definiens: means use, apply for or obtain marketing authorizations or licences, import, sell, have sold, promote, market or distribute, and, if agreed in accordance with Section 4.2,manufacture, have manufactured, make and have made ; and shall beconstrued accordingly ; shall mean the carrying out of obligations or tasks in areasonable, good faith, and diligent manner consistent with efforts and resources as commonlyused by a company with experience and expertise in the development and commercialization ofpharmaceutical products, in such a company ’s ordinary course of business, for apharmaceutical product at a similar stage of research and development, and having similarmarket potential to the Product, taking into account, without limitation, issues of safety, efficacy, product profile, status of the Product, the development costs, the regulatory environment, andother scientific factors, market conditions then prevailing, including competitive environment, profitability the competitiveness of alternative products that are or are expected to be in therelevant marketplace, and other similar factors