definiens: means all trade secrets or other proprietary information, including without limitation any proprietary data and materials ( whether or not patentable or protectable as a trade secret ), regarding a Party 's technology, products, business or objectives or regarding the Product, which is disclosed by a Party to the other Party . Notwithstanding the foregoing, there shall be excluded from the foregoing definition of Confidential Information any of the foregoing that : ( a ) was known by the receiving Party or an Mfiliate prior to its date of disclosure to the receiving Party as shown by the receiving Party 's or its Affiliate 's v"Titten records ; or ( b ) either before or after the date of the disclosure to the receiving Party is lawfully disclosed to the receiving Party or its Affiliate by third parties not in violation of any obligation to the other Party ; or 3 ( c ) either before or after the date of the disclosure to the receiving Party becomes published or generally known to the public through no fault or omission on the part of the receiving Party or its Affiliates ; or ( d ) is independently developed by or for the receiving Party or its Affiliate without reference to or reliance upon the Confidential Information as demonstrated by contemporaneous Mitten records of the receiving Party or its Affiliate ; or ( e ) is required to be disclosed by the receiving Party or its Affiliate to comply \vith applicable Laws, to defend or prosecute litigation or to comply with governmental regulations or the regulations or requirements of any stock exchange, including Nasdaq, provided that the receiving Party provides prior notice of such disclosure to the other Party and takes reasonable and lawful actions to avoid and/or minimize the degree of such disclosure