This hackathon participation agreement ("Agreement") constitutes a legally binding contract between you ("you" or "Participant"), your team ("your team" each member also a "Participant") and Trust Square AG as organizer ("Organizer" or "us" or "we") and applies to your and your team's participation in the Trust Square blockchain hackathon ("Hackathon") to be held at Trust Square, Poststrasse 5-7 8001 Zurich on October 15th – 31st 2021.

The goal of the Hackathon will be to develop innovative and disruptive solutions based on corporate challenges (together the "Trust Square Challenges").

Further details about the Trust Square Challenges are set out in the Organizer Materials.

By registering for the Hackathon or accessing any Organizer Materials or submitting a solution for consideration in one or more of the Trust Square Challenges, You acknowledge: (i) to abide by the terms and conditions in this Agreement, and any other guidelines or instructions provided to you by Organizer or its representatives in connection with the Hackathon and the Trust Square Challenges; (ii) to comply with all applicable laws; and (iii) to be bound by the decisions of Organizer and its representatives in connection with the Hackathon and Trust Square Challenges, which decisions are final and binding. To the extent that there is any discrepancy or inconsistency between this Agreement and any disclosures or other statements contained in any Organizer Materials, this Agreement shall govern.

Participants in the Hackathon must be at least 18 years old or have reached the age of majority in the jurisdiction in which they reside, whichever is greater.

This Hackathon is void wherever restricted by, without limitation, filing or registration requirements, or otherwise prohibited or restricted by law.

Prior to registering for this Hackathon, you must ensure that you are in compliance with any employment or other contract to which you are a party. You are responsible for ensuring that you are not prevented or restricted from participating in the Hackathon or complying with the terms of this Agreement by obligations to your employer such as, but not limited to, bans on hackathon participation, obligations regarding intellectual property and acceptance of prizes.

You are responsible for your own travel and accommodation arrangements and for covering all associated costs and expenses in connection with your participation in the Hackathon. However, certain food and non-alcoholic drinks are expected to be made available during the Hackathon.

Each participant must bring or obtain whatever hardware or software they believe they need to participate in the Hackathon (e.g. laptops, phones, etc.), including any necessary chargers. There will be electrical outlets available.

To register to be a participant in the Hackathon and obtain a ticket for the event, go to the Hackathon website to fill out a registration form and indicate you agree to this Agreement. You will need to provide certain information about yourself to register. Registrations are limited and are on a first come, first serve basis, and Organizer has the right to end registration or limit the number of registrants at any time in its discretion.

Teams of up to 5 individuals are allowed. All members of your team must meet the eligibility criteria contained in this Agreement. If any member of your team is ineligible or otherwise fails to comply with this Agreement, the team as a whole may be disqualified in Organizer's sole discretion. Each team is solely responsible for its own cooperation and teamwork. Organizer will not officiate any dispute between members regarding their conduct, participation, cooperation, contribution, prize sharing or intellectual property ownership. You can talk to others to form teams in advance, or you can meet others and form a team during the Hackathon.

Your team's solution and any other materials submitted in connection with the Hackathon will be referred to herein as your team's submission ("Submission"). Submissions may include code, project entry information, team participant information, demonstration videos, and documentation. Instructions will be provided on how to submit your project and check in the code for your prototype. We will accept only one Submission per team. Winning teams may be subject to a code review at some point following the event or immediately before the winners are announced. Your team must complete its Submission before the end of the Hackathon.

Your Submission must: (i) adhere to the terms of service per this Agreement and the rules stated at the beginning of the Hackathon; (ii) not breach the terms and conditions of any embedded software or services used as part of your Submission, including Organizing Parties' APIs and OSS license terms, which you accept separately from this Agreement when you choose to use those APIs; (iii) not contain any malicious code or backdoors; (iv) not contain, depict or refer to any crude, vulgar, obscene, sexually explicit, disparaging, discriminatory, offensive, illegal or otherwise unsuitable language, activity or other content (all as determined by Organizer in its sole discretion); (v) not contain, depict or refer to any content which disparages or refers negatively to Organizer, any of the Organizing Parties, the Hackathon, or any other person or entity (all as determined by Organizer in its sole discretion); and (vi) not contain any content that violates any law or any third party's rights (including privacy, personality and intellectual property rights).

All code developed as part of the Hackathon must be fresh, meaning that the portion that's included in the main source code repository has been developed explicitly for this Hackathon and that all existing dependent libraries are equally available to all participants.

All submissions must be deployed and run on any public accessible cloud and make use of any Blockchain technology to be eligible for prizes.

Before the start of the Hackathon developers can create wireframes, designs and user flows. To keep things fair, all code must be written during the duration of the Hackathon. You may use any coding languages or open-source libraries.

