12 13 (i) third-party information that a Party is under an obligation to keep confidential. Confidential information may be contained in tangible materials, such as drawings, data, specifications, reports and computer programs, or may be in the nature of unwritten knowledge. In consideration for a Party agreeing to disclose Confidential Information and to allow the use of the Confidential Information according to the terms of this Agreement, the Parties agree to be bound by its terms. In this Agreement: Affiliate means with respect to any specified person or entity, any other person or entity directly or Indirectly controlling or controlled by or under direct or indirect common control with such specified person or entity. For the purpose of this definition, “controt”, when used with respect to any specfied person or entity means the power to director cause the direction of the management or polices of such person or entity, whether through ownership of voting securities or by contract or otherwise. The terms “controlling” and “controlled” have meaning correlative to the foregoing. With regard to TMF, any holding companies above TMF Group B.V. and their Affiliates are excluded from the definition of Afiliate(s). Exclusions Confidential Information does not include any information that: ())_ isorbecomes publicly available other than as a result of breach oft Receiving Party; ‘Agreement by the (ii) was rightfully in the possession of the Receiving party prior to disclosure to it by the Disclosing Partys (ii) is developed independently by the Receiving Party without access to, or use or knowledge of, the Confidential information; (iv) is received from a third- party who did not acquire or disclose such information in breach of an obligation of confidentiality to the Disclosing Party in relation to the inform (v)__ is disclosed with the prior written consent of the Disclosing Party; or (vi) is required to be disclosed by any court of competent jurisdiction or any competent judicial, ‘governmental, supervisory or regulatory body or by any applicable law or regulation. ‘TMF Group Legal (08/21/2018 Version 21 Pag