definiens: and ( both as hereinafter defined ) of the other party in connection with the transactions contemplated by this Agreement and that its unauthorized use or disclosure of such information or data could cause immediate and irreparable harm to such other party . Accordingly, except to the extent that it is necessary to use such information or data to perform its obligations under this Agreement, neither party shall, without the express prior written consent of the other party, redistribute, market, publish, disclose or divulge to any person or entity, or use or modify for use, directly or indirectly, in any way for any person or entity, ( a ) any of the other party 's Confidential Information during the Term of this Agreement and for a period of five ( 5 ) years after any expiration or termination of this Agreement, and ( b ) any of the other party 's Trade Secrets at any time during which such information constitutes a trade secret under applicable law . For purposes hereof, shall mean all competitively sensit i ve, non -public information ( other than " Trade Secrets ) of or about a party which is not generally known by or available to such party 's competitors, and shall mean as defined under applicable law