definiens: shall mean all confidential and proprietary information including without limitation allinformation, procedures, developments, results, data, know - how, protocols, conclusions, technologies, and inventions, disclosed hereunder by or on behalf of a Party to the other Party related to the subject matter of this Supply Agreement, whether disclosed in written ( including electronic ), visual or oral form ; provided however, that Confidential Information shallnot include information that ( a ) is or becomes available to the public, through no breach of this Supply Agreement by theParty receiving such information hereunder ( the ), ( b ) is obtained on a non - confidential basis from a Personother than the Party disclosing such information hereunder ( the ), provided that, such source is not knownby the Receiving Party to be bound by an obligation ( contractual, legal, fiduciary, or otherwise ) of confidentiality to theDisclosing Party with respect to such information, ( c ) was in the Receiving Party ’s possession prior to receipt from theDisclosing Party, as evidenced by the Receiving Party ’s written records, or ( d ) is independently discovered or developed bythe Receiving Party without reference to or the use of Confidential3 EXECUTION COPY***Text Omitted and Filed Separately with the Securities and ExchangeCommission . Confidential Treatment Requested Under17 C.F.R. Sections 200.80(b)(4 ) and 240.24b-2Information of the Disclosing Party, as evidenced by the Receiving Party ’s written records