Your team's Submission may be disqualified if Organizer has reason to believe, in Organizer's sole discretion, that your Submission (i) contains any element that is malicious, corrupt, damaged, incomplete, inappropriate, or offensive; (ii) violates the terms of use of any social media service, website, mobile application or any other platform used in connection with your Submission; (ii) infringes any third party intellectual property rights or applicable license terms; (iv) violates any applicable law or (v) violates or does not comply with any section of this Agreement.

You or your entire team or both may be disqualified for any of the following actions, with or without warning, in Organizer's sole discretion: (i) verbal abuse of another participant or Hackathon staff; (ii) inappropriate touching or harming of another participant or Hackathon staff; (iii) breach of this Agreement or any other agreement entered into in connection with the Hackathon; (iv) violation of or non-compliance with any section of this Agreement, (v) if any of your team members fail to submit a properly executed Agreement or (vi) violating the spirit of the Hackathon. If Organizer has reason to believe that you or your team has compromised the integrity or the legitimate operation of the Hackathon, or has attempted to compromise the integrity or the legitimate operation of the Hackathon, including, without limitation, by cheating, hacking, creating a malicious bot or other automated program, or by committing fraud in any way, or if during the Hackathon, any Hackathon, staff has reason to believe that your health is in danger, you may be required to discontinue your participation in the Hackathon. Your teammates, if any, may continue participating in the Hackathon if they so choose. All disqualification decisions are final and not subject to appeal.

Harassment includes offensive verbal comments related to gender, gender identity and expression, age, sexual orientation, disability, physical appearance, body size, race, ethnicity, nationality, religion, sexual images in public spaces, deliberate intimidation, stalking, following, photography or audio/video recording against reasonable consent, sustained disruption of talks or other events, inappropriate physical contact, and unwelcome sexual attention. Participants asked to stop any harassing behaviour are expected to comply immediately. As this is a hackathon event we would like to explicitly note that the hacks created at our Hackathon are equally subject to the anti-harassment policy. Organizer is also subject to the anti-harassment policy. In particular, Organizer should not use sexualized images, activities, or other material. Organizer representatives (including volunteers) should not use sexualized clothing/uniforms/costumes, or otherwise create a sexualized environment.

You acknowledge and understand by attending the Hackathon or any Hackathon-related event in person as a participant, that you may be photographed, videotaped or both, or otherwise recorded by Organizer or its designees (collectively "Footage") and may be required to sign an affidavit or release for such Footage or both. You agree that all Footage, including all copyrights and other rights therein and thereto, will be owned by Organizer. You authorize Organizer and its affiliates and designees to use, copy, edit, publish, and exploit such Footage and all elements embodied therein (including; your name, your team name and your team information, likeness, submission materials, and recordings of your activities related to the Hackathon), in whole or in part, in any and all media now known or hereafter devised throughout the world, in perpetuity, for advertising, promotional activities, trade, and other purposes, without further notification, permission, or compensation. Organizer has no obligation to make use of any of the Footage.

You also consent to the Organizing Parties and its affiliates' and designees' use of your name or your team's name, as well as your voice, likeness, biographical information, and mention of the nature of your participation in the Hackathon and the Trust Square Challenges, for advertising, promotional activities, trade, public announcements, and other oral communications, media events, or other marketing opportunities on each of the Organizing Parties' websites or through other electronic communications such as emails to each of the Organizing Parties' customers, newsletters, or in materials that one of the Organizing Parties otherwise makes publicly available, and through any other channels to promote the use of Organizer Materials and your Submission, and other purposes, all without further notification, permission, or compensation. You acknowledge that the Organizing Parties are under no obligation to publicize your participation in the Hackathon or usage of the Organizer Materials or both. You hereby grant to each of the Organizing Parties a revocable, non-exclusive, non-transferable license to any trademarks, service marks, logos, trade dress, trade names, and service names developed by you or your team, to publicize your participation in the Hackathon, your usage of the Organizer Materials, and your Submission.

Participants own the rights to the Submission they create during the Hackathon, subject to any license terms of the underlying Technology used in the Submission. Your team may create a prototype using data or API's or both or other copyrightable material owned by third parties. This may mean that you or a teammate use Technology owned or licensed by a third party.

