definiens: means any informationdisclosed by one Party ( the ) to the other Party ( the ) hereto, which ( i ) if disclosedin tangible form is marked or with other similar designation to indicate its confidential or proprietarynature, ( ii ) if disclosed orally, is identified as confidential or proprietary by the Party disclosing such information at thetime of its initial disclosure and is confirmed in writing as confidential or proprietary by the Disclosing Party within fortyfive ( 45 ) days after such initial disclosure, or ( iii ) is reasonably expected to be treated in a confidential manner basedon the nature of such information and the circumstances of its disclosure . Without limiting the foregoing, the terms ofthis Agreement and all non - public information relating to the business or technology of the JVC ( including informationrelating to the development and/or commercialization of any JVC Product ) shall be deemed Confidential Information ofboth Parties . Notwithstanding the foregoing or anything herein to the contrary, the obligations of the Receiving Partyunder this Agreement shall not apply to any information that, in each case as demonstrated by written documentation:(a ) was already known to the Receiving Party, other than under an obligation of confidentiality, at the time ofdisclosure ; ( b ) was generally available to the public or otherwise part of the public domain at the time of its disclosureto the Receiving Party ; ( c ) became generally available to the public or otherwise part of the public domain after itsdisclosure and other than through any act or omission of the Receiving Party in breach of this Agreement ; ( d ) wassubsequently lawfully disclosed to the Receiving Party by the Disclosing Party ; or ( e ) was independently developedby the Receiving Party without use of or reference to any Confidential Information of the Disclosing Party