Common use of Exceptions to Confidentiality Clause in Contracts

Exceptions to Confidentiality. The obligations of each Receiving Party imposed by Section 13.1.1 (General) will not apply to any Confidential Information disclosed to the Receiving Party by the Disclosing Party that: (a) was known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit of or recourse to any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. The obligations of each Receiving Party imposed by Section 13.1.1 (General) under this Article VIII will not apply to any Confidential Information disclosed information to the Receiving extent the recipient Party can demonstrate by the Disclosing Party that: competent evidence that such information: (a) was is (at the time of disclosure) or becomes (after the time of disclosure) known to the Receiving public or part of the public domain through no breach of this Agreement by the recipient Party without an obligation to keep such information confidential or its Affiliates; (b) was known to, or was otherwise in the possession of, the recipient Party or its Affiliates prior to the Effective Date other than as a result time of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, disclosing Party or any of its Affiliates, or any agents to whom it or they disclosed such information; ; (c) was or subsequently is disclosed to the Receiving recipient Party without restriction or an Affiliate on a non-confidential basis by a Third Party having a bona fide right who is entitled to disclose such Confidential Information it without breaching any confidentiality obligation to the Disclosing Partydisclosing Party or any of its Affiliates; or (d) is independently developed independently by or on behalf of the recipient Party or its Affiliates, as evidenced by its written records, without reference to the Confidential Information disclosed by the Receiving disclosing Party without benefit of or recourse to any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity)its Affiliates under this Agreement. For clarityCERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, (i) specific AS AMENDED. Specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving recipient Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving recipient Party; and (ii) . Further, any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving recipient Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving recipient Party unless the combination and its principles are in the public domain or in the possession of the Receiving recipient Party.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) will set forth in this Agreement shall not apply extend to any Confidential Information disclosed to the Receiving Party by of the Disclosing Party that: Party: (a) was known to that is or hereafter becomes part of the Receiving Party without an obligation to keep such information confidential prior to the Effective Date public domain (other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized a disclosure by the Receiving Party or its Recipients in violation of this Agreement); (b) that is received from a third party without restriction on disclosure and without, to the knowledge of the Receiving Party, its Affiliates, or breach of any agents to whom it or they disclosed agreement between such information; third party and the Disclosing Party; (c) was or subsequently is disclosed to that the Receiving Party can demonstrate by competent evidence was already in its possession without restriction by a Third Party having a bona fide right any limitation on disclosure prior to disclose such Confidential Information without breaching any obligation to its receipt from the Disclosing Party; ; (d) that is generally made available to third parties by the Disclosing Party without restriction on disclosure; (e) that the Receiving Party can demonstrate by competent evidence was independently developed independently by the Receiving Party without benefit the use of Confidential Information; or (f) that is, in the opinion of counsel to the Receiving Party, required to be disclosed pursuant to Law or recourse Judgment binding upon the Receiving Party or pursuant to the requirement or request of any of Governmental Authority; provided that, unless otherwise prohibited by Law, the Receiving Party shall notify the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, Party of such disclosure prior thereto and the Receiving Party shall use its commercially reasonable best efforts (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving Party merely because limit the Confidential Information is embraced by more general information in being disclosed to the public domain or in the possession of the Receiving Party; extent possible and (ii) any combination of Confidential Information will not be considered in to require the public domain or in the possession of the Receiving Party merely because individual elements of Person receiving such Confidential Information to agree to be subject to confidentiality obligations that are in substantially similar to the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partyobligations set forth herein or, if not practicable, such other confidentiality obligations as may be reasonably practicable.

