“Affiliate” means, with respect to any entity, any other entity that, directly or indirectly, controls, is controlled by or is under common control with, such entity. An entity is regarded as in control of another entity if it # owns or controls, directly or indirectly, more than 50% of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # has the power to direct or cause the direction of the management or policies of such entity, whether through the ownership of voting securities, by contract or otherwise.

“Affiliate”. “Affiliate” means, with respect to anya person, organization or entity, any otherperson, organization or entity that, directly or indirectly, controls, iscontrolling, controlled by or is under common control with, such person, organization or entity. An entity is regarded as in controlFor purposes of this definition only, “control” of another person, organization or entity if it # owns or controls,will mean the possession, directly or indirectly, more than 50% of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # has the power to direct or cause the direction of the activities, management or policies of such person, organization or entity, whether through the ownership of voting securities, by contract or otherwise. Without limiting the foregoing, control will be presumed to exist when a person, organization or entity # owns or directly controls fifty percent (50%) or more of the outstanding voting stock or other ownership interest of the other organization or entity or # possesses, directly or indirectly, the power to elect or appoint fifty percent (50%) or more of the members of the governing body of the other organization or 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 foreign investor may be less than fifty percent (50%), and that in such cases such lower percentage will be substituted in the preceding sentence.

“Affiliate” means, as of any point in time and for so long as such relationship continues to exist with respect to any entity,Person, any other entity that, directly or indirectly,Person that controls, is controlled by or is under common control with,with such entity. An entity isPerson. A Person shall be regarded as in control of another entityPerson if it # owns or controls,controls at least fifty percent (50%) of the equity securities of the subject Person entitled to vote in the election of directors or # possesses, directly or indirectly, more than 50% of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # has the power to direct or cause the direction of the management or policies of any such entity, whetherPerson (whether through the ownership of voting securities,securities or other ownership interests, by contract or otherwise. otherwise).

“Affiliate” means, with respect tomeans any entity, any other entity that,(other than the Company and its Subsidiaries) that the Company, directly or indirectly, controls, is controlled by or is under common control with, such entity. An entity is regarded as in controldetermined by the possession of another entity if it # owns or controls, directly or indirectly, more than 50% of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # has the power to direct or cause the direction of the management or policies of such entity, whether through theentity (through ownership of voting securities, by contract or otherwise. otherwise).

“Affiliate” means, with respect to any entity, “Affiliate” of an entity means any other entity that, directlywhich (directly or indirectly, controls,indirectly) is controlled byby, controls or is under common control with,with such entity. AnFor the purposes of this definition, the term “control” (including, with correlative meanings, the terms “controlled by” and “under common control with”) as used with respect to an entity is regarded asmeans # in controlthe case of another entity if it # ownsa corporate entity, direct or controls, directly or indirectly, more than 50%indirect ownership of the total combined voting power of such entity, # has the right to appoint directorssecurities entitled to cast a majorityat least fifty percent (50%) of the votes on each matter presented toin the boardelection of directors or other governing body# in the case of such entitya non-corporate entity, direct or # hasindirect ownership of at least fifty percent 50%) of the equity interests with the power to direct or cause the direction of the management orand policies of such entity, whether through theprovided that if local law restricts foreign ownership, control shall be established by direct or indirect ownership of voting securities,the maximum ownership percentage that may, under such local law, be owned by contract or otherwise. foreign interests.

“Affiliate” means, with respect toaffiliate” means any entity, any other entity that, directly or indirectly,that controls, is controlled byby, or is under common control with, such entity. An entity is regarded as in control of another entity if it # owns or controls, directly or indirectly, more than 50% of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # hasCompany, and “control” means the power to direct or cause the direction ofexercise a controlling influence over the management or policies of an entity, unless such entity, whether throughpower is solely the ownershipresult of voting securities, by contract or otherwise.an official position with such entity; and

“Affiliate”"Affiliate" means, with respect to any person or entity, any otherperson or entity that,which directly or indirectly,indirectly controls, is controlled by or is under common control with,with such entity. An entity is regardedperson or entity, as applicable. As used in this definition, "control" (including, with correlative meanings, "controlled by" and "under common control of another entity if it # owns or controls,with") shall mean possession, directly or indirectly, more than 50%indirectly of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # has the power to direct or cause the direction of the management or policies of such entity, whether(whether through the ownership of voting securities,securities or partnership or other ownership interests, by contract or otherwise. otherwise).

“Affiliate” means, with respectas to any entity,Person, any other entity that,Person which, directly or indirectly, controls,is in control of, is controlled byby, or is under common control with, such entity. An entity is regarded as in controlPerson. For purposes of another entitythis definition, a Person shall be deemed to be “controlled by” a Person if it # owns or controls,such Person possesses, directly or indirectly, power either # to vote 10% or more than 50% of the total combinedsecurities having ordinary voting power for the election of directors of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entityPerson or # has the power to direct or cause the direction of the management orand policies of such entity,Person whether through the ownership of voting securities, by contract or otherwise.

“Affiliate” means, with respectas to any person or entity, any other person or entity that, directly or indirectly, controls, isindirectly controlling or controlled byby, or is under direct or indirect common control with, such entity. An entity is regarded as in control of another entity if it # ownsperson or controls, directly or indirectly, more than 50% of the total combined voting power of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directors or other governing body of such entity or # has the power to direct or cause the direction of the management or policies of such entity, whether through the ownership of voting securities, by contract or otherwise. entity.

“Affiliate” means, with respectas to any entity,Person, any other entityPerson that, directly or indirectly, controls, is controlled by or is under common control with,with such entity. An entityPerson or is regarded as ina director or officer of such Person. For purposes of this definition, the term “control” (including the terms “controlling”, “controlled by” and “under common control with”) of another entity if it # ownsa Person means the possession, direct or controls, directly or indirectly, more than 50%indirect, of the total combinedpower to vote 5% or more of the voting powercapital stock of such entity, # has the right to appoint directors entitled to cast a majority of the votes on each matter presented to the board of directorsPerson or other governing body of such entity or # has the power to direct or cause the direction of the management orand policies of such entity,Person, whether through the ownership of such voting securities,capital stock, by contract or otherwise.