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Order hereunder, which shall be considered an original and shall be admissible in any action to enforce said Agreement or Order C. Amendment. All changes to this Agreement must be made in a writing signed by Customer and Xerox. Any amendment of this Agreement shall not affect the obligations of either party under any then existing Orders, which shall continue in effect unless the amendment expressly states that it applies to such existing Orders. d. No Waiver and Severability. The failure by Customer or Xerox to insist upon strict performance of any of the terms and conditions in this Agreement or to exercise any rights or remedies will not be construed as a waiver of the right to assert those rights or to rely on that term or condition at any time thereafter. If any provision is held invalid by any arbitrator or any court under applicable law, such provision shall be deemed to be restated as nearly as possible to reflect the original intention of the parties in accordance with applicable law. The remainder of this Agreement shall remain in full force and effect. e. Independent Contractors. Xerox shall perform all Services hereunder in the capacity of independent contractor and not as Customer's employee, agent or representative. L Assignment. Neither party may assign this Agreement and any Order(s) hereunder without the prior written consent of the other party. In the event of an approved assignment by Xerox for the purposes of securitizing a pool of assets or as part of a third party financial transaction, Xerox, without notice to the Customer, may release information it has about the Customer and this Agreement. In the event of a permitted assignment by Xerox for the purposes of securitizing a pool of assets or as part of a third party financial transaction, Xerox, without further notice to the Customer, may release financial information it has about the Customer and this Agreement. Each successive assignee of Xerox will have all of the rights, but none of the obligations, of Xerox pursuant to this Agreement. Customer will continue to look to Xerox for performance of Xerox's obligations hereunder, and Customer hereby waives and releases any assignees of Xerox from any such claim. Customer will not assert any defense, counterclaim or setoff that Customer may have or claim against Xerox against any assignee of Xerox. g. Communication Authorization. Customer authorizes Xerox or its agents to communicate with Customer by any electronic means (including cellular phone, email, automatic dialing and recorded messages) using any phone number (including cellular) or electronic address that Customer provides to Xerox. h. Limitation on Charges. In no event will Xerox charge or collect any amounts in excess of those allowed by applicable law. Any part of an Order that would, but for this subsection GEN 1.23.h., be construed to allow for a charge higher than that allowed under any applicable law, is limited and modified by this Section to limit the amounts chargeable under such Order to the maximum amount allowed by law. If, in any circumstances, an amount in excess of that allowed by law is charged or received, such charge will be deemed limited to the amount legally allowed and the amount received by Xerox in excess of that legally allowed will be applied to the payment of amounts owed or will be refunded to Customer. i. Order of Precedence. This Agreement, including all Schedules hereto, constitutes the entire agreement between the parties as to the subject matter and supersedes all prior and contemporaneous oral and written agreements regarding the subject matter hereof and neither party has relied on or is relying on any other information, representation, discussion or understanding in entering into and completing the transactions contemplated in this Agreement. The parties agree FL -University of So. Florida Master Agreement 22 11/24/2oil 89