definiens: means : ( a ) where applied to carrying out specific tasks and obligationsof a Party under this Agreement, expending reasonable, diligent, good faith efforts and resources to accomplish suchtask or obligation as such Party ( on its own and/or acting through any of its Affiliates, sublicensees or subcontractors)would normally use to accomplish a similar task or obligation under similar circumstances ; and ( b ) where applied toDevelopment, manufacture or Commercialization of a Product, the use of reasonable, diligent, good faith efforts andresources, in an active and ongoing program, as normally used by such Party for a product discovered or identifiedinternally by such Party, which product is at a similar stage in its development or product life and is of similar marketpotential, taking into account, without limitation, commercial, legal and regulatory factors, target product profiles, product labeling, past performance, the regulatory environment and competitive market conditions in the therapeuticarea, safety and efficacy of the Product, the strength of its proprietary position and such other factors as such Partymay reasonably consider, all based on conditions then prevailing . For clarity, Commercially Reasonable Efforts willnot mean that a Party guarantees that it will actually accomplish the applicable task or objective