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access the Non -Public Data or Personal Data.
<br />Disabling Code means computer instructions or programs, subroutines, code,
<br />instructions, data or functions, (including but not limited to viruses, worms, date bombs
<br />or time bombs), including but not limited to other programs, data storage, computer
<br />libraries and programs that self -replicate without manual intervention, instructions
<br />programmed to activate at a predetermined time or upon a specified event, and/or
<br />programs purporting to do a meaningful function but designed for a different function,
<br />that alter, destroy, inhibit, damage, interrupt, interfere with or hinder the operation of the
<br />Purchasing Entity's' software, applications and/or its end users processing environment,
<br />the system in which it resides, or any other software or data on such system or any
<br />other system with which it is capable of communicating.
<br />Embedded Software means one or more software applications which permanently
<br />reside on a computing device.
<br />Fulfillment Partner means a third -party contractor qualified and authorized by
<br />Contractor, and approved by the Participating State under a Participating Addendum,
<br />who may, to the extent authorized by Contractor, fulfill any of the requirements of this
<br />Master Agreement including but not limited to providing Services under this Master
<br />Agreement and billing Customers directly for such Services. Contractor may, upon
<br />written notice to the Participating State, add or delete authorized Fulfillment Partners as
<br />necessary at any time during the contract term. Fulfillment Partner has no authority to
<br />amend this Master Agreement or to bind Contractor to any additional terms and
<br />conditions.
<br />Intellectual Property means any and all patents, copyrights, service marks,
<br />trademarks, trade secrets, trade names, patentable inventions, or other similar
<br />proprietary rights, in tangible or intangible form, and all rights, title, and interest therein.
<br />Lead State means the State centrally administering any resulting Master Agreement(s).
<br />Master Agreement means the underlying agreement executed by and between the Lead
<br />State, acting on behalf of the NASPO ValuePoint program, and the Contractor, as now or
<br />hereafter amended.
<br />NASPO ValuePoint is the NASPO Cooperative Purchasing Organization LLC, doing
<br />business as NASPO ValuePoint, a 501(c)(3) limited liability company that is a subsidiary
<br />organization the National Association of State Procurement Officials (NASPO), the sole
<br />member of NASPO ValuePoint. NASPO ValuePoint facilitates administration of the
<br />NASPO cooperative group contracting consortium of state chief procurement officials
<br />for the benefit of state departments, institutions, agencies, and political subdivisions and
<br />other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit
<br />organizations, etc.) for all states, the District of Columbia, and territories of the United
<br />States. NASPO ValuePoint is identified in the Master Agreement as the recipient of
<br />reports and may perform contract administration functions relating to collecting and
<br />Attachment A: Page 2 of 31
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