definiens: means all pr oprietary know -how, unpublished patent applications and other information and data of a financial, commercial, regulatory, scientific or technical nature which a Party or any of its Recipient Entities has disclosed, supplied or otherwise made available to the other Party or its Recipient Entities, whether orally, in writing or in electronic form, pursuant to this Agreement or otherwise relating to or disclosed during any transaction contemplated hereby, including information comprising or relating to concep ts, discoveries, inventions, data, designs or formulae in relation to this Agreement . Confidential Information shall not include information that the receiving Party can demonstrate by written and/or electronic records : ( a ) is available to the public at th e time of disclosure hereunder or, after disclosure, becomes a part of the public domain by publication or otherwise, through no breach by the receiving Party ; ( b ) is already properly possessed by the receiving Party prior to receipt from the disclosing Pa rty ; ( c ) was received by the receiving Party without obligation of confidentiality or limitation on use from a Third Party who had the lawful right to disclose such information on such terms ; or ( d ) was independently developed by or for the receiving Party by any person or persons without use of or reference to the disclosing Party ’s Confidential Information, where the written or electronic records demonstrating such exception were created contemporaneously with such independent development