definiens: means a product that contains a [ * * * ], Derivative Products include, without limitation, [ * * * ] shall mean ( i ) any Affiliate of [COMPANY] or ( ii ) any Third Party which contracts with [COMPANY] to undertake activiti es on [COMPANY] ’ behalf in a country or geographical area where [COMPANY] does not have a presence such that i t ( or its Affiliates ) can undertake such activities itself or ( iii ) any Third Party which contracts with [COMPANY] in the ordinary course of business, such as, but n ot limited to, contract manufacturers, contract sales organizations and contract research organizations, in each case in compliance with the provisions of Clause 8 . 1(I ), in each case excluding [ * * * ] means the efforts and resources commonly used by a Party for a [ * * * ] with similar market prospects at a similar stage in its product life cycle, taking i nto account the stage of development or commercialisation of th e product, the cost - effectiveness of efforts or res ources while optimizing profitability, the competitiveness of alternative products that are or are expected t o be in the marketplace, the patent and other proprietary p osition of the product, the profitability of the pr oduct and alternative products and other relevant commercial factors, but excluding consideration of any obligat ions to the other Party under this Agreement