definiens: shall mean, with respect to any Person, another Person which controls, is controlled by, or is undercommon control with such Person . A Person shall be deemed to control another Person if such Person possesses, directly or indirectly, the power to direct or cause the direction of the management and policies of such Person, whetherthrough the ownership of voting securities, by contract, or otherwise . Without limiting the generality of the foregoing, aPerson shall be deemed to control another Person if any of the following conditions is met : ( a ) in the case of corporateentities, direct or indirect ownership of at least fifty percent ( 50 % ) of the stock or shares having the right to vote for theelection of directors, and ( b ) in the case of non - corporate entities, direct or indirect ownership of at least fifty percent(50 % ) of the equity interest with the power to direct the management and policies of such non - corporate entities . TheParties acknowledge that in the case of certain entities organized under the laws of certain countries outside of theUnited States, the maximum percentage ownership permitted by law for a foreign investor may be less than fifty percent(50 % ), and that in such case such lower percentage shall be substituted in the preceding sentence, provided that suchforeign investor has the power to direct the management and policies of such entity . For purposes of this Agreement, inno event shall [COMPANY] or any of its Affiliates be deemed Affiliates of Regeneron or any of its Affiliates nor shallRegeneron or any of its Affiliates be deemed Affiliates of [COMPANY] or any of its Affiliates . For purposes of this Agreement, neither [COMPANY] Pasteur nor Merial Limited, nor any of their respective subsidiaries or joint ventures, shall be deemed tobe Affiliates of [COMPANY] or any of its Affiliates