definiens: means, with respect to a Person, any other Person that, directly or indirectly, through one ( 1 ) or more intermediaries, controls, is controlled by or is under common control with such Person . For purposes of this definit ion, and, with correlative meanings, 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 votin g securities, by contract relating 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 other 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 owner ship 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 such foreign investor has the power to direct the management or p olicies of such entity