Terms of Service
Master Terms of Service for
Meadows Workstation™/ Meadows Workflow™/ Meadows Workspace™
This MASTER TERMS OF SERVICE AGREEMENT (this “Agreement”) applies to and governs your use of and access to Meadows Workstation™, Meadows Workflow™, and/or Meadows Workspace™ software by download or installation, over the World Wide Web and/or through mobile applications and editions of any of the foregoing, including any versions thereof customized for you (collectively, the “Services”) by you and your Affiliates.
YOU ACCEPT AND AGREE TO THE TERMS OF THIS AGREEMENT BY (A) EXECUTING AN ORDER FORM FOR SUBSCRIPTION(S) TO THE SERVICES THAT REFERENCES THIS AGREEMENT, (B) REGISTERING TO USE OR OTHERWISE USING THE SERVICES, (C) CLICKING A BOX INDICATING YOUR AGREEMENT WITH THE TERMS OF THIS AGREEMENT, AND/OR (D) DOWNLOADING, INSTALLING, COPYING OR OTHERWISE USING ANY SOFTWARE FOR THE SERVICES. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR ANOTHER SUCH LEGAL ENTITY, YOU DO SO WITH FULL AUTHORITY AND WITH THE POWER TO BIND THAT COMPANY OR OTHER SUCH ENTITY TO THE TERMS HEREOF. IF YOU DO NOT AGREE WITH ALL OF THE TERMS OF THIS AGREEMENT, DO NOT REGISTER OR SUBSCRIBE FOR THE SERVICES OR OTHERWISE ACCEPT THE TERMS OF THIS AGREEMENT AND DO NOT ACCESS OR OTHERWISE USE THE SERVICES.
This Agreement is effective (“Effective Date”) on the earlier of (a) the date you accept this Agreement by clicking an “I Agree” button or otherwise indicate that you accept this Agreement (including through an Order Form), or (b) the date you (or an Affiliate) first access or use the Services.
For the purposes of this Agreement, the following capitalized terms will have the meanings set forth for each of them below:
“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with you, and that has been designated to receive Services under this Agreement.
“Confidential Information” means (a) any software utilized by MEADOWS (as defined below) in the provision of the Services and its respective source code; (b) each Party’s business or technical information, including but not limited to the Documentation, information relating to software plans, designs, costs, prices and names, business opportunities, personnel, research, development or know-how that is designated by the disclosing Party as “confidential” or “proprietary” or the receiving Party knows or should reasonably know is confidential or proprietary; and (c) any special pricing or other non-standard terms agreed to by the Parties in an Order Form or other separate written document.
“Documentation” means MEADOWS’s online user guides, documentation, and help and training materials, as may be updated by MEADOWS from time to time and any other materials provided by MEADOWS as part of the Services.
“User” means You or an individual authorized by You to use the Services.
“User Data” means all data, information or other material about a User that a User provides or submits to the Services.
“Order Form” means a separate ordering document, invoice or other documentation, which may be transmitted and signed electronically, that specifies the Services purchased hereunder, the applicable fees, and other terms as agreed to between the Parties. If an Order Form indicates that any Affiliates or Franchisees will be receiving Services hereunder, each of them will be bound by the terms of this Agreement as if they were an original party hereto.
“Third Party Materials” means any third party music, text, videos, photographs and other content, software, products, applications, websites, implementations or services that the Services link to or that interoperate with or are used in conjunction with the Services.
“Your Data” means any data, information or material provided or submitted by you and Affiliates to the Services and in conjunction with your use of the Services. Your Data may include User Data.
2. General Terms.
2.1 Agreement. This Agreement is a binding legal agreement between you and [Meadows Office Interiors] (“MEADOWS”, “we”, “us” or “our”). If you enter into this Agreement on behalf of a company or other legal entity, you represent and warrant that you have the legal authority to bind that entity and its Affiliates to this Agreement, and all references to “you” and “your” in this Agreement are referring to that entity. You and MEADOWS are also sometimes referred to in this Agreement individually as a “Party” and collectively as the “Parties”.
2.2 Changes to the Agreement. We may, in our sole discretion, make changes to this Agreement from time to time. If we make any material changes to the Agreement, we will post a change notice on the Services or will send registered users an email notice of such change. If you continue using the Services after any changes, it means you have accepted them. If you do not agree to any changes, you must stop using the Services, and you can terminate your account.
2.3 Supplemental Terms. Your use of, and participation in, certain Services may be subject to additional terms (“Supplemental Terms”) and such Supplemental Terms will either be listed in this Agreement or will be presented to you for your acceptance when you install or sign in to use such Services. If this Agreement is inconsistent with the Supplemental Terms, the Supplemental Terms will control with respect to the service with which it applies.
