Google Impact Challenge in Australia ­ OFFICIAL RULES
THIS CHALLENGE IS OPEN ONLY TO ORGANISATIONS BASED IN AUSTRALIA THAT MEET THE
ELIGIBILITY CRITERIA DESCRIBED BELOW (“ORGANISATION”). ENTRY IN THIS CHALLENGECONSTITUTES YOUR ACCEPTANCE OF THESE OFFICIAL RULES.
The ​Google Impact Challenge in Australia ​(the “Challenge”) is a challenge where participating
Organisations submit grant applications and Marketing Materials (as defined below), including a descriptionof their mission, specific project idea and implementation plan, and track record; and for selected Finalists(as defined below), an in­person presentation in front of a live audience (“Application”), ​for the chance ofbeing awarded a monetary and/or in­kind grant as described below (“Award”). The grant Applications will be
evaluated by the Reviewers and Judges (as defined below), who will choose the grant recipients inaccordance with these Official Rules. The Awards will be granted to the Organisations whose Applications
are evaluated as having the highest scores in the judging criteria (“Winners”). See below for the complete
details.

1. ​BINDING ​AGREEMENT​: In order to enter the Challenge, you must agree to these Official Rules(“Rules”) on behalf of your Organisation. Therefore, please read these Rules prior to entry to ensure you
understand and agree. You agree that submission of an Application in the Challenge constitutes your andyour Organisation’s agreement to these Rules. You may not submit an Application to the Challenge andyour Organisation is not eligible to receive an Award described in these Rules unless you and yourOrganisation agree to these Rules. These Rules form a binding legal agreement between your Organisation
and Google with respect to the Challenge.
2. ELIGIBILITY:​
To be eligible to enter the Challenge, an Organisation must:(a​) be a charity currently registered with the Australian Charities and Not­for­profits Commission;(b) not be an entity under U.S. or Australian export controls or sanctions;(c) have access to the Internet in order to submit an Application and participate in other online aspects of the
Challenge;(d) have a registered office in Australia;(e) not discriminate on any unlawful basis in either hiring/employment practices or in the administration ofprogrammes and services;(f) not discriminate on the basis of sexual orientation or gender identity in hiring/employment practices;(g) agree that if it receives an Award, the Award will be used for programs open to all persons regardless ofreligion and will not be used for religious instruction.
The Challenge is void where prohibited by law. Google (as defined below) reserves the right to verify
eligibility and to adjudicate on any dispute at any time. These rules are binding on you, individually, and/or
your Organisation. You warrant that you are acting within the scope of your employment, as an employee,
officer or director of Organisation, and that such Organisation has full knowledge of your actions and has
consented thereto, including the Organisation’s potential receipt of an Award. You further warrant that youractions do not violate your Organisation’s policies and procedures.

3. ​CHALLENGE SPONSOR​: The Challenge is sponsored by the Google Foundation ("Google"), a US
501(c)(3) private foundation incorporated under the laws of the State of California in the United States
whose principal place of business is at 1600 Amphitheatre Parkway, Mountain View, CA 94043, USA.
Google will offer ten (10) grants in accordance with these Rules. In addition, the Australian Department of
Foreign Affairs and Trade (“DFAT”) will offer up to four (4) additional grants in accordance with these Rules.

