definiens: means all information owned or otherwise controlled by [COMPANY] relating to Compounds, Licensed Products or Diagnostic Assays, including [COMPANY] Applied Technology, as well as any other information regarding the business and operations of [COMPANY], that is or has been disclosed ( whether orally or in writing ) by [COMPANY] to [COMPANY] or its Affiliates to the extent that such information is not ( a ) as of the date of disclosure known to [COMPANY] or its Affiliates ; or ( b ) disclosed in published literature, or otherwise generally known to the public through no breach by [COMPANY] of this Agreement ; or ( c ) obtained by [COMPANY] or its Affiliates from a Third Party free from any obligation of confidentiality to [COMPANY] ; or ( d ) independently developed by [COMPANY] or its Affiliates without use of the [COMPANY] Confidential Information ; or ( e ) in the reasonable opinion of legal counsel, required to be disclosed under Law ; provided that, in the case of ( e ), [COMPANY] provides [COMPANY] prior notice ( to the extent practicable ) of such disclosure and agrees to cooperate, at the request and sole expense of [COMPANY], with [COMPANY] 's efforts to preserve the confidentiality of such infonnation