definiens: shall mean, as it relates to the Company and its Affiliates and the Product, the IntellectualProperty, confidential business information, financial data and other like information ( including ideas, research anddevelopment, know - how, formulas, schematics, compositions, technical data, specifications, customer and supplier lists, pricing and cost information, and business and marketing plans and proposals ), inventory, ideas, algorithms, processes, computer software programs or applications ( in both source code and object code form ), client lists and tangible or intangibleproprietary information or material, or such other information that either party identifies to the other as confidential or thenature of which or the circumstances of the disclosure of which would reasonably indicate that such information isconfidential . Notwithstanding the foregoing definition, Confidential Information shall not include information that ( i ) isalready in the public domain at the time the information is disclosed, ( ii ) thereafter becomes lawfully obtainable from othersources who, to the knowledge - 3 -of the recipient, have no obligation of confidentiality, ( iii ) can be shown to have been independently developed by therecipient or its representatives without reference to any Confidential Information of the other party, or ( iv ) is required to bedisclosed under securities laws, rules and regulations applicable to the Company or its Affiliates or the Purchaser or itsAffiliates, as the case may be, or pursuant to the rules and regulations of any securities exchange or trading system or pursuantto any other laws, rules or regulations of any Governmental Authority having jurisdiction over the Company and its Affiliatesor Purchaser and its Affiliates