definiens: means, with respect to a Person, any other Person that, directly or indirectly, through one ( 1 ) or more intermediaries, controls, iscontrolled by or is under common control with such Person . For purposes of this definition, and, with correlative meanings, the terms and means ( a ) the possession, directly or indirectly, of the power to direct the management orpolicies of a Person, whether through the ownership of voting securities, by contract relating to voting rights or corporate governance, orotherwise or ( b ) the ownership, directly or indirectly, of more than fifty percent ( 50 % ) of the voting securities or other ownership interest of aPerson ( or, with respect to a limited partnership or other similar entity, its general partner or controlling entity ) . The Parties acknowledge that inthe case of certain entities organized under the laws of certain countries outside of the United States, the maximum percentage ownershippermitted by law for a foreign investor may be less than fifty percent ( 50 % ), and that, in such case, such lower percentage shall be substituted inthe preceding sentence, provided that such foreign investor has the power to direct the management or policies of such entity