Open Spark Challenge - Challenge Rules

Startup Challenge Terms and Conditions

SYSTRA is an international engineering and consultancy group in the field of mobility, with a particular focus on urban and rail transport.

SYSTRA has decided to launch the “OPEN SPARK Challenge” in order:

to detect startups proposing innovative solutions (products or services) in some fields identified as priorities within SYSTRA and
possibly assist these companies in the development of their solutions through business contacts within SYSTRA or possible partnerships.

The present Terms and Conditions (here after the “Rules” or “Terms and Conditions”), accessible through the page on the Systra’s website (https://www.systra.com/open-spark-challenge/) define the conditions to participate in the Challenge.

The OPEN SPARK 2026 program is led by SYSTRA in close collaboration with Artefact, a French Company. SYSTRA has decided to partner with Artefact as a strategic partner, and technical service provider. In this context, acting on behalf and under the instructions of SYSTRA, Artefact operates the process of scouting, liaising with candidates, and qualifying applications based on SYSTRA’s criteria.

1. DEFINITIONS

The terms set out below (or defined elsewhere in the present Terms and Conditions) beginning with a capital letter have the following meaning, irrespective of whether they are in the singular or the plural:

“Applicant” or “Participant” means any Startup taking part in the Challenge.
“Artefact SA” refers to the simplified joint stock company with a single shareholder, registered in the Paris Trade and Companies Register under number 418 267 704, located at 19 rue Richer, 75009 Paris, France.
“Challenge” means the Open SPARK Challenge organised by the Organiser.
“Challenge Themes” means the themes identified as priorities within SYSTRA for the Challenge: Sustainable solutions & environment, Digital & AI for engineering, Smart maintenance & Asset intelligence, Innovative products for mobility engineering.
“Confidential Information” means any information or other data which is communicated and accessible during the course of the Challenge, in any form and which is not in the public domain, including, in particular, any personal data or any information of a scientific, technical, technological, industrial, social, commercial, financial, legal or any other nature, whether covered by intellectual property rights or not, including, in particular, all plans, drawings, specifications, processes, know-how, methods, studies, software or software packages names of customers or partners, without it being necessary for this information to be designated as confidential. The following information are not considered as Confidential Information : (ii) Information which was already in the receiving party’s possession prior to the date of disclosure; (iii) Information which is rightfully received by the receiving party from a third party without any duty of confidentiality; (iv) Information which is independently developed by the receiving party without use of the Confidential Information; (v) Information which is approved for release (and only to the extent so approved) by the disclosing party or (vi) Information which is required to be disclosed by operation of law or governmental authority.
“Good Industry Practices” means standard, practices method and procedures conforming the Law (as regard inter alia quality, health and safety, and respect for the environment, ethics), as well as a degree of skill, care and diligence reasonably expected from skill and experiences company or person in a similar type of undertaking under the same or similar circumstances.
“Intellectual Property Rights” means any intellectual or industrial property rights whether protected by statute, at common law, or in equity, including without limitation, any patent, invention, copyright, design (whether or not registrable), trade secret, right to confidential information, technical information, processes, techniques, know-how, registered and unregistered trademarks, trade names, logos and get-up (and copyright subsisting in such trademarks, logos and get-up) whether existing at the date of this Terms and Conditions or coming into existence after that date.
“Organiser” means the company SYSTRA SA which specializes in urban and rail transport systems engineering, whose registered office is located at 72-76 rue Henri Farman 75015 PARIS, (Paris Trade and Companies Register n° RCS Paris 387 949 530), and their external partner.
“POC” (Proof of Concept) means any experimental phase aimed at testing or validating a solution in a non-production environment.
“Solutions” means the integrated set comprising the developments and the Software Package produced and proposed by the Startup, together with the operating and user documentation. This Solution may be a single product or a set of products.
“Services” means the set of services proposed by the Startupincluding any support, maintenance, analysis, implementation, and all other services proposed by the Startup.
“Startup” means any legally incorporated entity, created to develop, validate, and commercialise innovative products, services, or processes, and with the objective of achieving scalable and sustainable growth applying to or participating in the Challenge.
“Statement of Work” (“SoW”) meansto a document, agreed between the Parties, containing, in particular, the context of the Project, the definite scope of work, the planning, the methodologies, the pricing and charges supporter by SYSTRA, and other applicable provisions implemented to carry out the Services (such as resource requirement) as well as the principles and procedures for acceptance of the Deliverables for each Service as applicable, and any other specific obligations of the Parties.

