definiens: means the le vel of effort and resources consistent with the customary practices devoted by Company, or, in the absence of a material history of such practices by Company, the customary practices devoted by other similarly situated companies, to research, develop or commerc ialize a pharmaceutical product owned by it ( or to which it has exclusive rights ) at a similar stage of researc h, development or commercialization and of similar mar ket potential, profit potential and strategic value, based on conditions then prevailing, taking into account, wi thout limitation, issues of safety and efficacy, ma nufacturing and supply considerations, regulatory approval proc ess, product labeling, product profile, the competi tiveness of alternative products in the marketplace, pricing / re imbursement, the product portfolio of Company and i ts Subsidiaries ( and the relevant Rights - Holding Parti es and their Subsidiaries, if applicable ), the like ly timing of regulatory approval and market entry, the patent an d other proprietary position, the likelihood of reg ulatory approval, and other relevant scientific, technical and commercial factors