TERMS & CONDITIONS
BioLeap Program
Generation 3
- Antecedent
BioLeap is the first incubator program focused on the Life Sciences and the STEM field in Puerto Rico. Our primary objective includes facilitating economic growth by advancing local scientific research towards commercialization.
The BioLeap is a program initiative of Parallel18, which is a program of the Puerto Rico Science, Technology and Research Trust (the “TRUST”), a private non-profit organization established to advance the economy of Puerto Rico and the well-being of its citizens through innovation, entrepreneurship, research, and participation in the global knowledge economy. The TRUST aims to stimulate investment and financing for R&D in science and technology, fostering job creation. Managing a diverse portfolio, the organization oversees numerous initiatives, providing grants, technical support, meetups, and educational resources for various stakeholders, including researchers, entrepreneurs, farmers, investors, and various other groups.
BioLeap is supported in part through funding associated with the U.S. Department of Commerce, Economic Development Administration (EDA), Build 2 Scale Venture Challenge, and as such Participants must comply with all applicable federal, Puerto Rico, and local laws, regulations, award conditions, and program requirements including, as applicable, nondiscrimination requirements and other compliance obligations imposed by the relevant funding source.
- Main Goal
BioLeap welcomes researchers and early-stage founders in Puerto Rico, offering them a centralized hub for education, technical support, and access to capital to initiate and grow their ventures into viable businesses. Our diverse initiatives aim to facilitate top-notch research collaborations, forge essential business networks, and generate investment prospects for all our startup endeavors.
2.1 Specifics Goals
- Sustain and strengthen a Life Science incubator in Puerto Rico and the Caribbean.
- Increase research & development (R&D) engagement, including participation by underrepresented communities.
- Foster a dynamic innovation ecosystem across life sciences and related STEM subsectors, including Biotech, Medtech, Healthtech, Medical Devices, Diagnostics, Big Data, AI, and related STEM fields.
- Support the growth and long-term development of life sciences and R&D startups..
- Promote collaboration among the private sector, government, investors, and other ecosystem stakeholders.
- Encourage participation from local and international angel investors, venture capital firms, private equity funds, and other capital providers to invest in the most promising startups emerging from Puerto Rico.
- Facilitate business development and innovation between corporate partners and startups.
- Contribute to positioning Puerto Rico prominently on the global startup ecosystem map, as a globally recognized hub for innovation and entrepreneurship.
- Expected Results
- The program aims to offer Life Sciences and STEM entrepreneurs the chance to enhance their capabilities through educational sessions and workshops. These sessions feature speakers from Puerto Rico and the Mainland U.S. who possess technical expertise.
- Cohort participants are anticipated to generate economic development by creating new job opportunities spanning various roles, including administrative and industry-specific.
- Cohort participants are expected to leverage access to capital and network opportunities over the program’s duration.
- Cohort participants will be able to engage in networking and meeting events with prospective corporate partners and investors.
- General Eligibility Requirements
To be selected as a Participant, individuals must comply with the following:
- The applicant’s project must relate to the life sciences or STEM sector and must include a novel and functional prototype, experimental proof of concept, or platform technology.
- The applicant must be a United States citizen, lawful permanent resident, or otherwise legally authorized to reside and conduct business activities in the United States, as applicable under program requirements, and anticipate sustaining ongoing research & development efforts in Puerto Rico.
- The applicant must demonstrate the technical capacity or experience in order to successfully develop the project, proof of concept, or platform technology towards advanced phases.
- The applicant must be willing and able to comply with these Terms and Conditions and all other applicable Program requirements.
- Participant
For purposes of these Terms and Conditions, a “Participant” is an eligible applicant selected by BioLeap to participate in the Program.
A Participant may apply either as: (a) an existing for-profit entity duly organized under the laws of Puerto Rico or another jurisdiction of the United States and commits to seek authorization to conduct business in Puerto Rico; or (b) an individual who has not yet formed a for-profit entity but commits to legally organizing such entity during the Program, if required by BioLeap as a condition for continued participation or access to certain Program benefits.. The majorityownership of the company must reside with individuals presently living in the U.S. and whose business management is allocated in Puerto Rico.
The Participant’s venture should demonstrate innovation, featuring a business model capable of expanding and scaling its operations beyond Puerto Rico, and aligned with the life sciences or related STEM sectors. The Participant shall designate at least one primary point of contact for communications and Program coordination.
Unless BioLeap expressly authorizes otherwise in writing, applicants must be at least twenty-one (21) years of age. BioLeap may, in its sole discretion, admit an applicant under twenty-one (21) years of age in exceptional circumstances.
