definiens: shall mean any and all proprietary orconfidential information of TSRI or Licensee which may be exchanged between the parties at any time and from time to timeduring the term of this Agreement, including without limitation all correspondence related to intellectual property . Ifdisclosed in writing, the Confidential Information shall be marked as confidential or proprietary . If disclosed orally, theConfidential Information shall be reduced to writing that is identified as confidential or proprietary within thirty ( 30 ) days ofsuch oral disclosure . Notwithstanding the foregoing, information shall not be considered confidential to the extent that thereceiving party can establish by competent proof that it:(a ) Is publicly disclosed through no fault of the receiving party, either before or after it becomes known to thereceiving party ; or(b ) Was known to the receiving party prior to the date of this Agreement, which knowledge was acquiredindependently and not from another party hereto ( or such party ’s employees ) ; or(c ) Is subsequently disclosed to the receiving party in good faith by a third party who has a right to make suchdisclosure ; or(d ) Has been published by a third party as a matter of right ; or(e ) Has been developed by or on behalf of the receiving party independently without the use of or access tothe disclosing party ’s Confidential Information