definiens: means, except as provided below, confidential and proprietaryinformation of a Party and its Affiliates, whether in written, printed, verbal or electronic form, and whether disclosedbefore or after the Original Effective Date, including research and development activities, product design details andspecifications, molecular structures, technology and know - how, sales and marketing plans, finances and businessforecasts, procurement requirements and vendor information, customer lists, personnel information and strategicplans . Confidential Information will not include information that : ( i ) is now, or hereafter becomes generally known oravailable to the public through no act or failure to act on the part of the receiving Party ; ( ii ) was acquired by thereceiving Party before receiving such information from the disclosing Party through no breach of any duty ofconfidentiality owed to the disclosing Party and without restriction as to use or disclosure ; ( iii ) is hereafter rightfullyfurnished to the receiving Party by a third party without any breach of any duty of confidentiality owed to thedisclosing Party and without restriction as to use or disclosure ; or ( iv ) is information that the receiving Party candocument was independently developed by the receiving Party without use of the disclosing Party ’s ConfidentialInformation