4. ​APPLICATION PERIOD​: The application period begins at 8:00 a.m. AEST on 8 June 2016 and ends at
11.59 p.m. AEST on 13 July 2016 (“Application Period”).
5. ​HOW TO ENTER: To enter the Challenge, visit the Challenge website located atg.co/australiachallenge (“Challenge Site”) during the Application Period and follow the instructions for
submitting an Application that includes information about your Organisation and your specific project idea
and implementation plan. The Application must meet the “Application Requirements” described below.
LIMIT OF ONE (1) APPLICATION PER ORGANISATION. All Applications must be received during theApplication Period. Applications are void if they are in whole or part illegible, incomplete, damaged, altered,counterfeit, obtained through fraud, or late. All Applications will be deemed made by the authorised accountholder of the email address submitted at the time of entry, and the person submitting an Application may berequired to show proof of being the authorised account holder for that email address. The "authorised
account holder" is the natural person authorised by the Organisation to submit an Application and assigned
to an email address by an Internet service provider, online service provider, or other Organisation
responsible for assigning email address for the domain.
All Finalists (as defined below) and any DFAT Award Winner(s) will be required to submit marketing
materials to Google, which may include video, photos, and/or additional Application information (“Marketing
Materials”). In the event Google determines additional Marketing Materials are required, Google will pay forthe creation of any such new Marketing Materials (“New Marketing Materials”). Any New Marketing Materials
that consist of video or photos will be shot at Google Australia’s office in Sydney or at Finalist’s office, orother locations to be mutually determined by Google and Finalist, during the period between 29 August 2016
and 4 October 2016​. If the New Marketing Materials are shot at Google Australia’s office, Google will pay forthe travel related expenses for a representative of each Finalist to travel to Sydney, if they are not based in
Sydney (as described below). Any Finalist that does not submit Marketing Materials or does not work with
Google to create New Marketing Materials will be disqualified from this Challenge, and the Judges (asdefined below) will select the next highest scoring Application as a new Finalist. Marketing Materials and
New Marketing Materials may be used on the Challenge site to allow the public to select one of the Winners,
as described below.

6. APPLICATION REQUIREMENTS: ​The Application must meet the following Requirements (“Application
Requirements”):(a) it must not be derogatory, offensive, threatening, defamatory, disparaging, libelous or contain any
content that is inappropriate, indecent, sexual, profane, tortuous, slanderous, discriminatory in any way, orthat promotes hatred or harm against any group or person, or otherwise does not comply with the theme andspirit of the Challenge;(b) it must not contain content, material or any element that is unlawful, or otherwise in violation of orcontrary to all applicable federal, state, provincial or local laws and regulations in any state where theApplication is created;

(c) it must not contain any content, material or element that displays any third party advertising, slogan, logo,
trademark or otherwise indicates a sponsorship or endorsement by a third party, commercial entity or that is
not within the spirit of the Challenge, as determined by Google, in its sole discretion;(d) it must be an original, unpublished work that does not contain, incorporate or otherwise use any content,material or element that is owned by a third party or entity;(e) it cannot contain any content, element, or material that violates a third party’s publicity, privacy orintellectual property rights;(f) it must be in English;(g) it must be submitted by an Organisation that meets the eligibility requirements provided in Section 2
above; and(h) it must indicate if the Organisation does not wish to be considered for a DFAT Award.
Google reserves the right, in its sole discretion, to disqualify any Organisation that does not meet the
Eligibility Criteria, or which submits an Application that does not meet the Application Requirements.

7. ​JUDGING​: Applications will be evaluated by a team of Google employees and external experts(“Reviewers”); the Finalists’ (as defined below) Applications will be reviewed by a panel of internal andexternal experts (the “Judges”), and by the public. Each Application will be evaluated based on the following
criteria (“Judging Criteria”):
1. Impact. ​How will the proposed project improve lives? How many people will be affected if
successful and to what extent? Is the proposal rooted in research that identifies the size of the
problem and how the proposed idea will help solve it?
2. Technology / Innovation. ​What is the core insight or innovation that differentiates this projectfrom others, in philosophy or execution? What makes the proposed project unique? How does the
proposal leverage technology in a new and creative way to tackle the issue it seeks to address?
3. Scalability. ​If successful, how easily can this project scale? Can this proposal serve as a modelfor other efforts?
4. Feasibility. ​Does the team have a well­developed, realistic plan to execute on the proposal?
Have they identified the right partners for implementation?
There will be 2 rounds of judging. For the first round, Reviewers will evaluate each Application based on the
Judging Criteria. The 10 ​Applications that receive the highest overall scores, and which pass the requireddue diligence, will be selected as the finalists (“Finalist(s)”). In the event of a tie, the Application that received
the higher score from the Reviewers in the category of “Technology / Innovation” will be selected as one of
the Finalist(s). In the event an Organisation is disqualified for any reason, the Application that received thenext highest total score will be chosen as the Finalist, provided it passes the required legal due diligence.
In order to permit the Reviewers to select the Finalists, an Organisation may be required to attend interviews
and submit additional information, including but not limited to the following:(a) Financial statements for each of the last 3 fiscal years, including income statement, balance sheet andcash flow statement(b) Relevant bank wire information;(c) Recent bank statements;

