definiens: of Licensee ( or of a Sublicensee, respectively ) means any entity that, as of the applicable point intime during the term of this Agreement, directly or indirectly Controls Licensee ( or a Sublicensee, respectively),is Controlled by Licensee ( or a Sublicensee, respectively ), or is under common Control with Licensee ( or aSublicensee, respectively ) . means ( a ) having the actual, present capacity to elect a majority of thedirectors of such entity, ( b ) having the power to direct at least fifty percent ( 50 % ) of the voting rights entitled toelect directors of such entity, or ( c ) in any country where the local law will not permit foreign equity participationof a majority of the outstanding stock or voting rights of such entity, the ownership or control, directly orindirectly, of the maximum percentage of such outstanding stock or voting rights permitted by local law