definiens: shall mean, with respect to any person or entity, any other person or entity which controls, is controlled by or is under co mmon control with such person or entity . A person or entity shall be regarded as in control of another entity if it owns or controls, directly or indirectly, ( i ) in the case of corporate entities at least fifty percent ( 50 % ) ( or the maximum ownership inter est permitted by law ) of the equity securities in the subject entity entitled to vote in the election of directors and, ( ii ) in the case of an entity that is not a corporation, at least fifty percent ( 50 % ) ( or the maximum ownership interest permitted by la w ) of the equity securities or other ownership interests with the power to direct the management and policies of such subject entity or entitled to elect the corresponding management authority, provided, however, that the term shall not include subsidiaries or other entities in which a Party or its Affiliates owns a majority of the ordinary voting power necessary to elect a majority of the board of directors or other governing board, but is restricted from electing such majority by contract or otherwise, until such time as such restrictions are no longer in effect