Rules of the Challenge Digital Africa

RULES OF THE CHALLENGE DIGITAL AFRICA

ARTICLE 1 – DEFINITIONS

Intellectual Property Rights refer to any patents, utility certificates, drawings, models, copyright,brands, database producer rights and any other intellectual or industrial property rights whatsoever, as well as applications for patents or other rights.

Existing Rights refer to any Intellectual Property Rights and the know-‐how held by one of theParticipants before the start date of theChallenge.

Own Rights refer to any Intellectual Property Rights or know-‐how developed or acquired by aParticipant after the start date of the Challenge without the practical assistance of another Party, whether or not as part of theChallenge.

Selection Panel refers to the panel comprising AFD and Bpifrance employees, appointed by theOrganisers. For the expansion phase and the final selection, the Selection Panel will inculde qualified people from the african entrepreneurship world as well as a Bpifrance representative.

Deliverables refer to Participants' content, which must be submitted to AFD and Bpifrance incompliance with Regulatory schedules.

Organisers or Agence Française de Développement (AFD) and Bpifrance:

refers to the company AFD, public institution registered on the Trade and Companies Register of Paris under number B 775 665 599 with headquarters at 5, rue Roland Barthes 75012 Paris

And Bpifrance limited company with capital of 839 907 320 Euros registered on the Trade and Companies Register of Créteil under number 320 252 489, with headquarters at 27/31 avenuedu Général Leclerc, 94710 Maisons-‐Alfort Cedex

And BPI Investissement a simplified joint stock company with capital of 20 000 000 Euros registered on the Trade and Companies Register of Créteil under number 433 975 224, with headquarters at 27/31 avenue du Général Leclerc, 94710 Maisons-‐Alfort Cedex

which defined the Challenge's use case and commissioned the Service Provider to organise and coordinate the Challenge.

Participant(s) refers to the companies taking part in the Challenge.

Service Provider or Agorize refers to the company AGORIZE, a simplified joint stock companywith capital of 71,146 euros, registered on the Trade and Companies Register of Paris under number 530 774 439, with headquarters at 34 rue du Faubourg Saint Antoine, 75012 PARIS

which provides and administers the platform hosting the registration and phase one of the Challenge.

Challenge refers to the "Digital Africa" Challenge.

Regulation: this document.

Results refer to any work (including source and object code software), designs, inventions,specifications, information, knowledge, processes or products, as well as any resulting processes likely or otherwise to be protected by Intellectual Property Rights or classed as know-‐how developed by one or several Participants as part of the Challenge.

ARTICLE 2 – PURPOSE OF THE RULES

The purpose of these rules is to set out the terms and conditions and the rules governing participation in the Challenge.

These Rules are further to Agorize’s rules and general terms and conditions for challenges (hereinafter “RGTCC”) available on the website.

In the event of contradiction between the provisions of the Rules and those of the RGTCC, the Rules will prevail.

Participants acknowledge they have been informed that the proposed Challenge makes use of their knowledge, skills and ingeniousness to resolve genuinely demanding problems, and the Participants accept this. In no way does the Challenge depend, even partly, on chance or luck, and it cannot therefore be viewed as or compared to a lottery in the meaning of theFrench law of 21 May 1836 prohibiting lotteries.

ARTICLE 3 – DESCRIPTION OF THE CHALLENGE

The Challenge gives Participants the opportunity to offer innovative solutions(but not limited) in the fields of fintech, health, environment, energy and agriculture. Through their solution(s), the Participants must respond to the following challenge:

Propose an innovative and digital solution that could help Africa's development.

When Participants take part in the Challenge, they agree to submit Deliverables that must respond to the challenge in question and comply with the Challenge rules, set out at

The Challenge is formed of two sections: one covering France, the other covering the continent of Africa. The Challenge is open to any company established in France or anywhere within the continent of Africa. Companies established in France shall receive the Award from Bpifrance and companies established in Africa shall receive the Award from AFD.

ARTICLE 4 – TERMS AND CONDITIONS OF CHALLENGE PARTICIPATION

Participation in the Challenge is entirely free of charge, with no obligation to purchase.

Each participant is required to be fully aware of the Regulations. Signing up to the platform and taking part in the Challenge implies full, unreserved acceptance of the Regulations.

Participation in the Challenge is restricted to companies:

-‐ registered on the trade register of the country in which their headquarters are based, and -‐ with a valid professional insurance policy.

The Challenge is open to any company established in France or anywhere within the continent of Africa.

Companies established in France must be eligible for de minimis aid in accordance with the provisions of European Commission regulation no. 1407/2013 of 18 December 2013 on the application of articles 107 and 108 of the Treaty on the Functioning of the European Union to de minimis aid, published in OJEU L352/1 of 24 December 2013.

AFD and Bpifrance staff members, companies having helped implement or promote the Challenge and their family members cannot take part in theChallenge.

During the registration process, each Participant must certify that they fulfil the aforementioned conditions. Participants must also supply a registration certificate issued within the last three (3) months and certify that they comply with the social and tax legislation to which they are subject.