Exceptions to Confidentiality. The Notwithstanding Section 9.2, the Parties’ obligations of each Receiving Party imposed by Section 13.1.1 (General) will confidentiality and non-use shall not apply to any Confidential Information disclosed to particular information or materials that the Receiving receiving Party by the Disclosing Party that: can demonstrate: (a) was known to was, at the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result time of disclosure under any other agreement between to it, in the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); public domain; (b) after disclosure to it, is published or otherwise becomes generally available to part of the public domain through means other than an unauthorized disclosure by no fault of the Receiving receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; ; (c) was or subsequently is disclosed received after disclosure to the Receiving Party without restriction by it from a Third Party having third party who had a bona fide lawful right to disclose such Confidential Information without breaching any obligation information or materials to the Disclosing Party; it; (d) is developed independently by the Receiving Party without benefit of or recourse was required to be disclosed to any regulatory body having jurisdiction over the receiving Party or any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); its respective Affiliates, sublicensees or customers; (e) that disclosure is published necessary by reason of applicable legal, accounting or regulatory requirements beyond the reasonable control of the receiving Party; or (f) is subsequently developed by the receiving Party independently of the information received from the disclosing Party. In the case of any disclosure pursuant to Section 13.1.5 (PublicitySections 9.3(d) or 9.3(e), to the extent practical, the receiving Party shall notify the disclosing Party in advance of the required disclosure and shall use commercially reasonable efforts to assist the disclosing Party in obtaining a protective order, if available, covering such disclosure. For clarityIf such a protective order is obtained, (i) specific aspects or details of Confidential Information will not such information and materials shall continue to be deemed to be within Confidential Information. Notwithstanding Section 9.2, Cerus shall have the public domain or in the possession of the Receiving Party merely because the right to disclose Confidential Information is embraced by more general information in the public domain of Fenwal to its attorneys, accountants, actual or in the possession potential sources of the Receiving Party; financing, and (ii) any combination of Confidential Information will not be considered in the public domain actual or in the possession of the Receiving Party merely because individual elements of such Confidential Information potential investors or acquirers under appropriate non-use and non-disclosure restrictions which are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partyat least as restrictive as those set forth herein.

Exceptions to Confidentiality. The following information will not be Confidential Information of the Disclosing Party, and accordingly the obligations of each Receiving Party imposed by Section 13.1.1 11.1.1 (General) will not apply to any Confidential Information disclosed to the Receiving Party by the Disclosing Party such information that: (a) was known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements Agreement (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; or (d) is developed independently by the Receiving Party without benefit of or recourse to any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) will set forth in this Agreement shall not apply extend to any Confidential Information disclosed of the Disclosing Party to the extent that such Confidential Information: (a) is or hereafter becomes part of the public domain by public use, publication, general knowledge or the like or is made generally available by a Third Party, in each case, other than through a wrongful act, fault or negligence on the part of the Receiving Party by the Disclosing Party that: (a) was known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as or a result breach of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); this Agreement; (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving received from a Third Party without restriction by a Third Party having a bona fide and with the right to disclose such Confidential Information Information; (c) the Receiving Party can demonstrate by competent evidence was already in its possession without breaching any obligation limitation on use or disclosure prior to its receipt from the Disclosing Party; ; (d) is the Receiving Party can demonstrate by competent evidence was independently developed independently by or for the Receiving Party without benefit reference to, use of or recourse to any disclosure of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence)Information; or or (e) is published pursuant to Section 13.1.5 (Publicity)released from the restrictions set forth in this Agreement by the express prior written consent of the Disclosing Party. For clarityNotwithstanding the foregoing, (i) specific aspects or details of Confidential Information will shall not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) . Further, any combination of Confidential Information will shall not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. The obligations Nothing in this Agreement shall prevent the disclosure by a Party or its employees, contractors, or Affiliates of each Receiving Party imposed by Section 13.1.1 (General) will not apply to any an item of Confidential Information disclosed to the Receiving Party by the Disclosing Party that: : (a) was known is, or subsequent to the Receiving Party without an obligation to keep such information confidential prior time of transmittal to the Effective Date other receiving Party becomes, a matter of general public knowledge otherwise than as a result consequence of disclosure a breach by the receiving Party or its employees, contractors, or Affiliates of any obligation under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); this Agreement; (b) is or becomes generally available to the made public through means other than an unauthorized disclosure by the Receiving disclosing Party, its Affiliates, or any agents to whom it or they disclosed such information; ; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit of or recourse to any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving receiving Party merely because in documentary form prior to the time of disclosure thereof to it by the disclosing Party, and was held by the receiving Party free of any obligation of confidence to the disclosing Party or any third party; (d) is received in good faith from a third party having the right to disclose it, who, to the best of the receiving Party’s knowledge, did not obtain the same from a disclosing Party and who imposed no obligation of secrecy on the receiving Party with respect to such information; (e) is released from confidential treatment by written consent of the disclosing Party; (f) is independently developed by the receiving Party without reference to the disclosing Party’s Confidential Information; or (g) is required to be disclosed under any applicable law, regulation or governmental order; provided, however, that the Party proposing to disclose Confidential Information is embraced by more general information in pursuant to this Section 8.2(g) shall give prior written notice to the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving other Party merely because individual elements hereto of such legal disclosure requirement so that such other Party can take appropriate action to protect the confidentiality, and prevent the unauthorized use or appropriation of its Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving PartyInformation.

