1E9Ct5D

["Provider Indemnitee" has the meaning set forth in Section 14.4.]["Provider Materials" means all devices, documents, data, know-how, methods,processes, software and other inventions, works, technologies and materials, includingany and all Service Software, Documentation, computer hardware, programs, reports andspecifications, client software and deliverables provided or used by Provider inconnection with performing the Services, in each case developed or acquired by theService Provider independently of this Agreement.]"Provider Personnel" means all employees and agents of Provider[, allSubcontractors and all employees and agents of any Subcontractor,] involved in theperformance of Services."Provider Security Officer" has the meaning set forth in Section 2.5(a)."Provider Service Manager" has the meaning set forth in Section 2.5(a)."Provider Systems" has the meaning set forth in Section 12.3."Receiving Party" has the meaning set forth in Section 10.1."Regulator" has the meaning set forth in Section 12.5.Section 12.4(b)."Reimbursable Expenses" has the meaning set forth in Section 8.4."Reject" has the meaning set forth in Section 4.2(b)."Rejection" has the meaning set forth in Section 4.2(b)."Release Event" has the meaning set forth in Section 19.2."Renewal Term" has the meaning set forth in Section 7.2."Representatives" means a party's [and its Affiliates' respective] employees,officers, directors, consultants, legal advisors [and, with respect to Provider, Provider'sSubcontractors,][ and, with respect to Customer, solely those of its independentcontractors or service providers that are Authorized Users]."Resolve" has the meaning set forth in Section 6.4(b)."Scheduled Downtime" has the meaning set forth in Section 5.3."Scheduled Uptime" means the total minutes in the Service Period."Secondary Backup Facility" has the meaning set forth in Section 13.1.5