definiens: means any corporation, compan y, partnership, joint venture and/or firm which controls, is controlled by or is under common control with a party . For purposes of this Paragraph 1.1, shall mean : 1.1.1 in the case of corporate entities, direct or indirect ownership of at least fifty percent ( 50 % ) of the st ock or shares having the right to vote for the election of directors, and 1.1.2 in the case of non - corporate enti ties, direct or indirect ownership of at least fifty percent ( 50 % ) of the eq uity interest with the power to direct the management and policies of such non - c orporate entities, provided, however, that, for purposes of this Agreement, the term shall not include any entity with respect to which there is a contractual restriction on the right to 2 elect a majority of the directors or to otherwise d irect the management and policies of such entity, until such time as such re strictions are no longer in effect