Exceptions to Confidentiality. The Parties' obligations of each Receiving Party imposed by respecting confidentiality under Section 13.1.1 (General) will 17.1 shall not apply to any portion of the Confidential Information disclosed to the Receiving receiving Party by to the Disclosing Party thatextent such information or materials: (a) was known becomes generally available to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date public other than as a result of a disclosure under any other agreement between by the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence)receiving Party or it representatives in violation of this Agreement; (b) was already in the possession of the receiving Party, provided that such information or materials is or becomes generally available to the public through means other than an unauthorized disclosure not known by the Receiving receiving Party to be subject to another confidentiality agreement with the disclosing Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed becomes available to the Receiving receiving Party without restriction on a non-confidential basis from a source other than the disclosing Party or its representatives, provided that such source is not known by the receiving Party to be bound by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to confidentiality agreement with the Disclosing disclosing Party; (d) is was independently developed independently by the Receiving receiving Party without benefit of or recourse reference to the Confidential Information; (e) was required to be disclosed to any regulatory body having jurisdiction over either Party or any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence)its Affiliates; or (ef) that disclosure is published necessary by reason of applicable legal, accounting or regulatory requirements beyond the reasonable control of the receiving Party. In the case of any disclosure pursuant to Section 13.1.5 (PublicitySections 17.2(e) or 17.2(f), to the extent practical, the disclosing Party shall give prior notice to the other Party of the required disclosure and shall use commercially reasonable efforts to obtain a protective order covering such disclosure. For clarityIf such a protective order is obtained, (i) specific aspects or details of Confidential Information will not such information and materials shall continue to be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving PartyInformation.

Exceptions to Confidentiality. The Receiving Party's obligations of each Receiving Party imposed by Section 13.1.1 (General) will set forth in this Agreement shall not apply extend to any Confidential Information disclosed of the Disclosing Party: (a) that is or hereafter becomes part of the public domain by public use, publication, general knowledge or the like through no wrongful act, fault or negligence on the part of a Receiving Party or its Recipients; (b) that is received from a Third Party without restriction and without breach of any obligation of confidentiality between such Third Party and the Disclosing Party, except in the case of MDCO as the Receiving Party, with respect to any Promotional Confidential Information that relates to the Product and was received by MDCO or any of its Affiliates in connection with MDCO's performance of its obligations under this Agreement; (c) that the Receiving Party can demonstrate by competent evidence was already in its possession without any limitation on use or disclosure prior to its receipt from the Disclosing Party, except, in the case of MDCO as the Receiving Party, with respect to any Promotional Confidential Information that relates to the Product and came into the possession of MDCO or any of its Affiliates in connection with MDCO's performance of its obligations under this Agreement; (d) that is generally made available to Third Parties by the Disclosing Party that: without restriction on disclosure; or (ae) was known to that the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated can demonstrate by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) competent evidence was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is independently developed independently by the Receiving Party without benefit the aid, use or application of or recourse to any Confidential Information of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or except, in the possession case of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of MDCO as the Receiving Party; and (ii) , with respect to any combination of Promotional Confidential Information will not be considered that relates to the Product and was developed by MDCO or any of its Affiliates in the public domain or in the possession connection with MDCO's performance of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partyobligations under this Agreement.

