XRX 10-K Annual Report Dec. 31, 2019 | Alphaminr
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XRX 10-K Fiscal year ended Dec. 31, 2019

Balance Sheet
Cash Flow
Income Statement
Debt
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management's Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1 Basis Of Presentation and Summary Of Significant Accounting PoliciesNote 2 Adoption Of New Leasing Standard - LesseeNote 3 Adoption Of New Leasing Standard - LessorNote 4 RevenueNote 5 Segment and Geographic Area ReportingNote 6 AcquisitionsNote 7 DivestituresNote 8 Accounts Receivable, NetNote 9 Finance Receivables, NetNote 10 Inventories and Equipment on Operating Leases, NetNote 11 - Land, Buildings, Equipment and Software, NetNote 12 Investment in Affiliates, At EquityNote 13 - Goodwill and Intangible Assets, NetNote 14 Restructuring ProgramsNote 15 - Supplementary Financial InformationNote 16 DebtNote 17 Financial InstrumentsNote 18 Fair Value Of Financial Assets and LiabilitiesNote 19 Employee Benefit PlansNote 20 - Income and Other TaxesNote 21 Contingencies and LitigationNote 22 - Preferred StockNote 23 Shareholders EquityNote 24 Stock-based CompensationNote 25 Other Comprehensive (loss) IncomeNote 26 Earnings Per ShareNote 27 Subsequent EventsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships, Related Transactions and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statements SchedulesItem 16. Form 10-k Summary

Exhibits

2(a) Agreement and Plan of Merger dated as of March 15, 2019, by and among Xerox Corporation, Xerox Holdings Corporation and Xerox Merger Sub., Inc. Incorporated by reference to Exhibit 2.1 to Xerox Corporation's Current Report on Form 8-K dated March 15, 2019. See SEC File Number 001-04471. 2(b) Separation and Distribution Agreement dated as of December 30, 2016 by and between Xerox Corporation and Conduent Incorporated. Incorporated by reference to Exhibit 2.1 to Xerox Corporation's Current Report on Form 8-K dated December 30, 2016. See SEC File Number 001-04471. 3 Certificate of Merger, dated July 31, 2019, of Xerox Merger Sub., Inc. into Xerox Corporation. Incorporated by reference to Exhibit 3.1 to Xerox Corporation's Current Report on Form 8-K dated July 31, 2019. See SEC File Number 001-04471. 3(a)(1) Restated Certificate of Incorporation of Xerox Corporation's filed with the Department of State of New York on July 31, 2019. Incorporated by reference to Exhibit 3.2 to Xerox Corporation's Report on Form 8-K dated July 31, 2019. See SEC File Number 001-04471. 3(a)(2) Restated Certificate of Incorporation of Xerox Holdings Corporation filed with the Department of State of New York on July 31, 2019. Incorporated by reference to Exhibit 3.2 to Xerox Holdings Corporation's Current Report on Form on Form 8-K dated July 31, 2019. See SEC File Number 001-39013. 3(b)(1) Amended and Restated By-Laws of Xerox Corporation dated July 31, 2019. Incorporated by reference to Exhibit 3.3 to Xerox Corporation's Ameded Current Report on Form 8-K dated July 31, 2019 (filed August 16, 2019). See SEC File Number 001-04471. 3(b)(2) Amended and Restated By-Laws of Xerox Holdings Corporation dated July 31, 2019. Incorporated by reference to Exhibit 3.3 to Xerox Holdings Corporation's Current Report on Form 8-K dated July 31, 2019. See SEC File Number 001-39013. 4(b)(1) Form of Amended and Restated Credit Agreement dated as of August 9, 2017 ("Credit Agreement") between Xerox Corporation and the Initial Lenders named therein, Citibank, N.A., as Administrative Agent, and Citigroup Global Markets Inc., J.P. Morgan Chase Bank. N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, BNP Paribas Securities Corp., Mizuho Bank, Ltd. and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as Joint Lead Arrangers and Joint Bookrunners. Incorporated by reference to Exhibit 4(b) to Xerox Corporation's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017. See SEC File Number 001-04471. 4(b)(2) Amendment No. 1 to Credit Agreement, dated as of February 15, 2018, among Xerox Corporation, certain Lenders signatory thereto, and Citibank, N.A., as administrative agent. Incorporated by reference to Exhibit 10.1 to Xerox Corporations Current Report on Form 8-K dated February 20, 2018. See SEC File Number 001-04471. 4(b)(3) Amendment No. 2 to Credit Agreement, dated as of July 31, 2019, among Xerox Corporation, Xerox Holdings Corporation, certain Lenders signatory thereto, and Citibank, N.A., as administrative agent. Incorporated by reference to Exhibit 4.0 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the quarter ended June 30, 2019. See SEC File Numbers 001-39013 and 001-04471. 