definiens: means all confidential or proprietary information, data and know - how of each Party, whether disclosed orally or visually or in written, graphic, electronic or other tangible form, which is disclos ed by a Party or any of its Affiliates ( the ) to the other Party or any of it s Affiliates ( the ) or which the Receiving Party obtains in the course of its performance pursuant to this Agreement, and which : ( a ) if in written, graphic, e lectronic or other tangible form, is labeled as confidential or proprietary ; ( b ) if disc losed orally or visually, is identified as confidential or proprietary at the time of disclosu re and is confirmed to be confidential or proprietary by the Disclosing Party in writing to t he Receiving Party within thirty ( 30 ) calendar days of such disclosure ; or ( c ) by its nat ure, should reasonably be considered to be confidential or proprietary