“D-Orbit”) and
(4) the Participant(s) (as defined below).
Acceptance of the Conditions is a mandatory condition to apply to participate in any Cosmic LFAM – ESA Grand Challenge.
I. Definitions used in these Terms and Conditions
(1) “Application” means an application of participation to the Cosmic LFAM – ESA Grand Challenge.
(2) “Breadboard” means the physical model demonstrating that the process implemented is compatible with continuous fibre-reinforced materials (polymer matrix, fibres) with polymer matrices similar to materials used by Caracol in its additive manufacturing process, and which is based on the same or similar principle. For the purpose of this Cosmic LFAM – ESA Grand Challenge, the Breadboard is one of the two key Deliverables expected as outcome of the Cosmic LFAM – ESA Grand Challenge.
(3) “Challenge” or “Cosmic LFAM – ESA Grand Challenge” means the competition sponsored and organised by Caracol, with the assistance of D-Orbit in terms of promotion. The Challenge is organised under the aegis of ESA according to these Conditions.
(4) “Challenge materials” has the meaning set forth in Article VIII.
(5) “Commercial Purposes” or “Commercial Use” means, in relation to the licenses granted by the Participants herein, the use of a Deliverable in compliance with the Agreement, by or on behalf of a Party or with the Party’s consent, in order to (indirectly or directly) generate financial gain (e.g. royalties, fees etc.). When the right to use for Commercial Purposes relates to ESA or the Sponsor, it excludes any sale or other assignment, but allows to sub-license under the terms and conditions of the Agreement.
(6) “Closure of application” has the meaning given in Article IV(2).
(7) “Deliverable(s)” means all items, goods, products, documentation, in particular those mentioned in Article V herein, to be delivered by the Participants in the framework of the Challenge.
(8) “Intellectual Property” means any patent, registered design, copyright, database right, design right, topography right, trademark, service mark, application to register any of the aforementioned rights, trade secret, right in unpatented know-how, right of confidence and any other intellectual or industrial property right of any nature whatsoever in any part of the world.
(9) “Grand Prize” has the meaning set forth in Article XIII (1) herein.
(10) “Panel” or “Panel of Experts” means the panel appointed by ESA as per Article X.
(11) “Participant” means the SME(s) submitting an Application to the Challenge.
(12) “SME(s)” means micro, small and medium-sized enterprises i.e. enterprises fulfilling the criteria defined in the European Commission Recommendation of 6 May 2003 (2003/361/EC) as updated.
(13) “Sponsor” means Caracol.
(14) “Statement of eligibility” has the meaning given in Article VI (4).
(15) “Team” means, for each Participant, the group of individuals appointed by that Participant among its personnel for the purpose of the Challenge and organised as per the Article VI (3) herein.
(16) “Website” has the meaning given in Article VII(1).
(17) “Winner(s)” means the Participant designated by the Panel as winner of the Challenge (“Challenge Winner”) or of a Phase prize thereof.
II. Sponsorship and organisation of the Challenge
(1) General
It is underlined that the ESA Council has adopted the Resolution Setting Up the ESA Grand Challenge (ESA/C/CCLXIII/Res. 1 (Final)):
– “WILLING to foster innovation and encourage entrepreneurship in space research and technology and their space applications; foster the role of ESA in supporting growth and market development; and support cost-effective R&D” and
– “HAVING REGARD to section 12(b) of the Resolution on ESA evolution adopted by Council meeting at ministerial level on 2 December 2014 (ESA/C-M/CCXLVII/Res.3 (Final)), which encourages innovative ways to procure and support R&D, including models currently being used around the world to stimulate lower-cost R&D such as prize funds, with necessary adjustments being envisaged to fit the objectives of ESA’s industrial policy.”
(2) Roles of D-Orbit and Caracol. The Challenge is sponsored, organised and promoted by, and under responsibility of Caracol. D-Orbit contributes to the promotion and outreach of the Challenge. The Challenge is launched under the aegis of ESA in consideration of the commitment of Caracol to comply with the ESA Grand Challenge Statutes, adopted by ESA Council on 30 November 2016, set forth in Annex I hereto.
As Sponsor and organiser of the Challenge, Caracol solely has the related responsibilities (including towards Participants, public authorities and any third party) and solely bear any related costs or liabilities of any kind engendered by their role.
(3) Role of ESA. ESA will support D-Orbit and Caracol by:
(i) contributing to the promotion and outreach of the Challenge by:
a. participating to certain related communication activities and, for this purpose, by authorising the use of certain ESA content (i.e. the ESA Grand Challenge Logotype, certain ESA images);
b. facilitating potential attendance of ESA expert(s) to certain communication activities related to the Challenge;
c. hosting the Challenge on ESA website;
(ii) facilitating the contact between the wide community of innovators (e.g. Universities, Research centers, etc.) which may be interested in participating to the Challenge, and the Sponsor ; as well as by
(iii) appointing experts for the Panel of Experts, as per Article X herein.
ESA is not involved in the sponsorship or the organisation of the Challenge and ESA is not responsible, and cannot be held liable for, any financial or organisational aspects of the
Challenge. No exchange of money, funds or technology between ESA, on one side, and the Sponsor or the Participants, on the other side is foreseen.
III. Context and objectives
(1) ESA Grand Challenge – General context. ESA Grand Challenges are competitions driven by a set of objectives among which the one to promote and facilitate the creation of a sustainable ecosystem of innovation-led start-ups and new ventures developing a new breed of European entrepreneurs by highly-leveraged, incentivised competitions.
ESA Grand Challenges are intended to attract wide communities of thinkers and problem solvers, catalysed by ESA and space, to address a specific challenge(s) through unconventional and disruptive approaches.
(2) ESA Grand Challenge – General objectives.
The general objectives established by ESA Council Resolution setting up the ESA Grand Challenge and its Statute, adopted by Council on 30 November 2016 are:
a. to support cost-effective research and development leading to market development and growth;
b. to encourage entrepreneurship in space research and technology and their applications; and
c. to foster innovation strengthening European industry competitiveness.
