definiens: means : ( a ) with respect to the efforts to be expended by a Party withrespect to any objective, such reasonable, diligent, and good faith efforts as such Party would normally useto accomplish a similar objective under similar circumstances ; and ( b ) with respect to any objective relating toDevelopment or Commercialization of Product by a Party, the application by such Party, consistent with theexercise of its prudent scientific and business judgment, of diligent efforts and resources to fulfill theobligation in issue, consistent with the level of efforts such Party would devote to a product at a similar stagein its product life as Product and having profit potential and strategic value comparable to that of Product, 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 thetherapeutic area, safety and efficacy of Product, and the strength of its proprietary position all based onconditions then prevailing . For clarity, Commercially Reasonable Efforts will not mean that a Party guaranteesthat it will actually accomplish the applicable objective . Notwithstanding anything to the contrary, Commercially Reasonable Efforts shall be deemed in all cases to at least include a contribution of significantefforts and resources in every year of the Term toward execution of the Development Plan, and continueddemonstration by the Company in each year that it has sufficient assets to continue those significant efforts