definiens: means any and all proprietary or confidential information of either Party which may be exchanged between the Parties at any time and from time to time during the term of this Agre < ament or pursuant to the Leiter of Intent dated December 7 . 2000 or the Bilateral Confidential Disclosure Agreement dated, March 17, 2000 . Information shall not be considered confidential to the extent that it : ( a ) is publicly disclosed through no breach of fault of any confidentiality obligation by either Party, either before or after it becomes known to the receiving Party ; ( b ) was known to the receiving Party prior to the date of this Agreement, which knowledge was acquired independently and not from another Party or such Party 's employees, consultants or other agents ; ( c ) is subsequently disclosed to the receiving Party in good faith by a third party without breach of an obligation of confidentially with respect thereto ; or ( d ) has been published by a third party as a matter of right