definiens: shall mean, ( a ) with respect to thl ; : University, any clinical or research entity that is operated or managed as a facility under the UPMC Health System, whether or not owned by University, and ( b ) with respect to the Liccnsee, any corporation or non - corpo rate business entity which controls, is controlled by, or is under common control with the Licensee . A corporation or non - corporate business entity shall be regarded as in control of another the Licensee if Licensee owns, or directly or indirectly controls, at least fifty percent ( 50 % ) of the voting stock of the other corporation, or ( i ) in the absence of the ownership of at least fifty percent ( 50 % ) of the voting stock of a corporation or ( iO in the case of a non - corporate business entity, or non - profit corporation, if it possesses the powcr to direct or eause the direction of thc management and policies of such corporation or non - corpora te business entity, as applicable