(3) Cosmic LFAM – ESA Grand Challenge – Specific context and objective. The Challenge supports the objective of developing a composite materials 3D printing process which can be operated in microgravity and in reduced gravity environment. This is a fundamental space enabler to export the technology on orbit, enabling manufacturing of space structures and spacecraft parts beyond the limitations of launcher fairing sizes, with resulting performance and mission return benefits. In addition, terrestrial spin-offs of such development can lead to benefits in terms of improving the characteristics of the equivalent process on Earth (e.g. reliability, power consumption).
Cosmic LFAM – ESA Grand Challenge. The Participants are expected to provide the Deliverables described in Article V herein, among which the Breadboard, in line with the following goals :
– to adapt Caracol’s additive manufacturing process to be able to work with continuous fibre-reinforced composite materials and to operate it in an uncontrolled space environment (i.e. microgravity and reduced gravity, vacuum and temperature variations);
– to provide in-process monitoring capability, to be able to record the parameters of the process during the manufacturing; this shall be demonstrated during a manufacturing test in a representative environment;
– to adapt Caracol’s robotic manufacturing systems to be able to operate within the constraints of a space mission (e.g. volume, mass, power budgets).
IV. Timeline
(1) Start and Term of the Challenge. The Challenge starts on 1 May 2023 and will last until April 2025. a. deadline for Applications. Applications to be done as per Article VII must be uploaded on the ESA Challenge website (or “Website”) by 15 July 2023 (i.e. Closure of application period). No Application will be admitted after the Closure of the application period;
b. the start date and the end date of the Assessment period. The eligibility assessment will be conducted by the Panel during the two weeks period following the Closure of Application period;
c. any date relevant for the grace period granted for completing the Application. After the announcement of the eligible participants, the Participants will be granted with three (3) additional weeks to provide supplementary documents, which might be requested by the Panel to complete the Application material;
d. the date of Announcement of the eligible Participants. The eligible Participants will be announced on the dedicated Website.
e. the deadline for the delivery of Deliverables; The Deliverables shall be provided by the Participants upon the deadline notified by the Sponsor, which will be set forth at the latest one (1) month before the end of the following two Phases: i. The Phase 1 will last until 31 March 2024;
ii. The Phase 2 will last until 30 April 2025.
f. any evaluation timeline. The Sponsor shall make reasonable efforts to perform the evaluation during maximum one month time between the deadline for the delivery of Deliverables and the end of each Phase of the Challenge;
g. timelines related to prizes award. The following prizes may be awarded by the Panel of the D-Orbit and Caracol – ESA Grand Challenge as per conditions set forth in Article XIII according to the following timeline: i. at end of Phase 1: a maximum of two monetary midterm prizes;
ii. at the end of Phase 2: the Challenge Winner prize.
(2) Change in the timelines. The Challenge duration and any of the above-mentioned timelines may be modified by the Sponsor in agreement with ESA, in case it is necessary to better fulfil the General or the Specific Objectives of the Challenge. This(these) potential change(s) will be notified in advance to all Participants and communicated to all the interested parties (e.g. press etc.).
V. Deliverables
(1) Phase 1 Deliverable. The Deliverable of Phase 1 is an Outline Report detailing the process to be implemented by the Participants in order to develop the final Deliverable.
The Outline Report should be prepared as an electronic file document. An executive summary shall be also produced together with a Microsoft PowerPoint presentation. Unless the Sponsor provide the Participants with a template in advance, the Participants shall be required to include at least the following elements:
(i) Abstract describing the major aspects of the study;
(ii) Deliverable description with sufficient details as to enable a full understanding of the functionalities and processing, in line with the requirements and objectives applicable to the D-Orbit and Caracol – ESA Grand Challenge;
(iii) A description of the innovative solutions associated to the proposed Deliverable and its potential for further applications in relevant environments, its affordability and scalability.
These requirements are mandatory. Failure to comply with any of the foregoing elements may lead to disqualification of the Participant.
The specific deadline for providing the Deliverable of Phase 1 will be notified to Participants in due time and in no case could be later than one month before the end of Phase 1.
(2) Phase 2 Deliverable. The Deliverables of Phase 2 are :
(i) A Final Study Report based on the same structure as the one required for the Deliverable of Phase 1 including the use manual;
(ii) the Breadboard developed according to the requirements set forth below together with a user manual.
The Deliverables of Phase 2 shall be submitted within the deadline, confirmed in due time by the Panel and in any case fixed not later than one month before the end of Phase 2.
Along this final phase of the Challenge and before the deadline for submission of the Deliverables, a defined period of time will be devoted to test the Breadboard at ESA’s facilities; the selected day(s) will be notified at least on month in advance by the Sponsor.
(3) Requirements applicable to Phases 1 and 2. The Participants shall prepare and provide Deliverables of Phases 1 and 2, in consideration of the fact that the Breadboard must be compliant with all the applicable requirements described herein and that it shall be immediately operational.
The Breadboard must demonstrate that:
(i) the process implemented in the Breadboard is suitable for application in microgravity and reduced gravity. Actual demonstration in microgravity or reduced gravity conditions is not requested as part of this second ESA Grand Challenge. However, suitable justification shall be provided on the
applicability of the process to microgravity and reduced gravity conditions. Participants will be required to demonstrate that the process applied in the Breadboard is suitable for implementation at vacuum levels and in a range of temperatures which are relevant to Low Earth Orbit environment. This demonstration shall consist of operating the developed Breadboard in a thermal vacuum chamber, to produce composite materials specimens with acceptable quality (i.e. structural integrity and geometric accuracy). (ii) it has in-process monitoring capability, demonstrating the ability to record key parameters of the process (e.g. temperature in the printed material, defect formation) during the manufacturing. This shall be demonstrated during operation of the Breadboard in a thermal vacuum chamber.
