Terms & Conditions

Terms and Condition

Scale-up Bridge (Fintech Edition)

Terms & Conditions (the “Terms”)

Background

Monterrey Digital Hub S. de R.L. de C.V. (hereinafter referred to as “MDH”) was incorporated in 2018 as the result of the relentless effort of CEMEX S.A.B. de C.V. and other 8 founding companies and 3 founding academic institutions to accelerate Mexico’s digital transformation ecosystem. For this purpose, MDH was incorporated to bridge the gap between enterprise, universities & rising entrepreneurs to build a unique open-innovation ecosystem focused on new digital business models. The partnership between MDH and the United Kingdom's Department for International Trade (hereinafter referred to as “UK DIT”) began in October 2020 with the main objective of connecting UK fintech companies with business challenges in the Mexican enterprise ecosystem.

1. Programme objective

a. Scale-up Bridge programme will identify & select 5 financial technology (FinTech) scale-ups from the United Kingdom that will receive a 1-year membership to the MDH that include growth services (as detailed in annex 1), aimed at connecting them with the local expert and entrepreneur community.

b. The programme seeks to promote commercial relationships between the United Kingdom & the Mexican ecosystem, providing an ideal platform & community for entrepreneurs to connect locally with mentors, potential clients, partners, and talent.

2. Participants

a. The Programme is open to any “Scale-up” (hereinafter a "Scale-up", see annex 2 for criteria) –, submitted by either a natural person 18 years of age or older at the time of registration in the programme (see Section 4) or a legal entity (the “Participants”). Participants may submit a Scale-up individually or as a team. Participants may be required to provide MDH with proof that they meet all eligibility requirements for this Programme.

b. Only companies legally incorporated and operating within the United Kingdom may participate. Exceptions may be made exclusively by the UK DIT & the MDH.

c. To be eligible as a selected Scale-up, Participants must meet the requirements above mentioned (and any other requirement established in these Terms) by the time they are appointed as selected Scale-up.

d. MDH reserves the right to disqualify any Participant who (i) cheats or otherwise alters the proper development of the Programme, (ii) engages in improper practices to increase profitability, (iii) breaches the applicable law, (iv) does not otherwise comply with the Terms or (v) harm the reputation of MDH and UK DIT or any of its affiliates or that leads to unwanted or unfavourable publicity for MDH or its affiliates and UK DIT or its affiliates.

e. Participants may be subject to a due diligence review by MDH and UK DIT at any time to verify compliance with these Terms. Determination of such compliance is at the sole discretion of MDH and UK DIT.

3. Registration

a. The registration & selection process is free of charge.

b. Participation in the Programme is free for selected companies and does not entail any obligation of commercial relationship between MDH and the Scale-up.

c. Participants who wish to participate in the Programme must register via this form (https://forms.gle/tUdYrxKH78zxnsVCA). The registration process consists of:

i. Accepting these Terms, the Privacy Policy (https://mtydigitalhub.com/privacy) and the Programme Privacy Notice (https://sites.google.com/mtydigitalhub.com/scaleupbridge/privacy-policy). By accepting these three documents, you confirm that you have read and understood them and that you agree with them. The acceptance of these Terms, the Privacy Policy and the Programme Privacy Notice entails the entering into a binding legal agreement between the Participant and MDH governed by their provisions. If you do not agree with these Terms, the Privacy Policy, or the Programme Privacy Notice, you will not be able to register in the Programme.

ii. Filling in a submission form that will enable the Participants to explain their Scale-up in detail. Participants will be able to upload any files on Word Documents, PDF or MP4 videos with a maximum file size of 100MB (megabytes) they may find useful for the assessment of the Scale-up. Submissions received after the Closing Date (January 22, 2021) will be considered invalid and will not be processed or accepted in the Programme. MDH does not accept responsibility for any submissions which are lost, delayed, incomplete or otherwise not received, are corrupted or cannot be entered into for technical or other reasons.

d. Incomplete or illegible submissions, or those non-compliance with the Terms, are invalid. MDH and UK DIT have no obligation to inform Participants of any invalid entries. Proof of transmission or electronic delivery will not be deemed to be proof of registration. MDH and UK DIT are not responsible for, and will not assist in, resolving any disputes between team members.

e. The submission form shall include, among others, the following fields. Participants must complete all fields in English:

i. Company name:

ii. Web page:

iii. Name of the person filling this form:

iv. Job Title:

v. E-mail:

vi. Contact phone:

vii. Do you currently offer a fintech product or solution?

viii. Which megatrend represents what your company does?