Exceptions to Confidentiality. The Notwithstanding any other provisions of this Agreement to the contrary, a Receiving Party shall be free from any obligations of each confidentiality hereunder regarding any information which is or becomes: (i) known to the Receiving Party, other than under an obligation of confidentiality to the Disclosing Party, at the time of disclosure; (ii) generally available to the public or otherwise part of the public domain at the time of disclosure to the Receiving Party; (iii) generally available to the public or otherwise part of the public domain after its disclosure other than through any act or omission of the Receiving Party imposed by Section 13.1.1 in breach of this Agreement or other agreement or legal obligation; (Generaliv) will not apply to any Confidential Information subsequently lawfully disclosed to the Receiving Party by the Disclosing Party that: a third party; (av) was known to independently developed by the Receiving Party without an obligation to keep such information confidential prior to use of the Effective Date other than Confidential Information as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated documented by documentary written evidence); (bvi) is or becomes generally available to the public through means other than an unauthorized disclosure approved for release by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to written authorization of the Disclosing Party; (dvii) is developed independently furnished to a thirty party by the Disclosing Party without a similar confidentiality restriction on the third party’s rights; or (viii) disclosed pursuant to the requirement of a governmental agency or legally required to be disclosed, including with respect to the UW, disclosures of public records pursuant to the Washington State Public Records Act, RCW Chapter 42.56, but only to the extent required to satisfy such legal requirement and providing that the Receiving Party without benefit of or recourse to any of has given the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements reasonable notice of such Confidential Information are proposed disclosure sufficient to allow the Disclosing an opportunity to contest such disclosure and/or seek a protective order in a court of law having jurisdiction over the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partymatter.

Exceptions to Confidentiality. The obligations of each Receiving Party imposed by Section 13.1.1 (General) will Sections 17.1 through 17.4 above shall not apply to any Confidential Information disclosed to the Receiving Party by the Disclosing Party that: : (a) was is at the Effective Date, or at any time thereafter becomes, generally known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date public other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized a disclosure by the Receiving Party, its Affiliates, ’s or any agents to whom it or they disclosed such information; Recipient’s breach of this Agreement; (cb) was or subsequently is disclosed to can be shown by the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party’s satisfaction to have been known by the Receiving Party with written records before disclosure by the Disclosing Party to the Receiving Party; (c) is received by the Receiving Party on a non-confidential basis without restrictions from a third-party source not in breach or violation of any obligation of non-disclosure; or (d) is independently developed independently by the Receiving Party without benefit use of or recourse Confidential Information as shown to any the satisfaction of the Disclosing Party’s Party by written records. Further, nothing contained in this Article 17 shall prevent any Receiving Party from disclosing Confidential Information (as demonstrated to the extent compelled by documentary evidence); Law or (e) is published pursuant to Section 13.1.5 (Publicity). For clarityapplicable rules of a stock exchange, (i) specific aspects or details provided, that in such case, the Receiving Party shall inform the Disclosing Party of the proposed disclosure, including the scope of Confidential Information will not be deemed that is required to be within disclosed and the public domain or necessity of such disclosure, reasonably in advance of disclosure and the possession of Parties shall cooperate with each other, using reasonable efforts, to minimize the Receiving Party merely because disclosure to the extent possible and to ensure that any Confidential Information so disclosed is embraced by more general information in accorded confidential treatment satisfactory to the public domain or in the possession of the Receiving Disclosing Party; , when and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partyif available.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) will set forth in this Agreement shall not apply extend to any Confidential Information disclosed information of a Disclosing Party or information developed in the performance of this Agreement that: a) is or hereafter becomes part of the public domain in accordance with Article 4, by public use, publication, general knowledge or the like or is made generally available in the public domain by a Third Party with right to make such publication; in each case, other than through a breach of this Agreement; b) is received from a Third Party without restriction and with the right to disclose such information or information developed in the performance of this Agreement; c) the Receiving Party can demonstrate by competent pre-existing written evidence properly maintained as a formal business record was already in its possession without any limitation on its use or disclosure prior to its receipt from the Disclosing Party; d) the Receiving Party that: (a) can demonstrate by competent written evidence properly maintained as a formal business record was known to independently developed by or for the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Partiesreference to, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit use of or recourse to any disclosure of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence)or information developed in confidence in the performance of this Agreement; or (or e) is published pursuant to Section 13.1.5 (Publicity)released from the restrictions set forth in this Agreement