VI. Eligibility
(1) Cumulative eligibility criteria. The eligibility criteria are the ones set forth in this Article VI. The eligibility criteria are cumulative.
(2) SMEs. The Challenge is open only to SMEs registered in one of the ESA Member States, Associate Member States or Cooperating States of ESA1, provided that they:
(i) do not involve, in any way whatsoever, directors, officers and employees (and their immediate families and household members) of ESA, of the Sponsor and its affiliates, or of their respective advertising and promotion agencies;
(ii) they irrevocably accept these Conditions and fulfil the necessary formalities according to the planning.
1 https://www.esa.int/About_Us/Welcome_to_ESA/New_Member_States
(3) Conditions related to Team and Team members. Each Participant must organise a team of minimum three (3) members (herein the “Team”), one (1) of them being designated as the “Team Captain” whose role will be to act as the official interface of the Team towards ESA, the Sponsor and all the potential media involved. Subject to compliance with these Conditions, the Participant may supplement the number of Team members during the Challenge and shall notify ESA and the Sponsor the corresponding information required for all members of the Team. No restrictions on the Team members’ nationality apply. Notwithstanding the foregoing, if the participation in the Challenge is prohibited in any laws or regulations applicable to the Team members, the Team members from such states and/or territory or part thereof governed by such laws and regulations shall not be eligible to participate in the Challenge.
(4) Statement of eligibility. The Participants will be required to execute and provide a statement of eligibility with the Application (herein “Statement of eligibility”),
including confirmation that the following conditions are and will be fulfilled during the entire duration of the Challenge: (i) the Participant has organised the required Team;
(ii) all Team members are over the age of majority in their state of jurisdiction as of the date of the Team’s registration in the Challenge in order to participate in the Challenge;
(iii) all Team members are not subject to any legal or regulatory restrictions in the Team member’s country of residence;
(iv) all Team members accepted to comply with these Conditions, licensing rules and agreements set forth in all design software, online services, and other software products used in the process of competing in the Challenge;
(v) the official language of the Challenge is accepted to be English. All communications with the Sponsor, the Application and all competition submissions shall be in English, unless the Team has received prior written permission from the Sponsor to submit communication in another language. Additional copies in other languages are welcomed.
(vi) the Participant and its Team members: a. have no conflict of interests in connection with the Challenge or any aspect thereof; a conflict of interests could arise in particular as a result of economic interests, political or national affinity, family, emotional life or any other shared interest;
b. will inform ESA and the Sponsor, without delay, of any situation considered a conflict of interests or which could give rise to a conflict of interests;
(vii) the Participant and its Team members have not been granted, and will not grant, have not sought and will not seek, have not attempted and will not attempt to obtain, and have not accepted and will not accept any advantage, financial or in kind, to or from any party whatsoever, where such advantage constitutes an illegal practice or involves corruption, either directly or indirectly, in as much as it is an incentive or reward relating to the award of the prize or the Challenge in general;
(viii) possess the necessary professional and technical qualifications, professional and technical competences, financial resources, equipment and other physical facilities, managerial capability, reliability, experience and reputation.
(5) Exclusion of Participants. Any Participant will be excluded from participating in the Challenge if any of the following events:
(i) the Participant fails to fulfil any of these Conditions, in particular if the Statement of Eligibility or the Application is false, incomplete or inaccurate;
(ii) the Participant is acting in a manner inconsistent with ESA reputation and status;
(iii) if the Participant falls under any of the following situations:
a) is bankrupt or being wound up, is having its affairs administered by the courts, has entered into an arrangement with creditors, has suspended business activities, is the subject of proceedings concerning those matters, or is in any
analogous situation arising from a similar procedure provided for in national legislation or regulations; b) has been convicted of an offence concerning professional conduct by a judgment which has the force of res judicata;
c) has been guilty of grave professional misconduct proven by any means;
d) is not in compliance with all its obligations relating to the payment of social security contributions and the payment of taxes in accordance with the legal provisions of the country in which it is established, with those of the country of the authorising officer responsible and those of the country where the activity is to be implemented;
e) has been the subject of a judgement which has the force of res judicata for fraud, corruption, involvement in a criminal organisation, money laundering or any other illegal activity;
f) is subject to an administrative penalty for being guilty of misrepresenting the information required as a condition of participation in a procurement procedure or another grant award procedure or failing to supply this information, or having been declared to be in serious breach of its obligations under contracts or agreements covered by the ESA’s budget. Natural persons with power of representation, decision-making or control over one of the Participants, must not be in the situations referred to in b) and e) above;
g) is suspected of violating Intellectual Property Rights of a third party.
(6) Additional conditions for prize award. In case of award of a prize, the following evidence shall be provided upon request and within the time limit set by the ESA and the Sponsor:
(i) For situations described in Article VI(5) paragraphs (a), (b) and (e), production of a recent extract from the judicial record is required or, failing that, a recent equivalent document issued by a judicial or administrative authority in the country of origin or provenance showing that those requirements are satisfied. Where the national legislation of the country in which the Participant is established does not allow the provision of such documents for legal persons, the documents should be provided for natural persons, such as the company directors or any person with powers of representation, decision making or control in relation to the Participant.
(ii) For the situation described in Article VI(5) paragraph (d) above, recent certificates or letters issued by the competent authorities of the State concerned are required. These documents must provide evidence covering all taxes and social security contributions for which the Participant is liable, including for example, VAT, income tax (natural persons only), company tax (legal persons only) and social security contributions.
(iii) For any of the situations mentioned in the Article VI(5) paragraphs (a), (b), (d) or (e), where any document described in the two paragraphs above is not issued in the country concerned, it may be replaced by a sworn or, failing that, a solemn
statement made by the interested Party before a judicial or administrative authority, a notary or a qualified professional body in his country of origin or provenance.
The Participant being a legal person, information on the individuals with power of representation, decision making or control over the legal person shall be provided upon request by ESA and the Sponsor.