1. IoT & IIoT

2. E-commerce

3. Cybersecurity

4. Last-mile Delivery & Long-hold Delivery

5. Data-oriented Services

6. Industrial Optimization (Industry 4.0)

7. Customer Intelligence & Experiences

8. Omnichannel Solutions

9. Artificial Intelligence

10. COVID-19 Workforce Health & Safety

11. Blockchain

12. Other:

ix. Impacted industry:

1. Retail (B2B & B2C)

2. Consumer Packaged Goods

3. Financial Services

4. Industrial & Manufacturing

5. Construction & Real Estate

6. Healthcare & InsureTech

7. Other:

x. Founders names and their positions:

xi. Constitution year:

xii. UK Company registration name

xiii. UK Company registration number

xiv. Is your Company information available at HMG`s Companies House registry?

xv. If not, why?

xvi. Where are your Headquarters located?

xvii. How many offices do your company have?

xviii. Describe your solutions:

xix. Which companies are you currently working with?

1. If you are not at liberty to name the companies, kindly include a general description of the partnerships.

xx. Tell us about a success story with one of your clients:

xxi. Number of collaborators:

xxii. Annual sales range (USD):

1. 0 - 250,000 USD

2. 250,000 - 500,000 USD

3. 500,000 - 1,000,000 USD

4. 1,000,000 - 5,000,000 USD

5. 5,000,000 USD - 20,000,000 USD

6. > 20,000,000 USD

xxiii. Have you ever received investment?

1. Yes

2. No

xxiv. If yes, which investors (angel, family office, VC, CVC) were involved and at which series?

1. If you are not at liberty to name the companies at this moment, MDH could ask more details to validate this information. For confidential information, NDA can be signed.

xxv. How much are you planning to grow the next 12 months (CAGR)?

xxvi. Which are your key challenges for your company for the next 6 months - 1 year?

xxvii. Which fintech vertical(s) are you interested in? (Check all that apply)

1. Payments & Remittances

2. Scoring, Identity & Fraud

3. Enterprise Financial Management

4. Crowdfunding

xxviii. According to the vertical selected before, describe a potential solution for this challenge:

xxix. Why are you a good supplier for this challenge?

xxx. Please share with us your service deck:

1. Files accepted: Word documents, PDF, MP4 videos

xxxi. How did you find out about this programme?

1. Web

2. Social Media

3. News

4. Events

5. Word of Mouth

6. Other:

xxxii. Comments or questions:

4. Participants obligations

a. Each submission must be of Participants’ own creation. By participating in the Programme, Participants certify that they (and/or the Scale-up) have sufficient ownership of the relevant intellectual property rights and the information provided during the Programme and that they have the right to register the Scale-ups in the Programme.

b. Participants declare that they do not submit any Scale-up that (i) includes any information that infringes any third-party proprietary, intellectual property, industrial property, personal rights or other rights, including without limitation, copyright, trademark, patent, trade secret or confidentiality obligations; (2) otherwise violates applicable law; or (3) is subject to any actual or threatened litigation or claim. Participants are responsible for (i) any violations resulting in the unauthorized use of a third party’s intellectual property and (ii) compliance with applicable laws. Specifically, Participants also declare that all information and materials submitted by them during the Programme:

i. belong to them;

ii. are not false, inaccurate or misleading;

iii. are not in breach of any applicable laws, regulations, licenses, or third-party rights;

iv. are not harmful, threatening, defamatory, infringing, harassing or racially or ethnically offensive;

v. do not facilitate illegal activity or depict sexually explicit images;

vi. do not promote violence or discrimination based on race, gender, colour, religious belief, sexual orientation and/or disability; and

vii. do not cause damage or injury to any person or property.

5. Scale-up Bridge MTY process

a. The Programme will be developed in the following three main process stages:

i. Phase 1 – Application: Participants will have to register their Scale-ups (please see Section 4) within the following period:

1. Opening date: December 7, 2020, at 00:00h (CST/GMT -6) (the “Opening Date”).

2. Closing date: January 22, 2020, at 23:59h (CST/GMT -6) (the “Closing Date”).

ii. Phase 2 – Filtering and Analysis: Once Phase 1 is completed, all applicant Scale-ups will be reviewed by MDH’ team and UK DIT following the selection criteria set out in Section 6 below, with the ultimate objective of selecting the five (5) top scored Scale-ups (from then on the “Members”). MDH expects that this Phase 2 will last up to four months from the Closing Date.

iii. Phase 3 – Selection as Members: The Members will present their Scale-ups to the MDH community with the opportunity to connect with MDH’s network.

b. This preliminary schedule of the Phases above mentioned may be amended by MDH at any time. In such cases, MDH shall notify the Participants of such amendments as soon as practicable.

c. Further information regarding the Programme process can be found at this MDH landing site (https://sites.google.com/mtydigitalhub.com/scaleupbridge/home) or at scaleupbridge@mtydigitalhub.com.

