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25. DEFINITIONS. a. "Confidential Information" means documents, data, work product and any other sources of information designated as confidential in writing by Client or Contractor, as applicable, and any other information that a party should reasonably know is confidential in light of the circumstances surrounding its disclosure. b. "Client Data" means any or all of the following, and all copies thereof, regardless of the form or media in which such items are held: (i) Confidential Information of Client, including, but not limited to, Personally Identifiable Information; (ii) data and/or information provided or submitted by or on behalf of Client or any Client Affiliate to Contractor regardless of whether considered Confidential Information; and (iii) data and/or information stored, recorded, processed, created, derived or generated by Contractor as a result of and/or as part of the Services, regardless of whether considered Confidential Information. c. "Documentation" means all publications and documentation relating to the use or operation of the Products, Software and Services provided hereunder, such as reference, user, installation, systems administration and technical guides. d. "Fees" mean the Product Costs, Service Fees and the Subscription Fees. e. "Service Fees" means the fees for Services performed by Contractor, as described in Exhibit A. f. "Services" mean the work performed by and/or available from Contractor, including the Installation Services, Subscription Services, Support Services and Training as may be more fully described in Contractor Agreement. g. "Software" means the computer software described as such in the Sensus Inc. Agreement, in machine-readable form only, as well as any Updates which may be provided pursuant to the terms of this Agreement. h. "Subscription Services" mean the hosting and processing Services performed by Sensus Inc. and Contractor, as described in the Sensus Contractor Agreement. i. "Subscription Services Fees" means the fees for Client's use of the Subscription Services, as described in Contractor Agreement. j. "Support Services" means the annual maintenance and support services provided by Contractor and Sensus Inc. k. "Support Services Fees" means the fees for Client's use of the Support Services, as described in Contractor Agreement. 1. "Training" means the instructional training provided by Contractor to Client regarding access to and proper use and operation of the Software and Services. in. "Updates" means minor enhancements, improvements, patches or modifications released to improve performance or fix errors in previous versions of software applications developed by Sensus Inc. or third -party - developers. n. "Upgrade" means a release of the software or a change to the existing software and/or hardware containing major new features, functionality and/or performance improvements that would enable the existing software and/or hardware configuration to perform to the level of the next version of the software and/or hardware configuration and is designed to replace the older software and/or hardware version of the same product and/or extend the useful life of that product. 26. COUNTERPARTS AND ELECTRONIC SIGNATURE. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original agreement and both of which shall constitute one and the same agreement. The counterparts of this Agreement may be executed and delivered by facsimile or other electronic signature (including portable document format) by either of the parties and the receiving party may rely on the receipt of such document so executed and delivered electronically or by facsimile as if the original had been received. Page 7