definiens: means any scientific, technical, trade or business information relating to the subject matter of this Agreementdesignated as confidential or which otherwise should reasonably be construedunder the circumstances as being confidential disclosed by or on behalf of 13 < PAGE > Ramot, TAU, or any of their employees, researchers or students ( includingmembers of the TAU Team ) to Licensee, whether in oral, written, graphic ormachine - readable form, except to the extent such information : ( i ) was known toLicensee at the time it was disclosed, other than by previous disclosure by oron behalf of Ramot, TAU or any of their employees, researchers or students, asevidenced by Licensees ' written records at the time of disclosure ; ( ii ) is atthe time of disclosure or later becomes publicly known under circumstancesinvolving no breach of this Agreement ; ( iii ) is lawfully and in good faith madeavailable to Licensee by a third party who is not subject to obligations ofconfidentiality to Ramot or TAU with respect to such information ; or ( iv ) isindependently developed by Licensee without the use of or reference to theConfidential Information, as demonstrated by documentary evidence