2. PURPOSE OF THE CHALLENGE

These Terms and Conditions define the conditions under which the Organiser runs the Challenge.

The Challenge aims to:

identify and select Startups proposing innovative solutions aligned with SYSTRA’s strategic priorities, defined in the present Challenge as “SYSTRA’s Theme”, and
assist the selected Participants to accompany the growth of their Solution through SYSTRA’s intern network, in conditions yet to be defined.

The Challenge is part of an open innovation approach and does not constitute:

a call for tenders or public procurement procedure;
a binding offer or commitment to contract;
a promise of partnership, investment, deployment or exclusivity,

but rather a privileged and accelerated means for those Startups to present their innovative Solutions and possibly create new partnerships or relationships with SYSTRA.

3. ELIGIBILITY CONDITIONS

The Challenge is open to any Startups without territory limitations that:

a) are legally incorporated entities under applicable laws;

b) propose an innovative Solution or Services (ideally already existing and possibly partially tested or tastable) consistent with the Challenge themes;

c) in capacity to participate to a POC after the selection;

d) hold all necessary rights, authorisations and intellectual property related to the proposed Solution;

e) comply with applicable laws, regulations and Good Industry Practices;

The application shall be made by a person with the ability to legally represent the Startup.

A Startup can only apply once.

Collective applications (alliance of two or more startups) are not possible.

The Organiser reserves the right to reject or exclude any application that does not meet these conditions or contains inaccurate or misleading information.

4. AGREEING TO THE RULES

Any eligible person who is registered on the Challenge website and enrols to participate in the Challenge (“Participant”), is required to review and accept the present Terms and Conditions which sets out the Rules to participate in the Challenge.

By accessing and accepting these Rules, the Participant:

a) enter into a valid and enforceable contractual relationship with the Organizer regarding participation in the Challenge. The registration and enrolment in the Challenge does not set up any subordination relationship between the Organizer and the Participant,

b) fully and unconditionally agree to comply with these Rules. Participants express their agreement by checking an online box while enrolling for the Challenge.

c) In case of non-respect of these Rules, the Participant will be immediately disqualified from the Challenge and no prize will be awarded.

5. REGISTRATION AND PARTICIPATION IN THE CHALLENGE

To take part in the Challenge, Organiser must receive Applicant’s completed registration by [12:00 pm, April 19th, Paris time]. To register, the Participant must have truthfully and accurately completed required information, such as full name, email address, etc.

Any registration based on inaccurate, false or incomplete information will result in the Participant’s disqualification. Refusing collection, recording and use of their personal data that is strictly necessary to performing the Challenge will result in the Participant’s disqualification. The Participant is solely responsible for the information he/she provides when registering. Any intentional or unintentional mistake, anomaly, inconsistency, regarding this information, may result in the Participant’s disqualification. The Organizer reserves the right to proceed with all necessary verifications regarding the Participant’s identity, postal and/or email address.

6. DELIVERABLES

During the Challenge, Participants may upload any documents or other materials (such as texts, presentations, videos, etc.) relating to their project to the Challenge website in response and as a solution to the Organizer’s Challenge (the “Deliverable”).

To be eligible, Deliverables must (i) address one of the specific issues set out in the Brief, (ii) be in a common digital format, PDF. No other individual and/or entity is entitled to claim any rights from the use of the Deliverable; and
The content of the Deliverable does not and will not infringe or violate any rights of any third party or entity, including, without limitation, intellectual property rights, privacy, competition law, confidentiality, or any contractual or extracontractual right. All deliverables suspected of any law(s) and/or any third party’s right will be ineligible.

Participants are responsible for and shall bear any costs or expenses associated with preparing and submitting Deliverables. Participants assume all risk for damaged, lost, late, incomplete, invalid, incorrect or misdirected Deliverables.

