definiens: means the terms and conditions of this Agreement ( but not its existence ), all confidential and proprietary information and ma terials, patentable or otherwise, in any form ( writ ten, oral, photographic, electronic, magnetic or otherwise ), i ncluding, know - how, trade secrets, inventions or di scoveries, processes, techniques, algorithms, patent informati on, financial and strategic information, databases, clinical trial endpoints, candidate selection criteria, technical information, specifications, data, formulae, intell ectual property, software and other material and information of a Pa rty relating to any products, projects or processes, including : ( a ) all communications between the Parties or inf ormation of w hatever kind whether recorded or not and, if recorded, in whatever medium, relating to o r arising out of this Agreement, whether disclosed prior to or after entering into this Agre ement ; ( b ) any information that a reasonable Person woul d understand to be the confidential information of the disclosing Party or that the Party indicates in writing is information of a confidential nature or which is marked ; and ( c ) all copies and excerpts of the communications, information, notes, reports and documents in whatever form referred to in paragraph ( a ) or ( b ) o f this definition