definiens: means, ( a ) with respect to the efforts and resources to be expended by [COMPANY] with respect to any objective, a ctivity or decision to be undertaken with respect t o the Research, Development, Manufacture or Commercializa tion of a Potential Antibody, Research Compound, Research Product, Selected Research Compound, Selec ted Research Product, Licensed Compound or Licensed Product, the reasonable efforts and resources to ac complish such objective, activity or decision that would be comparable with the efforts and resources that AbbV ie would normally use in the exercise of its reason able business discretion to accomplish a similar objecti ve, activity or decision with respect to its own in ternally developed compound or product that is at a similar stage in its development or product life, is in a s imilar therapeutic and disease area and is of similar mark et potential taking into account all relevant facto rs ( including legal, medical, scientific, technical and commercia l factors ), including : ( i ) the potential profitabil ity of the product, ( ii ) the costs and risks of Developing, Manufacturi ng, having Manufactured, using and Commercializing the product, ( iii ) scientific, safety and regulatory co ncerns, ( iv ) product profile, ( v ) the competitivene ss of the marketplace and ( vi ) the proprietary position of th e product ; and ( b ) with respect to the efforts and resources to be expended by Voyager with respect to any objective, activity or decision to be undertaken with respect to the Research or Development of a Potential Antibody, Re search Compound, Research Product, Selected Researc h Compound or Selected Research Product, such reasona ble and good faith efforts and resources to accompl ish such objective, activity or decision that would be compa rable with the efforts and resources normally used in the biotechnology industry for research and development of novel biopharmaceutical products at a similar s tage in development without regard to the particular facts and circumstances of Voyager