3.1 General. The Services will be made available to you in accordance with and subject to the and conditions provided herein, any Supplemental Terms, if applicable, and in accordance with the terms and conditions set out in an Order Form.
3.2 Changes to Services. MEADOWS may, at its discretion, make changes to the Services. If we make material changes to the Services we will post a change notice on the Services and/or we may send registered users an email notice of the change.
3.3. Third Party Materials. Although the Services may allow you to link to or interoperate with or are use Third Party Materials in conjunction with the Services, they are not “Services” under this Agreement and are not subject to any of the warranties, service commitments or other obligations with respect to Services hereunder. The User shall be responsible for obtaining rights for, and making all related payments with respect to, its use of Third Party Materials, including the clearance and/or license of all copyright, trademark, rights of publicity/privacy and other intellectual property rights related thereto.
4. Your Responsibilities.
4.1 Liability for Affiliates and Users. You are responsible for all activity occurring under your account. You will ensure that your Affiliates and Users comply with all of the provisions of this Agreement and any applicable local, state, national and foreign laws, including those related to data privacy and transmission of personal data, at all times while using the Services. Any reference in this Agreement to your “access” or “use” of Services (or similar phrase) is deemed to include access or use by Affiliates and Users, and any act or omission of an Affiliate or User that does not comply with this Agreement will be deemed a breach of this Agreement by you.
4.2 Data; Unauthorized Access; Maintaining Networks. You will: (a) have sole responsibility for the accuracy and quality of Your Data and for ensuring that your collection and use of Your Data complies with applicable laws, including those related to data privacy and transmission of personal data; (b) prevent unauthorized access to, or use of, the Services, and notify MEADOWS promptly of any unauthorized access or use; and (c) have sole responsibility for obtaining, maintaining and paying for any hardware, telecommunications, Internet and other services needed to use the Services.
4.3 Restrictions on Use. You and your Affiliates will not: (i) submit any infringing, obscene, defamatory, threatening, or otherwise unlawful or tortious material to the Services, including material that violates privacy rights; (ii) interfere with or disrupt the integrity or performance of the Services or the data contained therein; (iii) attempt to gain access to the Services or related systems or networks in a manner not permitted by this Agreement; (iv) post, transmit or otherwise make available through or in connection with the Services any virus, worm, Trojan horse, Easter egg, time bomb, spyware or other harmful computer code, files, scripts agents or programs; (v) restrict or inhibit any other person or entity from using the Services; (vi) remove any copyright, trademark or other proprietary rights notice from the Services; (vii) frame or mirror any portion of the Services, or otherwise incorporate any portion of the Services into any product or service; (viii) systematically download and store Services content; or (ix) use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather Services content, or reproduce or circumvent the navigational structure or presentation of the Services.
4.4 User Names and Passwords. MEADOWS may reject or require that you change any user name or password under your account. User names and passwords are for internal business use only and may not be shared with any third party, including any competitor of MEADOWS. You, and not MEADOWS, are responsible for any use or misuse of user names or passwords associated with your account.
5. Fees and Payment.
5.1 Payment Terms. You agree to pay MEADOWS the fees for the subscribed Services (“Subscription Fees”) and any other applicable fees stated on an Order Form or otherwise specified in this Agreement. All payment obligations under this Agreement are non-cancelable and all fees paid are non-refundable. Unless otherwise stated on an Order Form, fees must be paid in advance of each billing period. You agree to verify any information requested by MEADOWS for purposes of acknowledging or completing any payment.
5.2 Overdue Charges. Any amounts not received by the applicable due date may accrue late interest at 1.5% of the outstanding balance per month, or the maximum interest permitted by applicable law, whichever is less, plus costs of collection. Any amount not received by MEADOWS within thirty (30) days after the applicable due date will be deemed a material default under this Agreement, and MEADOWS will be entitled to either suspend the Services or terminate the Agreement in accordance with Section 8.2.
5.3 Changes in Fees. Upon notice to you, MEADOWS may increase any fees specified in an Order Form, provided the increase will not become effective until the expiration of the current Subscription Term. MEADOWS may increase any fees that are not specified in an Order Form at any time, with or without notice to you.
5.4 Taxes. Fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). You are responsible for paying all Taxes associated with purchases and transactions under this Agreement. If MEADOWS is legally required to pay or collect any Taxes on your behalf, MEADOWS will invoice you and you will pay the invoiced amount. For clarity, MEADOWS will be solely responsible for taxes assessed on MEADOWS based on its income.
