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C. Exclusions. The obligations of confidentiality will not apply to any Confidential Information that: (i) was publicly available prior to, at the time of, or subsequent to the date of disclosure through no fault of the receiving party; (ii) was rightfully in the receiving party's possession or the possession of any third party free of any obligation of confidentiality; or (iii) was developed by the receiving party's employees or agents independently of and without reference to any of the disclosing party's Confidential Information. d. Return of Information. Upon termination or expiration of an Order or Services Contract, except as otherwise set forth in this Agreement, the receiving party will deliver or return to the disclosing party, or destroy (at the disclosing party's request) all Confidential Information of the disclosing party that is related to such terminated or expired Order or Services Contract and is in the possession of the receiving party; provided, however, that terms regarding removal of Customer Confidential Information stored on hard drives on Equipment owned by Xerox, and any costs associated with such removal, will be set forth in the applicable Order. e. Duration of Confidentiality Obligation. The obligations set forth in this Section shall continue for 1 year after termination or expiration of this Agreement or the Order under which such Confidential Information was disclosed, whichever occurs later. Notwithstanding the foregoing, unless one or more of the exclusions in Section GEN 1.13(b) applies, the Customer's confidentiality obligations with respect to Xerox Intellectual Property, Xerox Tools and Xerox Customer Tools shall continue so long as they continue to be trade secrets as defined by § 688.002(4), Florida Statutes, as applicable. f. Customer Technical Confidential Information. The parties do not intend for Customer to disclose confidential technical information, which includes, but is not limited to, computer programs, source code and algorithms, and Customer will only disclose such information under a separate negotiated non -disclosure agreement. g. Residual Rights. Each party understands that the other party shall be free to use, for any purpose, the Residuals resulting from access to Confidential Information as a result of the performance of its obligations under an Order, provided that such party shall maintain the confidentiality of such Confidential Information as provided herein. Neither party shall pay royalties for any work resulting from the use of Residuals. However, the foregoing shall not be deemed to grant either party a license under the other's copyrights or patents. GEN 1.14 Data Protection/Privacy a. Customer as Controller. The parties acknowledge and agree that Customer will be the controller of the Customer Content for purposes of all Privacy Laws, with rights to determine the purposes for which the Customer Content is processed and, so long as not inconsistent with, or an expansion of, Xerox's Services obligations hereunder, the means of processing, and nothing in this Agreement will restrict or limit in any way Customer's rights or obligations as owner or controller of the Customer Content. As such controller of the Customer Content, Customer directs Xerox to process the Customer Content exclusively in accordance with the terms of this Agreement, applicable Order and subsequent instructions from Customer, so long as such instructions are not inconsistent with or an expansion of Xerox's Services obligations hereunder. Customer agrees to comply with all applicable Privacy Laws. FL -University of So. Florida Master Agreement 18 11/24/2o1185