definiens: means, with respect to a Party, any Person that, directly or indirectly, through one ( 1 ) or more intermediaries, controls, is controlled by or is under common control with such Party . For purposes of this definition, and, with correlative meaning s, the terms, and means ( a ) the possession, directly or indirectly, of the power to direct the management or policies of a Person, whether through the ownership of voting securities, by contract rel ating to voting rights or corporate governance, or otherwise ; or ( b ) the ownership, directly or indirectly, of more than fifty percent ( 50 % ) of the voting securities or other ownership interest of a Person ( or, with respect to a limited partnership or othe r similar entity, its general partner or controlling entity ) . The Parties acknowledge that in the case of certain entities organized under the laws of certain countries outside of the United States, the maximum percentage ownership permitted by law for a f oreign 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 such foreign investor has the power to direct the management or policies of such entity . Notwith standing the foregoing : ( i ) none of [ * * * ] shall be deemed an of Licensor or of each other, other than [ * * * ], which are Affiliates solely of each other ; and ( ii ) no company with substantially the same shareholders as Licensor or [ * * * ] shall be a n Affiliate of any of the Licensor, [ * * * ]