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BBVA Open Talent

Terms and Conditions of the “BBVA Open Talent Competition 2019”

The company Banco Bilbao Vizcaya Argentaria, S.A., with registered address in Bilbao, Pza. de San Nicolás, No. 4 and with Company Tax ID (CIF) A-48265169 (hereinafter “BBVA”), is going to carry out the “BBVA Open Talent Competition 2019” (hereinafter the “Competition”) that will be governed by these Terms and Conditions (hereinafter the “Terms and Conditions”)

Purpose

The “BBVA Open Talent Competition 2019” is part of the “Open Innovation” initiatives promoted by BBVA. The purpose of this Competition is to support projects included within the framework of development of technology-based innovative products and services that benefit the business environment or society (hereinafter, the “Projects” and each of them, a “Project“).

Period of registration and Period of validity

The period for registering in the Competition (hereinafter, the “Registration Period”) runs from 2 p.m. on May 22, 2019 (Spanish mainland time) to 2 p.m. on July 8, 2019 (Spanish mainland time), both inclusive. This period may be modified by BBVA, who will communicate this fact through the website indicated in section 4 of these Terms and Conditions.

The period of validity of the Competition runs from the date of the beginning of the Registration Period to December 31, 2019.

Any reference to time in these Terms and Conditions refers to the geographic region of Madrid (Spain).

Geographic Scope

Spain and International.

Terms of participation

4.1 The Competition is open to entrepreneurs, both individuals (within the framework of their business activity), and legal persons, which meet the requirements listed below, together with any other requirement that may be provided in these Terms and Conditions (hereinafter, the “Participant/s”):

(i) the company must have been incorporated, or the individual much have registered as an entrepreneur/self-employed person, as of January 1, 2016;

(ii) they must have developed, as a minimum, a demo or fully functional beta prototype of their service or product in any of the areas indicated in section 4.4. Projects will not be accepted in the phase of idea generation or conceptualization of products or services. As indicated in these Terms and Conditions, the Project must not infringe third party rights;

(iii) investments made by third parties that they may have received up to the date of the start of the Registration Period must not exceed 2 million euros;

(iv) they must have an interest in being contacted by the business units of BBVA or the BBVA Group entities. For these purposes, the BBVA Group is understood to comprise BBVA and its subsidiary companies/entities, in the terms of article 42 of the Spanish Commercial Code (onwards, the “BBVA Group Entities”);

(v) they must not be registered in a country that is considered a tax haven in accordance with applicable regulations; and

(vi) in the case of an individual entrepreneur, said person must be of legal age in accordance with the applicable legislation in the country, state, province or jurisdiction in which he or she lives when registering for the Competition.

4.2 BBVA reserves the right to request the necessary documentation from the Participants that proves that they meet the conditions for participation.

4.3 The Participants who wish to participate in the Competition must register via the website opentalent.bbva.com (hereinafter, the “Websiteand complete all the information requested for the Competition including the email address designated by the Participants so they can be contacted for notifications, as indicated in these Terms and Conditions (hereinafter, the “Contact email”). If you prefer, you can also register through the following collaborators websites: Pioneers (https://pioneers.io/#/), Seedstars (https://www.seedstarsworld.com/) or Gomedici (https://gomedici.com/).

4.4 Participants in the Competition can only submit one Project related to products and/or services based on the use of new technologies in, at least, one of the following areas:

(i) Fintech: This includes Projects that refer to/use new digital technologies to create a new way of understanding and providing customer-oriented financial services, with the aim of improving user experience. These may be, among other things, new products, services, technologies or solutions for the end customer (B2C), institutions (B2B or B2B2C), retail banking or corporate banking (e.g. mobile banking, new services for banking customers, native banking or new products), payments (e.g. mobile point of sales, mobile commerce, money transfers or cryptocurrencies), lending (e.g. peer to peer lending –P2P, alternative lending systems or crowdfunding), risk analysis (e.g. scoring or algorythms), insurance, wealth management and investment (e.g. accounting, personal finance management or investment management), trading, security (e.g. fraud detection or authentication), Big Data applied to financial services, financial platforms or technologies (e.g. APIs or open platforms), financial inclusion or financial literacy.

