definiens: means a legal entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with an entity . For purposes of this definition only, and, with correlative meanings, the terms and means ( a ) the possession, directly or indirectly, of the power to direct the management or policies of a legal entity, whether through the ownership of 1 . voting securities or by contract relating to voting rights or corporate governance, or ( b ) the ownership, directly or indirectly, of more than 50 % of the voting securities or other ownership interest of a legal entity ; provided, that if local law restricts foreign ownership, control will be established by direct or indirect ownership of the maximum ownership percentage that may, under such local law, be owned by foreign interests . Notwithstanding the foregoing, for the purposes of this Agreement, none of the following persons shall be considered to be an of Kos or any of Kos 's Affiliates : ( i ) Michael Jaharis or the spouse or any sibling or lineal descendent of Michael Jaharis or their estates, ( ii ) any trust for the benefit of Michael Jaharis or the spouse or any sibling or lineal descendent of Michael Jaharis, or ( iii ) any corporation . limited liability company, partnership, limited partnership, or other entity that is beneficially owned or controlled by any of the persons in clauses ( i ) or ( ii ) above, other than Kos Pharmaceuticals, Inc. and its direct and indirect subsidiaries