definiens: means any Person that, directly or indirectly, controls, is controlled by or is under common control with aParty for so long as such control exists, where means the decision - making authority as to such Person and, further, where such control shall be presumed to exist where a Person owns more than fifty percent ( 50 % ) of theequity ( or such lesser percentage which is the maximum allowed to be owned by a foreign corporation in a particularjurisdiction ) entitled to vote regarding composition of the board of directors or other body entitled to direct the affairs ofthe entity . For purposes of this Agreement, ( i ) WuXi AppTec ( Cayman ) Inc., SynTheAll Pharmaceutical Co., Ltd., andWuXi NextCode Genomics, Inc., and their respective subsidiaries, are expressly excluded from being, and shall notbe deemed, an Affiliate of WuXi and ( ii ) PACT Pharma, Inc. and its respective subsidiaries, are expressly excludedfrom being, and shall not be deemed, Affiliates of Arcus