6. Selection Criteria

a. In Phase 2 – Filtering and Analysis, the Scale-ups will be reviewed by MDH and the United Kingdom Department for International Trade. Members will be selected based on the following criteria: (i) being a Business-to-Business (B2B) technological company, (ii) report annual revenue of $500K USD to $20M USD, (iii) relation to the fintech industry, (iv) solution of any of the main pain points suffered by the actors involved in the financial value chain, (v) have more than 3 business cases with international companies and (vi) focus on at least one of the following four opportunity areas (“Focus Areas”):

i. Payments & Remittances

ii. Scoring, Identity & Fraud

iii. Enterprise Financial Management

iv. Crowdfunding

b. To develop these criteria, the previous evaluation criteria were taken as a starting point and the variables and weights were adjusted according to evaluation areas. The proposed evaluation criteria consider three areas weighted as follow:

In order to obtain sufficient information and evaluate the Scale-ups according to the evaluation criteria, an online questionnaire was prepared. The questionnaire will be available through Google Forms and will help the team to understand the details from participants regarding their team, business model, relations with customers and probable gender.

c. Participants will hold MDH and UK DIT harmless from any claim based in the breach of these Terms.

7. Intellectual Property Rights

a. The sole act of participating in the Programme does not entail the transfer of the ownership of any intellectual property by the Participants to MDH or UK DIT.

8. Personal data

a. Participants acknowledge, agree, and expressly authorize that the personal data provided during the Programme will be processed in accordance with these Terms, the Privacy Policy, and the Programme Privacy Notice.

9. Authorizations

a. Authorizations granted by the Participants by accepting these Terms. By accepting these Terms and the Programme Privacy Notice Participants expressly grant the following authorizations:

i. Authorization to MDH to share the non-confidential or commercially sensitive information provided by the Participants with companies within the same group

By accepting these Terms and the Programme Privacy Notice, Participants authorize MDH to share all the information not specified as confidential and / or commercially sensitive, provided by the Participants during the Programme with any company within its group for the purpose of analysing any potential establishment of business relationships and contacting the Participants for that purpose.

ii. Authorization to MDH to share the information provided by the Participants in Phase 1 with UK DIT

By accepting these Terms and the Programme Privacy Notice, Participants authorize MDH to share all the information provided by the Participants in Phase 1 – Application of the Programme (including, for the avoidance of doubt, Participants personal data (if any)) (the “Scale-up Information”) with UK DIT as long as they are obliged to (i) keep all non-public information secret and confidential and (ii) they use such information only for the development of the Programme, to analyse potential business relationships with Participants (being expressly hereby authorized to directly contact the Participants for this purpose) and as otherwise provided in these Terms.

iii. General authorization to MDH and UK DIT to disclose the Scale-ups’ and Participants details

By accepting these Terms and the Programme Privacy Notice, the Participants acknowledge, agree and expressly authorize MDH (and any company within its group of companies) and any of UK DIT’s, without limits to territory or deadline, to set, reproduce and publish the Scale-up Information, as well as the logo, image, voice and any other information of the Scale-up and the Participants provided during the Programme through any means (including, without limitation, releases on websites, social media networks and press) and in any format. For the avoidance of doubt, such information may also include personal data (e.g. names) of the Participants (please read the Privacy Policy (https://mtydigitalhub.com/privacy) and the Programme Privacy Notice (https://sites.google.com/mtydigitalhub.com/scaleupbridge/privacy-policy).

This authorization is granted so long as: (i) the information to be disclosed is generally and publicly available, (ii) Scale-ups’ and Participants intellectual property is always respected and (iii) the purposes of the disclosure are advertising, informative and promotional purposes regarding the Programme or related topics (e.g. top 5 fintech UK Scale-ups) with no right to compensation.

In the event that the information was published on MDH’ or UK DIT’ websites, Participants shall be entitled to ask them to erase or update any information of their profile contained on the relevant website at any time without cause. MDH and UK DIT shall be entitled to erase any information of the Scale-ups or the Participants from their websites or social media networks at any time without cause.

iv. Participants expressly release MDH and UK DIT from any claims (i) they may have arisen out of the disclosure of their information to the extent MDH and UK DIT have complied with this Section 14 or (ii) filed by a third-party based on the information provided by the relevant Participant.

10. Amendments and cancellation

a. MDH has the right to amend these Terms or cancel the Programme at any time. In such an event, MDH shall publish the amendments or cancellation on its landing page. If, upon notification of the amendment of these Terms, a Participant does not expressly cancel its registration it shall be understood that it accepts the amended version of the Terms.

b. Participants are allowed to modify the information submitted or cancel its registration in the Programme by sending an email to scaleupbridge@mtydigitalhub.com.

11. Applicable Law and Jurisdiction

a. These Terms and any issue arising in relation to the Programme shall be governed by Mexican law. Participants hereto submit to the exclusive jurisdiction of the Courts of the city of Monterrey, expressly waiving any other law and venue to which they may be entitled by reason of their present or future domicile or by any other cause.

Annex 1 - Description of Growth Services

Annex 2 – Scale-up Criteria

1. Being legally registered in United Kingdom

2. Offer B2B (Business-to-Business) solutions on fintech (financial technologies)

3. Have more than 3 years since legally founding

4. Register an annual revenue between $500,000 USD and $20,000,000 USD (EBITDA)

5. Have an ascertainable Product/Market Fit in United Kingdom

6. Represent 3 or more successful international business cases

7. Acquired at least a Series A funding round

8. Demonstrate annual growth of 20% or more