Agreement:  Terms For Submitting Your Pitch

ACKNOWLEDGMENTS OF SUBMITTOR: I (by which I mean myself and any company or group that I represent in submitting this pitch) acknowledge that you (General Mills) have solicited the material (“Material”) in connection with the project that you call the “Monsters Project” (the “Project”) and that no fiduciary confidential relationship is established by my submitting the Material to you or because of this Agreement. I understand that you receive numerous solicited and unsolicited submissions of ideas, formats, stories, suggestions and the like (“Ideas”) in connection with the Project and that you have adopted the policy of refusing to accept, consider, or evaluate such submissions unless the person making the submission agrees to this Agreement and that you would refuse to accept, consider or otherwise evaluate any submission in the absence of my acceptance of each and all of the provisions of this Agreement.  I further understand that many such submissions heretofore or hereafter received by you are similar to Ideas developed by you or your employees or to those otherwise available to you.

I agree that nothing contained in this Agreement nor the fact of my submission of said Material to you shall be deemed to place you or any person or entity to whom you show said material in any different position than anyone else to whom I have not submitted the same or similar material with respect to any portion of said Material which does not constitute protectable literary property. I recognize that you have access to and/or may create or have created literary materials and Ideas which may be similar or identical to said Material in theme, idea, plot, format or other respects.  You shall be entitled to all rights of exploitation, in accordance with all applicable laws, in all ideas, concepts or materials that you independently create, or that you acquire from a third party, even if similar or identical to the Material.  I agree that I will not be entitled to any compensation because of the use of any such similar or identical material which may have been independently created by you or any such client or may have come to you or such client from any other source.  I understand that such similarity in the past has given rise to litigation so that unless you can obtain adequate protection in advance, you will refuse to consider the submitted Material.  The protection for you must be sufficiently broad to protect you, your related entities and individuals, your business partners, and your and their employees, agents, licensees and assigns and all parties to whom you submit Material.  Therefore, all references to you in this Agreement shall include each and all of the foregoing.

Neither your consideration of the Material nor any subsequent negotiations between us regarding the Material shall be deemed an admission by you of the novelty of any ideas contained therein, or of the priority of the Material over other submissions, or the originality of the Material. You shall be under no obligation of any kind to me unless such obligations are undertaken by you pursuant to a fully executed written agreement as set forth below.  Without in any way limiting the generality of the preceding sentence, no agreement to pay any compensation or provide any credit shall be implied from your consideration of the Material or your failure to respond after receiving the Material.

I agree to negotiate in good faith with you within thirty [30] days following your expressing interesting in acquiring ownership and other rights to the Material.  In the event such negotiations do not result in my engagement in connection with the Project or other engagement, we shall have no further obligations to one another in connection therewith.  Notwithstanding the foregoing and anything to the contrary contained herein, I understand and agree that your use of property containing elements similar to or identical with protectable literary property contained in my Material shall not obligate you to me in any manner if you shall have obtained such property either heretofore or hereafter from sources other than from me. I hereby waive the right to make any claims and release any and all claims, including without limitation copyright infringement claims, against you arising from any similarity (whether or not such claims, if true, would prevail) between the Material and any other material which you may have the right to use and/or may be using now or in the future.

I further acknowledge that you shall use the Material submitted by me in order to evaluate such Material in connection with my potential engagement for the Project (provided that my submission of the Material and your evaluation thereof shall not obligate you to employ or otherwise engage me in connection with the Project or any other project(s) created and/or produced by you) and at this time you have no intent to compensate me in any way and I have no expectation (and, at the time of submission, had no expectation) of receiving any compensation.

I also acknowledge and agree that you own all right, title and interest in and to the Monsters characters and all related copyrights, trademarks, trade dress or other proprietary rights thereto, and to anything derived therefrom. To the extent I have acquired any rights therein, I hereby grant and assign to you all of my rights, title and interest of any nature whatsoever thereto, and agree to execute all documents required to evidence or effect such assignment.