MASTER SERVICES AGREEMENT
By and Between
ADMTRONICS UNLIMITED, INC. and
IVIVI HEALTH SCIENCES LLC
This Master Services Agreement (this “ Agreement ”) is entered into and effective as of February 12, 2010 (“
Effective Date ”) by and between ADMTronics Unlimited, INC. (“ Contractor ”) and IVIVI Health Sciences
LLC (“ Customer ”).
In consideration of the mutual promises set forth below, the parties hereby agree as follows:
“ Confidential Information ” means all confidential and proprietary information of a party (“ Disclosing Party
”) disclosed to the other party (“ Receiving Party ”), whether orally or in writing, that is designated as
confidential or that reasonably should be understood to be confidential given the nature of the information and the
circumstances of disclosure, including the terms and conditions of this Agreement (including pricing and other
terms), business and marketing plans, technology and technical information, product designs, and business
processes. Confidential Information shall not include any information that: (i) is or becomes generally known to
the public without breach of any obligation owed to the Disclosing Party; (ii) was known to the Receiving Party
prior to its disclosure by the Disclosing Party without breach of any obligation owed to the Disclosing Party; (iii)
was independently developed by the Receiving Party without breach of any obligation owed to the Disclosing
Party; or (iv) is received from a third party without breach of any obligation owed to the Disclosing Party.
“ Deliverables ” means all works of authorship, whether in hard copy or electronic form, including but not
limited to designs, models, analyses, reports, documentation, summaries, manuals, supporting materials, test
results, recommendations and drawings, which are provided by Contractor to Customer.
“ Invention ” shall mean any idea, design, concept, technique, invention, discovery, or improvement, regardless