definiens: shall mean, with respect to any Per son, another Person which controls, is controlled by or is under common control with such Person . A P erson 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, whether through the ownership of voting securities, by contract or othe rwise . Without limiting the generality of the foreg oing, a Person shall be deemed to control another Person if any of the following conditions is met : ( i ) in the case of corporate entities, direct or indirect ownership of more than fifty percent ( 50 % ) of the stock or shar es having the right to vote for the election of directors, and ( i i ) in the case of non - corporate entities, direct or indirect ownership of more than fifty percent ( 50 % ) of the e quity interest with the power to direct the managem ent and policies of such non - corporate entities . The partie s acknowledge that in the case of certain entities organized under the Laws of certain countries outside the Uni ted States, the maximum percentage ownership permit ted by Law for a foreign investor may be less than fifty p ercent ( 50 % ), and that in such case such lower perc entage shall be substituted in the preceding sentence, pro vided that such foreign investor has the power to d irect the management and policies of such entity . For the pur poses of this Agreement, in no event shall the Inve stor or any of its Affiliates be deemed Affiliates of the Compa ny or any of its Affiliates, nor shall the Company or any of its Affiliates be deemed Affiliates of the Investor or any of its Affiliates