definiens: shall mean ( i ) all information and materials, rec eived by either Party from the other Party pursuant to the Original Agree ment or this Agreement and ( ii ) all information and materials disclosed pursuant to the Confidential Disclosure A greements or the Material Transfer Agreements, in e ach case other than that portion of such information or mate rials that : ( a ) is publicly disclosed by the disclosing Part y, either before or after it becomes known to the receiving Party ; ( b ) was known to the receiving Party, without ob ligation to keep it confidential, prior to when it was received from the disclosing Party, as evide nced by competent written proof ; ( c ) is subsequently disclosed to the receiving P arty by a Third Party lawfully in possession thereof without obligation to keep it confidential ; ( d ) has been publicly disclosed other than by th e disclosing Party and without breach of an obligation of confidentiality with respect thereto ; or ( e ) has been independently developed by the rece iving Party without the aid, application or use of Confidential Information, as evidenced by co mpetent written proof