definiens: shall mean all information and materials, received by either Party from the other Party pursuant to this Agreement other th an that portion of such information or materials th at : ( a ) is publicly disclosed by the disclosing Party, eith er before or after it becomes known to the receiving Party ; ( b ) was known to the receiving Party, without obligatio n to keep it confidential, prior to when it was received from the disclosing Party, as evidenced by competent written proof ; ( c ) is subsequently disclosed to the receiving Party by a Third Party lawfully in possession thereof without obligation to keep it confidential ; ( d ) has been publicly disclosed other than by the discl osing Party and without breach of an obligation of confidentiality with respect thereto ; or 2 [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitte d and filed separately with the Securities and Exchan ge Commission pursuant to Rule 406 of the Securitie s Act of 1933, as amended