These Terms & Conditions apply to all individuals and entities who apply to, participate in, attend, sponsor, support, or otherwise engage with the VietChallenge Capital (“VietChallenge Capital,” the “Network,” “we,” “us,” or “our”), a program of VietChallenge.
By submitting an application, registering for an event, attending a showcase, accessing startup or investor materials, participating in VietChallenge Capital programming, or otherwise engaging with VietChallenge Capital, you agree to these Terms & Conditions.
If you are submitting an application or registering on behalf of a company, fund, family office, investment entity, institution, or other organization, you represent that you have authority to bind that organization to these Terms & Conditions.
VietChallenge Capital is a curated founder and investor engagement platform designed to connect high-potential startups with Vietnamese founders, meaningful strategic ties to Vietnam, or strong alignment with Vietnam-linked innovation to a community of angel investors, family offices, and ecosystem partners.
VietChallenge Capital is intended to support VietChallenge’s broader mission of empowering entrepreneurs, strengthening the Vietnamese and Vietnam-linked innovation ecosystem, and creating educational, mentorship, networking, and capital-readiness opportunities for founders and investors.
VietChallenge Capital is not a venture fund, investment adviser, broker-dealer, funding portal, investment bank, placement agent, underwriter, securities exchange, crowdfunding portal, or law firm.
VietChallenge Capital does not itself make investment decisions, recommend securities, sell securities, purchase securities, pool investor capital, manage investor funds, provide investment advice, provide legal advice, provide tax advice, or guarantee financing outcomes.
VietChallenge Capital is operated as part of VietChallenge’s nonprofit and mission-driven activities. Its purpose is to advancec education, mentorship, entrepreneurship, ecosystem development, and cross-border innovation connections.
Participation in VietChallenge Capital does not create any entitlement, right, or guarantee to receive funding, investment, investor access, introductions, sponsorship benefits, promotional services, commercial endorsement, or any other economic benefit. Any introductions, showcase opportunities, investor access, promotional opportunities, or other program benefits are provided at VietChallenge Capital’s discretion and must remain consistent with VietChallenge’s nonprofit mission, tax-exempt purposes, conflict-of-interest policies, and applicable law.No part of VietChallenge’s net earnings may inure to the benefit of any private individual or entity. No participant, investor, startup, sponsor, partner, volunteer, officer, director, committee member, reviewer, mentor, or attendee shall receive any improper private benefit from VietChallenge Capital.
VietChallenge may adopt additional policies, including conflict-of-interest policies, sponsorship policies, fee policies, startup selection policies, committee policies, and event participation rules, to protect its nonprofit status and mission integrity.
VietChallenge Capital may review, screen, and select startups for participation based on program fit, founder readiness, market opportunity, traction, Vietnam linkage, investor-readiness, alignment with investor interests, and other criteria determined by VietChallenge Capital in its discretion.
VietChallenge Capital may also prepare company summaries, circulate startup materials to selected investors and relevant ecosystem partners, host preview sessions, organize investor briefings, facilitate introductions, coordinate showcase events, support founder preparation, and facilitate appropriate follow-up between startups and investors.
These activities are intended to support education, mentorship, networking, ecosystem development, capital-readiness, and curated introductions. VietChallenge Capital may help startups and investors identify potential areas of mutual interest, but VietChallenge Capital does not make investment decisions for any party and does not provide investment, legal, tax, accounting, financial, valuation, or securities advice.
Selection by VietChallenge Capital, participation in a VietChallenge Capital program, presentation at a VietChallenge Capital showcase, inclusion in VietChallenge Capital materials, or introduction to any investor means only that the startup has been selected for VietChallenge Capital program participation. It does not constitute an endorsement, certification, approval, valuation opinion, investment rating, diligence conclusion, recommendation, or guarantee by VietChallenge Capital or VietChallenge.
Each investor is solely responsible for evaluating any startup or investment opportunity, conducting independent diligence, consulting their own advisers, determining investor eligibility, and making their own investment decisions.