4(c) Form of Indenture dated as of December 4, 2009 between Xerox Corporation and the Bank of New York Mellon, as trustee, relating to an unlimited amount of senior debt securities. Incorporated by reference to Exhibit 4(b)(5) to Post-Effective Amendment No. 1 to Xerox Corporation's Registration Statement No. 333-142900. See SEC File Number 001-04471. 4(d) Description of Xerox Holdings Corporation Capital Stock. *10(a)(1) Form of Separation Agreement (with salary continuance) - February 2010. Incorporated by reference to Exhibit 10(a)(1) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2009. See SEC File Number 001-04471. *10(a)(2) Form of Separation Agreement (without salary continuance) - February 2010. Incorporated by reference to Exhibit 10(a)(2) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2009. See SEC File Number 001-04471. *10(a)(3) Executive Salary Continuance Program effective March 1, 2017. Incorporated by reference to paragraph 10(a)(3) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(a)(4) Officer Severance Program, as amended and restated effective January 18, 2020. *10(b) Amended Letter Agreement dated April 17, 2019 between Xerox Corporation and Giovanni (John) Visentin. Incorporated by reference to Exhibit 10(b) to Xerox Corporation's Current Report on Form 8-K dated April 17, 2019. See SEC File Number 001-04471. *10(c) Compensation Plan Agreement, dated as of July 31, 2019 between Xerox Corporation and Xerox Holdings Corporation. Incorporated by reference to Exhibit 10(c).1 to Registrant Xerox Holdings Corporations and Xerox Corporation's Quarterly Current Reports on Form 10-Q for the Quarter ended June 30, 2016 8-K Dated July 31, 2019. See SEC File Numbers 001-39013 and 001-04471. *10(d)(1) Xerox Corporation's 2004 Equity Compensation Plan for Non-Employee Directors, as amended and restated as of July 31, 2019 ("2004 ECPNED"). Incorporated by reference to Exhibit 10(d)(1).3 to RegistrantXerox Holdings Corporation's Annual Current Report on Form 108-K for the fiscal year ended December 31, 2013 dated July 31, 2019. See SEC File Number 001-0447139013. *10(d)(2) Form of Agreement under 2004 ECPNED. Incorporated by reference to Exhibit 10(d)(2) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended March 31, 2005. See SEC File Number 001-04471. *10(d)(3) Form of Grant Summary under 2004 ECPNED. Incorporated by reference to Exhibit 10(d)(3) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended March 31, 2005. See SEC File Number 001-04471. *10(d)(4) Form of DSU Deferral under 2004 ECPNED. Incorporated by reference to Exhibit 10(d)(4) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended March 31, 2005. See SEC File Number 001-04471. *10(d)(5) Form of Deferred Stock Unit (DSU) Agreement under 2004 ECPNED. Incorporated by reference to Exhibit 10.13 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(d)(6) Form of DSU Award Summary under 2004 ECPNED. Incorporated by reference to Exhibit 10.14 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(d)(7) Form of Restricted Stock Unit (RSU) Agreement under 2004 ECPNED. Incorporated by reference to Exhibit 10.15 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(d)(8) Form of RSU Award Summary under 2004 ECPNED. Incorporated by reference to Exhibit 10.16 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(1) Xerox Corporation's 2004 Performance Incentive Plan, as amended and restated as of June 30, 2017 ("2017 PIP"). Incorporated by reference to Exhibit 10(e)(1) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2017. See SEC File Number 001-04471. *10(e)(2) Performance Elements for 2017 Executive Long-Term Incentive Program. Incorporated by reference to Exhibit 10(e)(2) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2017. See SEC File Number 001-04471. *10(e)(3) Amendment No. 1 dated February 1, 2018 to 2017 PIP. Incorporated by reference to Exhibit 10(e)(18) to Xerox Corporations Annual Report on Form 10-K for the year ended December 31, 2017.See SEC File Number 001-04471. *10(e)(4) Amendment to Certain Restricted Stock Unit award agreements under Registrants 2004 Performance Incentive Plan, as amended to date. Incorporated by reference to Exhibit 10(e)(28) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2016. See SEC File Number 001-04471. *10(e)(5) 2017 CEO Executive Long-Term Incentive Program Award Agreement (Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(30) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2016. See SEC File Number 001-04471. *10(e)(6) Annual Performance Incentive Plan for 2017 ("2017 APIP"). Incorporated by reference to Exhibit 10(e)(22) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(7) Form of Omnibus Award Agreement under ELTIP (1-year graded Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(27) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(8) Form of Omnibus Award Agreement under ELTIP (2-year graded Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(28) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(9) Form of Omnibus Award Agreement under ELTIP (3-year graded Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(29) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(10) Form of Omnibus Award Agreement under ELTIP (Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(30) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(11) Form of Omnibus Award Agreement under ELTIP (Retention Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(31) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(12) Form of Omnibus Award Agreement under ELTIP (Performance Shares). Incorporated by reference to Exhibit 10(e)(32) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(13) Form of Omnibus Award Agreement under ELTIP (Performance Shares and Restricted Stock Units). Incorporated by reference to Exhibit 10(e)(33) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2016. See SEC File Number 001-04471. *10(e)(14) Annual Performance Incentive Plan for 2018 ("2018 APIP"). Incorporated by reference to Exhibit 10(e)(30) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2018. See SEC File Number 001-04471. *10(e)(15) Performance Elements for 2018 Executive Long-Term Incentive Program ("2018 ELTIP"). Incorporated by reference to Exhibit 10(e)(31) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(16) Form of Omnibus Award Agreement under PIP; ELTIP; PSU & RSU (ratable). Incorporated by reference to Exhibit 10(e)(32) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(17) Form of Award Summary Under PIP; ELTIP; PSU & RSU (ratable). Incorporated by reference to Exhibit 10(e)(33) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(18) Form of Omnibus Award Agreement under PIP; ELTIP; RSU (ratable). Incorporated by reference to Exhibit 10(e)(34) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(19) Form of Award Summary Under PIP; ELTIP; RSU (ratable). Incorporated by reference to Exhibit 10(e)(35) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(20) Form of Omnibus Award Agreement under PIP; ELTIP: Stock Options. Incorporated by reference to Exhibit 10(e)(36) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(21) Form of Award Summary under PIP; ELTIP: Stock Options. Incorporated by reference to Exhibit 10(e)(37) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2017. See SEC File Number 001-04471. *10(e)(22) Amendment No. 2 dated May 14, 2018 to 2017 PIP. Incorporated by reference to Exhibit 10.5 to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2018. See SEC File Number 001-04471. *10(e)(23) Form of CEO Restricted Stock Award Agreement. Incorporated by reference to Exhibit 10.6 to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2018. See SEC File Number 001-04471. *10(e)(24) Amendment to CEO Option and Performance Share / Restricted Stock Unit Award Agreements. Incorporated by reference to Exhibit 10.7 to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2018. See SEC File Number 001-04471. *10(e)(25) Form of Restricted Stock Award Agreement. Incorporated by reference to Exhibit 10.1 to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended September 30, 2018. See SEC File Number 001-04471. *10(e)(26) Amendment No. 3 dated January 14, 2019 to 2017 PIP. Incorporated by reference to Exhibit 10(e)(42) to Xerox Corporations Annual Report on Form 10-K for the fiscal year ended December 31, 2018. See SEC File Number 001-04471. *10(e)(27) Annual Performance Incentive Plan for 2019 (renamed Management Incentive Plan for 2019). *10(e)(28) Performance Elements for 2019 Executive Long-Term Incentive Program. Incorporated by reference to Exhibit 10(e)(44) to Xerox Corporations Annual Report on Form 10-K for the fiscal year ended December 31, 2018. See SEC File Number 001-04471. *10(e)(29) Form of Omnibus Award Agreement under PIP; ELTIP; PSU & RSU (ratable). Incorporated by reference to Exhibit 10(e)(45) to Xerox Corporations Annual Report on Form 10-K for the fiscal year ended December 31, 2018. See SEC File Number 001-04471. *10(e)(30) Form of Omnibus Award Agreement under PIP; ELTIP; RSU (ratable). Incorporated by reference to Exhibit 10(e)(46) to Xerox Corporations Annual Report on Form 10-K for the fiscal year ended December 31, 2018. See SEC File Number 001-04471. *10(e)(31) Form of Omnibus Award Agreement under PIP; ELTIP; Stock Options. Incorporated by reference to Exhibit 10.3 to Xerox Corporation's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019. See