definiens: of Licensee ( or of a Sublicensee, respectively ) means any entity that, as of the applicable point in time during the term of thisAgreement, directly or indirectly controls Licensee ( or a Sublicensee, respectively ), is controlled by Licensee ( or a Sublicensee, respectively ), oris under common control with Licensee ( or a Sublicensee, respectively ) and is under obligations of or otherwise bound to terms of conﬁdentialitywith Licensee ( or Sublicensee, repectively ) . For purposes of this deﬁnition, means ( a ) having the actual, present capacity to elect amajority of the directors of such entity, or ( b ) having the power to direct at least ﬁfty percent ( 50 % ) of the voting rights entitled to elect directors ofsuch entity