(ii) Fintech Related: This includes non-financial products and/or services, that could potentially be used in the financial sector including, among others, Projects that develop innovative solutions in sectors adjacent or related to the financial world, or currently not related but with the potential of being related to the financial world, for example: security (user identity  management, transaction verification systems), new models of relations with customers (e.g. marketing tools, loyalty and prizes or open platforms), user experience (e.g. multichannel experience, UX, user interfaces), Big Data (e.g. data analysis or information aggregators), non-financial platforms and technologies (e.g. APIs or Non-Financial Open Platforms), artificial intelligence and solutions for citizens or enterprises that may have impact or be useful in their financial lives (e.g. sectors such as tourism, education, health, smart cities and social networks).

4.5 Participation in the Competition is free and without any obligation of relationship with BBVA Group Entities.

4.6 Participation in the Competition requires the acceptance of these Terms and Conditions, and to consequently receive the prize(s) specified in these Terms and Conditions.

4.7 Should any Participant default on these Terms and Conditions, they will be automatically disqualified. In the same way, any false declaration, fraud, suspected fake identity or address or breach of third party rights will immediately disqualify the Participant and, if applicable, oblige them to return the prize(s) if they have received any.

4.8 The Participant must provide true and proprietary information. Otherwise, the Participant will be disqualified and excluded from the Competition without the possibility of winning any prize.

4.9      BBVA reserves the right to automatically withdraw any Participants and their Projects if they: (i) cheat, alter or invalidate the proper operation and normal development of the Competition according to its rules (ii) alter or try to alter the Competition (iii) engage in improper practices to increase profitability, such as the use of insider information, wrongful manipulation, etc.(iv) infringe or fail to comply with any type of regulation (v) violate, infringe or affect any type of rights and liberties (vi) engage in any type of practice that may be considered contrary to the spirit of the Competition.

4.10 Participation in the Competition implies the acceptance of these Terms and Conditions, and of BBVA’s decision in the resolution of any conflict that may arise regarding their interpretation. BBVA can adopt any decisions required to solve any disputes and conflicts that arise throughout the Competition, provided they do not adversely affect the Participants and they are fair.

4.11 Participants may consult these Terms and Conditions on the Website at any time during the corresponding Validity Period.

4.12 BBVA reserves the right to modify these Terms & Conditions. BBVA also reserves the right to modify the mechanics for participation and the prizes. These modifications will be made under totally impartial criteria and will be duly notified to the Participants. If the Participant does not express a wish to withdraw from the Competition, it will be understood that he/she accepts the new Terms and Conditions.

4.13 Participants must at all times follow the instructions given by BBVA, as the case may be.

4.14 The contents of these Terms and Conditions will be considered to be notwithstanding any obligation that is binding on the Participant in accordance with his/her local law.

Participation restrictions

The following individuals are excluded from participating in this Competition:

  1. BBVA employees and/or employees of BBVA Group Entities or any legal entities in which the same are executives or directors.
  2. Members of the various committees referred to in section 6 of these Terms and Conditions or any legal entity in which they are executives or directors.
  3. Natural persons or companies that are part of the Competition’s organization team.
  4. Winners of a previous BBVA Open Talent Competition.

Competition basics

Each Participant could be selected for the different prizes, as detailed in these Terms and Conditions, for each of the following categories: Global Prize, Prizes for Countries and Special Sustainability Prize.

Registration in the Competition will involve the direct participation of each Participant in each of the three (3) categories indicated above, according to the mechanics established for each of them, as indicated below.

6.1 Global Prize

(i) First stage – Project Selection

The Projects that have been registered during the Registration Period will be filtered in order to verify that they comply with the participation conditions indicated in section 4, as well as the other conditions indicated in these Terms and Conditions. Likewise, the viability of the business model of the Projects presented by each Participant will be analyzed and the questions collected in section 9.7.

(ii) Second stage- Project Evaluation

The Projects that pass the First Stage will be analyzed by an evaluation committee made up of members of the Open Innovation team, the global business units of BBVA and BBVA Group Entities, which will select three (3) finalists. The three (3) finalists will be selected based on criteria of technological innovation, fintech needs and disruptivity in the financial sector (hereinafter, the “Finalists of the Global Prize”).

From September 16, 2019, BBVA will communicate the aforementioned condition to the Finalists of the Global Prize through the Contact email, in which they will be informed of the following steps for their participation in BBVA Open Summit 2019 Madrid (“Open Summit”).

(iii) Third stage- Winner Selection

The three (3) Finalists of the Global Prize will be called, through the Contact email, at Open Summit that will take place in Madrid, on October  23 and 24, 2019.