by the express prior written consent of the Disclosing Party, or in the case of information developed in confidence in the performance of this Agreement, the other Party. For clarityNotwithstanding the foregoing, (i) specific aspects or details of Confidential Information will shall not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) . Further, any combination of Confidential Information will shall not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) will set forth in this Agreement shall not apply extend to any Confidential Information disclosed to the Receiving Party by of the Disclosing Party that: : (a) was known to is or hereafter becomes part of the public domain by public use, publication, general knowledge or the like or is made generally available by a Third Party, in each case, other than through a wrongful act, fault or negligence on the part of the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as Party, or a result breach of disclosure under any other agreement between the Parties, including this Agreement or the Confidentiality Agreements (as demonstrated by documentary evidence); Agreement; (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving received from a Third Party without restriction by a Third Party having a bona fide and with the right to disclose such Confidential Information Information; (c) the Receiving Party can demonstrate by competent evidence was already in its possession without breaching any obligation limitation on use or disclosure prior to its receipt from the Disclosing Party; ; (d) is the Receiving Party can demonstrate by competent evidence was independently developed independently by or for the Receiving Party without benefit reference to, use of or recourse to any disclosure of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence)Information; or or (e) is published pursuant to Section 13.1.5 (Publicity)released from the restrictions set forth in this Agreement by the express prior written consent of the Disclosing Party. For clarityNotwithstanding the foregoing, (i) specific aspects or details of Confidential Information will shall not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) . Further, any combination of Confidential Information will shall not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. The Notwithstanding Section 16.1.1, the confidentiality and non-use obligations of each Receiving Party imposed by under Section 13.1.1 (General) will 16.1.1 shall not apply extend to any Confidential Information disclosed to of the Receiving disclosing Party by that the Disclosing receiving Party that: can demonstrate: (a) was known is or hereafter becomes part of the public domain by public use, publication, general knowledge or the like through no breach of the confidentiality obligations set forth herein on the part of a receiving Party or its Affiliates and through no act or omission of any of its or its Affiliates’ Representatives (including, for clarity, Subcontractors) that, if performed or failed to be performed by the Receiving Party without an obligation to keep such information confidential prior to receiving Party, would be a breach of the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); receiving Party’s confidentiality obligations set forth herein; (b) is or becomes generally available to the public through means other than an unauthorized disclosure subsequently received by the Receiving receiving Party from a Third Party without restriction and without breach of any agreement between such Third Party and the disclosing Party, its Affiliates, or any agents to whom it or they disclosed such information; ; (c) was already in its possession without any limitation on use or subsequently is disclosed disclosure prior to its receipt from the Receiving Party without restriction disclosing Party, as evidenced by a Third Party having a bona fide right contemporaneous written records; provided, however, this exception shall not apply with respect to disclose such Confidential Information without breaching any obligation to the Disclosing PartyProduct Information; or (d) is was independently developed independently by the Receiving receiving Party without benefit use of or recourse reference to any Confidential Information of the Disclosing disclosing Party’s Confidential Information (, as demonstrated evidenced by documentary evidence)contemporaneous written records; or (e) is published pursuant provided, however, this exception shall not apply with respect to Section 13.1.5 (Publicity)Product Information. For clarity, (i) specific aspects or details Specific elements of Confidential Information will shall not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) receiving Party merely because such elements are encompassed by more general information that falls within the foregoing exclusions. Furthermore, any combination of individual elements of Confidential Information will shall constitute Confidential Information and shall not be considered in deemed to fall within the public domain or in the possession of the Receiving Party foregoing exclusions merely because one or more individual elements of such Confidential Information are in combination fall within the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partyforegoing exclusions.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) set forth in this Agreement will not apply extend to any Confidential Information disclosed to of the Disclosing Party: (i) that is or hereafter becomes part of the public domain by public use, publication, general knowledge or the like through no wrongful act, fault or negligence on the part of a Receiving Party or its Recipients; (ii) that is received by the Receiving Party from a Third Party without restriction and without breach of any obligation of confidentiality to which such Third Party is subject; (iii) that the Receiving Party can demonstrate by competent contemporaneous written evidence was already in its possession without any limitation on use or disclosure prior to its receipt from the Disclosing Party; (iv) that is generally made available to Third Parties by the Disclosing Party that: without restriction on disclosure; or (av) was known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) that was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is