definiens: shall mean only TC-2696, TC-6499 and, with the consent of [COMPANY], not to be unreasonably withheld, conditioned or delayed, any Licensed Product resulting from the Pain 2 Program . In determining whether the withholding, delaying or conditioning of consent by GS K for any Licensed Product resulting from the Pain 2 Program to be a Co - promotion Product would be reasonable, ( i ) the capacity and degree of utilization or under - utilization of [COMPANY] 's existing sales force and other key sales, marketing and commercial factors that it routinely takes into account in determining whether to co - promote and ( ii ) the extent to which [COMPANY] has continuously met its obligations with regard to the Co - promotion of TC-2696 or TC-6499, if applicable, or otherwise has a sales force detailing specialist and EXECUTION VERSION -5 - hospital physicians that would be expected to be reasonably aligned with [COMPANY] 's sales force at least three ( 3 ) months prior to expected U.S. launch, shall be taken into account