definiens: means ( a ) with respect to each Party ’s obligations under this Agreementthat relate to a Licensed Product ( including Development, Manufacture or Commercialization obligations ), those effortsreasonably used by an entity in the biotechnology / pharmaceutical industry of similar resources and expertise as suchParty, for such similar entity ’s own products ( including internally developed, acquired and in - licensed products ) ofsimilar market potential at a similar stage in development or product life, taking into account all relevant factors, including ( i ) issues of safety, tolerability and efficacy, ( ii ) product profile, ( iii ) difficulty in and costs of developing ormanufacturing the Licensed Product, ( iv ) competitiveness of the Licensed Product and competitive products ( but nottaking into account Exempted Complementary TTR Products Controlled by the Party to which the efforts obligationapplies ) in the marketplace, ( v ) the extent of market exclusivity, ( vi ) the patent or other proprietary position of theLicensed Product, ( vii ) the regulatory structure involved, and ( viii ) the potential profitability of the Licensed Product,(but not taking into account the profitability relative to or the potential profitability of other products Controlled by theParty to which the efforts obligations applies ) ; and ( b ) with respect to such Party ’s other obligations under thisAgreement, the carrying out of such obligations in a diligent, expeditious and sustained manner using efforts andresources, including reasonably necessary personnel and financial resources, that biopharmaceutical companies ofcomparable size and resources typically devote to similar tasks under similar circumstances