independently developed independently by the Receiving Party without benefit reference to, aid, application or use of or recourse to any Confidential Information of the Disclosing Party or use of Seller Intellectual Property (other than Know-How which shall be co-owned by Seller and Purchaser) as evidenced by the Receiving Party’s contemporaneous written records that constitute competent written proof; provided that the parties hereto acknowledge and agree that all Confidential Information included in the Transferred Assets (as demonstrated other than the Know-How which shall be co-owned by documentary evidence); or (eSeller and Purchaser) is published pursuant the sole property of Purchaser as of the Effective Time, and, with respect to Seller’s and its Receiving Parties’ confidentiality and non-use and other obligations under this Section 13.1.5 6.03, the exceptions set forth in the foregoing Section 6.03(c)(ii), Section 6.03(c)(iii) and Section 6.03(c)(v) shall not apply in respect of such Confidential Information included in the Transferred Assets (Publicityother than Know-How which shall be co-owned by Seller and Purchaser). For clarity, (i) specific aspects or details of Confidential Information will not Seller and Purchaser shall be deemed entitled to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; use and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partydisclose Know-How.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) set forth in this Agreement will not apply extend to any Confidential Information disclosed to of the Disclosing Party: (i) that is or hereafter becomes part of the public domain by public use, publication, general knowledge or the like through no wrongful act, fault or negligence on the part of a Receiving Party or its Recipients; (ii) that is received by the Receiving Party from a Third Party without restriction and without breach of any obligation of confidentiality to which such Third Party is subject; (iii) that the Receiving Party can demonstrate by competent contemporaneous written evidence was already in its possession without any limitation on use or disclosure prior to its receipt from the Disclosing Party; (iv) that is generally made available to Third Parties by the Disclosing Party that: without restriction on disclosure; or (a) was known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (cv) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is independently developed independently by the Receiving Party without benefit reference to, aid, application or use of Confidential Information of the Disclosing Party or recourse to use of Seller Intellectual Property as evidenced by the Receiving Party’s contemporaneous written records that constitute competent written proof; provided, however, that in respect of any item of the Lock Down Information, Purchaser shall have the burden of proving the applicability of any of the Disclosing Party’s foregoing exceptions that it claims applies in respect of such information; and provided further that the parties hereto acknowledge and agree that all Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or included in the possession Transferred Assets is the sole property of Purchaser as of the Effective Time, and, with respect to Seller’s and its Receiving Party merely because Parties’ confidentiality and non-use and other obligations under this Section 6.03, the Confidential Information is embraced by more general information exceptions set forth in the public domain or foregoing Section 6.03(c)(ii), Section 6.03(c)(iii) and Section 6.03(c)(v) shall not apply in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements respect of such Confidential Information are included in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving PartyTransferred Assets.

Exceptions to Confidentiality. The obligations Nothing in this Agreement shall prevent the disclosure by a Party or its employees, contractors, or Affiliates of each Receiving Party imposed by Section 13.1.1 (General) will not apply to any an item of Confidential Information disclosed to the Receiving Party by the Disclosing Party that: : (a) was known is, or subsequent to the Receiving Party without an obligation to keep such information confidential prior time of transmittal to the Effective Date other receiving Party becomes, a matter of general public knowledge otherwise than as a result consequence of disclosure a breach by the receiving Party or its employees, contractors, or Affiliates of any obligation under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); this Agreement; (b) is or becomes generally available to the made public through means other than an unauthorized disclosure by the Receiving disclosing Party, its Affiliates, or any agents to whom it or they disclosed such information; ; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit of or recourse to any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving receiving Party merely because in documentary form prior to the time of disclosure thereof to it by the disclosing Party, and was held by the receiving Party free of any obligation of confidence to the disclosing Party or any third party; (d) is received in good faith from a third party having the right to disclose it, who, to the best of the receiving Party’s knowledge, did not obtain the same from a disclosing Party and who imposed no obligation of secrecy on the receiving Party with respect to such information; (e) is released from confidential treatment by written consent of the disclosing Party; (f) is independently developed by the receiving Party without reference to the disclosing Party’s Confidential Information; or (g) is required to be disclosed under any applicable law, regulation or governmental order; provided, however, that the Party proposing to disclose Confidential Information is embraced by more general information in pursuant to this Section 8.2 (g) shall give prior written notice to the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving other Party merely because individual elements hereto of such legal disclosure requirement so that such other Party can take appropriate action to protect the confidentiality, and prevent the unauthorized use or appropriation of its Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving PartyInformation.