The three (3) Finalists will be evaluated at the Open Summit by an expert committee appointed by BBVA that will select the Winner of the Global Prize.

The Finalists will present their respective Projects to all attendees at Open Summit and the Committee of Experts will evaluate them. For this evaluation, in addition to taking into account the requirements of the Project provided both in section 4 and in sections 6.1 and 9.7 of these Terms and Conditions, the communication capacity of the participants and the quality of the presentations to transmit the content of the Project will be assessed. The best rated project will be declared winner of the Global Prize (hereinafter, the “Global Prize Winner“), who shall be notified of such at the end of Open Summit. You can find more information about the Prizes in paragraph 7.

6.2 Prizes for Countries

(i) First Stage – Project Selection

TheProjects whose Participants registered in the Competition will participate in this prize category if: (i) they conduct their main activity in any of the following countries: Argentina, Colombia, Spain, U.S., Mexico, Peru, Uruguay, Paraguay and Turkey (hereinafter, the “Countries”) and (ii) they comply with the conditions of participation indicated in clause 4, as well as the other conditions indicated in these Terms and Conditions. Projects will be filtered to verify that they meet these requirements. Likewise, the viability of the business model of the Projects presented by each Participant will be analyzed and the questions collected in section 9.7.

(ii) Second Stage- Project Evaluation and Winner Selection for each Country

The Projects that pass the First Stage will be analyzed by an evaluation committee in each Country in question, formed by members of the business units of the BBVA Group Entities in each of these countries and that will select a maximum number of ten (10) finalists in each country (jointly, the “National Finalists”).

The National Finalists will be called, through the Registered email, to the final event (if any) of the corresponding Country. For these National Finals, BBVA will be able to count on the collaboration of other companies that organize events related to the object of this Competition. The date and place each of the National Finals will be held, if any, will be announced on the Website.

In each of the National Finals there will be a Committee of Experts which will be composed of members appointed by BBVA and the BBVA Group Entities.

The National Finalists will present the Projects to all those attending the event, so that the corresponding Committee of Experts can evaluate them. For this assessment, in addition to taking into account the provisions of subsection 9.7 below, the participants’ communication skills and the quality of the presentations made to convey the Project’s content will also be considered. The best rated Project of each National Final will be declared the winner of said final (the “National Winner”), who will be notified of such at the end of the Final Event of the corresponding country.

If  a National Final is not held in the Country in question, in that case the National Winner will be chosen by a Committee of Experts composed of members appointed by BBVA and by the BBVA Group Entities in accordance with the criteria provided for in section 9.7. In this case, BBVA will inform the National Winner of such condition from August 12, 2019 through the Contact email.

You can find more information about the Prizes in paragraph 7.

6.3 Special Sustainability Prize

(i) First Stage – Project Selection

Projects shall participate in this category, which, in addition to the participation conditions set forth in section 4, as well as other conditions set forth in these Terms and Conditions, contribute to bring the benefits of digitalization to funding the fight against climate change. Digitalization has a fundamental role to play in this struggle to ensure that financial products to meet this challenge are scalable. We are looking for companies that are developing the tools that will allow digitization to play this role.

Projects will be filtered to verify that they meet these requirements. Likewise, the viability of the business model of the Projects presented by each Participant will be analyzed and the questions collected in section 9.7.

  1. b) Second Stage- Project Evaluation and Winner Selection

The Projectsthat meet the requirements of the First Stage will be analyzed by an evaluation committee formed by members of the BBVA Group Entities who are sustainability experts who will choose a winner of the Special Sustainability Prize (hereinafter, the “Winner of the Special Sustainability Prize”).

From August 12, 2019, BBVA will notify the Winner of the Special Sustainability Prize of the aforementioned condition through the Contact email. You can find more information about the Prizes in paragraph 7.

Prizes

This Competition has the following types of prizes depending on the different categories: (i) Global Prize; (ii) Prizes for Countries and (iii) Special Sustainability Prize (hereinafter, the “Prize/s”) to be received by the selected Winners according to the mechanics described in these Terms and Conditions.

The Prizes in the different categories are not exclusive.

7.1 BBVA Anthemis Venture Creation Partnership Award

The Global Winner will receive a Prize consisting of an investment amounting to one hundred thousand (100,000) euros from the BBVA Anthemis Venture Creation Partnership, subject to the following Terms and Conditions.

