Terms of Use - Middle Atlantic

TERMS OF USE

Terms of Use

This Web site is maintained by the Legrand North America, Inc. ("LNA").

If you have a question about this statement or LNA's handling of your information, you can send an email to the LNA Web site coordinator. The address for this is webmaster@legrand.us. You can also contact us at:

Legrand North America

60 Woodlawn Street
West Hartford, CT 06110
Attention:Webmaster

If you wish to obtain a copy of particular information you provided to LNA, or if you become aware the information is incorrect and you would like us to correct it contact us at webmaster@legrand.us.

Before LNA is able to provide you with any information or correct any inaccuracies, however, we may ask you to verify your identity and to provide other details to help us to respond to your request. We will contact you within 30 days of your request.

The Web sites www.legrand.us, www.bticino.us, www.ncompass-systems.com, www.middleatlantic.com, www.ortronics.com, www.vantagecontrols.com, and www.wattstopper.com are registered in the United States and is governed by the laws of the United States. Visiters accessing this site from non-US locations must conduct their activities in accordance with applicable local laws. These Online Terms of Use and any and all other policies of Legrand North America, Inc. applicable to its Web sites may be amended or modified at any time in the sole discretion of Legrand North America, Inc. We encourage you to refer back to these policies frequently to ensure your ongoing understanding and compliance.

Last update : March 16, 2011.

 

View the Configurator Terms and Conditions.

Overview

The following are terms of a legal agreement between you and LNA. As used herein, "LNA" includes all affiliated companies, including Cablofil Inc., Ortronics, Inc., Legrand Home Systems, Inc. (formerly OnQ Inc. and Vantage Controls, Inc.), Legrand Canada, Inc., The Watt Stopper, Inc., The Wiremold Company, and BTicino US. By accessing, browsing, or using this Web site, you acknowledge that you have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations, including export and re-export control laws and regulations. If you do not agree to these terms, please do not use this Web site.

LNA may, without notice to you, at any time revise these Terms of Use and any other information contained in this Web site by updating this posting. LNA may also make improvements or changes in the products, prices, services, or programs described in this site at any time without notice. By continuing to access and to use LNA Web site(s) following any such changes you are agreeing to be bound by them.

General Terms

This Web site contains proprietary notices and copyright information, the terms of which must be observed and followed. Please see the tab entitled "Copyright and trademark information" for related information.

This site and all content in this site may not be copied, reproduced, republished, uploaded, posted, transmitted, distributed, or used for the creation of derivative works without LNA's prior written consent, except that LNA grants you non-exclusive, non-transferable, limited permission to access and display the Web pages within this site, solely on your computer and for your personal, non-commercial use of this Web site. This permission is conditioned on your not modifying the content displayed on this site, your keeping intact all copyright, trademark, and other proprietary notices, and your acceptance of any terms, conditions, and notices accompanying the content or otherwise set forth in this site. Notwithstanding the foregoing, any materials that are made available for downloading, access, or other use from this site with their own license terms, conditions, and notices will be governed by such terms, conditions, and notices.

In addition, the following restrictions shall apply:

You may not use LNA Web sites for illegal activities or illicit purposes. Your use must be in compliance with applicable laws, rules and regulations in the United States or in the country from which you are accessing the Internet. Notwithstanding the foregoing, you may not:

  • Publish, transmit or disseminate any defamatory, obscene, or racist material;
  • Use LNA Web sites in any manner that impedes or impairs its proper functioning or that might violate another's rights;
  • Undertake unauthorized, false or fraudulent transactions or communications;
  • Use LNA Web sites to upload, activate, or deploy in any manner any harmful code, virus, spyware or malware;
  • Alter the graphics or code responsible for the presentation of any Web page of an LNA Web site;
  • Undertake to redirect site traffic away from any LNA Web site or to direct inappropriate or unreasonable amounts of traffic to any LNA Web site;
  • Obtain or attempt to obtain unauthorized access to any LNA Web site areas or associated servers, databases, etc., by any means whatsoever.

LNA reserves the right to deny access to any user of any origin who violates these or any other Terms of Use.

Your failure to comply with the terms, conditions, and notices on this site will result in automatic termination of any rights granted to you, without prior notice, and you must immediately destroy all copies of downloaded materials in your possession or control. Except for the limited permission in the preceding paragraph, LNA does not grant you any express or implied rights or licenses under any patents, trademarks, copyrights, or other proprietary or intellectual property rights. You may not mirror any of the content from this site on another Web site or in any other media.