SEC File Number 001-04471. *10(e)(32) Xerox Corporation's 2004 Performance Incentive Plan, as amended and restated as of July 31, 2019 (2019 PIP). Incorporated by reference to Exhibit 10.2 to Xerox Holdings Corporations Current Report on Form 8-K dated July 31, 2019. See SEC File No. 001-39013. *10(e)(33) Form of Performance Share Unit (PSU) Award Agreement under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.3 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(34) Form of Restricted Stock Unit (RSU) Award Agreement under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.4 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(35) Form of One-Year RSU Agreement under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.5 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(36) Form of Two-Year RSU Agreement under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.6 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(37) Form of Three-Year RSU Agreement under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.7 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(38) Form of Stock Option Agreement under Xerox Corporation 2005 Performance Incentive Plan. Incorporated by reference to Exhibit 10.8 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(39) Form of PSU Award Summary under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.9 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(40) Form of RSU Award Summaries under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.10 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(41) Form of Stock Option Award Summary under Xerox Corporation 2004 Performance Incentive Plan. Incorporated by reference to Exhibit 10.11 to Xerox Holdings Corporations and Xerox Corporations combined Quarterly Report on Form 10-Q for the Quarter ended June 30, 2019. See SEC File Nos. 001-39013 and 001-04471. *10(e)(42) Management Incentive Plan for 2020. *10(e)(43) Performance Elements for 2020 Executive Long-Term Incentive Program. 10(f) Commitment Letter, dated as of January 5, 2020, with Citigroup Global Markets Inc., Mizuho Bank, Ltd., and Bank of America, N.A. Incorporated by reference to Exhibit 10.1 to Xerox Holdings Corporation's Current Report on Form 8-K dated January 5, 2020. See SEC File Number 001-39013. *10(g)(1) 2004 Restatement of Xerox Corporation's Unfunded Supplemental Executive Retirement Plan, as amended and restated December 4, 2007 (2007 USERP). Incorporated by reference to Exhibit 10(g)(1) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2007. See SEC File Number 001-04471. *10(g)(2) Amendment dated December 4, 2007 to Xerox Corporation's 2007 USERP. Incorporated by reference to Exhibit 10(g)(2) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2007. See SEC File Number 001-04471. *10(g)(3) Amendment No. 1 dated December 11, 2008 to Xerox Corporation's 2007 USERP. Incorporated by reference to Exhibit 10(g)(3) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2008. See SEC File Number 001-04471. *10(g)(4) Amendment No. 2 dated April 28, 2011 to Xerox Corporation's 2007 USERP. Incorporated by reference to Exhibit 10(g)(4) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2011. See SEC File Number 001-04471. *10(g)(5) Amendment No. 3 dated December 7, 2011 to Xerox Corporation's 2007 USERP. Incorporated by reference to Exhibit 10(g)(5) to Xerox Corporation's Current Report on Form 8-K dated December 7, 2011. See SEC File Number 001-04471. *10(g)(6) Modification to vesting under Xerox Corporation's 2007 USERP. Incorporated by reference to paragraph (B) in Xerox Corporation's Current Report on Form 8-K dated March 25, 2016. See SEC File Number 001-04471. *10(h) 1996 Amendment and Restatement of Xerox Corporation's Restricted Stock Plan for Directors, as amended through February 4, 2002. Incorporated by reference to Exhibit 10(h) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2004. See SEC File Number 001-04471. *10(i) Letter Agreement dated June 8, 2018 between Xerox Corporation and Steven J. Bandrowczak. Incorporated by reference to Exhibit 10(i) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2018. See SEC File Number 001-04471. *10(j) Xerox Corporation's Deferred Compensation Plan for Executives, 2004 Restatement, as amended through August 11, 2004. Incorporated by reference to Exhibit 10(l) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended September 30, 2004. See SEC File Number 001-04471. 