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Confidential Information means information identified as confidential by the disclosing party
<br />which is provided by the disclosing party to the receiving party including, without limitation, trade
<br />secrets as defined by § 688.002(4), Florida Statutes. "Customer Confidential Information" means
<br />Confidential Information belonging to Customer and includes, without limitation, Customer
<br />Content. "Xerox Confidential Information" means Confidential Information belonging to Xerox and
<br />includes, without limitation, whether marked as such or not, any procedures manuals, Xerox Tools,
<br />Xerox Customer Tools and Xerox Intellectual Property.
<br />Consumables or Consumable Supplies vary depending upon the Equipment model, and include:
<br />(i) for black and white Equipment, standard black toner and/or dry ink, black developer, Copy
<br />Cartridges, and, if applicable, fuser agent required to make impressions; (ii) for full color Equipment,
<br />the items in (i) plus standard cyan, magenta, and yellow toners and dry inks (and their associated
<br />developers); and, (iii) for Equipment identified as "Phaser", only, if applicable, black solid ink, color
<br />solid ink, imaging units, waste cartridges, transfer rolls, transfer belts, transfer units, belt cleaner,
<br />maintenance kits, print Cartridges, drum Cartridges, waste trays and cleaning kits. Unless otherwise
<br />set forth in an Order, Consumable Supplies excludes paper and staples.
<br />Customer means University and Customer Direct Affiliate(s).
<br />Customer Assets means all hardware, software, assets, and facilities owned, leased, rented, licensed
<br />or controlled by Customer (including Existing Equipment and other equipment, fixtures, software,
<br />network and work space) and any services utilized by Customer that Customer makes available to
<br />Xerox to enable Xerox to provide Services or Products under an Order.
<br />Customer Confidential Information has the meaning set forth in Section DEF 1 (Confidential
<br />Information).
<br />Customer Content means documents, materials or data that Customer provides in hard copy or
<br />electronic format to Xerox, containing information about Customer or its clients, in order for Xerox
<br />to provide Services or Products under an Order.
<br />Customer Direct Affiliate means each of the Customer -identified "Direct Support Organizations"
<br />as defined by § 1004.28, Florida Statutes, that are authorized to order hereunder.
<br />Customer Facilities means those facilities controlled by Customer where Xerox performs Services
<br />or provides Products.
<br />Customer Intellectual Property means all intellectual property and associated intellectual property
<br />rights including patent, trademark, service mark, copyright, trade dress, logo and trade secret rights
<br />which exist and belong to Customer as of the Effective Date or that may be created by Customer
<br />after the Effective Date, excluding Xerox Confidential Information.
<br />Date of Installation means: (a) for Equipment (or Third Party Hardware) installed by Xerox, the
<br />date Xerox determines the Equipment (or Third Party Hardware) to be operating satisfactorily as
<br />demonstrated by successful completion of diagnostic routines and is available for Customer's use;
<br />and (b) for Equipment (or Third Party Hardware) designated as "Customer Installable," the
<br />Equipment (or Third Party Hardware) delivery date.
<br />Diagnostic Software means software embedded in or loaded onto Equipment and used by Xerox to
<br />evaluate or maintain the Equipment.
<br />Documentation means all manuals, brochures, specifications, information and software
<br />descriptions, in electronic, printed or camera-ready form, and related materials customarily provided
<br />by Xerox to customers for use with certain Products or Services.
<br />Effective Date means the date this Agreement goes into effect as set forth in the opening paragraph
<br />above.
<br />Eligible Entities mean both Customer Direct Affiliates and Non -Affiliated Eligible Entities.
<br />Equipment means Xerox -brand equipment.
<br />FL -University of So. Florida Master Agreement 3 11/24/201170
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