Common use of NON-DISCLOSURE EXCEPTIONS Clause in Contracts

NON-DISCLOSURE EXCEPTIONS. Confidential Information shall not include information and materials (and such information and materials shall not be Confidential Information under this Agreement) that can be established by written documentation or other competent proof by the Receiving Party that such information or material: (a) already is in the public domain prior to disclosure by the Disclosing Party or becomes publicly known thereafter through no act, omission or fault of the Receiving Party in breach of this Agreement; (b) is or was already lawfully, and not under an obligation of confidentiality owed to the Disclosing Party under this ARTICLE 13 (Confidentiality), in the possession of the Receiving Party at the time of disclosure by the Disclosing Party; provided that the Receiving Party did not initially generate such information and assign its rights to such information to the Disclosing Party in accordance with the terms of this Agreement; (c) is disclosed to the Receiving Party from a Third Party not under an obligation of confidentiality to the Disclosing Party with respect to such information; or (d) has been independently created by the Receiving Party, as evidenced by written or electronic documentation, without any aid, application or use of the Disclosing Party’s Confidential Information. Specific aspects or details of Confidential Information will not be deemed to be within the public knowledge or in the prior possession of a Person merely because such aspects or details of the Confidential Information are embraced by general disclosures in the public domain.