definiens: means the data, information and know - how that is not generally known, is controlled ( whether by ownership or license ) by Mer ck or its Affiliates as of the Closing Date, and is used by or on behalf of [COMPANY] as of the Closing Date for the manufacture of the Existing Products in the Fi eld in the Territory on the Closing Date, regardless of wh ether it is included in the NDAs or otherwise, incl uding, but not limited to, ( 1 ) the data, information and k now - how that is identified or described with more specificity on Schedule 1.40 and ( 2 ) any other Manufacturing data, information and know - how provided by [COMPANY] pursuant to Section 3.3.1 that is not generally known . For the avoidance of doubt, if such data, information or know - how becomes publicly disclosed ( other than as a result of any disclosure by [COMPANY] in breach of its obligations under Section 8.3.4 or any other provision of this Agreement or the Su pply Agreement ), such data, information or know -how shall no longer be deemed Manufacturing Know -How