definiens: means ( i ) any and all confidential and proprietar y information, including, data, results, conclusions, know - how, experience, financial information, plans and forecasts, that may be delivered, made available, d isclosed or communicated by a Party or its Affiliat es or their respective Representatives to the other Party or it s Affiliates or their respective Representatives, 1 related to the subject matter hereof or otherwise i n connection with this Agreement and ( ii ) the terms, conditions and existence of this Agreement, including the nego tiations between the Parties . will not include information that ( A ) at the time of dis closure, is generally available to the public, ( B ) after disclosure hereunder, becomes generally available to the publi c, except as a result of a breach of this Agreement by the recipient of such information, ( C ) becomes availabl e to the recipient of such information from a Third Party that is not legally or contractually prohibited by the d isclosing Party from disclosing such Confidential I nformation ; or ( D ) was developed by or for the recipient of suc h information without the use of or reference to an y of the Confidential Information of the disclosing Party or its Affiliates, as evidenced by the recipient ’s contemporaneous written records