"Technology" means, without limitation, content (including pictorial, audio and audio-visual content), code, specifications, technical information, algorithms, images, design, art, music, graphics, SFX, data, and any other information or materials protected by any intellectual property right. You and your team must abide by the terms of any licenses associated with any third-party Technology used as part of your Submission, including any payment terms or other license terms that could apply for continued use of the Technology. By participating in the Hackathon, you will receive access to certain proprietary software, APIs, or other copyrighted materials or both, including pictorial, audio, video or audio-visual content or both ("Organizer Materials") owned by Organizer or any of the Organizing Parties (as defined below). You must comply with all license terms associated with such Organizer Material, including any payment terms or other license terms that could apply for continued use of the Technology. Your team will be disqualified if Organizer has any reason to believe that your team has violated the terms of this section. You should consult with appropriate advisors or legal counsel if you have any doubt as to whether you are meeting the requirements of this paragraph. Your team may bring to the Hackathon any pre-developed or licensed Technology that you plan to use in connection with your prototype, provided that such Technology meets the requirements of this Agreement.

You acknowledge that a goal of this Hackathon is to encourage the development of contributions which may be freely adopted by the community and deployed to the areas of greatest need, and that your Submission must be licensed under the MIT License https://opensource.org/licenses/MIT.

As a condition of entry, you grant Organizer, the partners and sponsors ("Organizing Parties") of the Hackathon a perpetual, irrevocable, worldwide, royalty-free, and non-exclusive license to use, publicly perform, publicly display, or publish any Submission in whole or in part that is submitted to the Hackathon, for any purpose, including the purposes of allowing the Organizing Parties together or alone to test and evaluate the entry for purposes of the Hackathon, to administer the technical and other requirements of the Hackathon, including distribution of the entry to the Organizing Parties, and for prize award, verification and fulfilment.

Your use of any Organizer Materials made available to you or your team by or on behalf of Organizer in connection with the Trust Square Challenges will be governed by this Agreement. Subject to and conditioned upon you and your team's compliance with this Agreement, Organizer hereby grants to you and your team a personal, limited, revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free license in Switzerland solely during the Hackathon and solely in connection with and for the express purposes of the Trust Square Challenges to develop and demonstrate your Submission incorporating or using the Organizer Materials in connection with the foregoing activities. You and your team understand and agree that Organizer may restrict use of the Organizer Materials in your Submission during or after the conclusion of the Hackathon or both, at Organizer's sole discretion.

You warrant and agree that: (i) you and your team will use the Organizer Materials only for purposes permitted by and in accordance this Agreement and applicable law and regulation and not for any commercial use, and that any future commercial use of the Organizer Materials shall be subject to separate terms and conditions; and (ii) you and your team, jointly and severally, are responsible for (and neither the Organizing Parties nor its affiliates have any responsibility to you, your team, or to any third party for): (a) any data, content, or resources that you or your team obtain, transmit, or display through your Submission or the Organizer Materials; and (b) any breach by you or your team of any of your obligations under this Agreement, any applicable third party license, or any applicable law or regulation, and for the consequences of such breach. You and your team further represent that your Submission does not infringe, either directly or indirectly, any intellectual property rights of the Organizing Parties unrelated to the Organizer Materials or any intellectual property rights of any third party. Any use of the Organizer Materials shall include attribution as set out in the Organizer Materials as the source thereof and additionally shall contain all copyright and other proprietary notice or legend found on the original.

The Organizer Materials are provided on an "as is" and "as available" basis with no warranty. To the fullest extent permissible by law, the Organizing Parties expressly disclaim all warranties of any kind, whether statutory, express, or implied with respect to the Hackathon, the Trust Square Challenges, the prizes, and the Organizer Materials.

A panel of judges for each protocol award and the overall winner will evaluate each Submission immediately after its demonstration using a combination of judging criteria. Each submission will be scored on the following criteria, with the final score being the average of the judges' scores and based on an assessment of:

• Quality of the Idea
  Includes creativity, originality, and code quality
• Potential Value
  Includes the extent to which the solution can be scaled and reach significant adoption
• Implementation
  Includes how well the idea was executed by the developers and the extent to which technology features of the used blockchain protocols were leveraged

Judges are subject to change in Organizer's sole discretion. A judge may elect to recuse him or herself from evaluating a Submission, or Organizer may require a judge to recuse him or herself from evaluating a Submission, if, in the judge's or Organizer's discretion, it would not be appropriate for the judge to evaluate a participant's Submission because of a past or current relationship with the participant. Recusal decisions are final and not subject to appeal.

Potential winners will be announced shortly after the evaluation by the judges via E-Mail. Organizer may take any actions necessary to verify a team's compliance with this Agreement before awarding a prize, including, without limitation, engaging a third-party vendor to evaluate the prototype software code or requiring a team to provide evidence of permission to use certain third-party materials or both. You acknowledge that even though your team may be announced as a winner, if you as an individual, or your team's compliance with this Agreement cannot be verified to the satisfaction of Organizer, Organizer may select an alternate winner. If you or your team is chosen as a winner, you may be asked to sign additional agreements related to prizes, travel, taxes, and appearances at events from the Organizing Parties.

