definiens: means : ( i ) in relation to the obligationsof Purchaser, any and all information related to Seller and/or its Affiliates, but shall not include any and all informationrelated to the Business, the Purchased Assets and the Assumed Liabilities, whether oral or written ; ( ii ) in relation tothe obligations of Seller, any and all information related to Purchaser and/or its Affiliates and, following the Closing, theBusiness, the Purchased Assets ( including the Transferred Books and Records ) and the Assumed Liabilities, receivedor held by Seller or its Representatives, whether oral or written ; and ( iii ) any of the terms, conditions or content of thediscussions between the Parties with respect to, and the existence and the terms of, this Agreement and the otherAncillary Agreements ; provided, however, that Confidential Information shall not include any information that : ( A ) is orbecomes generally available to the public other than as a result of a disclosure by that Party or any of itsRepresentatives in violation of this Section 7.5 ; ( B ) becomes available to that Party or any of its Representativesthereafter, provided that at the time of its receipt such information is not, to the best of that Party ’s and itsRepresentative ’s knowledge, subject to any confidentiality or restricted - use obligation for the benefit of the other Party;and / or ( C ) is independently developed by that Party or any of its Representatives without reference to the other Party’sConfidential Information ( as can be demonstrated by that Party ’s or its Representative ’s written records )