Welcome to Stage 2

Completing these registration materials is your gateway to flight testing, funding eligibility, and being recognized as an official Stage 2 GoAERO team.

Ready for Stage 2? Let’s Get you Registered!

• Proof of Corporate Formation
• Master Team Agreement (MTA)
• Exhibit A (Team Captain)
• Exhibit B (Team Members)
• Media Rights Agreement (MRA)
• Insurance Documentation
• Team Roster on HeroX

What Stage 2 Requires

• Must be a legal entity with limited liability (LLC, Corp)
• Must be in good standing in your jurisdiction
• Cannot be registered or operate in Cuba, Iran, Russia, Syria, North Korea, or Crimea
• Must have a U.S. – accessible bank account

Your Team Must be a Legal Entity

• Every team member must be added to your HeroX Portal & sign Stage 2 Registration Documents
• You must assign them to your registered team
• Remember to remove team members who have left
• Only added and assigned members are recognized as participants
• There is an Update on how to make changes to Team profile: https://www.herox.com/goaero/update/7469

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Update Your HeroX Team Portal

• Legal entity with limited liability
• Cannot be from a sanctioned country
• Must accept U.S. dollar payments
• Must follow all MTA rules, including sponsor rules
• Must not be under U.S. export sanctions

Eligibility Requirements

Plain Language:

• No public trash talk
• Applies to teammates, other teams, GoAERO, and our sponsors
• Applies during and after the competition

Professionalism & Non-Disparagement

Sponsor Approval Forms can be found on HeroX

• You must get approval from GoAERO for all Sponsors your team brings on.
• GoAERO can provide letters of support for sponsorship and grant applications.

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If you are unsure if a source of funding will require an approval form, contact info@GoAEROprize.com, and a member of our team will provide guidance.

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Sponsorships

Master Team Agreement

Sign and Submit:

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• Exhibit A
• Signed by the Team Captain Only

Team Signatures

Master Team Agreement

Sign and Submit:

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• Exhibit B
• Must be signed by all team members

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Team Signatures

Your IP Stays Yours

Plain Language:

• You keep all tech IP you create
• You cannot use GoAERO or Boeing logos without permission
• You need GoAERO’s approval for any sponsors

Your IP Stays Yours

Sign and Submit:

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• Media Rights Agreement
• Must be signed by all team members
• All forms can be found here:

Team Signatures

• GoAERO has exclusive rights to record and use footage
• You cannot publish or promote recordings without permission
• All team members must sign the MRA
• Team may request use of footage for internal or recruiting purposes only
• We encourage you to repost GoAERO on Social Media and to post about your team progress. But do NOT post any announcements about GoAERO without prior permission.
• GoAERO will share information in advance of major milestone announcements to provide messaging guidance.

Media Rights Agreement: Your Image, The GoAERO Story

• General liability:

$1M per occurrence / $2M aggregate

• Aircraft liability: $1M minimum (before flight testing)
• GoAERO and Boeing must be named as additional insureds
• Proof required before team is officially registered

Required Insurance Coverage

Equity Agreement

For Stage 2 and Stage 3 prize winners—and only for prize winners—prior to receiving a prize, the winning Team and GoAERO will enter into the GoAERO Winner’s Equity Agreement. That agreement will provide for GoAERO to receive a small equity interest in the winning Team company. The dollar value of the equity at the time of the award will be no more than the amount of prize money won. There will be no cash payment (beyond the prize amount) by GoAERO to receive the equity; the equity is in consideration for that prize as well as the benefits provided by GoAERO throughout the Competition.

As our GoAERO Teams come from all over the world, are in various stages of development and growth, and are organized in a wide variety of business entity forms, GoAERO will work with each individual prize-winning Team to tailor the equity grant to that Team’s jurisdiction and business set up—but in general, GoAERO expects that it would (i) receive an equity interest in the same class as, or a class that is similar to, that owned by the Team’s founders, in an amount equal to the percentage determined by dividing the amount of prize money won by a Team by the fair value of that Team’s legal entity (as determined jointly by GoAERO and the Team), and (ii) be granted certain typical and customary rights and restrictions with regard to its equity ownership that are customarily agreed to with early-stage equity investors. GoAERO generally expects to be a passive equity holder with an economic interest, and not be involved in Team operations or activities as a result of its equity stake. It is important to note that the actual terms of the equity grant will be negotiated and documented by GoAERO and each winning Team prior to payment of a prize, with the understanding that appropriate terms will vary from Team to Team, but always with the expectation that the value of the equity will be limited by the prize amount won and that the result will be fair and reasonable to both parties. Under no circumstances should this provision be a deterrent to Team participation in the GoAERO Prize Competition, as terms will be negotiated and tailored to each Team’s stage.

Equity Agreement

Sample Term Sheet

Sample Term Sheet

• ✅ All documents submitted
• ✅ Insurance certificate delivered
• ✅ All members listed on HeroX
• ✅ Company registered
• Reach out: info@goaeroprize.com for help
• Attend GoAERO Expert Lectures and Tech Webinars
• Use shared documents and FAQs in the HeroX resources tab as needed

Timeline & Support

How Can I Be Involved?

Contact us at

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info@GoAEROprize.com

www.herox.com/GoAERO

QUESTIONS?