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Customer will be responsible for all Transaction Taxes. Transaction Taxes will be included in <br />Xerox's invoice unless Xerox receives proof of Customer's tax exempt status. Customer shall not <br />be responsible for Excluded Taxes. <br />GEN 1.4 — RESERVED. <br />GEN 1.5 — RESERVED. <br />GEN 1.6 — CUSTOMER RESPONSIBILITIES <br />Customer agrees to perform its responsibilities under this Agreement in support of the Services, <br />Maintenance Services, or Products in a timely manner. Customer agrees: <br />a. that Products acquired hereunder are ordered for Customer's (or its Affiliates') own <br />internal business use (rather than resale, license and/or distribution outside of <br />Customer's organization) and will not be used for personal, household or family <br />purposes; <br />b. to (1) provide Xerox and its agents with timely and sufficient access, without charge, to <br />Customer Facilities required by Xerox to perform Services and Maintenance Services <br />and/or provide Products, and (2) ensure that Customer Facilities are suitable for the <br />Services, Maintenance Services and/or Products, safe for Xerox personnel, and fully <br />comply with all applicable laws and regulations, including without limitation any federal, <br />state and local building, fire and safety codes; <br />C. to provide Xerox and its agents with timely and sufficient use of and access, without <br />charge, to Customer Assets required by Xerox to perform Services and Maintenance <br />Services and/or provide Products, and to grant Xerox and its agents sufficient rights to <br />use, access and, if agreed, modify the same; <br />d. to acquire or continue maintenance, repair and software support services, without <br />charge to Xerox, for all Customer Assets that Customer permits Xerox to use or <br />access; <br />e. to maintain the manufacturer's maintenance agreement for any Third Party Products; <br />f. to provide Xerox with access to appropriate members of Customer personnel, as <br />reasonably requested by Xerox, in order for Xerox to perform the Services and <br />Maintenance Services and/or provide Products; <br />g. to respond to and provide such documentation, data and other information as Xerox <br />reasonably requests in order for Xerox to perform the Services and Maintenance <br />Services and/or provide Products; <br />h. to contract for the minimum types and quantities of Equipment and Consumable Supplies <br />required by Xerox to perform the Services and Maintenance Services; <br />i. that, as between Xerox and Customer, Customer alone is responsible for backing up its <br />Customer Content and Xerox shall not be responsible for Customer's failure to do so; <br />j. that as between Xerox and Customer, Customer alone is responsible for determining <br />whether Customer Content provided to Xerox (i) is libelous, defamatory or obscene, or <br />(ii) may be duplicated, scanned or imaged without violating a third party's intellectual <br />property rights; and <br />k. to provide contact information for Equipment such as name and address of Customer <br />contact. <br />GEN 1.7— WARRANTIES <br />Mutual Warranties. Each party represents and warrants to the other, as an essential <br />part of this Agreement, that: <br />it is duly organized and validly existing and in good standing under the laws <br />of the state of its incorporation or formation; <br />this Agreement and the Orders hereunder have been duly authorized by all <br />appropriate corporate action for signature; and <br />FL -University of So. Florida Master Agreement (Schedule A) <br />11/26/2017 <br />211 <br />