All the teams not selected for the Phase 1 prizes are in no cases excluded from the competition. No restrictions on potential reshuffling of the existing teams after this stage upon written notice to the evaluation Panel.
VII. How to Apply
(1) Challenge Website and Instructions. In order to initiate the process of submitting an application to the Challenge, each Participant must apply through the Challenge Website and follow the instructions for applying, as described at: https://commercialisation.esa.int/esa-grand-challenge/
(2) Application. The Application material to be uploaded on the website must include:
a. an online form including the Statement of eligibility,
b. a Team logo,
c. the Team composition, biography and picture of the Team members and
d. the proof of the Participant formal registration as a legal entity in one of the ESA Member States, Associated Member States and Cooperating States as per Article VI(2).
All information given by the Team members in the Application must be correct and complete.
Any Application material may not be removed or revoked by the applicant. It may be used for communication purposes by either ESA or the Sponsor.
(3) Declarations. By submitting an Application to the Cosmic LFAM – ESA Grand Challenge, the individual which submits the Application on behalf of a legal entity represents and warrants, without a formal declaration being needed in this respect, that: a. the Participant is a SME as set forth in Article I(12);
b. he/she has authority to represent the legal entity and will be responsible for ensuring that such legal entity will comply with these Conditions;
c. the Participant obtained all necessary approvals, permits and authorisation to enter into the Challenge, to submit Intellectual Property and to grant Intellectual Property Rights as per these Conditions.
d.
VIII. General requirements for all Challenge materials
All Challenge materials (i.e. Application and Deliverables) submitted by the Participants must not:
a. contain trademarks, logos or trade dress owned by others, or advertise or promote any brand or product of any kind, without permission, or contain any personal identification, such as license plate numbers, personal names, e-mail addresses or street addresses;
b. contain copyrighted materials owned by others (including photographs, sculptures, paintings and other works of art or images published on or in websites, television, movies or other media) without permission;
c. contain materials embodying the names, likenesses, photographs, or other indicia identifying any person, living or dead, without permission; communicate messages or images inconsistent with the positive images and/or goodwill to which ESA and the Sponsor wish to associate;
d. be unnecessarily violent or derogatory of any ethnic, racial, gender, religious, professional or age group, profane or pornographic; be obscene or offensive, endorse any form of hate or hate group; defame, misrepresent or contain disparaging remarks about ESA and the Sponsor, or their products, or other people, products or companies;
e. contain any materially dangerous activity; promote alcohol, illegal drugs, tobacco, firearms/weapons (or the use of any of the foregoing), any activities that may appear unsafe or dangerous, or any particular political agenda or message; and
f. depict, and cannot itself, be in violation of any law.
IX. Approval of applications – Additional information
(1) Approval of applications. Each Participant’s application must be approved by the Panel after a thorough scrutiny of compliance with the Eligibility criteria described in Article VI above.
(2) Additional information. The Panel may, at its sole discretion and as part of its evaluation, pose additional questions or requests for clarification to supplement the Application material. Teams will have until three weeks to provide the requested documents. Teams not able to provide the requested document within the time foreseen will be considered as excluded from the Challenge.
(3) Decision(s) of the Panel. All decision(s), including decisions of rejection or acceptance, taken by the Panel at its sole and absolute discretion shall be final and binding in all respects.
X. Evaluation Panel
(1) Role of the Panel. The Panel will: a. approve Applications,
b. evaluate Deliverables,
c. select the Winner(s), and
d. select the Participants entitled to use ESA Grand Challenge Logotype as per Article XVI(3).
(2) Composition.
The evaluation Panel will be composed of an impair number of experts, from a minimum of three (3) to a maximum of nine (9) experts, each having a voting right. No restrictions on the number of advisors is foreseen. In accordance with ESA Grand Challenge Statutes, the experts will be appointed by ESA. In view of the appointment, the candidate experts shall be selected:
a. one independent expert, in agreement between ESA and the Sponsor;
b. the remaining number of experts, in the same proportion by ESA and the Sponsor, among their staff members and/or external experts of their choice.
In case one candidate expert selected by the Sponsor is not agreed by ESA, the Sponsor shall propose an alternative candidate.
In addition, each of ESA and the Sponsor shall select a deputy expert to be appointed by ESA under the same conditions; each of the two deputy experts shall perform, on exceptional basis, the same duties as the full member(s) of the evaluation Panel when the latter shall be prevented.
(3) Decisions. All decisions made by the Panel shall be considered binding and final on the Participant, the Sponsor and ESA, in all Phases of the Challenge.
XI. Award Criteria
The following award criteria are cumulatively applicable to evaluate both Phase 1 and Phase 2 Deliverables.
(1) A minimum Technology Readiness Level (TRL) threshold of 4 according to the ESA scale2 to be satisfied by the expected Breadboard.
2 Reference document: http://ecss.nl/home/ecss-e-hb-11a-technology-readiness-level-trl-guidelines-1-march-2017/
The innovative solution is expected to correspond to a TRL greater than or equal to 4 – Component and/or Breadboard validation in laboratory environment. Following successful proof-of-concept testing for critical functions or characteristics, the basic technological elements involved in an invention must be integrated to establish that the pieces will work together to achieve concept-enabling levels of performance at the level of a component and/or Breadboard.
This validation at TRL 4 must be devised to best support the concept that was formulated earlier, and should also be consistent with the requirements of potential system applications.
In addition, at TRL 4, a more quantitative characterization of prospective applications of the new technology must be accomplished. This characterization should comprise (a) high-level performance and/or operations-oriented metrics (e.g., mass, reliability, etc.), (b) expected operational environments, and (c) financial metrics (e.g., cost-related characteristics).
The results of these studies should be used to inform the identification of key elements of the new technology, definition of performance objectives for laboratory demonstrations, and formulation of potential pathways forward for the technology.3
3 https://www.iso.org/obp/ui/#iso:std:iso:16290:ed-1:v1:en
(2) Technical criteria
a. Relevance to Caracol’s additive manufacturing process.