Exceptions to Confidentiality. The obligations of each Receiving Party imposed by Section 13.1.1 (General) will 12.1 do not apply to any Confidential Information disclosed to if (a) the Confidential Information is public knowledge or becomes public knowledge after disclosure through no fault of the Receiving Party or any of its Related Persons, (b) the Confidential Information can be shown by the Disclosing Party that: (a) was known to the Receiving Party without an obligation through documentation to keep such information confidential have been in its or any of its Related Persons’ lawful possession prior to disclosure and without any obligations of confidentiality and non-use, (c) the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) Confidential Information is or becomes generally available to the public through means other than an unauthorized disclosure received by the Receiving Party, Party or its Affiliates, Related Persons without restrictions on disclosure or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to use by the Receiving Party without restriction by from a Third Party having a bona fide right third party lawfully in possession of such information and who was not obligated to disclose such maintain the Confidential Information without breaching any obligation to the Disclosing Party; in confidence, or (d) the Receiving Party can show that equivalent information is developed independently by or on behalf of the Receiving Party without benefit of or recourse to any of its Related Persons without reference to or reliance on the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity)Information. For clarity, (iSection 12.2(d) specific aspects is not intended to exclude from the definition of Client’s “Confidential Information” any information generated by or details on behalf of Confidential Information will not be deemed to be within the public domain or Supplier in the possession performance of Services for Client under this Agreement or the Receiving Party merely because Prior Agreement, which information may be first disclosed to Client by Supplier in connection with Supplier’s performance of this Agreement and which information shall remain Client’s Confidential Information. For the Confidential Information is embraced avoidance of doubt, with respect to any such information so generated by more general information in or on behalf of Supplier, Client shall be considered the public domain or in “Disclosing Party,” and Supplier shall be considered the possession of the “Receiving Party; and (ii) any combination ,” for the purposes of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partythis Agreement.

Exceptions to Confidentiality. The obligations of each Nothing in this Agreement will prevent Receiving Party imposed by Section 13.1.1 (General) will not apply to any from disclosing Confidential Information disclosed to the extent that: i. It is already known by Receiving Party if: (A) The Confidential Information is not subject to a previous obligation of Receiving Party to keep such Confidential Information confidential, and (B) The Confidential Information was not received in violation of a previous confidentiality obligation of Receiving Party or a third party of which Receiving Party knew or had reason to know; ii. It is or becomes readily ascertainable by proper means by the Disclosing public without any breach of a confidentiality obligation of Receiving Party; iii. It is received from a third party that is not under an obligation of confidentiality of which Receiving Party that: (a) knew or had reason to know; iv. It was known to the independently developed by Receiving Party without an obligation use of the Confidential Information; or v. It is required by law to keep be disclosed, provided that Receiving Party provides to Disclosing Party as much notice as is practicable under the circumstances of such information confidential requirement prior to the Effective Date other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available and provides to the public through means other than an unauthorized disclosure by the Receiving Disclosing Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit of or recourse to any of the at Disclosing Party’s Confidential Information (expense, such assistance as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarityDisclosing Party requests in seeking confidential treatment, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Partyprotective orders, nondisclosure, and/or similar measures.

Exceptions to Confidentiality. The obligations obligation of each Receiving Party imposed by Section 13.1.1 (General) will confidentiality contained in this Agreement shall not apply to the extent that (i) the Receiving Party is required to disclose information by order or regulation of a governmental agency, stock exchange, or a court of competent jurisdiction; provided, however, that (a) the Receiving Party shall promptly notify the disclosing Party of such order or regulation (when legally permissible) and shall not make any Confidential Information such disclosure without first notifying the Disclosing Party and allowing the Disclosing Party a reasonable opportunity to seek injunctive relief from (or a protective order with respect to) the obligation to make such disclosure, and (b) such disclosure shall not affect the confidential nature of the information unless and until an exception in (ii) below applies; or (ii) the Receiving Party can demonstrate that (a) the disclosed information was at the time of such disclosure to the Receiving Party by already in (or thereafter enters) the Disclosing Party that: (a) was known to the Receiving Party without an obligation to keep such information confidential prior to the Effective Date public domain other than as a result of disclosure under any other agreement between the Parties, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than a breach of an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation of confidentiality to the Disclosing Party; (b) the disclosed information was rightfully known to the Receiving Party prior to the date of disclosure to the Receiving Party; (c) the disclosed information was received by the Receiving Party on an unrestricted basis from a source unrelated to the Disclosing Party and not under a duty of confidentiality to the Disclosing Party; or (d) is the disclosed information was independently developed independently by the Receiving Party without the benefit of or