definiens: means, from to time to time with respect to theperformance at such time of any Development, Commercialization or other obligation of aParty under this Agreement that expressly requires efforts characterized as such, theperformance by such Party of such obligation by expending reasonable, diligent, good faithefforts to accomplish such obligation as a similarly situated pharmaceutical company woulduse to accomplish a similar obligation under similar circumstances through the exercise ofreasonable business judgment, where the assessment of being similarly situated would beundertaken by reference to company size and financial position, competitive factors in therelevant market relating to the proprietary position of the relevant product in terms of marketand profit potential, the safety and effectiveness profile of the relevant product, strategic value, and applicable regulatory matters ; provided, that, with respect to the Development andCommercialization of the Compound or the Product, such efforts shall be substantiallyequivalent to those efforts and resources that a pharmaceutical company would generallydevote to its own internally discovered compounds or products of similar market and profitpotential, safety and effectiveness profile, strategic value, and regulatory matters at a similarstage in their development or life cycle, with respect to which it does not owe licensepayments, milestone payments, royalties or similar financial obligations to licensors or otherPersons, and based on conditions then prevailing, with the goal of maximizing the revenuepotential of such compounds or products . Commercially Reasonable Efforts shall bedetermined on a country by country basis