definiens: of any Person means any other Person, if any, ( a ) more than 50 % of whose outstanding shares of capital stoc k or other equity or voting securities or interests representing the right to vote for the election of directors or other managing authority of such other Person are, at the time of such determination, owned or controlled, directly or indirectly, by such f irst Person, but such other Person shall be deemed to be a Subsidiary only so long as such ownership or control exists, or ( b ) which does not have outstanding shares of capital stock or other equity or voting securities or interests with such right to vote, as may be the case in a partnership, joint venture or unincorporated association, but more than 50 % of whose ownership interest representing the right to make the decisions for such other Person is, at the time of such determination, owned or controlled, directly or indirectly, by such first Person, but such other Person shall be deemed to be a Subsidiary only so long as such ownership or control exists