definiens: means know - how, scientific information, pre - clinicaland clinical data, adverse event information, formulas, methods and processes, specifications, pricing information ( including discounts, rebates and otherprice adjustments ) and other terms and conditions of sales, customerinformation, business plans, and all other intellectual property which is notpublicly available and is owned or controlled by a 57 < PAGE > Party . These restrictions shall not apply to any Confidential Information which : 15.1.1 is known to the receiving Party or its Affiliates priorto the time of disclosure to it ; or 15.1.2 is independently developed by employees, agents, orindependent contractors of the receiving Party or its Affiliates without aid oruse of the disclosing Party 's Confidential Information ( and such independentdevelopment can be demonstrated by the receiving Party ) ; or 15.1.3 is disclosed, without restriction as toconfidentiality, to the receiving Party or its Affiliates by a Third Party thathas a right to make such disclosure ; or 15.1.4 becomes part of the public domain through no breach bythe receiving Party of its obligations under this Agreement ( including withoutlimitation information that is contained in any written A&P Material prepared byBMS that is distributed for use in connection with the Product )