(d) Full list of full legal names of senior leadership, trustees, and board members;(e) List of countries where Organisation has operations outside of Australia, if any;(f) Relevant information on any government affiliation or public funding; and(g) Further details or information on Organisation’s project idea and implementation plan.
If an Organisation does not respond to the request for additional information within ​2​business days from thefirst notification attempt, then such Organisation will be disqualified.
The Finalists will be selected and notified during the period of 14 July 2016 and 26 August 2016. All Finalists
will be required to sign a grant agreement, as described below. If a Finalist does not respond to thenotification attempt within ​2 ​business ​days from the first notification attempt, or does not sign a grant
agreement, then such Finalist will be disqualified and an alternate Finalist will be selected from among all
eligible Applications received based on the judging criteria described herein. With respect to notification by
telephone, such notification will be deemed given when the Finalist engages in a live conversation with
Google or when a message is left on the Finalist’s voicemail service or answering machine by the Google,
whichever occurs first. All notification requirements, as well as other requirements within these Rules, will bestrictly enforced.
For the second round, the Finalists will be required to pitch their idea to the Judges at a final event in person
in Sydney (the “Final Event”). If a Finalist does not participate in the Final Event in person, it will bedisqualified from the Challenge. The Judges will evaluate and attribute a score to each of the Finalists’Applications made up of scores based upon the Judging Criteria. A total of four (4) Organisations will beselected as winners (“GIC Winners”). The three (3) Applications that receive the highest overall scores fromthe Judges will be selected as GIC Winners. In the event of a tie, the Application that received the higherscore from the Judges in the category of "Technology / Innovation” will be selected as one of the GIC
Winners. One additional Application will be chosen as a GIC Winner by the public based on the public’s
vote. The public voting will take place between 4 October 2016 and 25 October 2016 via the Challenge Siteand, at Google’s discretion, may also be carried out offline. Determinations of the Judges and the public are
final and binding. All GIC Winners will be required to sign a grant agreement, as described below.

8. GIC AWARDS​: Each of the four GIC Winners will receive AU$750,000 grant funding, and the opportunity
to receive limited mentorship and support from Google Inc. and/or its subsidiaries, its affiliates or partners.
The next six (6) Finalists who were not GIC Award Winners will each receive AU$250,000 grant funding, andthe opportunity to receive limited mentorship and support from Google Inc. and/or its subsidiaries, affiliates
or partners (“​GIC Award(s)​”).
9. DFAT JUDGING AND AWARDS​: In addition to the GIC Awards, Applications that:(a) do not indicate that the Organisation does not wish to be considered for a DFAT Award; and(b) are directed towards activities to be fulfilled outside of Australia (“Additional DFAT Award Criteria”),
will be reviewed for eligibility for a DFAT Award.
Applications that meet the Additional DFAT Award Criteria will be reviewed by the Reviewers based on the
Judging Criteria for shortlisting.
Up to (4) DFAT Award recipients will then be determined by a panel of judges appointed by DFAT (“DFAT
Judges”), based on the Judging Criteria, and examining innovative ways to tackle tough developmental
challenges, using technology to reduce poverty, enhance stability and promote prosperity in the Asia Pacificregion.

The Application(s) that receive the highest overall score(s) from the DFAT Judges will be selected as DFAT
Award Winner(s). In the event of a tie, the Application that received the higher score from the DFAT Judges
in the category of "Technology / Innovation” will be selected as a DFAT Award Winner. Determinations of
the DFAT Judges are final and binding.
Any DFAT Award Winner(s) will receive AU$500,000 grant funding from DFAT, and the opportunity toreceive limited mentorship and guidance from DFAT.
Organisations are eligible to win multiple awards (e.g. an Organisation may be selected as a Finalist and/or
GIC Winner in addition being selected as a DFAT Award Winner).

