definiens: shall mean all information and know - how and anytangible embodiments thereof provided by or on behalf of one Party to the other Party either in connectionwith the discussions and negotiations pertaining to this Agreement or in the course of performing thisAgreement, which may include data ; knowledge ; practices ; processes ; ideas ; research plans ; engineeringdesigns and drawings ; research data ; manufacturing processes and techniques ; scientific, manufacturing, marketing and business plans ; and financial and personnel matters relating to the disclosing Party or to itspresent or future products, sales, suppliers, customers, employees, investors or business . Notwithstandingthe foregoing, information or know - how of a Party shall not be deemed Confidential Information of such Partyfor purposes of this Agreement if such information or know - how : 20 ( a ) was already known to the receiving Party, other than under an obligation of confidentiality ornon - use, at the time of disclosure to such receiving Party ; ( b ) was generally available or known to parties reasonably skilled in the field to which suchinformation or know - how pertains, or was otherwise part of the public domain, at the time ofits disclosure to such receiving Party ; ( c ) became generally available or known to parties reasonably skilled in the field to which suchinformation or know - how pertains, or otherwise became part of the public domain, after itsdisclosure to such receiving Party through no fault of the receiving Party ; ( d ) was disclosed to such receiving Party, other than under an obligation of confidentiality ornon - use, by a third party who had no obligation to the disclosing Party not to disclose suchinformation or know - how to others ; or ( e ) was independently discovered or developed by such receiving Party, as evidenced by theirwritten records, without the use of Confidential Information belonging to the disclosing Partyand prior to any subsequent disclosure by the receiving Party