premise: 1. INFE will disclose to IDO such portions of its Proprietary Information solely to enable IDO to determine the desirability of the proposed sale of assets of the Placeum.com division of IDO to INFE; and IDO shall not disseminate any portions of the Proprietary Information to any third party individual or entity. 2. IDO will disclose to INFE such portions of its Proprietary Information solely to enable INFE to determine the desirability of the proposed sale of assets the Placeum.com division of IDO; and INFE shall not disseminate any portions of the Proprietary Information to any third party individual or entity. 2. As used in this Agreement, the phrase Proprietary Information shall include, but not be limited to the following:  (a) information relating to trade secrets, appropriate licenses with certain third parties, data, designs, samples, drawings, relationships, documentation, machinery, prototypes, processes, methods, concepts, facilities, research, development, patent applications, and other Proprietary Information relating to the development, testing, manufacture, or application of any such devices or systems (including but not limited to system concepts, architectures, source documents and programming documents); and  (b) all marketing or financial plans, projections, resources, contracts, studies, and general information relating to the specific business opportunity contemplated herein, whether obtained verbally or in writing, or through observation.  All information, tangible or intangible, whether obtained verbally or in writing, is to be considered Proprietary Information. 4. Neither party shall disclose the Proprietary Information of the other party to any third party whatsoever by without the prior written approval of the other party and all such information shall be protected with at least the same diligence, care, and precaution that each party uses to protect its own Proprietary Information.