6. Intellectual Property Rights.
6.1 MEADOWS Intellectual Property. MEADOWS owns all right, title and interest in and to the Services including, without limitation, all intellectual property rights therein. Subject to the limited rights expressly granted to you under this Agreement, MEADOWS reserves all rights, title and interest in and to the Services including, without limitation, all related intellectual property rights. MEADOWS’s service marks, logos and product and service names (the “MEADOWS Marks”) are owned by MEADOWS. You agree not to display or use any MEADOWS Marks in any manner without MEADOWS’s express prior written permission. Any trademarks, service marks and logos associated with Third Party Materials may be the property of the third party provider, and you should consult with their trademark guidelines before using any of their marks.
6.2 License Grant to You. Subject to the terms and conditions of this Agreement, MEADOWS hereby grants to you a limited, non-exclusive, non-transferable, non-sublicenseable, revocable license and right to use the Services set forth in an Order Form, during the Subscription Term and solely for your internal business purposes. You will not: (a) modify, copy or create any derivative works based on the Services; (b) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share, offer in a service bureau, or otherwise make the Services available to any third party, other than to Affiliates and Users as permitted herein; (c) reverse engineer or decompile any portion of the Services, including but not limited to, any software utilized by MEADOWS in the provision of the Services; (d) access or use (or allow a third party to access or use) the Services for competitive analysis or to build any competing products or services; (e) copy any features, functions, integrations, interfaces or graphics of the Services; or (f) otherwise use or exploit the Services in any manner not expressly permitted by this Agreement.
6.3 License Grant to MEADOWS. You hereby grant to MEADOWS and its affiliates a worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free license (a) to modify, copy, distribute and incorporate into the Services (without attribution of any kind) any suggestions, enhancement request, recommendations, proposals, correction or other feedback or information provided by you, Affiliates or Users relating to the Services or MEADOWS’s business. You also hereby grant a limited, non-exclusive, non-transferable, non-sublicenseable, revocable license and right to use your business name(s), trademarks, service marks or logos (collectively, “Your Marks”) in connection with providing the Services to you or your Users including, without limitation, use in any User branded Services requested by you. MEADOWS agrees that any use by MEADOWS of any of Your Marks will inure solely to the benefit and goodwill of your business. Other than those rights specifically granted to MEADOWS herein, all right, title and interest in and to Your Marks are expressly reserved by you.
7. Confidential Information. A Party will not disclose or use any Confidential Information of the other Party except: (a) as reasonably necessary to perform its obligations or exercise any rights granted pursuant to this Agreement; (b) with the other Party’s prior written permission; or (c) to the extent required by law or order of a court or other governmental authority or regulation. Each Party agrees to protect the other Party’s Confidential Information in the same manner that it protects its own Confidential Information of like kind, but in no event using less than a commercially reasonable standard of care. Confidential Information will not include any information that: (a) is or becomes generally known to the public without breach of any obligation owed to the disclosing Party; (b) was known to a Party prior to its disclosure by the other Party without breach of any obligation owed to the other Party; (c) was independently developed by a Party without breach of any obligation owed to the other Party; or (d) was or is received from a third party without breach of any obligation owed to the other Party.
8. Term, Termination and Suspension.
8.1 Term. Unless otherwise specified in an Order Form, the term of this Agreement will be month to month (“Subscription Term”). The Subscription Term commences on the Effective Date and will automatically renew on a monthly basis until either Party terminates in accordance with this Agreement. Either Party may terminate the Agreement at any time, for any reason or no reason, by providing notice to the other Party at least thirty (30) days before the end of the relevant Subscription Term. Unless otherwise specified in an Order Form, Subscription Fees during any automatic renewal term will revert to the current pricing in effect at the time such renewal term commences.
8.2 Termination for Cause. MEADOWS may terminate this Agreement, effective immediately upon notice to you, if you or an Affiliate are in material breach of this Agreement. In the event of a termination pursuant to this Section 8.2, in addition to other amounts you may owe MEADOWS, you must immediately pay any unpaid Subscription Fees associated with the remainder of the Subscription Term. In no event will any termination relieve you of your obligation to pay any fees payable to MEADOWS for the period prior to the effective date of termination.
8.3 Rights on Termination or Expiration. Upon termination or expiration of this Agreement (a) all Order Forms will automatically terminate and be of no force or effect; (b) you will have no rights to continue use of the Services and will cease accessing and/or using the Services; and (c) except as specified in the following paragraph, MEADOWS will have no obligation to maintain your Services account or to retain or forward any data to you or any third party, except as required by applicable law.
