Background: The following agreement is necessary in order to protect both the inventor and Active Products Inc. If Active Products Inc. wishes to pursue an idea, the terms may be modified by either party in a separate agreement that will supersede this agreement.

By Submitting Ideas to Active Product Inc., you hereby agree to the following:

Disclosure Not Secrecy: You understand that Active Product Inc. focuses on “disclosure” and not secrecy – you are therefore aware that ideas we acquire will be published. On the other hand, ideas presented to Active Product Inc. that we do not process for patent will not be published or used by Active Product Inc. as non-patent information for at least one year.

Idea Submission: You agree that the idea you submit is your idea and was not conceived of or by another person (or if jointly conceived, then you also identify that person and he/she also signs a copy of these Terms and Conditions). You also agree to provide all relevant information surrounding your idea, including the best way to perform or implement your idea (as currently known). You further agree to inform Active Product Inc. of any prior art (e.g., patents, articles or other information) that might affect patentability of your idea.

Assignment: If Active Product Inc. agrees to pursue your idea and begins to prepare a patent application on the idea, then Active Product Inc. relies on your agreement to these Terms and Conditions and you hereby assign all rights in and to that idea to Active Product Inc.-OIP, LLC (a separate patent-holding and licensing entity managed by Active Product Inc. Corporation); you further agree to sign paperwork so that Active Product Inc. can file a patent with your name as inventor with title vested in Active Product Inc.

Payment & Revenue: You are comfortable receiving a percentage of net revenue in exchange for assigning your rights to the idea to Active Product Inc.; currently that percentage is 50% of net earnings. You also understand that no payment will be made to you unless and until Active Product Inc. first receives payment for the patent based on your idea.

Use your lawyer: You understand that your rights in and to your idea will be affected by these Terms and Conditions with Active Product Inc. We therefore encourage you to discuss or contact a lawyer prior to agreeing to these Terms and Conditions. For example, you understand that Active Product Inc. has sole and complete authority to transact (e.g., sell, license) patent(s) involving your idea.

Other Obligations: Active Product Inc. is under no obligation to pursue your ideas or submissions. You also agree that Active Product Inc. has no obligation to sell or monetize your ideas/inventions within a certain time period; in fact you understand that it may take years, if ever, to sell an idea or patent embodying that idea, and that the value of your idea and/or patent(s) embodying your idea is unknown. You agree that you are truthful in all your submissions to Active Product Inc.