By submitting my idea and any related materials (collectively, “Submission”) to Rubbermaid Incorporated (“Rubbermaid”), together with Newell Rubbermaid Inc. and any subsidiaries and affiliates (broadly, “Newell Rubbermaid”), I (“Submitter”) agree to be bound by the following Terms and Conditions (“T&Cs”or “Agreement”). The T&C’s apply to the entire idea submission process, including any future submissions I provide to Rubbermaid (“Subsequent Submissions”), all evaluations of the submissions and correspondence between us..
1. All information will be treated as non-confidential information. The information submitted by me does not contain confidential information. The information is and always will be considered by Rubbermaid, Newell Rubbermaid, and Submitter as non-confidential, unless we otherwise agree in writing.
2. Rubbermaid may disclose my idea. Rubbermaid and/or Newell Rubbermaid may at its sole discretion disclose the Submission and Subsequent Submissions to third parties, and there exists no obligation to make such disclosures confidential.
3. My idea is patented or patent pending with a published patent application. I have obtained and/or have applied for a patent for my Submission or Subsequent Submissions with the United States Patent and Trademark Office (“USPTO”). If my patent has not yet granted, the patent application has been published by the USPTO. (Unless otherwise requested, the USPTO will automatically publish a non-provisional utility patent application within 18 months of its filing date, thus making that patent application publicly available. Provisional patent applications are never published by the USPTO. Design patents are only published when granted; a pending design application is not published or otherwise made publicly available before being granted.)
4. My IP rights are the only rights I can rely upon to protect my idea. I will rely solely on my intellectual property rights as established under U.S. and/or any foreign laws, such as any applicable patent, trademark, design, and/or copyright rights, but not to include trade secrets, presently or hereafter granted by any applicable and competent U.S. or foreign governmental authority (“my IP Rights”), to protect any proprietary information in the Submission and all Subsequent Submissions. I understand that I may risk impairing or losing the ability to protect my IP Rights under applicable law if I have not adequately protected them at or before the time of this Submission. Accordingly, I hereby RELEASE Rubbermaid and Newell Rubbermaid from any liability in connection with the consideration, evaluation, adoption, modification, sale or use of the Submission and all Subsequent Submissions or activities or products involving the Submission and all Subsequent Submissions, under express contract, implied in fact contract, quasi contract law, duties of confidentiality, property law, or any other legal theory, except my IP Rights if any, in such jurisdictions as they may exist.
5. I grant no IP rights to Rubbermaid at the time of submission. No intellectual property rights are granted to Rubbermaid or Newell Rubbermaid by virtue of this Submission.
6. I am the owner and legally entitled to make this submission. I own all rights to information in this Submission and any Subsequent Submission and am legally entitled to make this Submission. I am at least 18 years of age and of legal capacity to make this Submission
7. Rubbermaid may or may not pursue my idea at its own discretion. Rubbermaid may decide at its sole discretion not to pursue this Submission. Rubbermaid is under no obligation to provide Submitter with information pertaining to the evaluation of the Submission or reasons supporting a decision to pursue or not to pursue the Submission.
8. I will not restrict Rubbermaid from using its own ideas no matter how similar. No information contained with this Submission or any Subsequent Submission shall in any way limit or restrict Rubbermaid and/or Newell Rubbermaid from using any information previously known to, or independently developed by, Rubbermaid or Newell Rubbermaid.
9. Rubbermaid is not obligated to return materials. Rubbermaid is not obligated to return any materials submitted with this Submission or with any Subsequent Submissions, such as, but not limited to, documents, pictures, sketches, prototypes, models, and the like.
10. Limiting exposure to claims of damages. In no event will Rubbermaid or Newell Rubbermaid be liable to me for, and I hereby waive any and all claims and release Rubbermaid and Newell Rubbermaid from any existing or future claims for, any lost profits, lost savings or incidental, indirect, special or consequential damages, arising out of this Submission or any Subsequent Submissions, or the breach of this agreement, even if advised of the possibility of such damages.
11. This is the complete and only agreement between me and Rubbermaid. These T&Cs sets forth Submitter’s entire understanding with Rubbermaid and Newell Rubbermaid and supersedes any previous discussions or correspondence regarding the subject matter of the Submission. There are no other understandings, agreements, or representations, expressed or implied.
12. Georgia laws apply and disputes will be resolved by binding arbitration. This Agreement is governed by the laws of the State of Georgia. Any legal action or proceeding related to this Agreement or its subject matter shall be brought only in a state or federal court located in Georgia. As the exclusive means of resolving any disputes or claims arising out of this agreement, the parties shall submit any such dispute or claim to be resolved by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, including the Emergency Interim Relief Procedures, which will occur in the state of Georgia. Each party hereby consents to any such disputes or claims being so resolved. The decision by the arbitrator shall be binding and conclusive upon the parties, their successors and assigns. Judgment on the award rendered in any such arbitration may be entered in any court having jurisdiction. If any clause or provision of this Agreement is or becomes illegal, invalid or unenforceable, such clause or provision shall be severed and the remaining provisions of this Agreement shall continue in full force and effect.