definiens: shall mean, with respect to a Party ’s obligation under this Agreement to Develop or Commercialize a Product, the level of eﬀortsrequired to carry out such obligation in a sustained manner consistent with the eﬀorts a similarly situated Company, in the case of Company or its’sublicensee, or a university intellectual property management organization in the case of UWMRF, devotes to a product of similar market potential, proﬁt potential or strategic value within its portfolio, based on conditions then prevailing . Without limiting the foregoing, Diligent Eﬀorts requires, withrespect to such an obligation, that the Party : ( a ) within a reasonable time assign responsibility for such obligation to speciﬁc employee(s ) who areheld accountable for progress and monitor such progress on an on - going basis, ( b ) set and consistently seek to achieve speciﬁc, meaningful andmeasurable objectives for carrying out such obligation, and ( c ) consistently make and implement decisions and allocate resources designed toadvance progress with respect to such objectives