Terms and Conditions:

  • The investment will be structured as a convertible note that will be issued by the Global Winner to the investing BBVA Anthemis Venture Creation Partnership entity (“Partnership”). Except where expressly outlined in these Terms and Conditions, the terms of the convertible shall be market standard and shall be mutually agreed between the Global Winner and the Partnership.
  • The convertible shall convert into the most senior security on the Global Winner’s next equity financing round. Conversion shall include a discount of at least 20 per cent.
  • The investment is subject to the satisfactory due diligence of the Partnership.
  • The investment may only be made into a validly incorporated company.

BBVA reserves its right to withdraw from this investment at any time without liability.]

7.2 Other Prizes

Each of the three (3) Finalists of the Global Prize, the nine (9) National Winners and the Winners of the Special Sustainability Prize (all of them, together with the Global Winner, the “Prizewinners”) will receive the following Prizes:

(i) Online program aimed at training startups.

(ii) Open Innovation program for mentoring startups, lasting four weeks.

(iii) Travel and participation in the Open Summit.

This last Prize will consist of a trip (for one person) to participate in Open Summit, whose value will depend on and adjust to the market value of corresponding transportation tickets and hotel rates. The organization of both travel (hotel and travel expenses) and participation in Open Summit will be determined by BBVA at its sole discretion.

The trip includes the roundtrip transport of each Prizewinner to Madrid from the train station/airport with the closest international connection to their home and the accommodation expenses (one (1) standard hotel room) – expenses that must be derived from their participation in Open Summit. BBVA will determine these costs. If the Prizewinners are legal persons, the trip and participation in Open Summit will be for a natural person acting on behalf of and representing them.

In the event that the same Participant is awarded in two or more categories of the Competition that have the same trip as the Prize, the Participant in question will only be entitled to receive one (1) trip.

In the event that a Prizewinner, or any individual acting on their behalf cannot attend Open Summit, a different individual may attend, subject to prior notification by the Prizewinner in question to BBVA through sending an email to the following address: opentalent@bbva.com, provided that the substitute meets the performance capacity requirements in the name and on behalf of the relevant Prizewinner in each case. BBVA will communicate the decision regarding the authorization or lack of by sending an email to the Contact email.

Each Prizewinner must bear in mind that a credit card may be required when registering at the hotel, though a valid ID, passport or equivalent document must be carried at all times, as well as those visas or other necessary permits, to be able to travel.

BBVA shall select the transport and accommodation fees that it considers to be the most appropriate. Likewise, BBVA reserves the right to select the dates and times for transport at its own discretion. Once the travel dates have been decided, no changes may be made.

Once the Prizewinner is in possession of the transport tickets and hotel voucher, BBVA assumes no further liability or obligation for the loss, misplacement or theft thereof. BBVA accepts no liability for any delay, cancellation, substitution or any other action of a similar nature regarding any reserved transportation or hotel accommodation.

The Prizewinners must comply with everything indicated in relation to the provisions of this section; otherwisethe Prizewinners assume that the right to receive the Prize may be forfeited.

The Prizewinners (including their representatives, if applicable), are solely responsible for their performance and behavior during the trip, their accommodation, and their participation in Open Summit.

Notification and acceptance of Prizes and Tax Matters

8.1. Notification and acceptance of Prizes

BBVA will notify the Prizewinners of the Prizes as described below:

(i) The formal notification to the Global Prize Finalist, the Winner of the Global Prize, the Winner of the Prizes for Countries and the Winners of the Special Sustainability Prize indicating that they have won and the prize they will receive will be made by BBVA through the Contact email.

In the case of the Global Winner, the communication will be made from the end of Open Summit; for the Global Prize Finalists, starting on August 12; for the Winners of the Prizes for Countries, from the end of the Final Events that, if appropriate, take place in each of the Countries (between August 12 and October 15), and to the Winner of the Special Sustainability Prize, from August 12, 2019.

(iii) From the time the notification indicated in item i) above is sent, the Prizewinners will have a period of five (5) working days to contact BBVA at the email address opentalent@bbva.com to expressly manifest their willingness to accept the corresponding Prize. If this period of five (5) working days has elapsed and the Prizewinner has not been in contact with BBVA, it will be understood that he/she has not accepted and is no longer entitled to receive the Prize(s), and BBVA shall be freely entitled to make use of it/them. However, BBVA may declare the Prize void or designate a new Prizewinner in the manner described in section 6 of these Terms & Conditions.

