General Policy Guidelines:

1. The incubation program shall not be construed as, or, any form of partnership. Incubated company shall be solely responsible to comply with all relevant laws including, but not limited to statutory permissions, approvals, and other regulatory compliances for the purpose of its activities of carrying out the business. The incubation program and that the incubator and/or its officials, employees and personnel shall not be anyhow liable for its failure to comply with any such regulatory compliances, violation of any laws, the solvency of business to continue as a going concern, while it is under the incubation program.

2. All activities and expenditures shall be conducted with the intent to nurture innovative business ideas (new/ingenious technology, processes, products, procedures, etc.) and shall be incurred towards the scope of work defined in the presentation made, and approved by the incubator committee.

3. The seed loan, grant-in-aid funds will be released to the company. Its founders/promoters shall be responsible for the utilization of the approved funds and continue to undertake all such implementation of milestones approved by the incubator committee.

4. Documentation: The company must provide the required documents to the incubator including but not limited to:

  • ID proof of the Founders
  • Copy of the Registration Certificate of the company with address
  • Shareholding Pattern
  • PAN, TAN, Any Tax No. of the company
  • Certifications taken / renewed by the company (Such as Start-up India, MSME Udyam Aadhaar, FSSAI, Export License)
  • IPR related documents (Such as Trademark Registration, Logo Registration, Patents)
  • Yearly Balance Sheet / any other required compliance certificate and documents Failure will be treated as event of default.

5. The tenure/period of incubation is one and a half years. It is extendable up to three years based on the project complexity and due diligence by the incubator committee. No further extension will be provided to any company.

6. The company will get a ‘grace period’ of up to two (2) months to complete the targets approved by the incubator committee. In case the company fails to complete the approved milestones within the period, including the grace period, no further funds will be released until the reassessment of the performance is done by the incubator committee.

7. The company will be engaged with the Incubator team on a weekly basis. All conversations, including, but not limited to, the progress of business affairs of the company must be documented and shared within two (2) working days through e-mail by the company addressed to the assigned incubator team member, including a copy of such communication to the coordinator of the incubator.

8. Details and a list of infrastructures, equipment, and utilities related to the incubation project shall be provided beforehand by the company. The incubator will facilitate such requests for available services/infrastructure as per the process laid down by IIT (BHU) Varanasi. All such infrastructure is offered to the company on a non-exclusive basis and the same shall be shared by other parties as and when required.

9. The incubator will charge an amount for the utilization of infrastructure, office space, technical & commercial mentorship/guidance provided as per the availability of the resources, utility charges, and equipment available with the incubator. These charges shall be conveyed to the company on regular basis and such charges shall be payable before the commencement of the services. In case of any damage to the infrastructure of the incubator, the company shall be liable to pay the damage in actuals.

Start-up stageVirtual Incubation Charges
(Rs. per month)		Physical Incubation Charges
(Rs. per month)		Utility & Equipment Charges
(Rs.)
Early-stage start-ups3,000.005,000.00As decided by the incubator committee
Early traction start-ups5,000.008,000.00As decided by the incubator committee

10. The company will provide an equity certificate to the incubator. Generally, 3% equity shares will be taken by the incubator. However, the percentage of equity shares and buy-back options will be decided by the incubator committee. The incubator will have the first preference to sell the equity shares if any venture capitalist provides funds to the company.

11. The company will submit a ‘Utilization certificate’ to the incubator duly signed and certified by at least two directors of the company, on a quarterly basis, and audited by the Chartered Accountant at the closure of that financial year. In case of miss-utilization or diversion of the amount, the company shall refund the whole or part amount with interest @ of 10 % per annum thereon.

12. The founders of the company will submit Quarterly or Six-monthly Progress Reports of the business to the incubator in the prescribed format. The company will share a consolidated report on the final outcome of such incubation along with the report of mentor/guide about the quality of the work done, its cost-effectiveness, tangible gains (quantitative) likely to be achieved, etc., is also to be submitted within 3 months of the completion of the work.

13. All health and safety standards are to be observed and maintained within all premises of the incubator while engaging with equipment, machineries, classrooms, laboratories, observatories, and all such infrastructure that the company will use through the period of incubation. Founders, employees, and/or any other person associated with the company will be responsible for their safety and the safety of others around. The incubator stands indemnified against any claims, damages, or proceedings of any manner in respect of any accident or injury to any workman or any other person employed or invited by the incubated companies.

14. The company shall abide by the Guidelines prescribed and/or modified from time to time by the incubator. For any unprecedented issues, the available rules of IIT (BHU) Varanasi shall be applicable and the IIT (BHU) Varanasi shall have full authority to form/amend all / any of the guidelines/rules related to the incubation program. In case of any disagreement on rules and guidelines, the matter may be referred to the Director, IIT (BHU) Varanasi. The decision of the Director IIT (BHU) Varanasi shall be final and binding on both the parties subject to the arbitration clause.

Intellectual Property & Operation Information:

1. All rights to any intellectual property made solely by employees of either party will belong solely to that party. All rights to any intellectual property developed jointly by employees of the IIT (BHU) Varanasi and the company shall belong jointly to both parties.