Each startup is solely responsible for its own fundraising process, investor disclosures, corporate structure, legal compliance, tax compliance, financial information, securities compliance, and transaction documentation.
Participation in VietChallenge Capital may provide access to company information, investor conversations, pitch events, startup showcases, educational programming, curated introductions, and potential investment opportunities.
However, neither these Terms & Conditions, nor the VietChallenge Capital application portal, nor any VietChallenge Capital event, communication, showcase, briefing, email, website, presentation, company profile, investor profile, introduction, or other material constitutes an offer to sell or a solicitation of an offer to buy securities by VietChallenge Capital or VietChallenge.
VietChallenge Capital and VietChallenge do not recommend that any person invest in, buy, sell, hold, or otherwise transact in any security, including any stock, note, SAFE, convertible instrument, fund interest, SPV interest, token, debt instrument, or other investment instrument. VietChallenge Capital and VietChallenge do not represent that any investment is suitable for any person and do not guarantee that any startup will receive investment or that any investor will invest.
Any actual investment opportunity will be offered only by the applicable company or investment vehicle, and only pursuant to applicable securities laws, investor eligibility requirements, offering documents, subscription documents, definitive agreements, and independent agreement among the relevant parties.
VietChallenge Capital may facilitate introductions, share materials, host meetings, and coordinate follow-up communications for program-related purposes. These activities do not make VietChallenge Capital or VietChallenge a broker-dealer, investment adviser, placement agent, funding portal, securities intermediary, fiduciary, legal adviser, tax adviser, financial adviser, or representative of any startup or investor.
Each investor is solely responsible for evaluating any investment opportunity, conducting independent diligence, consulting legal, tax, accounting, financial, and investment advisers, and making their own investment decisions.
Each startup is solely responsible for complying with applicable securities laws, corporate laws, tax laws, investor disclosure obligations, fundraising rules, foreign exchange rules, sanctions laws, and other applicable legal and regulatory requirements.
VietChallenge Capital and VietChallenge are not registered as broker-dealers, investment advisers, funding portals, placement agents, or securities intermediaries. VietChallenge Capital may facilitate educational programming, curated introductions, investor briefings, showcase events, and follow-up communications for program-related purposes. However, unless expressly stated in a separate written agreement reviewed by counsel, VietChallenge Capital and VietChallenge do not act as a compensated securities finder, broker, placement agent, investment adviser, fiduciary, or representative of any startup or investor in connection with any securities transaction.
Unless expressly stated in a separate written agreement reviewed by counsel, VietChallenge Capital and VietChallenge do not:
act as an agent, fiduciary, broker, placement agent, investment adviser, legal adviser, tax adviser, financial adviser, or securities intermediary for any participant.
VietChallenge may charge application fees, membership fees, event fees, sponsorship fees, administrative fees, or other program-related fees where appropriate, provided such fees are not transaction-based compensation and are structured consistently with VietChallenge’s nonprofit mission and applicable law.
Any SPV, investment vehicle, syndication, or investment structure related to a VietChallenge Capital opportunity must be separately formed, documented, reviewed by counsel, and operated in compliance with applicable law. VietChallenge’s role, if any, in connection with an SPV or investment structure must be separately approved and documented.
VietChallenge Capital expects to focus primarily on pre-seed and seed-stage companies, especially companies that are revenue-generating or have a beta product with active customers. Priority may be given to companies raising approximately $500,000 to $5 million, with overall financing needs appropriate for angel participation and early-stage follow-on support.
Priority candidates may include startups that:
have, or are actively developing, an investment-ready corporate, legal, and fundraising structure appropriate for receiving U.S. or international investment.
VietChallenge Capital may consider other companies at its discretion. Meeting the above criteria does not guarantee selection, investor introduction, showcase participation, investment, or any other outcome.
