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V. Excluded Taxes means (i) taxes on Xerox's income, capital, and employment, (ii) taxes <br />for the privilege of doing business, and (iii) personal property tax on Equipment rented or <br />leased to Customer under this Agreement. <br />w. Existing Equipment means devices which are leased, rented or owned by the Customer <br />outside of this Agreement, which are used to provide Services, and which remain subject <br />to the terms and conditions of the agreements under which they were originally acquired. <br />X. Existing Software means software licensed by the Customer outside of this Agreement <br />and which is used to provide the Services and which remains subject to the terms and <br />conditions of the agreements under which it was originally acquired. <br />y. Feature Releases means new releases of Software that include new content or <br />functionality. <br />Z. Force Majeure Event means a circumstance beyond a party's reasonable control, which <br />circumstances include, but are not limited to, the following: act of God (e.g., flood, <br />earthquake, wind); fire; war; act of a public enemy or terrorist; act of sabotage; strike or <br />other labor dispute; riot; misadventure of the sea; inability to secure materials and/or <br />transportation; or a restriction imposed by legislation, an order or a rule or regulation of a <br />governmental entity. <br />aa. Funds means collectively Amortized Services and Third Party Funds. <br />bb. Maintenance Releases or Updates means new releases of Software that primarily <br />incorporate coding compliance updates and error fixes and are designated as <br />"Maintenance Releases" or "Updates." <br />cc. Maintenance Services means required maintenance of Equipment to keep the Equipment <br />in good working order. <br />dd. Module means a specific set of terms and conditions contained in this Agreement that <br />is identified as a "Module." The Modules under this Agreement are the DEF, GEN, SVC, <br />EQP, EP, MS and SW Modules. <br />ee. Monthly Minimum Charge or MMC means the regular recurring Charge that is identified <br />in an Order and which, along with any additional print/impression charges, covers the <br />cost for the Services, Maintenance Services and/or Products. The MMC may also include <br />lease buyout funds, Funds, monthly equipment component amounts, remaining <br />Customer obligations from previous contracts, and amounts being financed or refinanced. <br />One-time items are billed separately from the MMC. <br />ff. Order means a document that Xerox requires for processing of orders for Services, <br />Maintenance Services and/or Products hereunder, which may specify the contracting <br />parties and location(s) where the foregoing will be provided; Customer's requested <br />shipment date; the Products that Customer will purchase, lease, rent or license; the <br />Services and/or Maintenance Services that Xerox will provide; the applicable Charges and <br />expenses; the term during which the Services, Maintenance Services and/or Products <br />described therein shall be provided; the Xerox -provided contract number; and any <br />applicable SLAs. An Order must reference the applicable Services Contract number, and <br />may also be in the form of a Services and Solutions Order ("SSO"), a Xerox Order <br />Agreement ("XOA") (which is used solely for an outright purchase by Customer under the <br />EP module of this Agreement) or a Customer -issued PO. A Statement of Work may be part <br />of an Order but cannot function as a stand-alone ordering document. <br />gg. Output of Services means electronic images created by scanning tangible documents <br />containing Customer Content, all full or partial copies (tangible and intangible) of <br />Customer Content, and all reports and other documentation, photographs, images, <br />impressions, and other materials (tangible and intangible) created by Xerox and delivered <br />to Customer under an Order, but shall not include Third Party Software, or Xerox <br />Intellectual Property. <br />hh. Privacy Laws means state, federal, and international laws relating to data privacy and <br />data protection as applicable to Xerox's performance of the Services. <br />FL -University of So. Florida Master Agreement (Schedule A) 3 11/26/2017 <br />207 <br />