Max.7 points
This shall be achieved by demonstrating that the process implemented in the Breadboard is compatible with the fibre-reinforced materials (matrix, fibres) similar to the materials used by Caracol in their additive manufacturing process and is based on the same or similar principle (i.e. extrusion).
b. Applicability to microgravity and reduced gravity
Max. 7 points
This shall be achieved by demonstrating that the process implemented in the breadboard is suitable for application in microgravity and reduced gravity. Actual demonstration in microgravity or reduced gravity conditions is not requested as part of this Grand Challenge. However, suitable justification shall be provided on the applicability of the process to microgravity and reduced gravity conditions.
c. Applicability to thermal vacuum
Max. 7 points
This shall be achieved by demonstrating that the process applied in the breadboard is suitable for implementation at vacuum levels and in a range of temperatures which are relevant to Low Earth Orbit environment. This demonstration shall consist of operating the developed Breadboard in a thermal vacuum chamber, to produce composite materials specimens with acceptable quality (i.e. structural integrity and geometric accuracy).
d. In-process monitoring capability
Max. 5 points
This shall be achieved by demonstrating the ability to record key parameters of the process (e.g. temperature in the printed material, defect formation) during the manufacturing. This shall be demonstrated during operation of the Breadboard in a thermal vacuum chamber.
e. Assessment of robotic manufacturing system adaptation to space
Max. 4 points
This shall be achieved by identifying the steps required to develop a robotic system able to implement Caracol’s composite materials additive manufacturing process within the design constraints imposed by a space mission to Low Earth Orbit (i.e. available volume, power budget, mass budget).
(3) Waiver of Requirements. The Sponsor in agreement with ESA may elect to waive or relax certain specific requirements if the basic objectives of the Challenge are found to have been satisfied. The Evaluation Panel and the Participants will be informed in due time.
XII. Evaluation process
(1) Additional information. The Panel may, at its sole discretion and as part of its evaluation, pose additional questions to Participants or request them clarifications or additional information.
(2) Selection of Phase 1 Winner(s). At the end of the Phase 1, the Panel will be reconvened to select, on the basis of the criteria set out below, a maximum of two Teams awarded with the Phase 1 prizes. The Team(s) will be selected after a thorough evaluation of the Project report due as Phase 1 Deliverable. Each expert of the Panel will associate a score to each award criteria as defined in the table below. The Team(s) totalizing the highest final score is/are the Phase 1 Winner(s).
Criterion Threshold Maximum Points
a. Relevance to Caracol’s additive manufacturing process 5 7
b. Applicability to micro- or reduced gravity 5 7
c. Applicability to thermal vacuum 5 7
d. In-process monitoring capability 3 5
e. Assessment of robotic manufacturing system adaptation 2 4
The overall required threshold in order to be eligible for the award is of at least 20/30; if any Team will overcome such threshold no midterm prize(s) will be awarded.
Upon completion of their work, the members of the Panel shall sign a record of all the entries examined, containing an assessment of their quality and identifying those to which the prize will be awarded, if any.
The Panel will provide a public written motivation only for the Participant(s) which reached the required minimum threshold. A written motivation is not foreseen to be provided to the unselected Participants, which can however ask the Panel for an oral motivation.
(3) Selection of Challenge Winner. After the Phase 2 deadline the Panel will be responsible for selecting one (1) Team as Winner of the Grand Prize.
The Panel in order to ascertain that each presented Breadboard achieved a TRL of at least 4 will assess the results of the Breadboard test campaign in the thermal vacuum chamber.
After the aforementioned tests if a specific Breadboard cannot yet be clearly identified as the unique Winner the Panel will downselect a maximum of 5 Teams considered to be the Finalists and according to the features of the Breadboard a score from 1 to 5 will be assigned to each Finalist. This score will be added to the one given by the Panel Final report, following the same process as in Phase 1.
A motivation of the decision will be disclosed together with the name of the Challenge Winner.
XIII. Prizes.
The following process shall apply:
(1) Prizes. Subject to Article XIII(2) below, the prizes may be awarded by the panel of the Cosmic LFAM – ESA Grand Challenge as follows:
(i) Phase 1 Winners: a maximum of two prizes of Euros 10,000 each. The Phase 1 Winner(s) will be listed by Team name and logo on the official Challenge website and promoted by the Sponsor. The Panel may decide to grant only one prize, in particular in consideration of the quality of the Deliverables submitted by the Participants and according to the Evaluation process as described in Article XII(2).
(ii) to the Challenge Winner selected as described above, will be awarded the Grand Prize corresponding to an amount of maximum Euros 80,000 (plus Euros 10,000 in case only one prize is granted under Phase 1) following the Evaluation process described in Article XII(3). The final value of the Grand Prize will depend on the quality of the Deliverables submitted by the Participants.
In case of termination of the Challenge or if the requirements are not met, the prizes may not be awarded upon decision of the Panel.
(2) General Prize Terms. The Participants acknowledge and accept that all or part of the prizes:
(i) might not be granted in case of termination of the Challenge;
(ii) might be granted with delays in case of extension of the Challenge;
(iii) might not be granted or granted with delays if the requirements (as set forth in Article V(3) of the Cosmic LFAM – ESA Grand Challenge are not fulfilled.
In case the Challenge is terminated for any reason, as per Article XIX, no further prize(s) shall be awarded. The prize(s) already awarded at that time may not be revoked.
The value of the prizes will be taxable to each Winner as income. All applicable regional, national, international, federal, state, and/or local taxes, and any other costs not specifically provided for in these Conditions are solely each Winner’s responsibility.
XIV. Intellectual Property Rights in and to Applications and Deliverables – Principles
14.1. The Applications and Deliverables (other than the Deliverable of the Challenge Winner)
14.1.1 Ownership. The Participant retains the ownership of the Intellectual Property Rights (including the industrial property rights, author’s rights and copyright) related to the Applications and of the Deliverables others than the Deliverables of the Challenge Winner.
