definiens: shall mean the efforts, expertise and resources normallyused by a Party to Develop, Manufacture and Commercialize a product owned by it or to which it has rights, which is of similarmarket potential at a similar stage in its development or product life, taking into account issues of safety and efficacy, productprofile, difficulty in developing the product, competitiveness of the marketplace for the product, the proprietary position of theproduct, the regulatory structure involved, the availability and level of reimbursement for such treatment by Third Party payorsor health insurance plans, the potential total profitability of the applicable product(s ) marketed or to be marketed and otherrelevant factors affecting the cost, risk and timing of Development and the total potential reward to be obtained if a product isCommercialized . The Parties agree that Commercially Reasonable Efforts shall require a Party to expend efforts, expertise andresources that such Party would normally expend to Develop, use, Manufacture and Commercialize a product owned by it or towhich it has rights, taking into account the foregoing factors