definiens: sh all mean any and all proprietary information ( wheth er in written, electronic, visual, verbal or other form ) received from the other Party or its representative s, including, but not limited to, all proprietary information rel ating to any technology, product, method, process o r intellectual property of such disclosing Party ( including, but n ot limited to, Patent Rights, and other owned or li censed intellectual property rights, data, know - how, sampl es, technical and non - technical materials and speci fications ), as well as any business plan, financial information, research data or results, or other confidential c ommercial information of or about such disclosing Party that have been identified or labeled as being ; provided, however, that Confidential Information sh all not include any information that : ( a ) is or bec omes part of the public domain other than by unauthorized acts o r omissions of the Party obligated not to disclose such Confidential Information or its employees, director s, officers, or agents ( collectively, the ) ; ( b ) can be shown by written documents to have been disc losed to the Receiving Party by a Third Party ; prov ided, however, that such Third Party had no obligation of confidentiality or non - use to the disclosing Party with respect to such Confidential Information ; ( c ) can b e shown by written documents to have been in the po ssession of the Receiving Party prior to disclosure by the d isclosing Party ; provided, however, that such Confi dential Information was not obtained directly or indirectly from the disclosing Party prior to this Agreement pursuant to a separate confidentiality agreement ; or ( d ) is req uired to be disclosed by the Receiving Party by a c ourt or governmental agency or otherwise pursuant to law ; p rovided, however, that in connection with this clau se ( d ) the Receiving Party shall notify the other Party immedi ately upon receipt thereof and give such other Part y sufficient advance notice to permit it to seek a protective or der or other similar order with respect to such Con fidential Information ; and 21 provided, further, that the Receiving Party furnish es only that portion of the Confidential Informatio n that it is advised by counsel is legally required whether or n ot a protective order or other similar order is obt ained by the other Party