definiens: means, with respect to the efforts to be expended by a Party with respect to any objective under this Agre ement, reasonable, diligent, good - faith efforts to accomplish such objective as such Party would normally use to accomplish a similar objective under similar circum stances exercising reasonable business judgment, it being u nderstood and agreed that with respect to the manuf acture, processing and commercialization of a Product, such efforts shall be substantially equivalent to those efforts and resources commonly used by such Party for a product owned by it or to which it has rights, which produ ct is at a similar stage in its development or product life an d is of similar market potential as such Product, t aking into account efficacy, safety, approved labeling, the co mpetitiveness of alternative products in the market place, the patent and other proprietary position of the produc t, the likelihood of regulatory approval given the regulatory structure involved, the profitability, and other re levant factors commonly considered in similar circu mstances . It is anticipated that the level of effort may change over time, reflecting changes in the status of the applicable Product including, without limitation, technical, l egal, scientific or medical factors . By way of exam ple and without limitation, it being understood that a Part y ’s Commercially Reasonable Efforts will not in any event require that Party to take any action that would be reasonably likely to result in a breach of any oth er provision of this Agreement, or any other agreement between t he Parties, or any other agreement between a Party, Affiliate of such Party and/or Third Parties existing as of t he Effective Date, or that the Party in good faith believes may violate any applicable law, 2 regulation, rule, order, permit, direction or licen se of any court or governmental authority having ap propriate jurisdiction over the Party and subject matter or w ould be reasonably likely to be disruptive of any m aterial service conducted or product made at or from any of its facilities or impair its ability to provide se rvices or products hereunder