definiens: means, with respect to the overall Commercialization efforts to beexpended by [COMPANY] under this Agreement following receipt of Regulatory Approval ( and approvals for pricing andreimbursement that [COMPANY] determines in its discretion are necessary or desirable to obtain, regardless of whether ornot required by Applicable Law ) for a Licensed Product in one or more Major Market Countries, expending acommercially reasonable level of efforts, by or on behalf of [COMPANY] ( through its and its Affiliates ’ and Third Partysublicensees ’ collective activities ), to Commercialize the Licensed Product in such country / ies, which efforts arethose that are consistent with the efforts typically ( from an objective standpoint ) expended in the humanpharmaceutical industry by similarly resourced companies under similar circumstances considering all relevant factorsthat may affect Commercialization, such as the stage of Commercialization, product profile ( including in comparisonwith the Key Profile Targets and the profiles of competitive products and regimens ), costs, technical challenges, market potential, regulatory requirements, patient population, freedom to operate hurdles, legal issues, safety andtolerability data, manufacturing issues, competitive position, profitability and return on investment ( but excludingconsideration of clinical milestone payments to [COMPANY] hereunder ), in each case using reasonable judgment at thetime such efforts are to be expended