10. TRAVEL EXPENSES FOR FINALISTS NOT RESIDING IN SYDNEY: ​Google will pay reasonable
travel expenses for two representatives from each Finalist organisation who does not reside in Sydney inorder to travel to the Video shooting (if not filmed at Finalist’s office); and to the Final Event. Travel
expenses will include: ​(1) round­trip airfare (economy) or train fare or bus fare (as determined by Google) for
the Finalist to travel from the major Australian airport/train or bus station closest to the individual’s residence
to Google Australia’s Sydney office; (2) double­occupancy hotel accommodation for one night in Sydney;
and (3) meals. Organisation is responsible for any other expenses including incidental travel costs not
expressly stated above, including but not limited to, ground transportation, passenger tariffs or duties,
surcharges, airport fees, service charges or facility charges, personal charges at lodging, security fees,
taxes or other expenses are the responsibility solely of the Finalist. Finalist will be required to liaise with
Google and/or its agents in order to book travel and accommodation. Travel award is not redeemable forcash. DFAT Award Winner travel will be covered at DFAT's discretion and subject to travel cost limits
determined by DFAT.
11. GRANT AGREEMENTS: ​All selections of Finalists are subject to a legal due diligence review of each
Organisation, and the execution of a grant agreement between Google (and/or its donor processing agent,
the Tides Foundation) and each Organisation, if applicable as determined by Google. If the Organisation(whether selected by the Reviewers, Judges or by the public) does not pass the legal due diligence review(as determined by Google and/or its donor processing agent the Tides Foundation, in their sole discretion),or if the Organisation does not sign a grant agreement, Google will select another Organisation as a Finalist,
or in the case of a Winner, the Finalist with the next highest score from the Final Event as a Winner.
All selection(s) of DFAT Award Winner(s) are subject to a due diligence review of each Organisation by
DFAT, and the execution of a grant agreement between DFAT and each DFAT Award Winner, if applicable,
as determined by DFAT.
No transfer, substitution or cash equivalent for Awards is allowed, except at Google’s sole discretion. Google
reserves the right to substitute an Award, in whole or in part, of equal or greater monetary value if an Award
cannot be awarded, in whole or in part, as described for any reason. Value is subject to market conditions,which can fluctuate and any difference between actual market value and approximate retail value will not beawarded.

12. ​TAXES​: IN­KIND OR MONETARY GRANTS TO FINALISTS AND/OR WINNERS ARE SUBJECT TO
THE EXPRESS REQUIREMENT THAT THEY SUBMIT TO GOOGLE ALL DOCUMENTATIONREQUESTED BY GOOGLE TO PERMIT IT TO COMPLY WITH ALL APPLICABLE STATE, FEDERAL,LOCAL, PROVINCIAL AND FOREIGN TAX REPORTING AND WITHHOLDING REQUIREMENTS. ALL

AWARDS WILL BE NET OF ANY TAXES GOOGLE IS REQUIRED BY LAW TO WITHHOLD. ALL TAXESIMPOSED ON AWARDS ARE THE SOLE RESPONSIBILITY OF THE FINALISTS AND/OR WINNERS. In
order to receive an Award, Finalists and/or Winners must submit the tax documentation requested by
Google or otherwise required by applicable law, to Google or the relevant tax authority, all as determined byapplicable law, including, where relevant, the law of the Finalists’ and/or Winner’s country of residence. The
Finalist and/or Winner is responsible for ensuring that it complies with all the applicable tax laws and filing
requirements. If an Finalist and/or Winner fails to provide such documentation or comply with such laws, theaward may be forfeited and Google may, in its sole discretion, select an alternative Finalist and/or Winner.

