definiens: means, with respect to a Party, any Person direct ly or indirectly controlling, controlled by, or under common control with, such Party . For purpo ses of this definition only, the term ( including the terms and ) as used in this context, means the direct o r indirect ability or power to direct or Execution Copy cause the direction of management policies of a Per son or otherwise direct the affairs of such Person, whether through ownership of equity, voting securities, ben eficial interest, by contract or otherwise . For cla rity, [COMPANY] and Licensee shall not be deemed Affiliates . In add ition, Affiliate shall not include any Acquirer of a Party or of any of its Affiliates, where means, with respect to a Party or its Affiliate, any Third Party that, directly or indirectly, comes to control such Party or such Affiliate, or any Third Party which acquir es such Party or such Affiliate, whether by merger or otherwise