Elan Corporation (ELN)

Confidential Material” means any and all (i) information (in any form or medium of communication, whether written, oral, electronic or magnetic) concerning the Company or its business or affairs (whether or not prepared by the Company, its Representatives or otherwise and irrespective of whether any such information is labeled or otherwise identified as confidential) that is furnished, disclosed or shown to one or both of the Nominees by the Company or on behalf of the Company by any of its Representatives, including, without limitation, such information concerning the Company’s historical financial statements, financial projections and budgets, historical and projected sales, capital spending budgets and plans, financing plans, strategic and contractual relationships, customers and suppliers, facilities, equipment and other properties and assets, past, current and planned operations, strategies, research and development, products, processes, manufacturing, marketing, market data and studies, business plans, preclinical and clinical programs, preclinical and clinical trial data and/or results, pharmaceutical or biologic candidates and products, trade secrets, concepts, improvements, know-how, inventions, discoveries, patents, patent applications that have not been published and other intellectual property and (ii) analyses, compilations, forecasts, studies, interpretations, summaries, notes, data and other documents and materials (in any form or medium of communication, whether written, oral, electronic or magnetic), whether prepared by the Company or its Representatives or Nominees or others, which contain, reflect or are generated from or based upon, in whole or in part, the information referred to in clause (i) above.  The term “