Participants must comply at all times with these Terms and Conditions, Program rules, applicable law, and any reasonable written instructions or policies issued by BioLeap. Failure to remain in good standing may result in suspension or termination of participation.
- Program Activities
BioLeap includes educational, networking, mentoring, evaluation, and technical assistance activities, which may be offered in English, Spanish, or both, and may be conducted in person, virtually, or in hybrid format, as determined by BioLeap. BioLeap shall identify which activities are mandatory and which are optional.
6.1 Mandatory Activities
The BioLeap curriculum has a duration of twelve (12) weeks. The cohort period commences on the date set for Kick-off Day. Throughout this curriculum, Participants must be ready to engage in the specified mandatory activities:
On-going [mandatory]:
- Seminar series: Participants will attend virtual sessions twice a week, featuring invited speakers or mentors as part of the curriculum.
- Catch-up meetings: Participants will attend biweekly virtual catch-up meetings with BioLeap staff to monitor their progress.
Monthly [mandatory]:
- Meet the Founder: In-person fireside chats with accomplished founders from Puerto Rico and the Mainland U.S. who have attained sustainable growth and scalability.
- Connect18 / Parallel ventures events: In-person networking events designed to connect participants with stakeholders, corporate partners, and investors.
Midpoint Evaluation [mandatory]:
- The cohort will convene with BioLeap designated evaluators, providing a brief progress update using a designated form. BioLeap will utilize the collected information to assess the Participants’ advancements during the initial sixweeks of the program.
End of the Program [mandatory]:
- Participants in the cohort will receive invitations to a concluding curriculum term event where they can showcase their accomplishments, highlight milestones attained, and outline their next steps to their peers.
- BioLeap participants will be provided with a survey to gather data on their progress. This information will be utilized for our internal assessment, enabling us to enhance BioLeap’s offerings and better tailor the experience for the subsequent cohort.
6.2 Optional Activities
At their discretion, the Participant may engage in or execute the activities listed below unless these have been explicitly designated as mandatory in the preceding subsection:
- Office hours with mentors of choice or with any of our resources brought as part of their tailored experience. Any TRUST member can be considered a mentor.
- Presentations, office hours, workshops, classes, or other events organized by other program Participants.
>Important: Failure to participate in mandatory activities, without prior written authorization or a reasonable justification accepted by BioLeap, may result in corrective action, suspension, or Early End of Participation, as determined by BioLeap in its discretion.
The schedule for seminars, meetings, and events will be communicated ahead of time, and any modifications will be notified in advance.
- BioLeap Project Application Content
7.1 Applicants must complete the official application form made available by BioLeap through our website (www.parallel.com/bioleap/), and provide all information and supporting documentation requested by BioLeap, which may include:
- personal identification and contact information, including information regarding educational background, technical expertise, and professional experience;
- if applicable, formation and organizational documents for an existing company.
- a valid government-issued photo identification document;
- information regarding the prototype, proof of concept, platform technology, or venture to be commercialized;
- a description of the relevant market, competition, and differentiating factors.
- the current stage of development of the project or venture; and;
- an explanation of the applicant’s goals and the ways in which participation in BioLeap would support achievement of relevant milestones.
BioLeap may request additional information or documentation at any time for evaluation, diligence, eligibility verification, compliance, reporting, or program administration purposes.
Optional information- Though not required for eligibility, BioLeap may consider the following information if provided:
- Scalability strategy, Entry, and exit barriers.
- Progress to date and plan during the program.
- Target, Size, and Market Position.
>Important: Incomplete application forms will be deemed not submitted.
- Time commitment
BioLeap includes a capacity-building phase lasting twelve (12) weeks, featuring a curriculum with at least 30 hours of engagement. The second phase, focused on technical assistance, extends an additional fourteen (14) weeks, requiring a further commitment of at least 30 hours. Participants are expected to devote the time reasonably necessary to attend mandatory activities and engage meaningfully in the Program. BioLeap may provide estimated participation hours and schedules after selection; however, actual activities, timing, and workload may vary.
- Application Process
9.1 Application and Evaluation
BioLeap will announce each application cycle, including the application window, evaluation period, and estimated notification date, through its website, application platform, and/or official communication channels. BioLeap reserves the right to modify any application deadline, evaluation timeline, or notification date at its discretion, upon notice through appropriate channels.
9.2 Means of Application
Entry into the community management platform is for applicants and their required documentation. The system accepts supporting documents in compatible formats, including text documents, spreadsheets, and other file types like doc, xls, jpg, or pdf.