10(k) Separation Agreement dated May11, 2000 between Xerox Corporation and G. Richard Thoman, former President and Chief Executive Officer of Registrant. Incorporated by reference to Exhibit 10(n) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2005. See SEC File Number 001-04471. *10(l) Uniform Rule dated December 17, 2008 for all Deferred Compensation Promised by Xerox Corporation. Incorporated by reference to Exhibit 10(r) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2008. See SEC File Number 001-04471. *10(m) Form of Severance Agreement entered into with various executive officers, effective October 2010. Incorporated by reference to Exhibit 10(t) to Xerox Corporation's Annual Report on Form 10-K for the fiscal year ended December 31, 2010. See SEC File Number 001-04471. *10(n) Letter Agreement dated November 21, 2016 between Xerox Corporation and William F. Osbourn, Jr. Incorporated by reference to Exhibit 10(v) to Xerox Corporation's Current Report on Form 8-K dated December 2, 2016. See SEC File Number 001-04471. *10(o) Master Plan Amendment dated May 2, 2011 to Xerox Corporation-Sponsored Benefit Plans. Incorporated by reference to Exhibit 10(bb) to Xerox Corporation's Quarterly Report on Form 10-Q for the Quarter ended June 30, 2011. See SEC File Number 001-04471. 10(p) Stock Purchase Agreement dated as of November 5, 2019 by and among Fujifilm Holdings Corporation, Fujifilm Asia Pacific Pte. Ltd., Xerox Corporation, Xerox Limited and Fuji Xerox Co., Ltd. Incorporated by reference to Exhibit 2.1 to Xerox Holdings Corporation's Current Report on Form 8-K dated November 5, 2019. See SEC File Number 001-39013. 10(q)(1) 2006 Technology Agreement dated as of April 1, 2006 by and between Xerox Corporation and Fuji Xerox Co., Ltd. ("2006 Technology Agreement"). Incorporated by reference to Exhibit 99.4 to Xerox Corporation's Current Report on Form 8-K dated January 31, 2018. See SEC File Number 001-04471. 10(q)(2) Amendment No. 1, dated November 5, 2019, to 2006 Technology Agreement. Incorporated by reference to Exhibit 10.1 to Xerox Holdings Corporation's Current Report on Form 8-K dated November 5, 2019. See SEC File Number 001-39013. 10(r)(1) Master Program Agreement dated as of September 9, 2013 by and between Xerox Corporation and Fuji Xerox Co., Ltd. ("Master Program Agreement"). Incorporated by reference to Exhibit 99.5 to Xerox Corporation's Current Report on Form 8-K dated January 31, 2018. See SEC File Number 001-04471. 10(r)(2) Amendment No. 1, dated November 5, 2019, to Master Program Agreement. Incorporated by reference to Exhibit 10.2 to Xerox Holdings Corporation's Current Report on Form 8-K dated November 5, 2019. See SEC File Number 001-39013. 10(s) Transition Services Agreement dated as of December 30, 2016 by and between Xerox Corporation and Conduent Incorporated. Incorporated by reference to Exhibit 10.1 to Xerox Corporation's Current Report on Form 8-K dated December 30, 2016. See SEC File Number 001-04471. 10(t) Tax Matters Agreement dated as of December 30, 2016 by and between Xerox Corporation and Conduent Incorporated. Incorporated by reference to Exhibit 10.2 to Xerox Corporation's Current Report on Form 8-K dated December 30, 2016. See SEC File Number 001-04471. 10(u) Employee Matters Agreement dated as of December 30, 2016 by and between Xerox Corporation and Conduent Incorporated. Incorporated by reference to Exhibit 10.3 to Xerox Corporation's Current Report on Form 8-K dated December 30, 2016. See SEC File Number 001-04471. 10(v) Intellectual Property Agreement dated as of December 30, 2016 by and between Xerox Corporation and Conduent Incorporated. Incorporated by reference to Exhibit 10.4 to Xerox Corporation's Current Report on Form 8-K dated December 30, 2016. See SEC File Number 001-04471. 10(w) Trademark License Agreement dated as of December 30, 2016 by and between Xerox Corporation and Conduent Incorporated. Incorporated by reference to Exhibit 10.5 to Xerox Corporation's Current Report on Form 8-K dated December 30, 2016. See SEC File Number 001-04471. 21 Subsidiaries of Registrant. 23(a) Consent of PricewaterhouseCoopers LLP re Xerox Holdings Corporation. 23(b) Consent of PricewaterhouseCoopers LLP re Xerox Corporation. 31(a)(1) Certification of Xerox Holdings Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). 31(a)(2) Certification of Xerox Corporation CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a). 31(b)(1) Certification of Xerox Holdings Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). 31(b)(2) Certification of Xerox Corporation CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a). 32(a) Certification of Xerox Holdings Corporation CEO and CFO pursuant to 18 U.S.C. 1350 as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002. 32(b) Certification of Xerox Corporation CEO and CFO pursuant to 18 U.S.C. 1350 as adopted pursuant to 906 of the Sarbanes-Oxley Act of 2002.