13. ​GENERAL CONDITIONS​: All federal, state, provincial and local laws and regulations apply. Once thetravel schedule has been arranged, it cannot be altered and failure of a Finalist to follow such schedule will
not obligate Google in any way to provide the Finalist with alternate arrangements. Google reserves the rightto disqualify any Organisation from the Challenge if, in Google’s sole discretion, it reasonably believes that
the Organisation has attempted to undermine the legitimate operation of the Challenge by cheating,deception, or other unfair practices or annoys, abuses, threatens or harasses any other Organisations,
Google, DFAT or the Judges.
14. ​INTELLECTUAL PROPERTY RIGHTS​: ​The Organisation retains ownership of all intellectual andindustry property rights (including moral rights, to the extent permitted by applicable law) in all materials
submitted to the Challenge Site or to Google or its representatives as part of its Application, including,
without limitation, photographs, comments, information, text, video, feedback, creative ideas, suggestions, orother materials (each a “Submission” and collectively, the “Submissions”). Finalists hereby grant Google andits affiliates, partners (including DFAT), and representatives a nonexclusive, royalty­free, perpetual,irrevocable, and fully sublicensable right for the maximum duration permitted by applicable law to use,
reproduce, modify, adapt, publish, translate, create derivative works from, distribute, copy, and display any
Submission, in whole or in part, throughout the world in any form, media, or technology now known or
hereafter developed, including all promotion, marketing, publicity, and any other uses thereof related to the
Challenge, without notice or attribution to Organisation, or any other entity or person and without obtaining
any further permission or license or making any payment whatsoever, and Organisation acknowledges that
Google has no obligation to use its Submission.
Any material an Organisation submits to the Challenge Site or to Google or its representatives
and partners is not confidential or proprietary and Google and its representatives and partners
shall be under no obligation to maintain the confidentiality of any content submitted.
All Organisations that receive an Award will be required to sign a grant agreement, which will
include a provision requiring that any intellectual property rights created with Award funds must
be placed and widely disseminated in the public domain, free for any use.
15. ​PRIVACY​: Organisations agree and explicitly consent that personal data entered during the registration,
including name, mailing address, phone number, and email address may be processed, stored, shared andotherwise used for the purposes and within the context of the Challenge. This data will also be transferred
into the United States. By entering, Organisations agree to the transmission, processing, sharing andstorage of this personal data in the United States.
Organisations also understand this data may be used by Google and DFAT in order to verify an
Organisation’s identity, postal address and telephone number in the event an Application qualifies for anaward. Organisations have the right to access, review, rectify or cancel any personal data held by Google inconnection with the Challenge by writing to Google at the address listed above. If an Organisation does notprovide the data required at registration, that Organisation’s Application will be ineligible. Otherwise, allpersonal information that is collected from the Organisation is subject to Google’s Privacy Policy, located at:
http://www.google.com/intl/en/policies/privacy/​.

16. PUBLICITY: By participating in the Challenge and/or accepting an Award, Organisation agrees andconsents to Google and its agencies use of Organisation’s name and/or likeness, logo(s), Marketing
Materials and/or other materials submitted as part of the Application for a reasonable time during and after
completion of the Challenge in promotional material of Google (or its agents) as a Finalist or Winner of the
Challenge without additional compensation, unless prohibited by law.
By participating in the Challenge, Organisation further agrees that Google (and its affiliates, partners andagencies) may make or have made audio, visual and/or audio­video recordings of (i) any aspect ofOrganisation’s participation in the Challenge; and/or (ii) the Organisation’s premises (“Recordings”). As
between Organisations and Google, Google owns all intellectual property rights in the Recordings, and may
use the Recordings for any purpose and in any way (including advertising and promotional purposes),
without further approval from Organisation. Organisation will ensure that any of Organisation’s
representatives, staff or volunteers who may appear in Recordings enter into separate releases with Google
allowing Google to make and use the Recordings.

17. ​WARRANTY AND INDEMNITY​: Organisations warrant that their Applications are their Organisation’s
original work and, as such, the Organisation is the sole and exclusive owner and rights holder of thesubmitted Application and that it has the right to submit the Application in the Challenge and grant all
required licenses. Each Organisation agrees not to submit any Application that (1) infringes any third party
proprietary rights, intellectual property rights, industrial property rights, personal or moral rights or any otherrights, including without limitation, copyright, trademark, patent, trade secret, privacy, publicity or
confidentiality obligations; or (2) is confidential or proprietary information; or (3) otherwise violates theapplicable state, federal, provincial or local law. To the maximum extent permitted by law, each Organisationindemnifies and agrees to keep indemnified employees, interns, contractors, and official office­holders of
Google, or their parent companies, subsidiaries, affiliates (“Challenge Entities”) at all times from and against
any liability, claims, demands, losses, damages, costs and expenses resulting from any act, default oromission of the Organisation and/or a breach of any warranty set forth herein. To the maximum extent
permitted by law, each Organisation agrees to defend, indemnify and hold harmless the Challenge Entities
from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities,
damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) any
Application or other material uploaded or otherwise provided by the Organisation that infringes any
copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or
defames any person or violates their rights of publicity or privacy, (b) any misrepresentation made by theOrganisation in connection with the Challenge; (c) any non­compliance by the Organisation with theseRules; (d) claims brought by persons or entities other than the parties to these Rules arising from or related
to the Organisation’s involvement with the Challenge; (e) acceptance, possession, misuse or use of any
award or participation in any Challenge­related activity or participation in this Challenge; (f) any malfunction
or other problem with the Challenge Site; (g) any error in the collection, processing, or retention of entry
information; or (h) any typographical or other error in the printing, offering or announcement of any award,
Finalist(s), or Winner(s).
18. ​ELIMINATION​: Any false information provided within the context of the Challenge by any Organisation
concerning identity, mailing address, telephone number, email address, ownership of right ornon­compliance with these Rules or the like may result in the immediate elimination of the Organisation fromthe Challenge.

