definiens: means, with respect to either Party ’s obligations under thisAgreement, the carrying out of such obligations with a level of eﬀorts and resources consistent with the commerciallyreasonable practices of a similarly situated company in the pharmaceutical industry for the active and diligentcommercialization of a similarly situated branded pharmaceutical product as the Licensed Product at a similar stage ofcommercialization, 3 taking into account eﬃcacy, safety, patent and regulatory exclusivity, anticipated or approved labeling, present and futuremarket potential, competitive market conditions, the proﬁtability of the product in light of pricing and reimbursement issues, and all other relevant factors ( but not taking in account any payment owed to [COMPANY] under this Agreement or any otherpharmaceutical product that 3D Medicines is then researching, developing or commercializing, alone or with one or morecollaborators )