(iii) In the same five (5) working days referred to in paragraph (ii) above, the Prizewinners will provide BBVA via the email address opentalent@bbva.com with their Tax Identification Number (NIF) or Company Tax Identification Number (CIF) or equivalent in their country, full name and address. In this notification the Prizewinners must also specify the mailing address to which they wish to be sent one of the copies of the acceptance contract.

(iv) Once each Prizewinner has completed the above steps and provided all of the details and information requested, BBVA will email them the Prize acceptance contract (to the Contact email address). The Prizewinner must review said document and, if they agree, sign it in duplicate and on all of its pages. Once the aforementioned contract has been revised and signed as indicated (in duplicate and on all the pages), it must be sent to BBVA: (i) by sending it to the mailing address specified in the instructions contained in the same email to which the acceptance contract is attached, and (ii) sending a scanned copy to the email address opentalent@bbva.com.

If BBVA does not receive the acceptance contract signed by the Prizewinner within a period of twenty (20) working days, the Prizewinner will lose their right to receive the Prize, and BBVA will be entitled to use it freely. This period of twenty (20) working days will be counted from the day BBVA sends the email to the Prizewinner for the purpose of sending the Prizewinner via this means the aforementioned acceptance document (mail referred to in the preceding paragraph).

(v) Once BBVA has received the signed document in duplicate and, if applicable, the current Certificate of Tax Residence mentioned in the penultimate paragraph of item 8.2, BBVA will sign said document and return one of the copies to the Prizewinner, sending it to the mailing address indicated by the Prizewinner in the email addressed to BBVA for this purpose and to expressly indicate their willingness to accept the Prize.

(vi) Once these steps have been completed, BBVA will carry out the actions and procedures necessary to deliver the Prizes:

(a) For the BBVA Anthemis Venture Creation Partnership Award, BBVA will contact the Global Winner via the Contact email to make the process of due diligence and make a proposal to the terms of the investment.

(b) For the rest of the Prizes, BBVA will contact the winners through the Contact email to request the necessary information to make the arrangements for the reservations corresponding to the trips and provide them with the necessary information to access the online training program and the Open Innovation program for mentoring startups.

The Prizes in this Competition are non-transferable and may in no case be subject to exchange, alteration, compensation or financial payment at the request of the Finalists or Winners.

BBVA is not responsible for the use made ​​by the Winner of the Prize. Marketing and/or sale of the Prize is prohibited.

BBVA reserves the right to change the Prize for another of equal or greater value if circumstances occur that hinder or prevent its delivery.

The completion of the Prizewinner’s identification and tax details is mandatory and necessary for the Prizes to be awarded, and the absence of this information will entail the loss of entitlement to the Prize obtained.

8.2. Tax Issues

Except for the BBVA Anthemis Venture Creation Partnership Award, the Prizes in the present Competition are governedby Law 35/2006 of November 28 approving the Personal Income Tax and the partial amendment of the Laws on company, non-resident income and wealth tax; RoyalDecree no. 439/2007, approving its regulation and subsequent amendments; Royal Decree-Law 5/2004 of March 5, approving the revised text of the Non-residentIncome Tax Act (IRNR); Royal Decree 1776/2004 of July 30, approving the Regulation of Non-Resident Income Tax; Law 27/2014, of November 27, on Company Tax; Royal Decree 634/2015 of July 10 approving the Regulation on Company Tax, andtherefore, in that case, BBVA shall be responsible for making the payment on account or the corresponding withholding of the Personal Income Tax (IRPF), Non-Resident Income Tax (IRNR) or Company Tax.

In accordance with the mentioned regulation,Participants are informed that the Prizes granted for theparticipation in the Competition, are considered capital gain subject to withholding tax or payment on account of the aforesaid taxes if the value of the Prize exceeds three hundred euros (€300). For this purpose the prevailing rate of payment on account established by law will be applied, currently 19% for residents of the European Union or the European Economic Area (Norway and Iceland), and 24% for all other non-residents without permanent establishment, unless these last two cases are covered by a dual taxation agreement with Spain, in which event it shall be as specified in this agreement. The Prizewinners shall be responsible for any tax implications the Prize may have on their tax situation, thus releasing BBVA of any liability. For this purpose, BBVA will issue and send thePrizewinner a certificate with the data corresponding to the Prize and withholding or payment on account practiced after the end of the calendar year.