19. ​INTERNET​: Challenge Entities are not responsible for any malfunction of the entire Challenge Site or
any late, lost, damaged, misdirected, incomplete, illegible, undeliverable, or destroyed Applications due tosystem errors, failed, incomplete or garbled computer or other telecommunication transmission
malfunctions, hardware or software failures of any kind, lost or unavailable network connections,typographical or system/human errors and failures, technical malfunction(s) of any telephone network orlines, cable connections, satellite transmissions, servers or providers, or computer equipment, traffic
congestion on the Internet or at the Challenge Site, or any combination thereof, including othertelecommunication, cable, digital or satellite malfunctions which may limit an Organisation’s ability toparticipate.
20. RIGHT TO CANCEL, MODIFY OR DISQUALIFY: If for any reason the Challenge is not capable ofrunning as planned, including infection by computer virus, bugs, tampering, unauthorised intervention, fraud,
technical failures, or any other causes which corrupt or affect the administration, security, fairness, integrity,or proper conduct of the Challenge, Google reserves the right at its sole discretion to cancel, terminate,modify or suspend the Challenge. Google further reserves the right to disqualify any Organisation which
tampers with the submission process or any other part of the Challenge or Challenge Site. Any attempt byan Organisation to deliberately damage any web site, including the Challenge Site, or undermine thelegitimate operation of the Challenge is a violation of criminal and civil laws and should such an attempt be
made, Google reserves the right to seek damages from any such Organisation to the fullest extent of theapplicable law.
21. ​NOT AN OFFER OR CONTRACT OF EMPLOYMENT​: Under no circumstances shall the submissionof an Application into the Challenge, the awarding of an Award, or anything in these Rules be construed as
an offer or contract of employment with either Google, or the Challenge Entities. You acknowledge that you
have submitted your Application voluntarily and not in confidence or in trust. You acknowledge that no
confidential, fiduciary, agency or other relationship or implied­in­fact contract now exists between you or
your Organisation and Google or the Challenge Entities and that no such relationship is established by yoursubmission of an Application under these Rules.
22. ​FORUM AND RECOURSE TO JUDICIAL PROCEDURES​: These Rules are governed by, subject to,and your Organisation submits to the exclusive jurisdiction of the State of California, United States ofAmerica in relation to any dispute (contractual or non­contractual), excluding all conflict of law rules. In any
provision(s) of these Rules are held to be invalid or unenforceable, all remaining provisions hereof willremain in full force and effect. To the extent permitted by law, the rights to litigate, seek injunctive relief ormake any other recourse to judicial or any other procedure in case of disputes or claims resulting from or inconnection with this Challenge are hereby excluded, and all Organisations expressly waive any and all suchrights.
23. ARBITRATION: By entering the Challenge, your Organisation agrees that exclusive jurisdiction for any
dispute, claim, or demand related in any way to the Challenge will be decided by binding arbitration. All
disputes between your Organisation and Google of whatsoever kind or nature arising out of these Rules,
shall be submitted to Judicial Arbitration and Mediation Services, Inc. (“JAMS”) for binding arbitration under
its rules then in effect in the San Jose, California, USA area, before one arbitrator to be mutually agreed
upon by both parties. The parties agree to share equally in the arbitration costs incurred.

24. ​
FINALISTS AND WINNERS​: The Finalists will be announced on the Challenge Site on or about ​4
October 2016 and the GIC Winners and DFAT Award Winners will be announced at the Final Event and on
the Challenge Site on or about 26 October 2016.