14.1.2 Use. The Participant agrees that the Application and the Deliverables may be used during the Cosmic LFAM – ESA Grand Challenge, for review, assessment, test and evaluation of the Application and the Deliverables as well as for the communication in connection with the Challenge, by ESA, by members of the Panel and by the Sponsor, as needed for performing their respective tasks in relation to the Challenge.
14.2 Deliverables of the Challenge Winner
14.2.1 Co-ownership. Without prejudice to the other provisions set for the herein on the use of the Deliverables, the Sponsor and the Challenge Winner agree to become the co-owners of the Intellectual Property Rights (including the industrial property rights, author’s rights and copyright) related to the Deliverables of the Challenge Winner according to the following shares of ownership of Intellectual Property Rights:
(i) the Sponsor – fifty percent (50%) and
(ii) the Challenge Winner – fifty percent (50%).
The Sponsor and the Challenge Winner shall not transfer their share of ownership or grant any right in their share of ownership in the Intellectual Property Rights to any third party without the prior written consent of the other Party co-owner of the Intellectual Property Rights, such consent not to be reasonable withheld.
14.2.2 Use for the purpose of the Challenge. The Challenge Winner agrees that the Application and the Deliverables of the Challenge Winner may be used during the Cosmic
LFAM – ESA Grand Challenge, for review, assessment and evaluation of the Application and the Deliverables as well as for the communication in connection with the Challenge, by ESA, by members of the Panel and by the Sponsor, as needed for performing their respective tasks in relation to the Challenge.
14.2.3 Time-limited Exclusive Commercial Use. Unless the Sponsor and the Challenge Winner enter into a separate agreement on the commercial use of the Deliverables of the Challenge Winner, the Sponsor shall enjoy a worldwide exclusivity to use, for Commercial Purposes, the Deliverables of the Challenge Winner, during seven (7) years from the award of the Challenge Winner Grand Prize (“Exclusivity Period”) as follows:
(i) The Sponsor’s use for Commercial Purposes is permitted on free of charge basis, except for the case that the Sponsor’s use for Commercial Purposes implies distribution of the Deliverables to a third party;
(ii) For the case that the Sponsor’s use for Commercial Purposes implies distribution of the Deliverables to a third party, it is agreed that:
a. The Sponsor shall agree with the Challenge Winner, prior to distributing the Deliverables, (a) the fees due by the third party to the Sponsor in connection with the Deliverable (herein “Deliverable sub-license fees”) and (b) in case of sublicensing, the terms of use applicable to third party sub-licensees in connection with the Deliverable (herein “Deliverable license terms of use”);
b. The Sponsor shall be entitled to retain an agent fee of ten (10) percent (%) (“Agent Fee”) of the fees to be paid by the third party. The Sponsor shall promptly pay to Challenge Winner ninety (90) percent (%) of the Deliverables sub-license fees.
(iii) During the Exclusivity Period, the Challenge Winner shall refrain from using and/or from authorising others to use, for Commercial Purposes, the Deliverables. For clarity, further development activities by Challenge Winner are allowed.
(iv) The Exclusivity Condition is for the Sponsor to diligently promote the Deliverables, in order to generate a financial gain in counterpart of the use of the Deliverables. The Sponsor shall demonstrate having fulfilled this Exclusivity Condition upon Challenge Winner’s request or in case of dispute.
(v) If Sponsor does not fulfil the foregoing Exclusivity Condition or does not reasonably demonstrate having fulfilled it, the Challenge Winner may terminate the Exclusivity, such termination of Exclusivity being effective six-months upon the notification of Exclusivity Termination. Upon Exclusivity Termination, the
Sponsor may continue to exercise the right use for Commercial Purposes but on non-exclusive basis, in which case the terms of Article 14.2.4 on “Non-exclusive Commercial Use” shall immediately apply.
14.2.4 Non-exclusive Commercial Use. Unless the Sponsor and the Challenge Winner enter into a separate agreement on the commercial use of the Deliverable of the Challenge Winner, the following shall apply, after the expiration of the Exclusivity Period or upon termination of the Exclusivity as per Article 14.2.3 above:
(i) The Challenge Winner shall be entitled to freely exploit for Commercial Purposes the Deliverable; and
(ii) The Sponsor will be entitled on non-exclusive, non-sublicensable basis and for the duration of protection of the Deliverable by an Intellectual Property Right, to use the Deliverable for Commercial Purposes but without the right to distribute the Deliverable to third parties. The Challenge Winner and the Sponsor shall agree in advance and in writing the applicable fees due to the Challenge Winner by the Sponsor and the related payment terms (if any), being agreed that the Sponsor shall benefit of a discount on the on the general market price to be agreed between the Challenge Winner and the Sponsor.
14.2.5 Filing, prosecution and maintenance. To the extent for the protection of the Intellectual Property Rights in and to the Deliverables of the Challenge Winner, formalities of filing, prosecution and maintenance are required, the Sponsor and the Challenge Winner shall agree, in advance and in writing the terms and conditions applicable among the Parties in connection with:
(i) the filing, prosecution and maintenance formalities related to the Deliverables of the Challenge Winner;
(ii) the decision-making on the exploitation, protection and enforcement of legal rights associated with the Deliverables of the Challenge Winner.
It is already agreed that all decisions shall be made promptly and with the reasonable cooperation of all Parties, acting fairly and in good faith; if a decision requires time, the Parties may agree to a reasonable timeframe taking into account the circumstances requiring such time.
14.2.6 Claim by a third party. In the event of a claim by a third party against any of the Parties or any of its affiliates or licensees based upon an infringement of any intellectual or industrial property right of such third party by the exploitation of the Deliverables of the Challenge Winner, the Party becoming first aware of such claim shall immediately notify in writing the other Parties, and provide such other Parties with the related information it may possess.
In such case:
(i) any substantive correspondence or communication to the third party must be approved by all Parties before such correspondence or communication are filed or sent and
(ii) generally, any Party shall not make any admission of liability or agreeing to any settlement or compromise without the prior written consent of the other Parties.
