Mentoring Standards Agreement

It is the intent of Cleantech Open, a program of Community Partners of Los Angeles, a 501(c)(3) non-profit ("Cleantech Open") and each of its regional Cleantech Open Accelerator Programs (the "Accelerator Programs"), that in order to enhance their credibility, ensure their longevity, and reward the participation of their participants, sponsors, mentors, judges and other volunteers, the Accelerator Programs must be professionally, honestly and fairly undertaken.

In that regard, Cleantech Open has created following standards and rules that are to be followed by all mentors in the Accelerator Programs ("Mentoring Standards"). By participating as a mentor or coach, you agree to adhere to the Mentoring Standards.

Duty of Honesty and Integrity. You will provide mentoring assistance to one or more participating team (the "Participant(s)"). Each mentor agrees to review each Participant's submissions carefully and to fully and assist in improving them through advice and guidance. While the Accelerator is requiring each Participant to sign agreements releasing mentors from liability for their decisions and other aspects of each mentor's participation in the Accelerator Program, it is expected that all mentors will act with the utmost integrity in the mentoring process. It is also expected that mentors will be respectful of the other mentors and Participants.
Confidentiality of Participant Submissions. While no non-disclosure agreements have or will be entered into with any Participants and no other confidentiality agreements have been made with any Participants, we expect all mentors to keep each Participants' submissions confidential along with any documentation, concepts or conversations deemed confidential by a Participant. Mentors agree to return to Cleantech Open or destroy all Participant submissions upon completion of each year's Accelerator.
Third-Party Confidentiality. The Cleantech Open expects all participants and volunteers in the Accelerator Program and subsequent Cleantech Open programs to acknowledge and agree to abide by the terms of all Confidentiality Agreements signed by the Cleantech Open, or its regional subsidiaries, with its headquarters location at 1000. N. Alameda Street, Suite 240, Los Angeles, CA 90012, and any other third-party partners and resources.
Return of Materials. You hereby acknowledge and agree to return all documents and other tangible objects containing or representing Confidential Information prepared by you, participants, mentors, judges, other volunteers, sponsors and Cleantech Open staff members or coming into your possession by virtue of your volunteer period by the Cleantech Open and all copies thereof which are in your possession shall be and will remain the property of the Cleantech Open. No later than the Separation Date, you shall return to the Cleantech Open all such items in your possession, as well as all other property in your possession, including without limitation, computer hardware and software, database information and lists, mailing lists, and data.
Conflicts of Interest. Each mentor must disclose to the Participants and the Executive Director of Cleantech Open any conflict of interest or potential conflict of interest with a Participant or submission ("Conflict of Interest"). As a general rule, any competitive relationship between a mentor and any Participant may be a Conflict of Interest as well as any situation where the mentor has an investment or other interest in the technology promoted in a submission or in a competing technology. The mentor disclosing the Conflict of Interest may either recuse himself or herself from mentoring a Participant or may request a ruling from the Cleantech Open as to whether a Conflict of Interest requiring recusal exists. The following example is by no means an exhaustive list of potential Conflicts of Interest: The mentor has a relationship with a competing company, or an investment in a competing technology of that proposed in the submission, that would be adversely impacted by the success of a Participant's technology.
Time Commitment. We expect that by agreeing to be a mentor for the Accelerator Program, each mentor will commit the time necessary to meet each Participant at regular intervals (ideally for at least one hour per week until the final judging is completed for the Accelerator Program year) and otherwise be reasonably available for consultation on the business plans and presentations by the Participant.
Voluntary Service. The mentor is offering advice and consultation to the Participants on a voluntary, pro bono basis during the Accelerator Program year. Until the Accelerator Program ends, the mentor shall not solicit, nor accept offers from, a Participant for employment or for roles that are compensated with cash or other financial interest in the Participant company.
Term / Miscellaneous. Each mentor shall be bound by the Mentoring Standards during the Accelerator Program year for which this agreement was executed, and for all future Accelerator Program years in which such person participates in the Accelerator Program as a mentor (without any requirement to re-execute this agreement), unless or until terminated or amended by Cleantech Open. Cleantech Open, as defined herein, shall be deemed to include Cleantech Open, a California non-profit public benefit corporation, and each of its regional Accelerator Programs

The Cleantech Open deeply appreciates the investment of time and energy its mentors are committing to the Accelerator Program and the effort mentors are making to help promote the development of environmentally beneficial technologies.

This agreement is governed by and will be construed in accordance with the laws of the State of California, without regard to choice of law provisions.