9.3 Limit of Applications
A single applicant can submit only one application with one prototype, proof of concept (experimental), or platform technology project during each application period.
- Evaluation
BioLeap shall administer a selection process in phases that include an internal screening, external evaluation, interviews, and final selection by a BioLeap selection committee. BioLeap reserves the right to adjust the structure of the evaluation process, scoring methodology, and selection procedures for any application cycle..
10.1 Phase 1- Screening Round
BioLeap staff will assess all application forms to ensure they are complete. Those who successfully pass the internal screening round will progress to the external committee evaluation. The Bioleap staff will scrutinize the alignment of the project’s objectives with the Program’s guidelines, considering factors such as market competition, funding readiness, team qualifications, and project viability.
>Important: Accepted projects will receive an email outlining the next steps, while those not accepted will be provided information on other relevant opportunities.
10.2 Phase 2- Judging Round
BioLeap will organize an External Committee equipped with the necessary information to assess applications. The committee will consist of seasoned entrepreneurs and researchers, both local and international, who have no affiliation with the program. The applications will be scored on a scale of 1 to 5, where 1 represents the minimum score, and 5 signifies the maximum score. The evaluation will be based on the following criteria:
- Research, Product or Service (30%)
- Market and Competitive Positioning (25%)
- Team Qualifications & Experience (15%)
- Funding Readiness (15%)
- Commercialization Strategy (15%)
10.3 Phase 3- Selection Committee
After evaluations conducted by the external committee, the BioLeap Selection Committee will select Participants to comprise the cohort that will participate in this generation of BioLeap.
10.4 Interviews
BioLeap may require one or more interviewsvia video conference or in person, when possible, to address any queries and provide further clarification. Participation in an interview, if requested, is mandatory for the applicant.
- Notice of Selection
Applicants will be notified of BioLeap’s selection decision through the contact information provided in the application. Selection is conditional and may be subject to completion of onboarding requirements, submission of additional documentation, verification of information, and acceptance of any additional terms, certifications, or acknowledgments required by BioLeap or the TRUST.
- Investment Rights Acknowledgment
As a condition of participation in the BioLeap Program, the Participant acknowledges and agrees that the TRUST will require, as part of the grant agreement to be executed in connection with the Program (the “Grant Agreement”), certain rights to participate in future financings of the Participant, including a right to invest alongside other investors and a right of first refusal to participate in such financings.
The Participant understands and agrees that the specific terms, scope, and conditions of such investment rights will be set forth in the Grant Agreement and related documentation, and the Participant agrees to negotiate and execute such provisions in good faith as a condition to continuing participation in the Program and receipt of Program benefits.
The Participant further acknowledges that such investment rights are part of the Program structure and are independent from, and shall not be deemed consideration for, any grant funding provided by the TRUST.
- Early End of Participation
BioLeap may suspend or terminate a Participant’s participation in the Program, in whole or in part, upon written notice, if BioLeap determines that such action is necessary or appropriate under these Terms and Conditions, Program requirements, applicable law, funding-source requirements, or the best interests of the Program or the TRUST.
Unless immediate action is warranted by the nature of the issue, BioLeap will generally provide the Participant with written notice stating the basis for the decision and the effective date of the suspension or termination. BioLeap may, but is not obligated to, provide the Participant an opportunity to cure or respond.
13.1 Termination or Withdrawal Without Cause.
A Participant may request to withdraw from the Program at any time by written notice to BioLeap. BioLeap may approve such withdrawal on the terms it deems appropriate.
BioLeap may also end a Participant’s participation without cause if BioLeap determines, in its discretion, that:
- the Participant or project is no longer aligned with the objectives of the Program;
- the Participant is unable to continue meaningful participation;
- continuation is no longer feasible due to operational, budgetary, legal, compliance, safety, reputational, or programmatic considerations; or
- continuation is otherwise not in the best interests of the Program or the TRUST.
If requested by the project and accepted by BioLeap, it shall be understood that the project has been finished early from the date of the request.
>Important: The TRUST reserves the right to conclude program activities or terminate the engagement of any Participant before the Program’s scheduled conclusion whenever it deems such action to be in its best interest. Any termination will be communicated through a written notice, and the effective date of termination will be at least fifteen (15) calendar days from the date of receiving the notice.
13.2 Termination for Cause.
BioLeap may immediately suspend or terminate participation for cause, including if the Participant:
- fails to comply with these Terms and Conditions, Program rules, or applicable law;
- fails to attend or participate in mandatory Program activities without justification accepted by BioLeap;
- provides false, misleading, incomplete, or inaccurate information during the application, onboarding, or participation process;
- obstructs or refuses reasonable monitoring, verification, reporting, or compliance requests;.