7. STRUCTURE AND PHASES OF THE CHALLENGE

The Challenge will include the following phases and calendar:

Phases	Dates
Call for applications	March 2^nd to April 19^th
Final Selection	Begining of May
Business Identification: Connecting Business Units and Startups: Co-construction of the use case	From mid-May to mid-June
Business Acceleration: Business Units and Startups: Deep dive into the use case	From mid-June to mid-September
Demo Day in front of the Executive Committee (COMEX)	Mid-September
Pilot (if any)	September

The timeline is indicative only and may be modified at the sole discretion of the Organiser.

7.1 Call for applications

The application file must be submitted through the mandatory template available on the website operated by Systra accessible through the front page(https://www.systra.com/en/open-spark-challenge/) before the deadline that [April 19th, 2026] at [12:00 pm GMT+1]. Applications will be collected via Microsoft Forms.

The application file shall include all the requested information, including a detailed description of the Company, a detailed description of the Company’s Solution, its level of development and tests, a proposed team configuration.

The Applicant must also disclose any professional activities outside the project presented, as well as any direct or indirect shareholdings in companies that may compete, directly or indirectly, with SYSTRA.

The Applicant undertakes to provide all the information necessary for the assessment of the application, in particular the status of intellectual property (the presence of any third IP, free software or Intelligence Artificially involved even partly in the development of the Solution), any preliminary studies already carried out.

In general, Applicants must provide a complete and honest description of their project and Solution, particularly any constraints that may affect the project due to previous commitments made by the applicant or a member of its team.

All applications and supporting documents must be submitted in English.

The Organiser reserves the right to request any additional documentation to verify that the Applicant complies with the obligations and criteria set out in these Terms and Conditions.

7.2 Selection of Startups

Strategic Fit & Maturity – Focus: Overall potential and alignment with SYSTRA’s core pillars.
Use Case Relevance – Focus: Direct impact and measurable outcomes for the specific project.
Operational Readiness – Focus: Execution speed and technical viability.
Ethical Data Usage & Compliance – A “safeguard” to ensure that solutions comply with our data and IT safety and ethical standards.

Jury decisions are final, discretionary and not subject to appeal or justification.

The Organiser may select one, several or no Startups and is under no obligation to provide feedback.

The selection phase is carried out on behalf of SYSTRA with Artefact experts, who analyses the candidatures submitted. Artefact manages the collection, pre-selection, and management of applications presented to the SYSTRA jury. Candidates selected for the next stages can be contacted by Artefact, acting as SYSTRA’s partner, to organise the next steps. At the end of this round, the Organiser may select up to ten (10) Startups to proceed to the next Phase, without being under any obligation to select a minimum number of Startups.

7.4 Business Acceleration phase

Connexion with the Systra’s business units to work on potential use case. Participants are not required to upload a Deliverable on the Challenge website for this Phase.

At the end of this phase, the Organiser may select up to three (3) Startups to enter the Final Round.

7.5 Final Presentation

Participants are not required to upload a Deliverable on the Challenge website for this Final Round.

Final Presentation will take place during the Demo Day mid- September in front of the members of the Executive Committee (COMEX).

Following the Demo Day, the Executive Committee (COMEX) may, at its sole discretion, decide to engage in further discussions with one or more Startups regarding a potential funded Proof of Concept (PoC). No automatic right to funding or contractual relationship shall arise from participation in the Challenge.

8. INTELLECTUAL PROPERTY

8.1

The Organiser is the exclusive owner of the intellectual property rights to the elements presented on the Platforms (graphics, trademarks, texts, images) and prohibits any identical or similar reproduction, whether partial or total.

8.2

Each Startup shall have full ownership of the Intellectual Property related to the proposed Solution and Services in each state at the time of the Application to the Challenge and shall have the ability to license or partly assign it.

Hence, it shall not use any third-party elements which do not belong to the public domain and shall have full capacity and full ownership of the Intellectual Property and all the elements related to the application.

Participation in the Challenge does not result in any transfer, assignment or licence of intellectual property rights to the Organiser. If the Applicant is selected, both Applicant and Organiser will consider the following steps toward a possible partnership that may include co-ownership, licence agreement or assignments of part of the IP Solution, or possibly full ownership regarding the results, developments or deliverables arising from a potential POC.