For the purposes of complying with the above, the Prizewinners must provide BBVA, in the time and mannerspecified in paragraph c) above, with their Personal Tax ID (NIF) or Company Tax ID (CIF), as appropriate, full name and address, for the purpose of withholding tax paymentsthat may be applicable. In the case the application of an Agreement for the avoidance of Double Taxation signed with Spain is invoked, a current Tax Residence Certificate must be provided, issued by the tax authorities in the Winner’s country of residence and it must comply with the legally established requirements for this purpose, and sent to the following email address opentalent@bbva.com within a maximum period of thirty (30) working days calculated from the notification indicated in item 8.1 (i) above. In the case of not receiving the Certificate of Tax Residence, the provisions of the Spanish internal regulations will be applied and the percentage established in it will be retained. All taxes with a state and/or local nature and all costs that may not be specifiedin these Terms and Conditions shall be the Prizewinner’s responsibility. The Prizewinner will be solely responsible for the payment of any tax and/or cost derived from the Prize concerned.

Regarding the BBVA Anthemis Venture Creation Partnership Award, tax treatment may vary depending on the particular characteristics of the Global Winner (including, among others, its place of residence for tax purposes) as well as the specific terms of the agreement signed between the Global Winner and the Partnership. For this reason, the tax analysis of the same will be carried out once the identity of the Global Winner is known.

Regulations that apply to all prizes categories

9.1 If, due to causes out of BBVA’s control, the stages or events mentioned above cannot take place as scheduled or need to be temporarily suspended, they will take place as and when BBVA deems appropriate. The Prizewinners will be notified via the Contact email address. If, for reasons beyond the control of BBVA, these stages or events are suspended permanently, the persons indicated will be notified in the same manner, for which BBVA will not be held liable whatsoever.

9.2 Should Prizewinners be unable to comply with the specifications of all of these Terms and Conditions or with the instructions, where pertinent, given by BBVA, or if they do not accept the corresponding Prizes in the form and period established in these Terms and Conditions, BBVA reserves the right to (i) declare the position of the Prizewinner null and void and, consequently, the corresponding Prize or (ii) appoint another Prizewinner, as appropriate.

9.3 Members of the different evaluation committees and Committees of Experts:

  • shall act fairly and impartially, and if in the past or present they have had or have any kind of relationship with a Participant, they must notify this relationship in order to abstain from assessing that Participant’s Project.
  • may relinquish their position on these bodies without prior notification in the case of any circumstances beyond their volition and/or control, if they see fit to cease to be a member of the aforementioned body.
  • will cease to exercise as such, and no longer occupy said position or abstain from their assessment or vote, in the case of the occurrence of circumstances that prevent this, such as –among others– having had or having any kind of relationship with a Participant.

9.4 The abstention orwithdrawal of a member of any evaluation committee or Committee of Experts will not be disadvantageous to the Participants. BBVA will immediately appoint an equally-qualified substitute. If any panel member cannot be substituted, the vote will be shared equally among all of the panel members present.

9.5 All the decisions taken by BBVA and the evaluation committees and Committees of Experts are considered final and binding. BBVA reserves the right to substitute or change the composition of these bodiesat any time and when, at its own discretion, this substitution or change is necessary or appropriate for the Competition.

9.6 The probabilities of being a Winner and, if appropriate, those of obtaining the Prizes described in these Terms and Conditions, are related to the number of eligible Projects and their quality. It is neither contingent upon nor will special consideration be given to Participants making or having made any kind of purchase or payment, or being a customer of a BBVA Group entity, before or during the validity of the Competition.

9.7 When selecting and voting for the Project(s), in addition to the specific requirements of each category, special consideration will be given to the capacity to transform its sector and the potential economic and geographical growth of the business. BBVA is seeking the most innovative projects with a potential to transform the financial sector.

Personal data processing

The Participant is hereby informed that the personal data that he/she provides for registration and participation in the Competition, including any provided if he/she is named a Prizewinner, will be processed and included in a file owned by Banco Bilbao Vizcaya Argentaria, S.A., with address at Plaza de San Nicolás 4, 48005, Bilbao, with the purpose of managing each stage of the Competition and delivering the Prizes (including trips), and any other notification, information and promotion purposes in relation to the Competition, in accordance with these Terms and Conditions.

BBVA will process and store this information using the technical and organizational security measures required by law to ensure the security of the data and to prevent their manipulation, loss or unauthorized handling or access, according to the state of technology and the nature of the information and the potential risks to which it might be exposed. The data will be kept during the period of time necessary for the management of the Participation in the Competition, as well as to facilitate the registration of the Participants in the next edition thereof, without prejudice to the term established in section 11.2 for the purpose of regulation of said section.