It is up to you to take precautions to protect yourself from viruses, worms, trojan horses, and other potentially destructive programs, and to protect your information as you deem appropriate.

Errors and omissions disclaimer

Information on this Web site is not promised or guaranteed to be correct, current, or complete, and this site may contain technical inaccuracies or typographical errors. LNA assumes no responsibility (and expressly disclaims responsibility) for updating this site to keep information current or to ensure the accuracy or completeness of any posted information. Accordingly, you should confirm the accuracy and completeness of all posted information before making any decision related to any services, products, or other matters described in this site.

LNA provides no assurances that any reported problems will be resolved by LNA, even if LNA elects to provide information with the goal of addressing a problem.

Confidential information

LNA does not want to receive confidential or proprietary information from you through our Web site. Please note that any information or material sent to LNA will be deemed NOT to be confidential. By sending LNA any information or material, you grant LNA an unrestricted, irrevocable license to copy, reproduce, publish, upload, post, transmit, distribute, publicly display, perform, modify, create derivative works from, and otherwise freely use, those materials or information. You also agree that LNA is free to use any ideas, concepts, know-how, or techniques that you send us for any purpose. However, we will not release your name or otherwise publicize the fact that you submitted materials or other information to us unless: (a) we obtain your permission to use your name; or (b) we first notify you that the materials or other information you submit to a particular part of this site will be published or otherwise used with your name on it; or (c) we are required to do so by law. Personally-identifiable information that you submit to LNA for the purpose of receiving products or services will be handled in accordance with our privacy policies. Please see the tab entitled "Privacy" for information regarding LNA's privacy policies.

Global access to the Web site

Information LNA publishes on the World Wide Web may contain references or cross references to LNA products, programs and services that are not announced or available in your country. Such references do not imply that LNA intends to announce or make available such products, programs, or services in your country. Please consult your local LNA business contact for information regarding the products, programs, and services that may be available to you.

Third party links

This Web site may provide links or references to non-LNA Web sites and resources. LNA makes no representations, warranties, or other commitments whatsoever about any non-LNA Web sites or third-party resources that may be referenced, accessible from, or linked to any LNA site. A link to a non-LNA Web site does not mean that LNA endorses the content or use of such Web site or its owner. In addition, LNA is not a party to or responsible for any transactions you may enter into with third parties, even if you learn of such parties (or use a link to such parties) from an LNA site. Accordingly, you acknowledge and agree that LNA is not responsible for the availability of such external sites or resources, and is not responsible or liable for any content, services, products, or other materials on or available from those sites or resources.

When you access a non-LNA Web site, even one that may contain the LNA-logo, please understand that it is independent from LNA, and that LNA does not control the content on that Web site. It is up to you to take precautions to protect yourself from viruses, worms, trojan horses, and other potentially destructive programs, and to protect your information as you deem appropriate.

Linking to the LNA site

All links to this Web site must be approved in writing by LNA, except that LNA consents to links in which the link and the pages that are activated by the link do not: (a) create frames around any page on this Web site or use other techniques that alter in any way the visual presentation or appearance of any content within this site; (b) misrepresent your relationship with LNA; (c) imply that LNA approves or endorses you, your Web site, or your service or product offerings; and (d) present false or misleading impressions about LNA or otherwise damage the goodwill associated with the LNA name or trademarks. As a further condition to being permitted to link to this site, you agree that LNA may at any time, in its sole discretion, terminate permission to link to this Web site. In such event, you agree to immediately remove all links to this Web site and to cease using any LNA trademark.

Translations

Certain text in this Web site may be made available in languages other than English. Text may be translated by a person or solely by computer software with no human intervention or review. These translations are provided as a convenience to you, and LNA makes no representations or commitments regarding the accuracy or completeness of the translation, whether or not computer-generated or performed by a person. Please see the below Disclaimer of Warranty for additional conditions.

WARRANTY DISCLAIMER

USE OF THIS SITE IS AT YOUR SOLE RISK. ALL MATERIALS, INFORMATION, PRODUCTS AND SERVICES ARE PROVIDED "AS IS," WITH NO WARRANTIES OR GUARANTEES WHATSOEVER. LNA EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITATION, LNA MAKES NO WARRANTY OR GUARANTEE THAT THIS WEB SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.

YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIALS, INFORMATION, PRODUCTS OR SERVICES, YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

IN NO EVENT WILL LNA BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THIS WEB SITE OR ANY USE OF THIS WEB SITE, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THIS WEB SITE, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF LNA IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES.

Additional or different terms, conditions, and notices may apply to specific materials, information, products, software and/or services offered through this Web site. In the event of any conflict, such additional or different terms, conditions, and notices will prevail over these Terms of Use. Please see the applicable agreement or notice.

Configurator Terms & Conditions

 

End User license agreement

You are viewing this End User License Agreement (this “EULA”) because you are preparing to use our online electronic commerce tool to configure and/or order our products (“Tool”). In this EULA, the terms: “you”, “your” and their variants mean the individual viewing, accessing and making use of the Tool; “MAP”, “we” and “our” means Middle Atlantic Products, Inc., having a principal place of business at 300 Fairfield Road, Fairfield, New Jersey 07004 and its affiliated companies. Capitalized terms used in this EULA, other than those capitalized for grammatical reasons, are defined in the Section in which they are first used as indicated by bold type. This English language version of this EULA is the controlling version regardless of any translation.

IMPORTANT NOTE TO BE READ BEFORE VIEWING OR USING the TOOL

 

Before using the Tool, carefully read all the terms and conditions of this EULA. By making use of the Tool you are consenting to be bound by and are becoming a party to the contract formed by this EULA and also will be acknowledging that you have the authority to enter into this EULA and bind yourself or the company for which you work, as applicable.  If you do not agree to all of the terms of this EULA, cease use of the Tool and close this window.

 

1.      Registration; Account Creation. In order to use all of the features and functions we make available in the Tool, your company will need to register and create an administrator account (an “Administrator Account”).  Administrator Accounts are authorized to create, and set permissions and restrictions and otherwise alter sub-accounts for individual users (each, a “User Account”).  We refer to Administrator Accounts and User Accounts collectively as, “Accounts”.  We will issue credentials, typically in the form of a unique user identification and a password (“Account Credentials”), to the owner of the Administrator Account who then will have right to issue Account Credentials for each User Account. Your commitment to maintaining the confidentiality of your Account Credentials is a material condition of your right to access and use the Tool. You must not allow others to use your Account Credentials. You agree to log-off and exit from your Account at the end of each session. Each Administrator Account owner is responsible for all activity that occurs under its and each User Account’ credentials. All Accounts must be created using only complete and accurate information. 

 

2.      License Rights. Subject to the terms and conditions of this EULA, we grant you a personal, revocable, non-exclusive, non-assignable, non-transferable, non-sublicensable license during the License Term to access, display and perform the Tool to select and configure our products.  Subject to the same conditions, we grant to registered users with valid User Accounts set up by an authorized Administrator Account, the further right to save and print the output of their product configurations (each a “Product Configuration”) and to place orders to purchase those products we make available online.  We refer to the foregoing right as the “License”.  Your rights under the License also include the right to use Product Configurations internally within your business and to access, download, display and print the Documentation provided for the Tool as reasonably required in connection with your authorized use where “Documentation” means the online help and user manuals or guidelines we may publish and update from time to time and make available to authorized licensees.

 

3.      Restrictions and Conditions.

(a)        Restrictions. Neither you nor any of your employees or subcontractors will: (a) modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable local laws specifically prohibit such restriction), or create derivative works based on, or improvements of the Tool; (b) make any copies of the Tool; (c) create Internet “links” to the Tool or any Product Configuration or “frame” or “mirror” the Tool or any Product Configuration thereon on any other server or wireless or Internet-based device; and (d) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Tool in any way.   

(b)        Conditions. You are responsible for the acts of and omissions of all employees and subcontractors who access and use the Tool under the License. You acknowledge that the Tool may contain features and functionality (including codes that act as keys to “lock” and “unlock” access to the Tool) designed to render the Tool technologically incapable of being used except as permitted by this EULA.   You must not remove, modify or obscure proprietary rights notices that we place on the Tool, Product Configurations or Documentation.  This means that if you print any portion of Product Configurations or Documentation, you must reproduce and prominently display our copyright and similar rights notices.  You must comply with all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Tool, including those related to data privacy, international communications and the transmission of technical or personal data.  You also must notify MAP immediately of any unauthorized use of the Tool or any Product Configurations or any other known or suspected breach of security of the Tool or your Account. You may not use the Tool if you are a direct competitor of MAP, except with MAP’s prior written consent. In addition, you may not use the Tool for benchmarking or competitive purposes.