In participating to the Challenge, Applicant agrees to discuss and negotiate such IP transfer, licence or assignment.

9. OUTCOME OF THE CHALLENGE

The Organiser may select none or several Solutions.

The selected Applicants and the Organiser shall then enter a new phase of exchanges to determine the possible partnership.

In any case, the selected Applicants will have the possibility to get in contact with the Organiser Business Units to present their Solutions.

Further partnerships will be considered on a case-by-case basis and may include request for a POC and result in a commercial agreement or co-development.

In any case, these partnerships will be governed by a Master Service Agreement (MSA) and a SoW, negotiate between the Parties.

10. CONFIDENTIALITY AND DATA USE

Participants which decide to participate to the Challenge will sign a Bilateral Non Disclosure Agreement, both the Applicant and Organiser comply with this document during the course of the Challenge.

Attention of the Application is call on the fact that some sessions (e.g. Demo Day) may be public. Participants remain responsible for the information they choose to disclose publicly.

SYSTRA and Partners in this Challenge undertake to respect the Confidential Information submitted by Applicants in the context of the Challenge.

Similarly, Applicants undertake to respect SYSTRA’s Confidential Information that they may have or encounter during the Challenge, for the duration of the Challenge and for a period of five (5) years after its end.

11. DATA PROTECTION

Personal data collected in connection with the Challenge shall be processed by the Organizer, acting as data controller, for the purposes of organizing and managing the Challenge.

By submitting their application to the Challenge, Applicants agreed to the Data Policy of the Challenge and declare that they give their consent for their personal data to be processed for purposes strictly related to the running of the Challenge, its monitoring or its promotion.

12. COMMUNICATION

Applicants authorise the Organiser to use their name, company name and logo to communicate about the Challenge, excluding confidential or technical information.

Any additional or detailed communication shall require prior agreement.

If an Applicant encounters any difficulty in uploading its documents, he may contact SYSTRA through the following email address: [email protected] (during working days from 9AM to 6PM CET time).

13. FINANCIAL CONDITIONS AND COSTS

Participation in the Challenge is at Applicants own costs and will not give rights to any compensation, reimbursements or payments, even if the Challenge is suspended or cancelled.

All costs incurred by Participants (including travel, accommodation, development or preparation costs) are borne exclusively by the Participants.

14. LIABILITY AND RISK ALLOCATION

The Challenge is experimental and provided “as is”.

Participants remain solely responsible for their Solutions and their compliance with third-party rights and applicable laws.

The Organiser shall not be liable for any direct or indirect damage, including financial loss, loss of opportunity, data loss or reputational harm.

Organiser cannot be held liable for any geographical or technical impossibility for the Applicant to connect to the Platform and/or submit its application within the fixed deadline.

15. MODIFICATION, SUSPENSION OR TERMINATION

15.1

The Organiser may suspend or terminate the Challenge at any time, for any reason.

In such a case, the Participants which have already submitted a file, will be individually informed of this decision and their data will be destroyed from SYSTRA’s databases.

15.2

Organiser reserves the right to amend, even in the course of the Challenge, the present Terms and Conditions by means of an addendum as necessary and to take any decisions it deems useful for the application, clarification, interpretation or appliance of the terms and conditions, without incurring any liability.

Any amendments to these rules will be brought to the attention of the Applicants, who shall accordingly comply with them, by publication on the Platform or directly by email to Applicants who already submitted an application.

16. ACCEPTANCE AND EXCLUSION

Participation in the Challenge implies full and unconditional acceptance of these Terms and Conditions.

Any breach by Applicants of the provisions of the present Terms and Conditions will result in the invalidity of their application and may result in immediate exclusion from the Challenge.

17. APPLICABLE LAW AND COMPETENT JURISDICTION

This terms and conditions are governed by French law.

Any dispute which arises during the interpretation, performance or the cessation of terms and conditions which cannot be settled amicably within a period of 30 days shall be submitted to the exclusive jurisdiction of the Paris commercial court which has sole jurisdiction to hear disputes resulting from or relating to the terms and conditions whether or not there are multiple defendants or third party proceedings.