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Excluded Taxes means (i) Taxes on Xerox's income, capital, employment, (ii) Taxes for the
<br />privilege of doing business, and (iii) personal property tax on Equipment rented or leased to
<br />Customer under this Agreement.
<br />Leased Equipment means Equipment that Xerox leases to a Customer under this Agreement and
<br />an Order.
<br />Maintenance Releases or Updates means new releases of the Base Software or Application
<br />Software that primarily incorporate coding error fixes and are designated as "Maintenance
<br />Releases."
<br />Maintenance Services means regularly scheduled or required maintenance of Equipment to keep
<br />the Equipment in good working order.
<br />Module means a specific set of terms and conditions. This Agreement is grouped into Modules. The
<br />GEN Module is applicable to all Services and Products provided hereunder, while the other Modules
<br />are applicable specifically to Services or to certain Product order types, as specified in this
<br />Agreement.
<br />Non -Affiliated Eligible Entity(ies) means an entity who is not a Customer Direct Affiliate and is
<br />authorized to order under this Master Agreement.
<br />Order means a document that Xerox requires for processing of orders for Services, Maintenance
<br />Services and/or Products hereunder, which may specify the contracting parties and location(s) where
<br />the foregoing will be provided; Customer's requested shipment date; the Products that Customer
<br />will purchase, lease, rent or license; the Services and/or Maintenance Services that Xerox will
<br />provide; the applicable Charges and expenses; the term during which the Services, Maintenance
<br />Services and/or Products described therein shall be provided; the Xerox -provided contract number;
<br />and any applicable SLAB. An Order may be in the form of a Xerox Order Agreement ("XOA"), a
<br />Services and Solutions Order ("SSO"), or a Customer -issued PO. A Statement of Work may be part
<br />of an Order for Services, but cannot function as a stand-alone ordering document.
<br />Output of Services means electronic images created by scanning tangible documents containing
<br />Customer Content, all full or partial copies (tangible and intangible) of Customer Content, and all
<br />Data, reports (other than Assessments) and other documentation, photographs, images, impressions,
<br />data and other materials (tangible and intangible) created by Xerox and delivered to Customer under
<br />an Order, but does not include Software, or Third Party Software, or Xerox Intellectual Property.
<br />Periodic Minimum Charge (sometimes referred to as "Monthly Minimum Charge", "MMC" or
<br />"Lease Minimum Payment") means a fixed, regularly -recurring charge that (along with any
<br />additional print charges) covers the cost for the Equipment's or Third Party Hardware's use and, for
<br />Equipment, Maintenance Services. The Periodic Minimum Charge may include, if applicable, a
<br />periodic minimum number of prints ("Minimum Prints"), meaning a fixed number of prints that
<br />are included as part of the Periodic Minimum Charge, and other amounts as agreed to including, but
<br />not limited to, Consumables, Software, Third Party Software, Services, lease buyout funds, monthly
<br />equipment component amounts from previous contracts, amounts being financed or refinanced,
<br />analyst services, and/or customer training.
<br />Privacy Laws means all applicable state, federal, and international laws relating to data privacy,
<br />trans -border data flows and data protection.
<br />Product means Software, Equipment, Third Party Products or Consumables supplied by Xerox.
<br />Purchased Equipment means Equipment or Third Party Hardware that Xerox sells to Customer
<br />under this Agreement and an Order.
<br />FL -University of So. Florida Master Agreement 4 11/24/20,171
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