Please review this agreement with Rüte Health LLC carefully. You must read it in full and sign below to submit your request.
1. Parties
This Confidentiality, Non-Disclosure & Non-Circumvent Agreement (the "Agreement") is entered into between Rüte Health LLC, a limited liability company ("Rüte," "we," or "us"), and the individual or entity submitting this access request (the "Recipient," "you"). This Agreement is effective as of the date you sign below.
2. Confidential Information
"Confidential Information" means any non-public information disclosed by Rüte, directly or indirectly, including but not limited to product formulations, the AXIOM and Rüte Health product lines, the practitioner formulary, clinic and wholesale pricing, supplier and pharmacy relationships, fulfillment methods, software, business processes, marketing strategy, customer and partner lists, and any other proprietary or trade-secret information, whether or not marked "confidential."
3. Obligation of Confidentiality
You agree to hold all Confidential Information in strict confidence, to use it solely for the purpose of evaluating or conducting a business relationship with Rüte, and not to disclose it to any third party without Rüte's prior written consent. You will protect Confidential Information using at least the same degree of care you use for your own confidential information, and no less than a reasonable standard of care.
4. Non-Circumvent
For the term of this Agreement and for a period of twenty-four (24) months following its termination, you agree not to circumvent, bypass, or attempt to circumvent Rüte in order to directly or indirectly contact, solicit, transact with, or otherwise engage any supplier, compounding pharmacy, manufacturer, vendor, investor, customer, or business contact introduced to you or made known to you through Rüte, for the purpose of avoiding Rüte or depriving Rüte of any fee, commission, margin, or business opportunity.
5. Non-Solicitation
During the same period, you will not solicit for employment or engagement any employee, contractor, or representative of Rüte, nor induce any partner or supplier to terminate or reduce its relationship with Rüte.
6. No License or Warranty
Nothing in this Agreement grants you any license or right in Rüte's intellectual property. Confidential Information is provided "as is" without warranty of any kind. No agency, partnership, joint venture, or employment relationship is created by this Agreement.
7. Term & Return of Materials
This Agreement remains in effect for so long as Confidential Information is disclosed and for the periods stated above. Upon Rüte's request, you will promptly return or destroy all materials containing Confidential Information. Sections 3, 4, and 5 survive termination.
8. Remedies & Governing Law
You acknowledge that any breach may cause irreparable harm for which monetary damages are inadequate, and that Rüte is entitled to seek injunctive relief in addition to any other remedy. This Agreement is governed by the laws of the State in which Rüte Health LLC is organized, without regard to conflict-of-law principles.
9. Electronic Signature
By typing your full legal name and checking the acceptance box, you acknowledge that you have read, understand, and agree to be legally bound by this Agreement, and that your electronic signature has the same force and effect as a handwritten signature.
End of agreement — you may now sign and accept below.