definiens: means confidential knowledge, Know - how, practices, processes, products, materials, equipment or information that a receiving Party has a reasonable basis to believe is confidential to the disclosing Party or is treated by the disclosing Party as confidential . Notwithstanding the above, Confidential Information will not include, and nothing in Page 3 of35 Section 9 will in any way restrict the rights of either Party to use, disclose or otherwise deal with, any information which : ( a ) can be demonstrated to have been in the public domain as of the date of this Agreement or thereafter comes into the public domain through no act of the receiving Party : or ( b ) can be demonstrated to have been independently known to the receiving Party prior to the receipt thereof, or is made available to the receiving Party as a matter of lawful right by a Third Party ; or ( c ) can be demonstrated to have been rightfully received by the receiving Party from a Third Party who did not require the receiving Party to hold it in confidence or limit its use, or on the basis of a restriction that has lapsed, and who did not acquire it, directly or indirectly, from the other Party to this Agreement under a continuing obligation of confidentiality ; or ( d ) can be demonstrated to have been independently conceived, invented or acquired by employees or agents of the receiving Party who have not been personally exposed to relevant Confidential Information of the other Party