- engages in misconduct, unethical conduct, plagiarism, research misconduct, misuse of funds or resources, or violations relating to intellectual property, confidentiality, or data use;
- materially changes the nature of the project or venture such that it no longer aligns with the Program’s objectives or the basis on which it was selected; or
- engages in any act or omission that may expose BioLeap, Parallel18, or the TRUST to legal, regulatory, reputational, or operational risk;
Termination or suspension under this Section shall be without prejudice to any other rights or remedies available to BioLeap, Parallel18, or the TRUST. Termination or suspension of participation in the Program shall not, by itself, modify, suspend, or terminate any separate Grant Agreement, which shall remain governed solely by its own terms unless expressly provided therein.
- Representations and Warranties
- all information and documentation submitted to BioLeap, Parallel18, or the TRUST in connection with the application, onboarding, and participation process is true, accurate, current, and complete;
- the Participant has the authority, capacity, experience, and resources reasonably necessary to participate in the Program and pursue the project or venture described in the application;
- the Participant will comply with all applicable federal, Puerto Rico, and local laws, regulations, rules, ordinances, permit requirements, ethical standards, and funding-source requirements applicable to its activities;
- the Participant’s activities and materials submitted in connection with the Program do not knowingly infringe, misappropriate, or otherwise violate the intellectual property, privacy, confidentiality, publicity, or other rights of any third party;
- the Participant will obtain and maintain any licenses, permits, approvals, consents, and authorizations required for its activities; and
- the Participant will promptly notify BioLeap in writing of any material change affecting eligibility, legal status, ownership, control, compliance, or the accuracy of information previously submitted.
Any breach of this Section may result in disqualification from the Program, suspension or termination of participation, and may be considered by the TRUST in connection with eligibility for Program benefits; provided, however, that any action affecting awarded funds shall be governed solely by the applicable Grant Agreement and funding requirements.
- Independent Entities
The Participant is and shall remain an independent entity or individual. Nothing in these Terms and Conditions or in the Participant’s involvement in BioLeap shall be construed as creating any employer-employee relationship, partnership, joint venture, agency, fiduciary relationship, or other similar relationship between the Participant, on the one hand, and BioLeap, Parallel18, or the TRUST, on the other hand.
The Participant is solely responsible for its own business decisions, operations, personnel, taxes, insurance, licenses, permits, expenses, and liabilities. Except as expressly agreed by BioLeap in writing, the TRUST shall have no responsibility for any costs, expenses, losses, damages, injuries, or liabilities incurred by the Participant in connection with the Program.
- Hold Harmless
To the fullest extent permitted by law, the Participant shall indemnify, defend, and hold harmless the TRUST, Parallel18, BioLeap, and their respective officers, directors, trustees, employees, agents, representatives, successors, and assigns from and against any and all third-party claims, demands, actions, causes of action, liabilities, losses, damages, judgments, settlements, penalties, fines, costs, and expenses, including reasonable attorneys’ fees and expenses, arising out of or relating to: (a) the Participant’s breach of these Terms and Conditions; (b) the Participant’s acts, omissions, negligence, willful misconduct, or unlawful conduct; (c) the Participant’s project, products, services, research, operations, or activities; or (d) any allegation that materials, data, technology, or other content provided, used, or developed by the Participant infringe, misappropriate, or violate the rights of a third party.
The Participant shall not be liable under this Section to the extent a claim is finally determined by a court of competent jurisdiction to have resulted from the gross negligence or willful misconduct of the TRUST, Parallel18, or BioLeap.
- Intellectual Property
As between BioLeap, Parallel18, and the TRUST, on the one hand, and the Participant, on the other hand, the Participant shall retain ownership of the Participant’s pre-existing intellectual property and, subject to applicable law, third-party rights, institutional policies, sponsor requirements, and any separate written agreement, any intellectual property independently developed by the Participant in connection with its project.
Nothing in these Terms and Conditions shall be construed as transferring to BioLeap, Parallel18, or the TRUST any ownership rights in the Participant’s intellectual property solely by virtue of the Participant’s participation in the Program.
Notwithstanding the foregoing, BioLeap, Parallel18, and the TRUST do not make any representation or acknowledgment regarding inventorship, ownership, validity, enforceability, or scope of any intellectual property rights as between the Participant and any third party, including any co-founders, employees, contractors, collaborators, institutions, or sponsors.