VietChallenge Capital reserves the right to accept, reject, defer, remove, or discontinue consideration of any startup at any time, for any reason or no reason, including incomplete information, lack of fit, legal concerns, reputational concerns, conflict concerns, nonprofit status concerns, investor-readiness concerns, or failure to comply with these Terms & Conditions.
VietChallenge Capital may use a Startup Selection Committee to review applications, evaluate program fit, select finalists, recommend startups for showcase participation, and support VietChallenge Capital’s screening and preparation process.
The Startup Selection Committee’s role is limited to VietChallenge Capital program review, startup selection, education, mentorship, showcase preparation, and investor-introduction support.
The Startup Selection Committee does not make investment decisions on behalf of VietChallenge Capital, VietChallenge, any investor, any fund, any SPV, or any third party. Selection by the Startup Selection Committee does not constitute an endorsement, investment recommendation, diligence conclusion, valuation opinion, certification, approval, or guarantee of financing.
Startup Selection Committee members may include VietChallenge representatives, volunteers, mentors, advisers, investors, ecosystem partners, subject-matter experts, or other individuals invited by VietChallenge Capital. Committee members may have relationships with startups, investors, sponsors, partners, or other ecosystem participants.
VietChallenge Capital may require committee members to follow confidentiality, conflict-of-interest, recusal, and conduct policies. VietChallenge Capital reserves the right to modify the composition, role, authority, or procedures of the Startup Selection Committee at any time.
By submitting an application, each startup applicant represents and warrants that:
the company will promptly notify VietChallenge Capital if any submitted information becomes materially inaccurate, incomplete, or misleading.
VietChallenge Capital may request additional documents, including pitch decks, one-page summaries, financial summaries, customer traction summaries, cap tables, incorporation documents, fundraising terms, founder biographies, product materials, diligence materials, and legal or corporate readiness information. VietChallenge Capital is not obligated to review any such materials for legal, technical, scientific, financial, or commercial accuracy.
By applying to VietChallenge Capital, each startup applicant expressly authorizes VietChallenge and VietChallenge Capital to collect, review, use, store, summarize, edit, format, reproduce, and share information submitted by the startup for VietChallenge Capital-related purposes.
This may include sharing startup information with:
other relevant parties reasonably involved in screening, preparing, promoting, evaluating, or facilitating VietChallenge Capital programming.
Startup information that may be shared includes, without limitation:
other materials submitted to VietChallenge Capital or prepared in connection with VietChallenge Capital.
VietChallenge Capital may prepare concise company briefs, investor summaries, event materials, spotlight descriptions, website descriptions, email summaries, and promotional materials based on startup submissions.
Startups should not submit highly sensitive, trade secret, export-controlled, classified, personal, medical, confidential customer, or legally restricted information unless they are comfortable with VietChallenge Capital using and sharing it for the purposes described above.
VietChallenge Capital may use reasonable efforts to limit access to non-public startup materials to relevant reviewers, Startup Selection Committee members, investors, mentors, partners, and service providers. However, unless VietChallenge Capital and the startup enter into a separate written confidentiality agreement signed by authorized representatives, VietChallenge Capital does not guarantee that information submitted through the application portal, shared at events, presented in pitch sessions, or included in showcase materials will remain confidential.
Startups are responsible for determining what information to disclose. Startups should assume that pitch materials, presentations, and event discussions may be viewed by multiple parties, including investors, potential competitors, industry participants, service providers, sponsors, volunteers, and attendees.
VietChallenge Capital may require investors, reviewers, mentors, attendees, or partners to agree to confidentiality, non-use, or conduct obligations. However, VietChallenge Capital is not responsible for any unauthorized use, disclosure, copying, investment decision, competitive action, or other conduct by third parties.
VietChallenge Capital does not claim ownership of startup intellectual property. Startup applicants retain ownership of their intellectual property, subject to the limited licenses and permissions granted in these Terms & Conditions.
