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Themis Award
It is our understanding that Nilesh Mahajan and Adroit Coders are considering a possible transaction with PetRays Management, LLC and/or Horizon Radiology (collectively the "Company") and in connection thereto, has requested to evaluate certain materials of the Company.  In such regard, the Company is prepared to make available to you certain information concerning the business plans of the Company.  As a condition to such information being furnished to you and your advisors (including, without limitation, attorneys, accountants, consultants, bankers and financial advisors) (collectively, "Representatives"), you agree to treat any Evaluation Material (as defined below) in accordance with the provisions of this letter agreement, and to take or abstain from taking certain other actions hereinafter set forth. 
Except as provided below, the term "Evaluation Material" means (a) any information concerning the Company (whether prepared by the Company, its advisors or otherwise and irrespective of the form of communication) which is furnished to you or your Representatives now or in the future by or on behalf of the Company and designated as proprietary in  writing and (b) all notes, analyses, compilations, studies, interpretations or other documents prepared by you or your Representatives which contain, reflect or are based upon, in whole or in part, the information described in clause (a) above, furnished to you or your Representatives pursuant hereto.  Notwithstanding the foregoing, the term "Evaluation Material" does not