definiens: means, with respect to any Person, any corporatio n, limited liability company, partnership, association or other business entity o f which ( a ) if a corporation, a majority of the tot al voting power of shares of stock entitled ( without regard to the occurrence of any contingency ) to vote in the elect ion of directors, managers or trustees thereof is at the time owned o r controlled, directly or indirectly, by that Perso n or one ( 1 ) or more of the other Subsidiaries of that Person or a combination thereof, or ( b ) if a limited liability company, partnership, association or other business entity, a majority of the limited liability company, partne rship or other similar ownership interest thereof is at the time o wned or controlled, directly or indirectly, by any Person or one ( 1 ) or more Subsidiaries of that Person or a combin ation thereof . For purposes hereof, a Person or Per sons shall be deemed to have a majority ownership interest in a limited liability company, partnership, associati on or other business entity if such Person or Persons shall be allocated a majority of limited liability company, partnership, association or other business entity gains or losse s or shall be or control the managing director or g eneral partner of such limited liability company, partnership, ass ociation or other business entity