definiens: means, with respect to the research, development, Manufacture orcommercialisation of an Agreement Compound or Licen sed Product, as the case may be, efforts and resour ces usedby [COMPANY] for its own compounds or products wi th similar commercial and scientific potential at a similarstage in their lifecycle, taking into consideration their safety and efficacy, their cost to develop, thecompetitiveness of alternative products and the nat ure and extent of their market exclusivity ( includi ng Patentcoverage and regulatory exclusivity ), the likelihoo d of regulatory approval, their estimated overall p rofitability, including the amounts of marketing and promotional expenditures with respect to the Licensed Products andCompeting Products and all other relevant factors . Commercially Reasonable Efforts shall be determined on amarket - by - market basis for each Agreement Compound and each Licensed Product, as applicable ; provided, however, that should what would otherwise constitut e Commercially Reasonable Efforts with respect to a nindividual market conflict with, or otherwise not c onstitute, Commercially Reasonable Efforts with res pect to agroup of markets out of which such individual marke t is a part then Commercially Reasonable Efforts sh all bedetermined for such group of markets as a whole