“confidential information”

"confidential information" means any and all information, whether written or otherwise, whether in electronic form or otherwise, and whether or not described specifically by the person disclosing it as confidential, which is related to or connected with the commercial operation of the disclosing person, but shall not include information that:

(a) is in the public domain;

(b) is or becomes generally available to the public other than as a result of its disclosure by the recipient in breach of confidentiality;

(c) was available to the recipient on a non-confidential basis prior to disclosure by the disclosing party;

(d) was, is or becomes available to the recipient on a non-confidential basis from a person who, to the recipient’s knowledge, is not bound by a confidentiality agreement with the disclosing party or is otherwise prohibited from disclosing the information to the recipient;

(e) was lawfully in the possession of the recipient before the information was disclosed to it by the disclosing party;

(f) the parties agree in writing is not confidential or may be disclosed; or

(g) is developed by or for the recipient independently of the information disclosed by the disclosing party;