By submitting information or materials to VietChallenge Capital, each startup grants VietChallenge and VietChallenge Capital a non-exclusive, worldwide, royalty-free, sublicensable, transferable license to use, reproduce, display, distribute, summarize, excerpt, edit, format, translate, and create derivative summaries of such materials for purposes related to VietChallenge Capital and VietChallenge’s mission, including application review, investor matching, investor briefings, showcase preparation, event promotion, website materials, press materials, internal records, and program reporting.
This license does not transfer ownership of the startup’s intellectual property to VietChallenge Capital or VietChallenge.
If a startup wants specific materials to be treated as restricted, embargoed, or not for public use, the startup must clearly mark those materials and notify VietChallenge Capital in writing. VietChallenge Capital may decline to accept or use restricted materials if the restrictions are inconsistent with VietChallenge Capital’s program needs.
Investor applicants may include individual angel investors, family offices, venture investors, strategic investors, institutional investors, and other qualified ecosystem participants, subject to VietChallenge Capital’s review and discretion.
By applying as an investor or participating in VietChallenge Capital as an investor, each investor represents and agrees that:
they will comply with all confidentiality, non-solicitation, event, and conduct rules adopted by VietChallenge Capital.
Certain private securities offerings may be available only to accredited investors or other eligible investors. Investor eligibility must be determined by the applicable company, investment vehicle, and investor in accordance with applicable law.
VietChallenge Capital may request investor profile information, including name, contact information, affiliation, investment experience, sector focus, stage preference, geography, typical check size, accreditation status, and areas of interest. VietChallenge Capital may use this information to evaluate investor fit, curate opportunities, manage event access, and support relevant introductions.
VietChallenge Capital does not guarantee:
that any transaction will close.
All participants engage with VietChallenge Capital at their own risk.
These Terms & Conditions apply to all VietChallenge Capital showcase attendees, including founders, investors, mentors, sponsors, speakers, volunteers, media representatives, service providers, students, observers, and ecosystem partners.
By registering for or attending any VietChallenge Capital event, attendees agree to:
comply with all reasonable instructions from VietChallenge Capital staff, volunteers, organizers, and venue personnel.
VietChallenge Capital may remove or exclude any attendee from any event, without refund, if VietChallenge Capital determines that the attendee violated these Terms & Conditions, created legal or reputational risk, disrupted the event, misused information, or acted inconsistently with VietChallenge Capital’s mission or community standards.
VietChallenge Capital events may be photographed, recorded, livestreamed, summarized, or otherwise documented.
By attending a VietChallenge Capital event, each attendee grants VietChallenge and VietChallenge Capital permission to use their name, image, likeness, voice, statements, company name, title, affiliation, and event participation in photographs, recordings, videos, social media posts, press releases, newsletters, websites, presentations, reports, and other promotional, educational, archival, or program-related materials.
If an attendee does not want to be photographed or recorded, the attendee must notify VietChallenge Capital in writing before the event and follow any event procedures for identifying restricted participation. VietChallenge Capital will use reasonable efforts to accommodate such requests but cannot guarantee exclusion from all background images, group photos, livestreams, or third-party content.
Startups may be featured in company spotlights, press materials, event programs, website listings, newsletters, and social media posts. VietChallenge Capital may request startup approval for certain promotional materials, but VietChallenge Capital is not required to obtain approval for every factual listing, event recap, group photo, or general program description.
Participants may not use the name, logo, trademark, brand, or identity of VietChallenge, VietChallenge Capital, or any related program in any press release, fundraising material, investor communication, website, social media post, pitch deck, advertisement, or public statement without prior written permission, except for accurate, non-misleading factual statements such as:
“[Company Name] was selected to participate in the VietChallenge Capital showcase.”
Participants may not state or imply that VietChallenge or VietChallenge Capital has endorsed, recommended, certified, validated, invested in, guaranteed, sponsored, or approved any company, investor, product, service, investment, fund, SPV, or transaction unless expressly authorized in writing.
VietChallenge Capital may revoke permission to use its name or logo at any time.