Participants may only take part in the Challenge once. But any Participant can still propose any number of ideas.

The Participant must sign up online and create a user account for their company.

Any Participant failing to meet the conditions of this Article during registration or at any time throughout the duration of the Challenge will be disqualified from the Challenge as of right and without prior notice and will not be the recipient of any award as set forth under Article 13 (hereinafter the “Award”). In the event an Award is given to a Participant not meeting the terms and conditions of participation during registration or at any time throughout the duration of the Challenge, the Organisers and Service Provider reserve the right to demand the Participant returns and ends the Award received.

ARTICLE 5 – CHALLENGE REGISTRATION AND ACCESS

To register for the Challenge, the Participant must open a user account on the [HYPERLINK “ website, giving:

-‐ A valid email address; -‐ An available username; -‐ A password.

To confirm registration, the Participant must also agree to theChallenge Rules and general terms available from the following link [HYPERLINK "

A confirmation email is sent to the Participant using the email address entered, containing an activation link.

Once the account has been activated, the Participantmust provide the following information:

Title;

First name;

Surname;

Company’s registered name;

Trades and Company Register number;

Town/city;

Country;

Position held;

Telephone number;

Company formation date;

Trade sector;

Company website address.

Other information may be added to the Participant’s profileas so desired within the account configuration.

Once this account is activated, the Participant is able to register for theChallenge by creating a team to represent the company.

Registrations containing inaccurate or incomplete information will not be considered and the Participant in question will be disqualified.

Registration implies that the Participant agrees to being contacted by electronic mail sent by the Organisers or Service Provider in respect of participation in theChallenge.

The Challenge is available 24/7 on the dedicated website published by the Service Provider through the < > address, subject to any maintenance operations on the Service Provider’s servers or malfunctions as described under Article 17.

ARTICLE 6 – CHALLENGE DURATION

Participation in the Challenge is open from 10:00 a.m. on October 10th 2016 to 11:59 p.m. on January 14th 2017.

Any date stipulated under the Rules and the Challenge is understood to be given using the Paris/Brussels time zone (GMT +1).

No extension or exception to this period will be granted to any Participant for any reason whatsoever.

The Organisers reserve the right to change, at its sole discretion, the Challenge duration, if operational requirements so demand, to a reasonable duration that will be communicated to Participants.

ARTICLE 7 – APPLICATION PHASE DETAILS

The application phase will run from 10.00 am on October 10th 2016 to 11:59 pm on November 15th 2016 (hereafter "Application").

Participants must upload their Application Deliverable to the platform before the deadline and no later than 11:59 pm onNovember 15th 2016. It should contain:

-‐ a presentation of the Participant using the 'startup fact sheet' which can be found on their profile;

-‐ a PowerPoint or PDF presentation of the Participant; -‐ a document attesting the existence of a business

As well as:

1) For companies established in Africa:

a legal document attesting the existence of a commercial business;

a legal document identifying all of the Participant's shareholders, or any other document presenting the Participant's complete share ownership structure (which may be attested by the presence of the Participant's signature on this document).

-‐ an attestation certifying that the total of the Award will not exceed any potential limits under applicable regulations.

2) For companies established in France:

-‐ a declaration of de minimis aid received by the company in the current fiscal year and the previous two fiscal years;

-‐ an up-‐to-‐date copy of the company's articles of incorporation (issued within 3 months) -‐ an up-‐to-‐date K-‐bis commercial registration certificate (issued within 3 months)

-‐ an exact copy of a current valid original document proving the identity of the individual representing the participating company (valid national identity card, passport or residence permit, and proof of address),

A number of projects presented by the Participants will be selected on the basis of this Application Deliverable in accordance with Article 11.

The Challenge Organisers will only accept and consider Deliverables submitted by Participants by the deadline and in compliance with the Regulation requirements.

Participants agree to respond to any request for information or proof from the Organisers, including those to ensure compliance with regulations governing the granting of aid.

ARTICLE 8 – SELECTION PHASE DETAILS

The selection phase will run from November 16th to November 22th 2016.

The Panel Selection and the Service Provider will choose the 40 best applications for the expansion stage using the following criteria:

-team suitability

-relevance of the solution

-feasibility

-sustainability

-replicability

-impacts on development, growth, employment

In addition, Participants' good character must be judged to be satisfactory by the Organisers based on the latter's due diligence work.

The Service Provider will announce the results on November 22th 2016.

ARTICLE 9 – EXPANSION PHASE DETAILS

Participants established in France that are chosen for the expansion stage must, by 23.59 Central European Time on 1 December 2016 at the latest, submit the necessary documents to identify the beneficiary by uploading them to the platform. These documents are:

-‐ an up-‐to-‐date copy of the company's articles of incorporation (issued within 3 months) if these have changed since the submission of the Application Deliverable

-‐ an up-‐to-‐date K-‐bis commercial registration certificate (issued within 3 months) if this has changed since the submission of the Application Deliverable

-‐ an exact copy of a current valid original document allowing the identification of:

-‐ the individual representing the participating company (valid national identity card, passport or residence permit, and proof of address),

-‐ all individual shareholders who directly or indirectly hold units or shares (capitalisation table, shareholder registries, detailed organisation charts),

-‐ all shareholders who directly or indirectly hold over 20% of the share capital:

for individuals: valid national identity card, passport or residence permit, and proof of address,

for legal entities: an up-‐to-‐date K-‐bis commercial registration certificate issued within 3 months or a copy of the articles of incorporation certified by the executive body or the equivalent for a foreign company, and a valid national identity card, passport or residence permit, and proof of address for the legal representative of the legal entity.

