definiens: means all information received by either Party ( ) from the other Party ( ) pursuant to this Agreement, other than that portion of such information or materials which the Receiving Party can establish by direct evidence : ( 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 th e Disclosing Party ; ( c ) is subsequently disclosed to the Receiving Party by a Third Party lawfully in possession thereof without obligation t o keep it confidential ; 3 * Confidential Treatment Requested by [COMPANY] Corpora tion * ( d ) has been publicly disclosed other than by the Discl osing Party and without breach of an obligation of confidentiality with respect thereto ; or ( e ) has been independently developed by the Receiving P arty without the aid, application or use of Confidential Information, as demonstrated by competent written proof Specific aspects or details of Confidential Informa tion will not be deemed to be within the public kno wledge or in the prior possession of the Receiving Party mere ly because the aspects or details of the Confidenti al Information are embraced by general disclosures in the public domain . In addition, any combination of Confidential Information will not be considered in the public knowledge or in the prior possession of the Receiving Party merely because individual elements thereof are in the public domain or in the prior po ssession of the Receiving Party unless the combination and i ts principles are in the public knowledge or in the prior possession of the Receiving Party . Confidential Inf ormation will include information received in confi dence by the Disclosing Party from a Third Party . Prior to d isclosure of such Third Party Confidential Informat ion to the Receiving Party the Disclosing Party will determine that it has the right to make such disclosure, adv ise the Receiving Party that the disclosure includes Third Party Confidential Information and provide the Rece iving Party with the terms and conditions of any agreemen t between the Third Party and the Disclosing Party respecting such Third Party Confidential Informatio n. For purposes of this Agreement, all Confidential Information relating solely to [COMPANY] Program and C elera Intellectual Property, except for information that is publicly available as of the Effective Date, shall be deemed to be Confidential Information of Pharmac yclics