14.2.7 Related obligations. The Participant undertakes not to incorporate in the Deliverables any third party element (e.g. open source software, proprietary software etc.) which would trigger the application of restrictions or of terms and conditions incompatible with the term and conditions of this Article 14.
14.3 Background IP
All Background IP is and shall remain the exclusive property of the Party owning it. “Background IP” means any subject of Intellectual property and any exclusive proprietary information held by any of the Parties prior to the creation of a work (e.g. Deliverable) and which is necessary for exploiting the work.
Without prejudice to the foregoing paragraph, the Challenge Winner hereby grants to the Sponsor, including its affiliates or licensees, a royalty-free, transferable, right to use the relevant Background IP of the Challenge Winner only as necessary for use of the Deliverable of the Challenge Winner as expressly authorised and not on stand-alone basis.
14.4 Support for communication outreach
In consideration of the co-ownership of Intellectual Property Rights as agreed above, the Sponsor shall:
(i) contribute to the promotion of the Challenge Winner by providing the opportunity to at least one representative of the Challenge Winner (and maximum three (3) representatives) to present the outcome of its participation to this Challenge, at least two events organized by the Sponsor during a period of two (2) years since the award of the prize; for this purpose, the Challenge Winner shall coordinate with the Sponsor on all organizational matters related to such a participation;
(ii) to produce a maximum of three (3) minutes video about the Challenge and the Challenge Winner, to be delivered to the Challenge Winner and to be used by the Challenge Winner for any promotion and communication outreach activities;
(iii) permit the Challenge Winner to place links to web pages pertaining to the Challenge Winner’s activities and projects on the Sponsor’s own website;
(iv) to bear costs, taxes or liabilities of any kind engendered by such role.
The Challenge Winner and the Sponsor may enter into a separate agreement in order to further detail the conditions of the support provided by the Sponsor to the participant for communication outreach. The Challenge Winner and the Sponsor shall refrain from any misleading communication in relation to their respective roles.
The Challenge Winner acknowledges and accepts that ESA does not endorse (and may not be presented in any way creating appearance of an endorsement of) the general activity of the Sponsor.
XV. Media Rights – Identification information – Personal Data
(1) By submitting an Application to the Challenge, the Participants irrevocably accept (and obtain acceptance from any concerned individuals, including Team members) that:
a. ESA and/or the Sponsor (and any third parties acting on their behalf) may collect, further use and process, generate identification information and personal data, including: i. gender, first name, last name, professional e-mail address, telephone number, facsimile number, post office box, postal address, postal code, city, country, trade name, emblem, logo, registered office, identification number, logo, post office box, postal address, postal code, city, country and
ii. images, video and/or audio recordings, photographs, blogs address and blog content etc. submitted by the Participant or by any Team member.
b. The collection, use and processing are done: i. for the purpose of the Challenge (e.g. to provide access, for request or delivery of information, etc.) as well as for communication purposes, in particular to highlight the Challenge and to promote similar events in the future;
ii. in all media and/or by all networks, anywhere throughout the world;
iii. without additional permission or compensation being necessary;
iv. for as long as the above-mentioned purposes subsist.
c. Identification data as well as images, video and/or audio recordings, photographs, blogs address, blog contents provided by a Participant on its own behalf and on behalf of the Team members are deemed to be provided as part of the Application and, thus, their use by ESA and the Sponsor is permitted as per Article XIV herein.
d. If, at the submission of an Application, the Participant does not submit all the required identification information and/or personal data, the Participant will not be given access to the corresponding Website page and may be considered as non-eligible.
e. The Website is using cookies that are placed on the hard disk by a web page server.
XVI. ESA Grand Challenge Logotype
(1) The ESA Grand Challenge Logotype shown in Annexes II and III hereto is an original logo protected by copyright and belonging to ESA.
(2) The ESA Grand Challenge Logotype may be used by any Participant, only for the duration of the Challenge and only on the Deliverables submitted as part of the Challenge; any other use by the Participant or by a Team member is forbidden and may lead to exclusion of that Participant from the Challenge.
(3) Notwithstanding the foregoing, the ESA Grand Challenge Logotype may be used by Winners of the Challenge and by maximum five (5) other Teams, designated by the Panel as Finalists of Phase 2 as set forth in Article XII(3), as follows:
a. to identify themselves as Participants and, as appropriate, Winners of the corresponding prize of the Challenge;
b. without adding other comment or written indication but the Website URL, in particular without adding misleading comments or indications;
c. using the ESA Grand Challenge Logotype in the artwork shown in Annexes II and III herein, with no changes whatsoever, followed by indication of the year of the Challenge;
d. using the ESA Grand Challenge Logotype separate and distinct from any other logo and name; and
e. without using the ESA Grand Challenge Logotype in any ranking or evaluation list.
Use by any third party is strictly forbidden. The right to use the ESA Grand Challenge Logotype is granted only during the Challenge and for a duration of five (5) years thereafter.
(4) ESA may terminate this right to use authorised as above at any moment, by written notice to the Participant or by announcement through the Website. Such notice shall be effective immediately, without any formality being needed.
(5) Any use not expressly authorized by ESA herein is forbidden. Any unauthorized use of ESA Grand Challenge Logotype may constitute infringement of Intellectual Property Rights of ESA and may lead to prosecution, in addition to ESA’s right to exclude the
concerned Participant and without prejudice to other remedies which ESA may have under these Conditions or the law.
(6) The right to use granted herein is not assignable, not transferrable and not sub-licenseable.
XVII. Representation and Warranties
(1) By submitting any Challenge materials, each Participant warrants and represents that:
(i) it is an original work of the Participant (including Team members) and do not infringe upon any Intellectual Property or other rights of any person or entity;
(ii) it has not been previously published and has not won previous awards.