Participants acknowledge that VietChallenge Capital reviewers, mentors, investors, Startup Selection Committee members, partners, sponsors, volunteers, officers, directors, and attendees may have relationships with startups, investors, competitors, service providers, universities, funds, companies, or other ecosystem participants.
VietChallenge Capital may adopt conflict-of-interest policies requiring disclosure, recusal, or other safeguards. However, participants acknowledge that conflicts may exist and agree that VietChallenge Capital is not liable for any disclosed or undisclosed conflict unless required by applicable law.
Investors, reviewers, mentors, and Startup Selection Committee members should disclose material conflicts that may affect their evaluation of a startup or participation in VietChallenge Capital decision-making.
Startups should disclose material relationships, conflicts, prior investments, pending disputes, founder departures, IP disputes, regulatory issues, litigation, or other information that may reasonably be material to VietChallenge Capital’s review or investor evaluation.
Participants may not use VietChallenge Capital, event attendance, investor lists, startup lists, mentor lists, attendee lists, or VietChallenge Capital communications to send mass solicitations, spam, unauthorized marketing, political solicitations, fundraising solicitations unrelated to VietChallenge Capital, or commercial promotions unrelated to the program.
Participants may engage in reasonable, professional, one-to-one follow-up with individuals they meet through VietChallenge Capital, provided such outreach is respectful, lawful, accurate, and consistent with any confidentiality or event rules.
VietChallenge Capital may restrict or revoke access for participants who misuse the network for aggressive solicitation, misleading fundraising, harassment, commercial spam, unauthorized data scraping, or conduct inconsistent with VietChallenge Capital’s mission.
By applying to or participating in VietChallenge Capital, participants consent to VietChallenge Capital collecting, storing, using, and sharing application information, registration information, profile information, communications, submitted materials, and participation data for VietChallenge Capital-related purposes.
These purposes may include:
improving VietChallenge Capital and VietChallenge programming.
Participants agree to receive communications related to VietChallenge Capital, VietChallenge, applications, events, programming, and related opportunities. Participants may unsubscribe from non-essential marketing communications where applicable, but VietChallenge Capital may still send administrative, legal, application, or event-related communications.
Participants are responsible for ensuring they have the right to submit any personal information included in their application or materials.
VietChallenge Capital may use third-party platforms, service providers, cloud tools, email systems, application tools, event platforms, and data storage providers. VietChallenge Capital is not responsible for the privacy or security practices of third-party platforms outside its reasonable control.
VietChallenge Capital materials may include third-party content, links, platforms, websites, investor materials, startup materials, sponsor content, legal resources, service provider information, or event partner materials.
VietChallenge Capital does not control and is not responsible for third-party content, websites, services, platforms, documents, statements, advice, or actions.
The inclusion of a third-party link, investor, startup, sponsor, service provider, mentor, speaker, or partner does not constitute endorsement, recommendation, approval, or guarantee by VietChallenge Capital or VietChallenge.
VietChallenge Capital may charge reasonable fees for applications, membership, events, sponsorships, administrative services, or other program activities, subject to applicable law and VietChallenge policies.
Unless expressly stated in writing:
no fee or donation shall be treated as transaction-based compensation tied to the closing, size, or success of any financing.
Any tax-deductibility of donations or payments depends on the nature of the payment and applicable law. Participants should consult their own tax advisers.
Participants may not:
engage in conduct that may damage VietChallenge’s mission, reputation, nonprofit status, legal compliance, or community trust.
VietChallenge Capital may reject, suspend, remove, terminate, or restrict any participant’s application, membership, access, event registration, showcase participation, or communications at any time, with or without notice, for any reason or no reason, including:
conduct inconsistent with VietChallenge’s mission.
VietChallenge Capital is not liable for any loss, damage, cost, expense, business impact, reputational harm, lost opportunity, or lost investment arising from rejection, removal, suspension, or termination.
