definiens: means, with respect to a person, organization or entity, any person, organization or entity controlling, controlled by orunder common control with, such person, organization or entity . For purposes of this definition only, of another person, organizationor entity will mean the possession, directly or indirectly, of the power to direct or cause the direction of the activities, management or policiesof such person, organization or entity, whether through the ownership of voting securities, by contract or otherwise . Without limiting theforegoing, control will be presumed to exist when a person, organization or entity ( a ) owns or directly controls fifty percent ( 50 % ) or more ofthe outstanding voting stock or other ownership interest of the other organization or entity or ( b ) possesses, directly or indirectly, the powerto elect or appoint fifty percent ( 50 % ) or more of the members of the governing body of the other organization or entity . The partiesacknowledge that in the case of certain entities organized under the laws of certain countries outside of the United States, the maximumpercentage ownership permitted by law for a foreign investor may be less than fifty percent ( 50 % ), and that in such cases such lowerpercentage will be substituted in the preceding sentence