definiens: shall mean efforts that are al least as great as those efforts and resources used by a similarly situated biotechnology company for a product at a similar stage in its uevelopment or prouuet life and with similar market potential, taking into account eflieaey, 17 safety, approved labeling, the competitiveness of altemativc products or tcchnologies in the marketplace, the patent and other proprietary position of the product, the likelihood ofregulatory approval, the profitability of the product, alternative products and other relevant factors . The parties acknowledge and agree that Comp < IllY has not yet detcnnined whether or not it will use CAPTISOL to develop or commercialize the Compound . If the Company decides not to use CAPTISOL in the commercialization of the Compound, it will so noti fy CyDcx in writing, and subject to all binding commitments made under this Agreement prior to [COMPANY] 's receipt of such notice, Company may terminate this Agreement