BBVA will not communicate the data to third parties, unless there is a legal obligation, it is necessary under the provisions of this document or the Participant has given their consent.

BBVA hereby informs the Participant that, unless he/she expresses an objection by sending an email to: opentalent@bbva.com, he/she agrees that BBVA can send, using any means, including email or other electronic means, any information about new Open Talent, events, products and services related to the scope of BBVA “Open Innovation”.

BBVA hereby informs Participants that they can withdraw their consent to the aforementioned commercial notifications by writing to BBVA at: opentalent@bbva.com. Regarding the authorization for the purposes established in paragraph two of this item, given that this authorization is essential for the development of the Competition, its revocation will imply the automatic withdrawal of the Participant from the Competition.

Participants can freely exercise their rights of access, rectification, suppression, objection, restrictions on processing and transferability by writing to BBVA at opentalent@bbva.com. These rights cannot be exercised retroactively. Cancellation of the information required to manage the Competition (including awarding the Prizes) will entail automatic withdrawal from the Competition.

If you believe that we have not processed your personal data in accordance with the regulations, you can contact BBVA’s Data Protection Officer at the following address dpogrupobbva@bbva.com. Nevertheless, you may submit a complaint to the Spanish Data Protection Agency (www.agpd.es).

Intellectual & Industrial Property Rights and Authorizations.

11.1. Intellectual and Industrial Property Rights

With the exception of the use authorized herein and necessary to manage the participation in the Competition, the copyright of the Projects and their contents will remain under the ownership and/or control of the Participants.

Except as expressly provided and authorized in these Terms and Conditions for the operation and dynamics inherent to the Competition itself, the Projects may not be used or distributed, or communicated without the explicit consent of the Participant who is the owner thereof.

The Participants must guarantee that the Projects and their information that they own are contributed voluntarily to this Competition, and in no case contravene the current applicable legislation or infringe any type of third party rights (particularly those pertaining to intellectual and industrial property), and are at all times in possession of the necessary authorization to participate in this Competition.

They also guarantee that the Projects and their information are not offensive, nor demeaning, do not incite violence, racism, or infringe the fundamental rights or public freedoms recognized by the applicable law and the law on the protection of childhood and youth; and do not constitute or represent an intrusion into the personal or family privacy of natural persons, nor an infringement of the right to the honor of third parties or the secret of communications. Furthermore, the Participants declare that they have been granted all the necessary intellectual and industrial property rights regarding their respective trademarks and logos. Likewise, the Participant declares to have the pertinent authorization to use the trade name/brands of other companies to complete the registration form.

The Participants acknowledge and agree that BBVA and/or any otherBBVA Group Entity may have been or may be working on developingapplications or business that are similar to the ones set out in the Projects and those entities are freeto make use of said applications or business without the Participant being able to make a claim to any of them in this regard.

11.2. Authorization

The Participants expressly authorize BBVA and the following entities of its Group (the “OT Entities”): Banco Continental, S.A.; BBVA Banco Francés S.A.; Banco Bilbao Vizcaya Argentaria de Colombia S.A.; BBVA Bancomer, S.A., Institución de Banca Múltiple, Grupo Financiero BBVA Bancomer; BBVA Paraguay S.A.; Banco Bilbao Vizcaya Argentaria Uruguay S.A.; Compass Bank, Banco Bilbao Vizcaya Provincial S.A. and T. Garanti Bankası A.Ş. to publish their personal data (including their image and voice), their brand and logo, and in the case of the Prizewinners, also the contents of their Projects, for any promotional, advertising and marketing activities in relation to the Competition, including (but not limited to) rights of reproduction, distribution, publication and transformation for promotional and advertising purposes on the websites owned by BBVA and/or the OT Entities, and through other means, with no time or geographical limits. This use by BBVA and by the aforementioned OT Entities will not entitle the Participants to any remuneration or benefit.

The Participants expressly renounce any type of action or claim against BBVA or the OT Entities due to these activities for advertising, promotional and dissemination purposes. The Participants are considered informed of this authorization to said entities by virtue of the provisions of this section. The consent provided herein by the Participants is irrevocable in nature and at all times devoid of retroactive effects. All the data requested for this purpose are mandatory, and considered essential for the development of the Competition.

