definiens: means, with respect to a Person, any other Person that, directly or indirectly, through one or moreintermediaries, controls, is controlled by or is under common control with such first Person . For purposes of thisdefinition, and, with correlative meanings, the terms and mean(a ) the possession, directly or indirectly, of the power to direct the management or policies of a business entity, 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 50 % of the voting securities or other ownershipinterest of a business entity ( or, with respect to a limited partnership or other similar entity, its general partner orcontrolling entity ) . For clarity, none of Shionogi & Co., Ltd., BMS or any of their affiliates is an Affiliate of Seller