definiens: means : ( a ) with respect to the efforts to be expended by a Partywith respect to any objective, such reasonable, diligent, and good faith efforts as such Party would normally use toaccomplish a similar objective under similar circumstances ; and ( b ) with respect to any objective relating toDevelopment or Commercialization of Licensed Compound or Licensed Product by a Party, the application by suchParty, consistent with the exercise of its prudent scientific and business judgment, of diligent efforts and resources tofulfill the obligation in issue, consistent with the level of efforts such Party would devote to a product at a similarstage in its product life as Licensed Compound or Licensed Product and having profit potential and strategic valuecomparable to that of Licensed Compound or Licensed Product, taking into account, without limitation, commercial, legal and regulatory factors, target product profiles, product labeling, past performance, the regulatory environmentand competitive market conditions in the therapeutic area, safety and efficacy of the Licensed Compound or LicensedProduct, the strength of its proprietary position and such other factors as such Party may reasonably consider, allbased on conditions then prevailing . For clarity, Commercially Reasonable Efforts shall not mean that a Partyguarantees that it shall actually accomplish the applicable task or objective