2. Either party to the other grants no rights or licenses with respect to IP, unless otherwise explicitly agreed in writing.

3. The company shall share information & data, intellectual property, or all other details of its business affairs, which is in the public domain, or otherwise, which the second party deems fit, without any obligation, to seek professional inputs or improve performance of the business activities of the company, from the incubator, in part or full, as per the requirement of the business to achieve approved milestones. It is understood, any such information disclosed or shared by the company with the incubator team, or its affiliates, shall not impair, damages, or disrupt its business affairs in any form, and is done to improve the viability of the business. TIIC- IIT (BHU) Varanasi stands indemnified by the company against any claims, damages, or proceedings of any manner in respect of sharing any such operational information about its business affairs.

4. The term “Operational Information” shall include materials or information:
a. that are generally known to the public.
b. are already known to the receiving party at the time of disclosure, as evidenced by verifiable written records.
c. becomes known to the receiving party from a third party lawfully entitled to disclose the same and receiving party informs the disclosing party within 30 days of the receipt.
d. are independently known or developed by the receiving party.
e. are required to be disclosed by law.

5. Unless otherwise agreed to in writing, all Operational Information remains the property of the disclosing party.

6. All Operational Information disclosed shall be treated by the receiving party with the same degree of care that the receiving party uses its own information, which shall in any event not be less than a reasonable standard of care, and to retain and not to remove any proprietary stamps or marking appearing on such Operational Information; and shall remain the property of the disclosing party.

7. By disclosing operational Information to the receiving party, the disclosing party does not grant any express or implied right to the receiving party to use the disclosing party’s intellectual property by whatever name called.

Publications:

1. Research findings as a result of joint cooperative work of the incubator and the company can be published in the public interest as mutually agreed upon. Prior to publication, the publishing party will submit a copy of the intended publication to other party to provide the other party an opportunity to review the proposed publication for a period of 60 days to identify possible patentable subject matter or confidential information. If the patentable subject matter is found in the research findings, parties to ensure that a patent application is filed in terms of this incubation program.

2. Research findings published by either party will give credit to the other party’s contribution if applicable and, at the same time, will be entirely responsible for the conclusion and interpretations reported.

3. However, both parties are expressly prohibited from filing, without the written consent of the other party, patent applications disclosing research results or any method claiming their production and/or use.

Termination of Contract:

1. The incubation shall be terminated at the sole discretion of the incubator in case of any default on part of the company and on such termination the Company shall leave the incubation program. Both parties can terminate the incubation program at their free will on clearing the seed/grant amount and serving one-month notice in advance.

2. Termination of the incubation shall not affect the parties’ obligations under Intellectual Property & Operation Information clause above, especially with respect to confidential information which in any event shall continue for a period of 5 years after the expiration or effective date of any termination hereof. Nor shall termination of the incubation affect any party’s obligation to pay or indemnify the other party hereto with respect to events, losses or liabilities arising or allegedly arising prior to termination, or with respect to events, losses or liabilities arising or allegedly arising after termination with respect to the continuing obligations. Finally, termination of the incubation shall not prejudice any right of any party to any other remedy at law, or in equity.

Governing Law & Arbitration:

The incubation shall be governed in accordance with the laws applicable in India. In case of any dispute or difference arising on any issues, the same shall be settled amicably by the Parties. In case the Parties are unable to settle the dispute within 30 days of the first intimation of the dispute invoking this clause, the matter shall be referred to a sole Arbitrator solely appointed by Director, IIT (BHU) Varanasi under the provisions of Arbitration and Conciliation Act 1996 or any of its statutory modification or enactment thereof for the time being in force. The decision of the Arbitrator shall be final and binding on all the parties involved. The place of Arbitration shall be at Varanasi.

Force Majeure:

Neither party shall be held responsible for non-fulfillment of their respective obligations under the term of the incubation due to the exigency of any of the force major events (Force Majeure).

Announcement:

Founders of the company agree to be listed as an incubation program participants as part of the incubator’s future program announcements and website. The company will provide a high-quality version of its brand logo, a supporting quote from its Managing Director / CEO (or equivalent), and other descriptive information as reasonably requested by the incubator to support the announcement message. The incubator agrees during the term of incubation to allow the company for the limited purpose of using the incubator’s name on its product and social media channels.

Notices:

All notices or communications between the incubator and the company will be delivered personally or sent by registered or certified mail, postage prepaid, or by electronic email. In the case of electronic mail, the parties shall communicate to each other the nodal person or persons from either side with their email addresses that shall be responsible for the communications.

Indemnity:

1. To the extent allowed by the laws and constitution, the company agrees to defend, indemnify and hold harmless the incubator and its officials from any and all claims, injuries, damages, or other liability arising in tort or breach of contract or resulting from any intentional or negligent (including grossly negligent) acts of the company principals, officers, agents or employees arising in favor of any third person or entity.

2. The company agrees to take appropriate insurance to cover all liabilities arising out of accidents or otherwise coverage for its staff and property at its cost. The incubator has no liability for the company’s staff and property.