Upon request by you within thirty (30) days following termination of this Agreement, and provided that you have paid MEADOWS all amounts owed under this Agreement, MEADOWS will make Your Data available to you through MEADOWS’s standard web services for a period of up to thirty (30) days after receipt of such notice. After such thirty (30) day period, MEADOWS will have no obligation to retain or provide Your Data, except as required by applicable law. If at any time during the Subscription Term you require MEADOWS’s assistance in retrieving Your Data, additional fees may apply.
The following will survive any expiration or termination of this Agreement: the Introduction and Sections 1, 2, 3.3, 4, 5, 6, 7, 8.2, 8.3, 9.1, 9.3, 10, 11, 12, 13, 14 and 15.
8.4 Right to Terminate or Suspend Services. We may suspend or terminate the Services (or any portion thereof) at any time without notice if we believe (a) that any activity or use of Services in connection with your account violates this Agreement, the intellectual property rights of a third party or applicable laws, or is otherwise disruptive or harmful to MEADOWS or any third party, or (b) that we are required to do so by law.
9. Warranties & Disclaimer.
9.1 Accuracy of Your Account Information. You agree to provide MEADOWS with complete and accurate account information, including your legal company name, street address, e-mail address, and such other contact information as may be requested by MEADOWS. You are responsible for keeping your account information up to date, and you agree to promptly notify MEADOWS in writing if any information changes.
9.2 Warranty of Functionality. MEADOWS warrants to you that during a Subscription Term: (a) the subscribed Services will perform materially in accordance with the functionality described in the Documentation applicable to such Services; and (b) such functionality will not be materially decreased. Your sole and exclusive remedy for a breach of this warranty will be that MEADOWS will use commercially reasonable efforts to modify the applicable Services to achieve the functionality described above. If MEADOWS is unable to restore such functionality, you may terminate the Agreement by providing written notice to MEADOWS, and you will be entitled to receive a pro-rata refund of any pre-paid fees. MEADOWS will have no obligation with respect to a warranty claim under this Section 9.2 unless notified by you in writing no later than thirty (30) days after the first instance of any material functionality problem. This warranty will only apply if the applicable subscribed Services have been utilized in accordance with this Agreement and applicable laws. For clarity, this warranty will not apply to any trial or beta services.
9.3 DISCLAIMER. EXCEPT AS EXPRESSLY PROVIDED IN SECTION 9.2 ABOVE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MEADOWS MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES AND/OR RELATED DOCUMENTATION. MEADOWS DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE SECURE, TIMELY, ERROR-FREE OR UNINTERRUPTED, OR THAT THE SERVICES ARE OR WILL REMAIN UPDATED, COMPLETE OR CORRECT, OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT THE SYSTEMS THAT MAKE THE SERVICES AVAILABLE (INCLUDING WITHOUT LIMITATION THE INTERNET, OTHER TRANSMISSION NETWORKS, AND YOUR LOCAL NETWORK AND EQUIPMENT) WILL BE UNINTERRUPTED OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. EXCEPT AS PROVIDED IN SECTION 9.2, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND SOLELY FOR YOUR USE IN ACCORDANCE WITH THIS AGREEMENT. ALL DISCLAIMERS OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF BOTH MEADOWS AND ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, REPRESENTATIVES, CONTRACTORS, LICENSORS, SUPPLIERS AND SERVICE PROVIDERS (COLLECTIVELY, THE “MEADOWS PARTIES”).
10. Indemnification. You agree to indemnify, defend, and hold harmless the MEADOWS Parties from and against any and all third party claims alleged or asserted against any of them, and all related charges, damages and expenses (including, but not limited to, reasonable attorneys’ fees and costs) arising from or relating to: (a) any actual or alleged breach by you, an Affiliate or User of any provisions of this Agreement; (b) any access to or use of the Services by you, an Affiliate or User; (c) any actual or alleged violation by you, an Affiliate or User of the intellectual property, privacy or other rights of a third party; and (d) any dispute between you and another party regarding ownership of or access to Your Data.
11. Limitations and Exclusions of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE MEADOWS PARTIES’ AGGREGATE LIABILITY, COLLECTIVELY, FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE SUBSCRIPTION FEES ACTUALLY PAID BY YOU DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE INCIDENT. ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDING IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) APPLY WITH RESPECT TO BOTH MEADOWS AND THE MEADOWS PARTIES.