• Overall Winner Award
• Protocol Winner Awards
• Challenge Winner Awards
• Local Winner Awards (Lugano, Geneva, Zurich)
• CVVC Acceleration & Incubation Winner

All prize details will be determined by Organizer in its sole discretion. Organizer reserves the right to substitute a similar prize (or prize element) of comparable or greater value. All taxes and other expenses, costs, or fees associated with the acceptance or use of any prize or both are the sole responsibility of the winner. Prizes cannot be transferred or substituted by the winner. If a prize is not claimed within a reasonable time after notification from Organizer, as determined by Organizer in its sole discretion, it will be forfeited, and time permitting, an alternate winner may be selected from the remaining eligible submissions at Organizer's sole discretion.

The Organizing Parties, their respective parents, affiliates, successors, assigns and licensees, and each of their respective employees, shareholders, officers, directors, agents and representatives will not be liable to you for any direct, indirect, special or consequential damages in connection with the Hackathon or this Agreement.

To the fullest extent permitted under applicable laws, under no circumstances will the Organizing Parties their respective parent companies, affiliates, successors, assigns and licensees, and each of their respective employees, shareholders, officers, directors, agents and representatives have any liability for any loss or damage resulting directly or indirectly from, without limitation: (i) your participation in the Hackathon; (ii) your use of any Organizer Materials; (iii) your receipt, use, or redemption of any prize; (iv) your inability to receive, use, or redeem any prize; or (v) lost revenue, lost profits, lost anticipated profits, lost business, or any injury to business reputation, or cost of procurement of substitute services, under any theory of liability or cause of action, whether in tort (including negligence), contract, or otherwise, regardless of whether any of the Organizing Parties have been advised of the possibility of such damages.

You shall indemnify and hold harmless the Organizing Parties, and each of their respective parent companies, affiliates, successors, assigns and licensees, and each of their respective employees, shareholders, officers, directors, agents and representatives from and against any and all liability, claims, loss, damage, injury or expense, including reasonable attorneys' fees, arising in connection with (i) your failure to comply with any terms of this Agreement; (ii) any misrepresentation you make under Agreement or otherwise to Organizer; (iii) your participation in the Hackathon; (iv) your receipt, use, or redemption of a prize, or your inability to receive, use, or redeem a prize; (v) your use of the products, services, documentation, data, or materials provided under this Agreement, or your Submission or the use or distributions thereof; (vi) any infringement or alleged infringement of a patent, copyright, trademark, or other intellectual property rights or proprietary right relating to this Agreement, the Hackathon, Trust Square Challenges, or your Submission; or (vii) any breach or alleged breach by you or your team of any representation, warranty, or obligation contained in this Agreement.

The failure of Organizer to comply with any provision of this Agreement due to an act of god, hurricane, war, fire, riot, earthquake, terrorism, act of public enemies, actions of governmental authorities outside of the control of Organizer (excepting compliance with applicable codes and regulations), or other "force majeure" event will not be considered a breach of this Agreement. Organizer assumes no responsibility for any injury or damage to your or any other person's computer relating to or resulting from downloading materials or software in connection with the Hackathon. Organizer is not responsible for telecommunications, network, electronic, technical, or computer failures of any kind; for inaccurate transcription of Submission information; for errors in any promotional or marketing materials or in this Agreement; for any human or electronic error; or for entries that are stolen, misdirected, garbled, delayed, lost, late, damaged, or returned. Organizer reserves the right to cancel, modify, or suspend the Hackathon or any element thereof (including, without limitation, this Agreement) without notice in any manner and for any reason (including, without limitation, in the event of any unanticipated occurrence that is not fully addressed in this Agreement). In the event of cancellation, modification, or suspension, Organizer reserves the right to select winners in a random draw from among all eligible, non-suspect entries received prior to the time of the event warranting such cancellation, modification, or suspension. Organizer may prohibit any entrant or potential entrant from participating in the Hackathon if such entrant or potential entrant shows a disregard for this Agreement; acts with an intent to annoy, abuse, threaten, or harass any other entrant, the Organizing Parties or any of their agents or representatives; or behaves in any other disruptive manner (as determined by Organizer in its sole discretion.)

All provisions of this Agreement which by their nature should survive termination will survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Organizer reserves the right, at its sole discretion, to amend and update this Agreement at any time. Organizer will notify you of material changes to this Agreement at least 5 days prior to the change taking effect by posting a notice on the Hackathon website. Your participation in the Hackathon constitutes agreement to revisions of the Agreement.

This Agreement shall be governed by substantive Swiss law, excluding Swiss conflicts of law rules. The United Nations Convention on the International Sale of Goods shall not apply. Any dispute arising under or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of the City of Zurich, Switzerland.