TERMS & CONDITIONS
Working with Fidelio Healthcare Partners GmbH & Co. KG (“Fidelio”) – Our Terms and Conditions
In the course of providing services, we will necessarily learn non-public information about your business. We will keep this information confidential at all times and only pass it on to Fidelio employees and contractors who support us in the production of our reports and presentations.
We will not otherwise disclose information you give us in confidence, unless we are required to do so by law, subpoena, or government order. If we believe we must make such a disclosure, we will contact you immediately.
Presentations, reports, and other material that Fidelio provides to you will become your property. Clients do not acquire any rights to our drafts, notes, analyses, and other work papers.
In addition, you agree that you will not redistribute our presentations, reports and other material outside of your organization without our approval, which we will not unreasonably withhold. In any case in which we agree to disclosure of Fidelio’s work to third parties, we will ask that you execute a more specific agreement governing that disclosure and requiring that you indemnify Fidelio against any claims that may arise in that context. In general, we require that you hold us harmless for any reasonable costs that we may incur if we are required to testify as a witness, or if we are named as a party to a lawsuit by a third party, arising from the work we perform for you. Of course, we would not expect such indemnity in the unlikely event of gross negligence or willful misconduct on our part.
In addition, because of the nature of the risk involved, except as required by law, no reference may be made to Fidelio in any prospectus, proxy statement, offering memorandum or comparable document, or materials prepared for public distribution.
We do not provide legal, accounting, or tax advice that may have a bearing on the recommendations provided by Fidelio. We anticipate that you will retain your own experts in these disciplines.
If Fidelio fails to fulfill its commitments to you, we will be liable for the damages that may result, up to the amount of the fees paid by you for that work. Any liability, however, will exclude payment for any indirect, consequential, punitive, or other special damages.