definiens: shall mean : ( a ) the materi al business terms of this Agreement ; and ( b ) any trade secrets, confidential or proprietary information, or any other knowledge, information, documents or materials, owned, developed or possessed by Owner ( as defined below ), whether in tangible or intangib le form, the confidentiality of which Owner takes reasonable measures to protect . shall not, however, include any information of Owner specified in subparagraph ( b ) above that : ( i ) is already known to Recipient ( as defined below ) at the time of its disclosure as evidenced by Recipient ’s written records ; ( ii ) becomes publicly known through no wrongful act of Recipient ; ( iii ) is received from a Third Portions of this Exhibit were omitted and have been filed separately with the Secr etary of the Commission pursuant to the Company ’s application requesting confidential treatment under Rule 24b-2 of the Exchange Act ; [ * ] denotes omissions