definiens: of a Party means all confidential or proprietary I nformation received or otherwise obtained by the other Party from such Par ty or its Affiliates pursuant to this Agreement, ot her than that portion of such information that : ( a ) is now, or hereafter becomes, generally available t o the public through no fault of the receiving Party, or its Affiliates, or any entity that obtain ed such information or materials from the receiving Party ; ( b ) the receiving Party or its Affiliates already posse sses, as evidenced by its written records, prior to receipt thereof from the disclosing Party ; ( c ) is obtained without restriction from a Third Party that had the legal right to disclose the same to the receiving Party or its Affiliates ; or ( d ) has been independently developed by the receiving P arty or its Affiliates without the aid, application or use of any Confidential Information of the disclosing Party, as demonstrated by compete nt written proof