definiens: means any proprietary information or data provided orally, visually, inwriting or other form by or on behalf of one ( 1 ) Party ( or an aﬃliate or representative of such Party or such Party ’s aﬃliate ) to the other Party ( or to anaﬃliate or representative of such Party or such Party ’s aﬃliate ) in connection with this Provisional Collaboration and License Agreement, whether prior to, on, or after the Execution Date . The terms, but not the mere existence, of this Provisional Collaboration and License Agreement will also be consideredConﬁdential Information for which each Party is a receiving Party for purposes of this Section 5.4 ( Conﬁdentiality and Non - Disclosure ) . Notwithstandingthe foregoing, the information will not be Conﬁdential Information that is subject to the conﬁdentiality and non - use obligations under this Section 5.4.1(Confidentiality Obligations ) if the receiving Party can demonstrate by documentation or other competent proof:(a)has been published by a third party or otherwise is or becomes part of the public domain by public use, publication, general knowledge or the like through no wrongful act, fault or negligence on the part of the receiving Party;(b)is in the receiving Party ’s possession prior to disclosure by the disclosing Party, to the extent the receiving Party hasthe right to use and disclose such information;(c)is subsequently lawfully received by the receiving Party from a third party, to the extent the receiving Party has the rightto use and disclose such information without breach of any agreement between such third party and the disclosing Party ; [ * * * ] Certain information in this document has been omitted from this exhibit because it is both ( i ) not material and ( ii ) would be competitivelyharmful if publicly disclosed.(d)is published or otherwise generally made available to third parties by the disclosing Party without restriction ondisclosure ; or(e)is independently developed by or for the receiving Party without reference to, or use or disclosure of, the disclosingParty ’s Confidential Information