definiens: means, with respect to the performance ofDevelopment, Commercialization or Manufacturing activities with respect to the 5 Licensed Compound or a Licensed Product by a Party, the carrying out of such activities using efforts and resourcesthat such Party would typically devote to compounds or products of similar market potential at a similar stage indevelopment or product life of similar market potential at a similar stage in development or product life, taking intoaccount all scientific, commercial and other factors that the Party would take into account, including issues of safetyand efficacy, expected and actual cost and time to develop, expected and actual profitability ( including royalties andother payments required hereunder ), expected and actual competitiveness of alternative Third Party products(including Generic Products ) in the marketplace, the nature and extent of expected and actual market exclusivity(including patent coverage and regulatory exclusivity ), the expected likelihood of regulatory approval, the expectedand actual labeling, the expected and actual reimbursability and pricing and the expected and actual amounts ofmarketing and promotional expenditures required and such Party ’s product portfolio