definiens: shall mean the business or technical information of BIT or Client ( including, but not limited to, any information relating to either party ’s quotations, drawings, trade secrets, research and development p lans, product plans, product prices, marketing plans, reg ulatory strategies and filings, business opportunit ies or personnel, and all Background Intellectual Property ) that is designated by the Discloser as or ; provided, however, that Confident ial Information shall not include information which ( i ) is or becomes generally available in the public domain through no action or inaction of the Recipi ent, ( ii ) was already in the possession of the Recipient at the time of disclosure by the Discloser ( as sho wn by the Discloser ’s files and records and/or publically available materials ), ( iii ) is obtained by the Rec ipient from an independent third party without a breach of such third party ’s obligations of confidentiality or ( iv ) is independently developed by the Recipient wi thout use of or reference to materials provided by the Discloser ( as shown by the Recipient ’s files and re cords and/or publicly available materials ) . The Discloser retains all copyright, trade secret and o ther rights in all of its Confidential Information