(2) Each Participant also warrants and represents that it has obtained all rights, licenses, permissions and releases for use as authorised in these Conditions from all persons (including Team Captain and Team Members):
(i) whose name, likeness or voice is used in any application and/or Deliverable;
(ii) who may have contributed or participated in any way in the creation of the application and/or Deliverables; and/or
(iii) who may own or control any elements not owned or controlled by the Participant.
The above-mentioned rights, licenses, permissions and releases for use must have been obtained prior to submission to the Challenge and, at the latest, prior to award of prize(s) and/or naming of the Participant as a Winner. They must have been made without restriction, and without placing ESA and/or the Sponsor, under any obligation.
(3) The Participant will defend, indemnify and hold harmless ESA, the Sponsor and D-Orbit, from any claims to the contrary. In addition, if any Deliverable is judged, or alleged to, be counterfeiting or resulting in an unfair competition behaviour prohibited by law, a parasitism or of another violation of a third party’s rights, the Participant shall also, at ESA’s and/or Sponsor’ choice, and within a timeline compatible with their needs: (1) either provide to ESA and/or Sponsor another element having the same functionalities and performances or (2) either to obtain the right for ESA and/or Sponsor to continue using and exploiting the concerned Deliverable.
Notwithstanding anything to the contrary, these remedies are without prejudice to the right for ESA and/or the Sponsor and/or D-Orbit to ask for compensation for the damages it sustained. These obligations and warranties will survive the termination of the Agreement for the duration of the rights granted to ESA, the Sponsor and D-Orbit.
(4) ESA provides no warranties whatsoever in connection with the activities undertaken by the Sponsor in performance of its role.
XVIII. Releases
(1) Neither ESA, nor the Sponsor nor D-Orbit shall have any obligation, liability or responsibility towards Participants (including Team members) for:
a. all costs, travel and other expenses to be incurred by the Participant in connection with the participation to the Challenge; they are the Participant’s responsibility and in no case will be refunded by ESA and/or the Sponsor and/or D-Orbit;
b. risks related to the Deliverables’ delivery, including the transport of the Breadboard to any delivery point indicated by the Panel; the Participant must ensure that such delivery is done in good conditions and take the necessary measures and insurance in this respect, at its own costs;
c. any claim relating to the activities carried out in the framework of the Challenge by the Participants;
d. any damage caused or sustained by any of the Participants, including any damage caused to third parties as a consequence of or during the implementation of the activities related to the Challenge;
e. any force majeure event;
f. applications, prize claims or prize notifications which are late, incomplete, illegible, lost or otherwise not received;
g. developing or having developed, using or permitting use of, ideas, products, systems, technology, know-how or other tangible or intangible items, in the field of the Challenge or similar in any respect to any Application or Deliverables; and
h. modification or termination of the Challenge as mentioned in Article XIX.
(2) Neither ESA, nor the Sponsor nor D-Orbit shall treat as confidential any Challenge material.
(3) Participants agree not to instigate, support, maintain or authorize any action, or lawsuit against the Sponsor and/or ESA and/or D-Orbit on the ground that any use of application and/or Deliverables infringes any of the Team member’s rights as authors thereof.
XIX. Conditions for modification or termination of the Challenge
(1) ESA and the Sponsor have jointly the right to modify, or terminate the Challenge, at any time and without any obligation, liability or responsibility, for any legitimate reason, in particular if: (i) the Challenge is not capable of being run as planned or if its requirements are not fulfilled by the Participants; or
(ii) the objective of the Challenge has been achieved by a non-registered or non-eligible Participant(s);
(iii) no Application is submitted or the submitted Application(s) are not compliant with these Conditions, in particular with Article VII(2).
(2) The Panel has the right to decide not to award any prize if no entries are received or if no entries are to be awarded by the Panel of the Challenge.
(3) If, for any reason, the Challenge is not capable of running as planned, or is disrupted by any other causes beyond the control of ESA and/or the Sponsor or if other legitimate reasons arise, the Sponsor and ESA may jointly decide to reserve the right in their sole discretion to cancel, terminate or modify the Challenge.
XX. Compliance with Laws and Regulations
(1) All Participants must adhere to all local, regional, national, and international laws, orders, directives, ordinances, treaties, rules and regulations for all aspects of the Challenge. Participants are solely responsible for acquiring the appropriate licenses, waivers, or permits from the applicable regulatory bodies or other applicable third parties. The Sponsor, D-Orbit or ESA shall in no way be responsible for providing the Participants any advice or counsel, legal or otherwise, with regard thereto.
(2) In the course of the performance of this Challenge, the Participant may receive, or have access to information identifying individuals submitted or made available by the Sponsor and/or ESA and/or D-Orbit. Such information may be used only during and for the Challenge only, in compliance with instructions given on the Challenge Website. During the term of the Challenge and after its termination, for the whole duration of the protection of the personal data by any applicable laws or regulations, the Participant is required to protect the Personal Data against any use and any communication not authorised by the disclosing Party or in violation with any applicable laws or regulations.
XXI. Applicable Law and Settlement of Disputes
(1) Without prejudice to the applicability of ESA Convention and in particular its Annex I on privileges of ESA, this Agreement shall be governed by and shall be interpreted in accordance with the Law of Italy.
(2) All disputes between the Parties in connection with or arising out of the existence, validity, construction, performance and termination of this Agreement (or any terms thereof) which the Parties cannot resolve within 30 days from the date of a written notice from one Party to the other relevant Parties) to notify the existing dispute, shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by 3 arbitrators appointed in accordance with the said rules. The cost of arbitration, including the fees and expenses of the arbitrators, shall be shared equally by the disputing Parties unless the award otherwise provides. Each Party shall bear its own representation fees and costs associated with the arbitration. The arbitration proceedings shall be conducted in the English language in Paris (France) and the arbitration award shall be final and binding upon the Parties, their successors and assigns which shall comply in good faith with such decision.
XXII. Binding Agreement
(1) These Conditions are a legally binding agreement by and between ESA, each Participant, the Sponsor and D-Orbit and govern each participation in the Challenge