VietChallenge Capital and VietChallenge provide the Network, application portal, events, communications, materials, introductions, and programming on an “as is” and “as available” basis.
To the maximum extent permitted by law, VietChallenge Capital and VietChallenge disclaim all warranties, express or implied, including warranties of accuracy, completeness, reliability, merchantability, fitness for a particular purpose, title, non-infringement, availability, security, investment performance, business success, fundraising success, or suitability.
VietChallenge Capital does not independently verify all startup, investor, attendee, sponsor, mentor, or third-party information. Participants should conduct their own diligence.
VietChallenge Capital does not guarantee that any portal, platform, event, email, website, or service will be uninterrupted, secure, error-free, or free of viruses or harmful components.
To the maximum extent permitted by law, VietChallenge, VietChallenge Capital, and their respective officers, directors, employees, volunteers, reviewers, mentors, advisers, Startup Selection Committee members, sponsors, partners, agents, representatives, and service providers shall not be liable for any indirect, incidental, consequential, special, exemplary, punitive, or similar damages, including lost profits, lost investment opportunities, lost business opportunities, lost data, reputational harm, financing failure, valuation impact, or business interruption, arising out of or relating to VietChallenge Capital.
To the maximum extent permitted by law, the total liability of VietChallenge, VietChallenge Capital, and their related parties for any claim arising out of or relating to VietChallenge Capital shall not exceed the greater of:
$100.
Some jurisdictions do not allow certain limitations of liability, so some limitations may not apply to certain participants.
Each participant agrees to indemnify, defend, and hold harmless VietChallenge, VietChallenge Capital, and their respective officers, directors, employees, volunteers, reviewers, mentors, advisers, Startup Selection Committee members, sponsors, partners, agents, representatives, and service providers from and against any claims, damages, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, arising out of or related to:
any claim that VietChallenge Capital’s use or sharing of submitted materials as permitted by these Terms & Conditions violated a third-party obligation.
VietChallenge Capital is not responsible for disputes between or among startups, investors, attendees, mentors, sponsors, partners, service providers, or other participants.
Such disputes may include, without limitation, disputes concerning investment terms, diligence, valuation, confidentiality, intellectual property, employment, advisory relationships, founder equity, customer relationships, product claims, data room materials, fundraising statements, or business outcomes.
Participants agree that VietChallenge Capital has no obligation to mediate, resolve, investigate, participate in, or pay for any participant dispute. VietChallenge Capital may, at its discretion, restrict or terminate participant access while a dispute is pending.
These Terms & Conditions shall be governed by the laws of the Commonwealth of Massachusetts, without regard to conflict-of-law principles.
Any dispute arising out of or relating to these Terms & Conditions, VietChallenge Capital, or VietChallenge’s related activities shall be brought exclusively in the state or federal courts located in Massachusetts, unless VietChallenge elects another lawful dispute resolution process in a written agreement.
Participants consent to personal jurisdiction and venue in such courts.
VietChallenge Capital may update these Terms & Conditions from time to time. Updated terms may be posted on the application portal, website, event registration page, or otherwise communicated to participants.
Continued participation in VietChallenge Capital after updated terms are posted or communicated constitutes acceptance of the updated terms.
If any provision of these Terms & Conditions is found to be invalid, unlawful, or unenforceable, the remaining provisions will remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its intended effect.
These Terms & Conditions, together with any applicable application instructions, event rules, privacy notices, sponsorship agreements, membership agreements, or written program policies, constitute the entire agreement between the participant and VietChallenge Capital regarding participation in VietChallenge Capital.
If there is a conflict between these Terms & Conditions and a separate written agreement signed by authorized representatives of VietChallenge, the signed written agreement will control for the specific subject matter covered by that agreement.
By clicking “Submit,” “Apply,” “Register,” “I Agree,” or similar language, or by participating in VietChallenge Capital, you acknowledge and agree that:
you will comply with all applicable laws, rules, and VietChallenge Capital policies.
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