Names and Logos. The Participant grants BioLeap, Parallel18, and the TRUST a non-exclusive, revocable, royalty-free license to use the Participant’s name, logo, and non-confidential descriptive information about the venture solely for Program administration, reporting, promotional, and ecosystem-building purposes, unless the Participant objects in writing
- Confidentiality
BioLeap, Parallel18, and the TRUST shall use reasonable care to protect from unauthorized disclosure any non-public confidential business or technical information that is clearly identified in writing as confidential by the Participant and disclosed to BioLeap in connection with the Program (“Confidential Information”).
Confidential Information shall not include information that: (a) is or becomes publicly available through no wrongful act or omission of BioLeap, Parallel18, or the TRUST; (b) was lawfully known to BioLeap, Parallel18, or the TRUST without restriction before disclosure by the Participant; (c) is lawfully received from a third party without breach of any duty; or (d) is independently developed without use of the Participant’s Confidential Information.
BioLeap, Parallel18, and the TRUST may use and disclose Confidential Information only to the extent reasonably necessary for Program administration, evaluation, mentoring, compliance, reporting, auditing, legal review, funding-source requirements, and related internal purposes, and may share such information with employees, contractors, mentors, evaluators, funders, advisors, and representatives who have a need to know and who are subject to confidentiality obligations or professional duties of confidentiality.
If disclosure is required by law, regulation, court order, audit requirement, public records request, or funding-source requirement, BioLeap, Parallel18, or the TRUST may make such disclosure as legally required. To the extent reasonably practicable, BioLeap will provide advance notice to the Participant of such required disclosure.
Upon termination of participation or upon written request, BioLeap, Parallel18, and the TRUST shall, to the extent reasonably practicable, cease use of the Participant’s Confidential Information and return or destroy it; provided, however, that they may retain copies as required for legal, compliance, audit, insurance, record retention, backup, or archival purposes.
Notwithstanding the foregoing, BioLeap, Parallel18, and the TRUST may disclose information as required to comply with applicable laws, regulations, grant conditions, audit requirements, or governmental reporting obligations, including those associated with funding from the U.S. Department of Commerce Economic Development Administration.
- Assignment
The Participant may not assign, delegate, transfer, pledge, or otherwise dispose of any rights or obligations under these Terms and Conditions without the prior written consent of BioLeap. Any purported assignment in violation of this Section shall be null and void.
- No Guarantee; No Funding Commitment
Participation in BioLeap does not guarantee funding, investment, continued participation, business success, regulatory approval, market adoption, commercialization outcomes, or any specific result. BioLeap, Parallel18, and the TRUST make no representation or warranty regarding the success, viability, or future performance of any Participant or project.
Any grant funding provided by the TRUST shall be governed exclusively by the applicable Grant Agreement and any associated funding requirements.
- Publicity
Unless the Participant notifies BioLeap in writing of a specific restriction supported by confidentiality, legal, or regulatory concerns, the Participant authorizes BioLeap, Parallel18, and the TRUST to use the Participant’s name, company name, logo, general project description, and photographs or recordings taken during Program activities for Program administration, promotional, educational, reporting, and institutional purposes.
- Program Modifications
BioLeap reserves the right to modify the Program structure, curriculum, schedule, mentors, speakers, activities, eligibility requirements, and operational rules at any time, upon notice through appropriate channels, provided such modifications do not retroactively deprive a Participant of rights already expressly granted in writing.
- Governing Law
These Terms and Conditions shall be governed by and construed in accordance with the laws of the Commonwealth of Puerto Rico, without regard to its conflict of laws principles.
- Entire Understanding
These Terms and Conditions constitute the entire understanding between the Participant and BioLeap, Parallel18, and the TRUST with respect to the Participant’s participation in the Program, except for any additional written acknowledgments, certifications, consents, or agreements expressly incorporated by reference or executed in connection with the Program.
Notwithstanding the above, the Participant acknowledges that it may be subject to additional obligations under a Grant Agreement or applicable funding requirements. The Participant agrees to comply with all such obligations and to promptly notify the TRUST of any actual or potential conflict between these Terms and Conditions and such requirements.
- Order of Precedence
In the event of any conflict or inconsistency between these Terms and Conditions and any grant agreement, subaward, or other written agreement executed between the Participant and the Puerto Rico Science, Technology and Research Trust (the “TRUST”) in connection with the BioLeap Program (the “Grant Agreement”), the terms of the Grant Agreement shall control solely with respect to the subject matter of such agreement.
These Terms and Conditions shall continue to govern all aspects of Program participation not expressly addressed in the Grant Agreement
- Consult
Questions regarding these Terms and Conditions may be addressed to the following e-mail address: [email protected]