Images, videos, recordings and creative material, and in general, any graphics, audio and visual or audiovisual material (hereinafter theItems”), regardless of the format or medium in which they are materialized or disseminated by BBVA and/or the OT Entities authorized for promotional, advertising and marketing activities in relation to the Competition, will be owned by BBVA and/or those BBVA Group Entities. BBVA and OT Entities shall be entitled to use the Items and adapt, change, vary or transform them in any way as long as this does not involve changing the personal data and authorization of the Participant or Prizewinner to include them in the Items as established above.

The rights over the personal data and information established in this section are granted with no limitation to the geographical scope and for the necessary term as long as they are relevant and/or remain valid. All the information and data will be kept by BBVA and –where applicable– by the aforementioned listed OT Entities, for the required period as long as they are relevant and/or remain valid. They will be destroyed after this period.

If an individual is acting on behalf of and representing the Participant, the Participant grants him/her the same authorization and consent as established herein in relation to his/her data and information, with the same rights and exercise thereof as established herein. If the individual acting on behalf of and representing the Participant is not the same person who registered the Participant in the Competition, before acting on behalf of and representing that Participant, the aforementioned individual must accept the provisions established herein in writing.

Exoneration of responsibility

The Participants shall be held solely liable for any infringements and damages caused or that may be caused to the rights of third parties through the participation of their Projects in this Competition, and shall pay compensation to the third parties affected and BBVA and/or BBVA Group Entities for any damages incurred by the breach of their obligations and/or lack of truthfulness or accuracy of the declarations and obligations established and assumed in this Competition and the present Terms and Conditions.

The Participants shall therefore not hold BBVA and BBVA Group Entities liable at any time for any claims by third parties, and the Participants shall be solely liable for assuming fully whatsoever costs or monetary encumbrances may be due in favor of third parties as a result of actions, claims or conflicts derived from non-compliance and/or inaccuracy or lack of truthfulness of the obligations established in the present Competition and in these Terms and Conditions. Any claim against BBVA by a third party for breach of rights, including but not limited to intellectual and/or industrial property rights, personal data protection or any other law, the Participant undertakes to pay BBVA compensation for any costs that BBVA might be obliged to pay resulting from or relating to such claim.

BBVA shall not be held liable for any delays or any other circumstances caused by third parties that may affect the participation in or the development of the Competition.

BBVA shall not be held liable for damages of any kind that may be caused by the temporary unavailability or continuity of the operation of the system that enables participation in the Competition. Under no circumstance whatsoever shall BBVA be responsible for loss, damage, or prejudice of any type that could result from accessing and using the site, including but not limited to, that caused to computer systems or that are the consequence of computer viruses and/or attacks.  Furthermore, BBVA shall not be held liable for any damage that the Participants may sustain as a result of improper use of the above-mentioned website, or for any failure, interruption, absence or defect in telecommunications.

BBVA shall not be held liable for delays in mail or in the telecommunications networks with respect to records, submission of data, delivery of Prizes, and –among others– shall not be held liable for the loss, deterioration, theft or delay of the same..

If the Competition cannot be held due to the detection of fraud, technical errors or for any other cause beyond the control of BBVA and which affects its normal development, BBVA reserves the right to cancel, modify or suspend this Competition.

Additionally, BBVA does not accept responsibility if the Participants’ data are incorrect or not up-to-date or if it is unable to contact them through no fault of BBVA.

Acceptance of the Terms and Conditions

Participation in this Competition implies an acceptance in full of the Terms and Conditions established herein and express submission to the interpretation of the terms and conditions made by BBVA.

Competition Results

Without prejudice to the provisions of section 8.1, the Finalists and Winners will be announced through the Website.

Notary Public

The Terms and Conditions of the present Competition in Spanish have been deposited for their notarization, [fecha] ante el Notario de Madrid D. Antonio Pérez-Coca Crespo, located at Calle Monte Esquinza número 6, Planta Baja, 28010, Madrid.

Legislation and Jurisdiction

This Competition is subject to Spanish law. Any issues arising from the application, interpretation or implementation of this Competition, the Terms & Conditions and any documentation generated during and for this Competition, will be referred to the Courts and Tribunals of the capital city of Madrid. Any person who has completed the form with the information requested through the Website in the section called “Registration”, as well as the Participants waive any other jurisdiction to which they might have a claim.

These Terms & Conditions have been translated into English. In the event of any dispute, discrepancy, contention or contradiction between the Terms & Conditions written in Spanish and their translation into English, the Spanish text will always prevail.