definiens: means all information disclosed by one Party tothe other Party, that is treated as confidential and proprietary by the disclosing Party, includingthe disclosing Party ’s Materials, whether or not labeled, and any informationdeveloped by either Party as a result of work in connection with this Agreement, including theRecords, the Deliverables and the Materials ; provided that does notinclude information that prior or subsequent to the time of such disclosure:(a ) is known to the receiving Party other than in connection with this Agreementand is and was not subject to another confidentiality obligation to the disclosing Party;(b ) is publicly known, or becomes publicly known, under circumstances involvingno breach of this Agreement;(c ) is lawfully and in good faith disclosed to the receiving Party other than inconnection with this Agreement by a Third Party ( as defined in Section 9.12 of this Agreement),who is not subject to a confidentiality obligation to the disclosing Party;(d ) is independently developed by the receiving Party other than in connectionwith this Agreement and without reference to the other Party ’s Confidential Information, asevidenced by its contemporaneous written records ; or(e ) is released from confidential status pursuant to a written agreement betweenthe Parties