definiens: shall, subject to Section 8.3, mean any and all data, results, know - h ow, plans, business information and other Informati on, whether oral or in writing or in any other form, di sclosed before, on or after the Original Agreement Effective Date by one Party to the other Party, including the terms of this Agreement . For the avoidance of doub t, the Fovea Background Technology and reports delivered b y Fovea to [COMPANY] hereunder are hereby deemed to constitute Confidential Information of Fovea, Combi natoRx Background Technology and reports delivered by [COMPANY] to Fovea hereunder are hereby deemed to constitute Confidential Information of [COMPANY] . At all times during the term of this Agreement and for a period of ten ( 10 ) years following termination o r expiration hereof, each Party ( the ) shall, and shall cause its officers, directors, employees, agents and Affiliates and shall require its Sublicensees to, k eep confidential and not publish or otherwise discl ose and not use, directly or indirectly, for any purpose, any C onfidential Information provided to it by the other Party ( the ), except to the extent such disclosure or use is expressly permitted by the terms of this Agreement or is reasonably necessary for the perfor mance of this Agreement . The Receiving Party unders tands and agrees that it will not, for itself or in conju nction with others, directly or 33 indirectly, test, modify, manipulate, research, cre ate a derivative including, but not limited to perf orming activities to understand structural activity relati onships, mechanism activity relationships or mechan ism of action of particular compounds, reverse engineer, replicat e the Confidential Information, or otherwise work w ith or manipulate the Confidential Information in an effor t to understand the Disclosing Party ’s proprietary technology or learn information not explicitly stated in the C onfidential Information