definiens: shall mean any and all non - public information, materials, data, samples, business plans, financial information, marketing plans, reports, forecasts, technical or commercial information that is provided byDisclosing Party to a Receiving Party hereunder and which is either disclosed in writing and marked as confidential atthe time of disclosure, or disclosed orally, including any and all information regarding, related to, arising from orassociated with this Agreement or the activities contemplated hereby, the Compound, any Idera Product, theDiagnostic Test, Inventions, and the existence, terms and conditions of this Agreement . or means, with respect to a Party and with respect to an item of [COMPANY] Technology or IderaTechnology, as applicable, the possession, whether by ownership or license ( other than pursuant to this Agreement),by such Party of the ability to grant to the other Party access and/or a license as provided herein under such item orright without violating the terms of any agreement with any Third Party