definiens: means, with respect to any Surviving Company Asset, the expenditure of efforts and resources, in good faith, consistent with the exercise of reasonable business judgment, and consistent with the efforts normally used by biopharmaceutical companies of comparable s ize and 7 having comparable revenues as Parent and its Affiliates, for bio pharmaceutical products at a similar stage of development and with similar commercial and market potential taking into account all relevant circumstances at the time, includi ng : efficacy, safety, and stage of development or product life ; the expected and actual competitiveness of alternative products sold by third parties in the marketplace ; the expected and actual product profile and approved labeling ; the expected and actua l patent and other proprietary position of the Surviving Company Asset ; the nature and extent of market exclusivity, including regulatory or data exclusivity ; the likelihood and cost of obtaining Marketing Approval given the regulatory structure involved ; and the expected and actual strategic value and profitability of the Surviving Company Asset ; and other conditions then prevailing . Commercially Reasonable Efforts shall be determined on a market -by - market and product -by - product basis, and it is anticipate d that the level of effort will be different for different markets, and will change over time, reflecting changes in the status of the relevant product and the market(s ) involved . Without limiting the foregoing . shall incl ude the performance of a Phase II Clinical Trial with respect to each of KTN3379 and KTN0158