definiens: means ( a ) with respect to each Party ’s obligations under this Agreement that relate to a Licensed Product ( includ ing Development, Manufacture or Commercialization obligations ), those effort s reasonably used by an entity in the biotechnology /pharmaceutical industry of similar resources and expertise as such Party, for such similar entity ’s own products ( including inter nally developed, acquired and in - licensed products ) of si milar market poten tial at a similar stage in development or product life, taking into account all relevant f actors, including ( i ) issues of safety, tolerabilit y and efficacy, ( ii ) product profile, ( iii ) difficulty in and costs of developing or manufacturing the Licen sed Pro duct, ( iv ) competitiveness of the Licensed Product and competitive products ( but without considering competitive products Controlled by the Party to whi ch the efforts obligation applies ) in the marketpla ce, ( v ) the extent of market exclusivity, ( vi ) the pa tent or other proprietary position of the Licensed Products, ( vii ) - 3 - [ * * ] = Portions of this exhibit have been omitted p ursuant to a confidential treatment request