definiens: means ( a ) with respect to [COMPANY], all tangible embodiments of [COMPANY] Technology, ( b ) with respect toBiotest, all tangible embodiments of [COMPANY] Technology and ( c ) with respect to each Party, ( i ) all tangible embodiments of Joint Technology and ( ii ) allinformation, Technology and Proprietary Materials disclosed or provided by or on behalf of such Party ( the ) pursuant to this Agreement orthe Existing Agreements to the other Party ( the ) or to any of the receiving Party ’s employees, consultants, Affiliates or sublicensees;provided that none of the foregoing shall be Confidential Information if : ( A ) as of the date of disclosure, it is known to the receiving Party or its Affiliates, asdemonstrated by credible written documentation, other than by virtue of a prior confidential disclosure to such receiving Party or its Affiliates ; ( B ) as of thedate of disclosure it is in the public domain, or it subsequently enters the public domain through no fault, in relation to the disclosing Party, of the receivingParty or its Affiliates ; ( C ) it is obtained by the receiving Party from a Third Party having a lawful right to make such disclosure free from any obligation ofconfidentiality to the disclosing Party ; or ( D ) it is independently developed by or for the receiving Party without reference to or use of any ConfidentialInformation of the disclosing Party as demonstrated by credible written documentation . For purposes of clarity, ( i ) any scientific, technical or financialinformation of a disclosing Party disclosed at any meeting of any of the committees or teams established pursuant to the Agreement or disclosed through anaudit report prepared pursuant to this Agreement shall constitute Confidential Information of the disclosing Party and ( ii ) the terms of this Agreement shallconstitute Confidential Information of each Party