recourse to any Confidential Information of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific Specific aspects or details of Confidential Information will shall not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information disclosures in the public domain or in the possession of the Receiving Party; and (ii) . In addition, any combination of Confidential Information will shall not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information thereof are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. The Receiving Party’s obligations of each Receiving Party imposed by Section 13.1.1 (General) will set forth in this Agreement shall not apply extend to any Confidential l Information disclosed of the Disclosing Party or information developed in the performance of this Agreement that: a) is or hereafter becomes part of the public domain in accordance with Article 4, by public use, publication, general knowledge or the like or is made generally available in the public domain by a Third Party, with right to make such publication, in each case, other than through a breach of this Agreement; b) is received from a Third Party without restriction and with the right to disclose such iInformation or information developed in the performance of this Agreement; c) the Receiving Party can demonstrate by competent pre-existing written evidence properly maintained as a formal business record was already in its possession without any limitation on use or disclosure prior to its receipt from the Disclosing Party; d) the Receiving Party that: (a) can demonstrate by competent written evidence properly maintained as a formal business record was known to independently developed by or for the Receiving Party without an obligation to keep such information confidential prior to the Effective Date other than as a result of disclosure under any other agreement between the Partiesreference to, including the Confidentiality Agreements (as demonstrated by documentary evidence); (b) is or becomes generally available to the public through means other than an unauthorized disclosure by the Receiving Party, its Affiliates, or any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party without restriction by a Third Party having a bona fide right to disclose such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit use of or recourse to any disclosure of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence)or information developed in confidence in the performance of this Agreement; or (or e) is published pursuant to Section 13.1.5 (Publicity)released from the restrictions set forth in this Agreement by the express prior written consent of the Disclosing Party, or in the case of information developed in confidence in the performance of this Agreement, the other Party. For clarityNotwithstanding the foregoing, (i) specific aspects or details of Confidential Information will shall not be deemed to be within the public domain or in the possession of the Receiving Party merely because the Confidential Information is embraced by more general information in the public domain or in the possession of the Receiving Party; and (ii) . Further, any combination of Confidential Information will shall not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving Party.

Exceptions to Confidentiality. 11.1. The confidentiality obligations of each Receiving Party imposed by as mentioned in Section 13.1.1 (General) will 10 here above shall not apply to any such Confidential Information disclosed or to any part thereof, for which the Receiving Party by the Disclosing Party Recipient provides evidence that: ( a) it was known to the Receiving Party without an obligation to keep such information confidential recipient prior to the Effective Date its receipt from a third party other than as a result of disclosure under any other agreement between the Partiesdisclosing Party, including the Confidentiality Agreements (as demonstrated by documentary evidence); (or b) is it was in the public domain or becomes generally available to the public through means other than an unauthorized disclosure prior to its receipt, or c) it became known to the public or generally available to the public subsequent to its receipt without the Recipient being responsible therefore, or d) it was received by the Receiving Party, its Affiliates, or Recipient at any agents to whom it or they disclosed such information; (c) was or subsequently is disclosed to the Receiving Party time without restriction by any commitment of confidentiality from a Third Party third party having a bona fide right to disclose the same to the Recipient, or e) is legally required to be disclosed, in which case such disclosure shall be made, if at all, in accor- dance with section 11.2 below. 11.2. If a Party is required by law to disclose Confidential Information or if disclosure thereof is required by a Party in connection with the assertion of any Claim or defence in any judicial or administrative proceedings involving such Party, such Party may make disclosure thereof provided that the Party making the disclo- sure thereof shall immediately notify the other Party of the requirement and the terms thereof prior to such disclosure and shall use its best efforts to obtain proprietary or confidential treatment of such Confidential Information without breaching any obligation to the Disclosing Party; (d) is developed independently by the Receiving Party without benefit of or recourse third party to any of the Disclosing Party’s Confidential Information (as demonstrated by documentary evidence); or (e) is published pursuant to Section 13.1.5 (Publicity). For clarity, (i) specific aspects or details of Confidential Information will not be deemed to be within the public domain or in the possession of the Receiving Party merely because whom the Confidential Information is embraced by more general information in being disclosed, and shall, to the public domain or in ex- tent such remedies are available, seek protective orders limiting the possession dissemination and use of the Receiving Party; and (ii) any combination of Confidential Information will not be considered in the public domain or in the possession of the Receiving Party merely because individual elements of such Confidential Information are in the public domain or in the possession of the Receiving Party unless the combination and its principles are in the public domain or in the possession of the Receiving PartyConfi- dential Information.