Thank you for your interest in requesting that Visa Inc. or its Affiliate review certain patents/patent applications purportedly owned by you. Before Visa reviews any such patents or patent applications, Visa requires you to agree to the terms and conditions in this agreement.
Please Read These Terms Carefully Before Proceeding
This policy avoids potential misunderstandings or disputes when Visa’s products or marketing strategies may potentially appear similar to ideas or intellectual property assets submitted to Visa. If, despite our request that you not send us your intellectual property, you still submit it, the following terms shall apply to and govern your submissions.
You are encouraged to seek the advice of a competent attorney before assenting to these terms and conditions. By countersigning this Letter below, you will create a contract by which you are legally bound.
All submissions should be in English.
 By making a patent opportunity submission to Visa, Inc. (the "Submission"), you and your affiliates (“You,” “Your,” “Yourself,” or “Submitter”) desire that Visa, Inc. and its affiliates (“We,” “Us,” or “Our”) evaluate the Submission for a potential patent transaction with You, and You agree to the terms herein.
 You represent that You have the right to license the full subject matter of the Patents to Visa for all operations, products and services of Visa, either because you own the Patents or you have exclusively licensed the Patents from another and have the right to grant such sublicenses. If you have exclusively licensed the Patents to any other party in any area that may be of interest to Visa, then that other party is also required to agree to the terms in this letter agreement before Visa will be willing to review the Patents.
 You agree that We will not be required to treat any part of the Submission (including without limitation any unpublished patent applications) as confidential or protected by copyright.
 The Submission and our knowledge arising out of the Submission will not constitute notice to, or knowledge by, Us of any patent or claim of patent infringement for any purpose, including but not limited to a claim by You of willful infringement, the inducement of infringement or contribution to any infringement, or any increased damages or any notice of infringement under applicable United States laws or regulations or any analogous non-U.S. laws or regulations. You will not use, and you waive any right to use, the Submission Related Materials, and any consideration or analysis by Us of the Submission Related Materials, in any judicial, administrative, or other proceeding as evidence for any purpose, including as evidence of, or otherwise in support of showing or establishing, any such notice or knowledge under applicable law. You or any subsequent owner of the Patents may send a written notice to Us at any time to terminate any negotiations or discussions that have begun pursuant to the Submission ("Termination"). Upon Termination, the provisions of this paragraph will survive, but only with respect to the Submission.
 You acknowledge that (i) neither party is obligated to enter into any business transaction as a result of the Submission or this Letter, (ii) we are under no obligation to review or consider the Submission, and (iii) neither party acquires any intellectual property rights under this Letter agreement. This Letter agreement does not create any agency or partnership relationship. This Letter agreement is not assignable or transferable by either party without the prior written consent of the other party. Any amendments or modifications to the agreement must be in writing signed by both parties. Failure to enforce any provision of this agreement will not constitute a waiver of the remainder of the agreement. This agreement is governed by the laws of the State of California, without reference to or application of its choice of law principles. This Letter agreement is the entire understanding and agreement between You and Us and supersedes all other prior and contemporaneous agreements. You agree that no representations or warranties have been made to You or by Us in connection with this Letter agreement.
 Definition. "Submission Related Materials" means (a) the Submission and any other information You provide as part of Your Submission, (b) any preceding or subsequent submissions, correspondence, negotiations or discussion between You and us related to the Submission prior to Termination, and (c) our knowledge of and our independent review of information related to the Submission.
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