definiens: shall mean, with respect to a Party ’s obligation under this Agreement to Develop or Commercialize a Product, the level ofeﬀorts required to carry out such obligation in a sustained manner consistent with the eﬀorts a similarly situated Company, in the case ofCompany or its ’ sublicensee, or a university intellectual property management organization in the case of UWMRF, devotes to a product ofsimilar market potential, proﬁt potential or strategic value within its portfolio, based on conditions then prevailing . Without limiting the foregoing, Diligent Efforts requires, with respect to such an obligation, that the Party : ( a ) within a reasonable time assign responsibility for such obligation tospeciﬁc employee(s ) who are held accountable for progress and monitor such progress on an on - going basis, ( b ) set and consistently seek toachieve speciﬁc, meaningful and measurable objectives for carrying out such obligation, and ( c ) consistently make and implement decisions andallocate resources designed to advance progress with respect to such objectives