-‐ if the participating company is a subsidiary of a group: an organisational chart of the group's structure showing its individual and legal entity shareholders and the percentage of interests held.

All Participants chosen for the expansion stage must upload their final Deliverable to the platform by 23.59 Central European Time on 13 December 2016 at the latest. This final Deliverable will include:

-‐a business plan (business activity, market, marketing strategy, etc.) and details on the feasibility of their proposed service

However, any initiative seeking to illustrate the project will be promoted. A demonstration video or other material considered relevant by the teams may, for instance, be shown alongside the document. These other documents will form an integral part of the final Deliverable.

Participants agree to respond to any request for information or proof from the Organisers.

The Challenge Organisers will accept and take into account only those elements that are submitted by Participants within the time limits set and are in accordance with the requirements set out in the Rules.

In the event that the elements provided by a Participant company are submitted outside of the stated timeframe, are judged to be unsatisfactory or incomplete, or call into question the decision to select the Participant for the expansion stage, the Organisers may disqualify the Participant. The Organisers may then choose another project for the expansion stage. Affected participants will be individually informed and the list of pre-‐selected projects will be updated.

ARTICLE 10 – FINAL SELECTION PHASE DETAILS

The final selection phase will run from December 14th to December 21st2016.

The Selection Panel will contact the 40 startups to hear their telephone pitch for their concept.

A public vote will be organised. The 40 startups selected for the expansion phase will be presented on the voting platform of the challenge available at:

After these telephone pitches, the jury will consider the documents submitted during the expansion stage and will select the 8 winning startups (one from each category – FinTech, health, energy/environment, agriculture – with one French winner and one African winner per field).

A public vote will select the 2 startups with the largest number of votes (one French company and one African company) from the remaining startups chosen for the expansion stage.

The 10 winning startups will present their solution to the 27th Africa-‐France Summit attendees in Bamako.

The Service Provider will announce the results on December 21st2016.

ARTICLE 11 – CHARACTERISTICS OF THE DELIVERABLES

Deliverables must comply with the rules and specifications set by theOrganisers and described on the challenge’s page on the website.

These deliverables must without fail be provided in one of the following formats: DOC/DOCX/PDF/PPT/PPTX/KEY/ODT/MP3/MPEG/MOV.

If the Deliverable is difficult or impossible to read, the Participants of the company concerned are responsible for rectifying the situation before the Deliverable upload deadline for the relevant phase, and no later than three days after that date, after which time the Organisers reserve the right to disqualify the Participant in question from theChallenge.

Participants guarantee that Deliverables comprise only contributions from participant. Contributions from third parties are not admissible and any Participant producing them will be disqualified.

ARTICLE 12 – SELECTION CHARTER

The Challenge is split into four (4) phases: -‐ An application phase set out in Article 7; -‐ A selection phase set out in Article 8;

-‐ A expansion phase set out in Article 9;

-‐ A final selection organised following the expansion phase set out in Article 10.

At the end of each stage, the Organisers will check that the Deliverables and other elements requested comply with the requirements of the Rules and will select which Participants may apply for the following stage.

Each of these selections is based on the objective criteria of relevance, realism and coherence with the theme of the Challenge and its objectives. The selection criteria are the following:

-team suitability

-relevance of the solution

-feasibility

-sustainability

-replicability

-impacts on development, growth, employment

Following the Application phase, a Selection Panel will consider the Application Deliverables and select the 40 most innovative start-‐ups responding to the Challenge. The criteria are principally based on the Participant's ability to respond to theChallenge's need. The realism or feasibility of the concept alongside experience and customer references in these areas will also be taken into consideration.

The Service Provider and/or Organisers will inform all Participants of the results of the first selection by e-‐mail (sent to the address provided, when the user account was created at notification on their platform account no later thanNovember 22th2016.

Following the Expansion phase, a Selection Panel will contact the 40 startups to hear their telephone pitch for their concept. A public vote will be organised. The 40 startups selected for the expansion phase will be presented on the voting platform of the challenge available at:

After these telephone pitches, a Selection Panel will consider the documents submitted during the expansion stage and will select the 8 winning startups.

The public vote will select the 2 startups that will get the best scores.

The 10 winning startups will present their solution to the 27th Africa-‐France Summit attendees in Bamako.

The Service Provider and/or Organisers will inform all Participants of the results of the final selection by e-‐mail (sent to the address provided, when the user account was created at notification on their platform account no later thanDecember 21st2016.