definiens: means and includes all technical information, inventions, developments, discoveries, software, know - how, methods, techniques, formulae, animate and inanimate materials, data, processes, finances, business operations or affairs, and other proprietary ideas, whether or not patentable or copyrightable, ofeither Party that are ( a ) marked or otherwise identified as confidential or proprietary at the time of disclosure in writing;or ( b ) if disclosed orally, visually, or in another non - written form, identified as confidential at the time of disclosure andsummarized in reasonable detail in writing as to its general content within 30 days after original disclosure . TheParties acknowledge that ( i ) the terms and conditions of this Agreement will be deemed the Confidential Information ofboth Parties and ( ii ) the records and reports referred to Section 3.6 of this Agreement will be deemed the ConfidentialInformation of Licensee, regardless of whether such information is marked or identified as confidential . In addition, information provided to Licensee pursuant to the provisions of Section 7.1 will be deemed the Confidential Informationof Licensor, regardless of whether such information is marked or identified as confidential . Notwithstanding theforegoing, Confidential Information will not include the following, in each case, to the extent evidenced by competentwritten proof of the Receiving Party:1.5.1 information that was already known to the Receiving Party, other than under an obligation ofconfidentiality, at the time of disclosure by the Disclosing Party;1.5.2 information that was generally available to the public or otherwise part of the public domain at the timeof its disclosure to the Receiving Party;1.5.3 information that became generally available to the public or otherwise part of the public domain after itsdisclosure, other than through any act or omission of the Receiving Party in breach of this Agreement;1.5.4 information that is independently discovered or developed by the Receiving Party without the use ofConfidential Information of the Disclosing Party ; or1.5.5 information that was disclosed to the Receiving Party, other than under an obligation of confidentiality, by a Third Party who had no obligation to the Disclosing Party not to disclose such information to others