definiens: means all confidential or proprietary information of, and business or technicalinformation about, the Company, including information relating to its respective financial condition, prospects, affairs, plans, products, assets, properties, intellectual property, analyses, projects, processes, systems, marketing, research ordevelopment activities, and all technical or scientific information or know - how of the Company or of any other Person asto which the Company is obligated to maintain confidentiality ( in each case, whether such information is written or oral orprovided through any electronic, facsimile or computer related communication ), furnished by or on behalf of the Companyor any of its Representatives prior to, on or following the date hereof ; provided, however, that shall not include such information that ( a ) is or becomes available to the general public, other than as a result of adisclosure by the restricted party or its Affiliates or any of their respective Representatives in breach of this Agreement,(b ) was available to such restricted party or its Affiliates, or becomes available to such restricted party or its Affiliates, on a non - confidential basis from a source other than the Company or its Representatives ; provided, that, the source ofsuch information was not bound by a confidentiality obligation with respect to such information, or otherwise prohibitedfrom transmitting the information to such restricted party or its Affiliates by a contractual, legal or fiduciary obligation, or(c ) is independently generated by such restricted party without use of or reference to any proprietary or confidentialinformation of the Company