definiens: means all proprietary or confidential information, data, know - how, results, trade secrets, techniques, inventions, ideas, process, formulas, drawings, or diagrams disclosed by one Party to the other Party in the course of negotiating or performing under this Agreement or any purchase ord er governed thereby, whether or not marked or identified as confidential or proprietary, and othe r confidential information disclosed under the Confidential Disclosure Agreement [ * ] between Gile ad Sciences, Inc. and a PharmaChem Affiliate, except for any such information that ( i ) is now, or hereafter becomes, through no act or failure to ac t on the part of the receiving Party, its employees or c ontractors in breach hereof, generally known or available ; ( ii ) is known by the receiving Party at the time of receiving such information, as evidence d by its contemporaneous written records ; ( iii ) is he reafter furnished to the receiving Party by a Third Party, as a matter of right, without breach of any confidentiality obligation, and without restriction on disclosure ; or ( iv ) is independently developed by t he receiving Party without reference to such Confidential Information, as shown by independent, contemporaneous, written records . During the term this Agreement is in effect [ * ], each Party will maintain all Confidential Information of the other Party received by it under this Agreement in confidence a nd, without prior written permission of the other Party, shall not disclose any such Page 11 [ * ] = C ERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24 B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED