definiens: means a corporation, partnership, trust or other entity that directly, or indirectly through one ormore intermediates, controls, is controlled by or is under common control with a specified Party but only for so longas such relationship exists . For such purposes, and shall meanthe possession of the power to direct or cause the direction of the management and policies of an entity, whetherthrough the ownership of voting equity, voting member or partnership interests, control of a majority of the board ofdirectors or other similar body, by contract or otherwise . In the case of a corporation, the direct or indirect ownershipof fifty percent ( 50 % ) or more of its outstanding voting shares or the ability otherwise to elect a majority of the boardof directors or other managing authority of the entity shall in any event be presumptively deemed to confer control, itbeing understood that the direct or indirect ownership of a lesser percentage of such shares shall not necessarilypreclude the existence of control . Anything to the contrary in this paragraph notwithstanding, [ * * * ] and any corporation, partnership, trust or other entity controlled directly or indirectly by [ * * * ], shall not be deemed an Affiliate of Licenseeunless Licensee provides written notice to [COMPANY] of its desire to include [ * * * ] as an Affiliate of Licensee and [ * * * ] agrees in writing to be bound by the terms and conditions of this Agreement . Notwithstanding the precedingprovisions, once an entity ceases to be an Affiliate of Licensee, then such entity shall, without any further action, cease to have any rights, including license and sublicense rights, under this Agreement that it has by reason of beingan Affiliate and any and all [COMPANY] Know - How ( excluding [COMPANY] Generic Know - How ) or ConfidentialInformation of [COMPANY] transferred to such entity while it was an Affiliate under this Agreement shall be returned toLicensee within thirty ( 30 ) days of the time such entity ceases to be an Affiliate