definiens: means the level of efforts and resources that are consistent with the level of efforts and resourcesnormally used, in good faith, by Parent to develop and obtain Marketing Authorization Approval for a product which is at a similar stage indevelopment and has a similar market potential as the CVR Product ( ), taking into account all scientific, commercial andother relevant factors that Parent, exercising good faith, would normally take into account with Relevant Products that it owns or haslicensed - in, including patent coverage, expiration and term extension, regulatory and other exclusivity, manufacturing and supply chain, product profile, safety and efficacy, anticipated product labeling, the competitiveness of alternative products in the marketplace or underdevelopment, the regulatory structure involved, the regulatory environment, the availability of coverage and reimbursement and the expectedprofitability of the applicable product ( including development costs and time lines, cost of goods and all other costs associated with theapplicable product and time lines associated with commercial entry ) ( provided that, notwithstanding the foregoing, such level of efforts andresources shall be determined without taking into account the Milestone Payment payable in accordance with, and subject to, the termshereof )