IN NO EVENT WILL ANY MEADOWS PARTIES HAVE ANY LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, HOWEVER CAUSED, OR FOR ANY LOST PROFITS, LOSS OF USE, DATA OR OPPORTUNITIES, COST OF DATA RECONSTRUCTION, COST OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES OR THIRD PARTY MATERIALS, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF MEADOWS, ITS LICENSORS OR SUBCONTRACTORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.
THE FOREGOING EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
14.1 Governing Law. This Agreement will be governed by and interpreted in accordance with the laws of the State of New York and controlling United States federal law without regard to conflicts of laws principles.
14.2 Mandatory Informal Dispute Resolution. If you have any dispute with MEADOWS arising out of or relating to this Agreement, you agree to notify MEADOWS in writing with a brief, written description of the dispute and your contact information, and MEADOWS will have thirty (30) days from the date of receipt within which to attempt resolve the dispute to your reasonable satisfaction. If the Parties are unable to resolve the dispute through good faith negotiations over such thirty (30) day period under this informal process, either Party may pursue resolution of the dispute in accordance with the arbitration agreement below.
14.3 Arbitration Agreement. ALL DISPUTES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY ASPECT OF THE RELATIONSHIP BETWEEN YOU AND MEADOWS, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, THAT ARE NOT RESOLVED PURSUANT TO SECTION 14.2 ABOVE WILL BE RESOLVED THROUGH FINAL AND BINDING ARBITRATION BEFORE A NEUTRAL ARBITRATOR INSTEAD OF IN A COURT BY A JUDGE OR JURY, AND MEADOWS AND YOU EACH HEREBY WAIVE THE RIGHT TO TRIAL BY A JURY. YOU AGREE THAT ANY ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED AND YOU ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ACTION. The arbitration will be administered by the American Arbitration Association under its Commercial Arbitration Rules and Mediation Procedures as amended by this Agreement. Any arbitration hearing will be held in New York County, New York. The applicable governing law will be as set forth in this Section (provided that with respect to arbitrability issues, federal arbitration law will govern). The arbitrator’s decision will follow the terms of this Agreement and will be final and binding. The arbitrator will have authority to award temporary, interim or permanent injunctive relief or relief providing for specific performance of this Agreement, but only to the extent necessary to provide relief warranted by the individual claim before the arbitrator. The award rendered by the arbitrator may be confirmed and enforced in any court having jurisdiction thereof.
14.4 Entire Agreement. This Agreement, together with any Order Forms and any terms and policies that are incorporated into this Agreement by reference (including by reference to a URL), constitute the entire agreement and supersede any prior agreements between you and MEADOWS with respect to the subject matter hereof. In the event of a conflict between an Order Form and this Agreement, the Order Form will control. This Agreement supersedes and replaces all prior and contemporaneous agreements, proposals or representations, written or oral, between MEADOWS, on the one hand, and you or any Affiliate, on the other hand.
14.5 Waiver and Severability. No waiver of any provision of this Agreement by MEADOWS will be effective unless in writing and signed by MEADOWS. No waiver by either Party of any breach or default hereunder will be deemed to be a waiver of any preceding or subsequent breach or default. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement will remain in effect.
14.6 Assignment. You may not assign, delegate or transfer this Agreement in whole or in part, without MEADOWS’s prior written consent. MEADOWS may assign, transfer or sublicense any or all of MEADOWS’s rights or obligations under this Agreement without restriction.
14.7 Notices. Any notices provided by MEADOWS under this Agreement may be delivered to you within the Services or to the email address(es) we have on file for your account. You hereby consent to receive notice from MEADOWS through the foregoing means, and such notices will be deemed effective when sent if on a business day, and if not sent on a business day then on the next business day. Except as otherwise specified in the Agreement, any notices to MEADOWS under this Agreement must be delivered via first class registered U.S. mail, overnight courier, to [Meadows Office Interiors], Attn: Workplace Technology, with a copy via email to email@example.com.
14.8 Force Majeure. Neither Party will be liable for any failure or delay in performance under this Agreement (other than for delay in the payment of money due and payable hereunder) for causes beyond that Party’s reasonable control and occurring without that Party’s fault or negligence, including, but not limited to, acts of God, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving MEADOWS’s or your employees, respectively), computer attacks (by government/nation entities or otherwise) or malicious acts, such as attacks on or through the Internet, any Internet service provider, telecommunications or hosting facility. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.
14.9 Electronic Communications and Signatures. You agree to the use of electronic communication in order to enter into agreements and place orders, and to the electronic delivery of notices, policies and records of transactions initiated or completed through the Services. Furthermore, you hereby waive any rights or requirements under any laws or regulations in any jurisdiction that require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable law.
14.10 Relationship of the Parties. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and MEADOWS.