definiens: means all information or data ( whether written or oral, or in electronic or other form)furnished by or on behalf of Licensee, the Seller Group or their respective Affiliates to the Purchaser or thePurchaser ’s Affiliates relating to the performance or implementation of the Transaction Documents, including, withoutlimitation, information involving or relating in any way to the License Agreement, the Licensed Products, thePurchased Assets, the Zealand Intellectual Property Rights or the Receivables, including : ( a ) any license, sublicense, assignment, product development, royalty, sale, supply, escrow or other agreements ( including theLicense Agreement ) involving or relating in any way to the Purchased Assets, or the compounds or products givingrise to the Purchased Assets, and including all terms and conditions thereof and the identities of the parties thereto;(b ) any reports, data, materials or other documents of any kind relating in any way to the Seller Group, Licensee, theLicensed Products, the License Agreement, the Purchased Assets or the Receivables or the intellectual property, compounds or products giving rise to the Purchased Assets, and including any and all analyses, compilations, studies, reports, data, materials, notices or other documents or communications of any kind delivered pursuant to orunder the License Agreement or prepared by Licensee or its directors, officers, employees, advisers, Affiliates, agents or representatives provided or as may be provided from time to time to the Seller Group ; ( c ) any inventions, devices, improvements, formulations, discoveries, compositions, ingredients, patents, patent applications, know - how, processes, trial results, research, developments or any other intellectual property, trade secrets or informationinvolving or relating in any way to the Purchased Assets, or the compounds or products giving rise to the PurchasedAssets ; and ( d ) all analyses, compilations, data, studies, notes, interpretations, memoranda or other documentsprepared for or by the Purchaser containing, referring, relating to, based on or derived from any such furnishedinformation . For the avoidance of doubt, all information ( whether written or oral, or in electronic or other form ) furnishedby or on behalf of Licensee, the Seller Group or their respective Affiliates to the Purchaser or the Purchaser’sAffiliates that is within the meaning of the License Agreement shall constitute ConfidentialInformation under this Purchase and Sale Agreement . Notwithstanding the foregoing definition, shall not include information to the extent that it ( i ) is or becomes publicly available as of the date it wasfirst disclosed to the Purchaser or any of its Affiliates without any breach of this Purchase and Sale Agreement by thePurchaser or its Affiliates ; ( ii ) is obtained by the Purchaser or its Affiliates on a non - confidential basis from sourcesother than the Seller Group or its Affiliates without any breach of this Purchase and Sale Agreement by the Purchaseror its Affiliates, provided that such source is not known by the Purchaser or its Affiliates to be bound by aconfidentiality agreement with, or other contractual, legal or fiduciary obligation to, any member of the Seller Groupthat prohibits such disclosure, ( iii ) was known by the Purchaser or its Affiliates at the time such information wasdisclosed to such party in accordance herewith or in * * * Confidential Treatment Requested * * * 3 accordance with the Confidentiality Agreement, as evidenced by its written records or ( iv ) is or has beenindependently developed by the Purchaser or its Affiliates without use of or reference to Confidential Information