definiens: means ( i ) any and all confidential and proprietary information, including data, results, conclusions, know -how, experience, financial information, plans and forecasts, that may be delivered, made available, disclosed or communicated by a Party or its Affiliates or their respective Representatives to the other Party or its Affiliates or their respective Representatives, related to the subject matter hereof or otherwise in connection with this Agreement and ( ii ) the terms, conditions and existence of this Agreement . will not include information that ( A ) at the time of disclosure, is generally available to the public, ( B ) after disclosure hereunder, becomes generally available to the public, except as a result of a breach of this Agreement by the recipient of such information, ( C ) becomes available to the recipient of such information from a Third Party that is not legally or contractually prohibited by the disclosing Party from disclosing such Confidential Information, or ( D ) was developed by or for the recipi ent of such information without the use of or reference to any of the Confidential Information of the disclosing Party or its Affiliates, as evidenced by the recipient ’s contemporaneous written records