(c)        Export; Government Access. The Tool may be subject to restrictions and controls imposed by the United States Export Administration Act and other applicable transfer control and prohibited person laws and regulations of the United States and other jurisdictions (collectively the “Export Laws”).  You will not import or export the Tool except as permitted by Export Laws. If you are required to provide a government or regulatory body with access to the Tool, then such access must be subject to this Section and your confidentiality obligations and subject to our rights and your obligations with respect to us as your third party licensor under FARS and DFARS (or their successor regulations).

 

4.      New Releases; No Support Services. We may from time to time develop and make available, new releases of the Tool containing new features or functionality or modifications, bug fixes or enhancements to the Tool existing capabilities. This EULA and all of the terms hereof apply to all such releases even if we do not separately require you to provide re-confirmation of your assent. We will not otherwise provide you with new releases or any other support, maintenance, training, consulting or customization services unless MAP and your company has entered into a separate written agreement therefor.

 

5.      Product Purchases. This EULA governs your use of the Tool and your rights to Product Configurations.  Products actually purchased are subject to their own separate terms and conditions of sale. Administrator Accounts set permissions and restrictions regarding each User Accounts’ ability to place orders such that we are entitled to rely on the fact that User Accounts placing orders are authorized to do so. After completing your order, you will receive an email from us acknowledging our receipt of your order containing estimated shipping dates and related information (“Order Confirmation”). Receipt of an Order Confirmation does not mean that your order has been accepted or that dates, prices or other information are confirmed. Your submission of an order is your offer to buy the specified products. That offer is not accepted by us until we send you an email confirming the shipment of your order (the “Shipping Confirmation”).  The Shipping Confirmation will identify the specific products for which we have commenced shipping and list final shipping dates and prices.  If you ordered a product that is not listed in the Shipping Confirmation, it means that portion of your order is not yet accepted/confirmed by us. Your order and our acceptance via the Shipping Confirmation forms a contract for those specific products identified in the Shipping Confirmation. As indicated above, that contract incorporates by this reference any product-specific terms and conditions of sale governing the products you purchased.  We reserve the right to cancel your order at any time before accepting it.  We also may cancel your order if we identify an error in price or if the product is no longer available in our or our third party fulfillment provider’s inventory. We are not responsible for incomplete or abandoned orders. You acknowledge that, if you save an in-progress order for completion at a later date, price and availability may change as will any estimated shipping or delivery dates and freight prices.

 

6.      Product Configurations. Product Configurations are, as described below, our property, your use of which is subject to the License.  The Tool has a feature that will allow you to generate a price quote for your Product Configurations.  Quotes remain valid for the period specified on the applicable Product Configuration. If no such period is specified, the quote will be valid for 30 days after the Product Configuration was first generated.  You are solely responsible for the content of the Product Configurations you create and determining whether they are accurate or otherwise meet your needs including where the Tool may offer you an option to have us finish-manufacture or perform assembly of products to meet the specifications in your Product Configuration. We will perform all such finish-manufacturing and assembly in a good and workmanlike manner strictly in accordance with the specifications contained in your Product Configuration. We will make no independent inquiry to certify or otherwise validate their accuracy or determine whether they meet your needs. You understand, therefore, that if your specifications are inaccurate your finished products also will be inaccurate.  As such, errors and omissions in your finished products, and any damage to property or injury or death to persons arising out of your finished products are, to the extent based on or caused by your Product Configuration, your sole responsibility.

 

7.      Intellectual Property; Third Party Content. As between you and MAP, all intellectual property rights (including copyrights, trademarks and patents), proprietary rights (including trade secrets) and moral rights (including rights of authorship and modification) throughout the world in and to the Tool its Documentation and all Product Configurations and derivative works and improvements to all of them, are owned or licensed by, and are proprietary to, MAP.  Other than the License, you obtain no right, title or interest in or to the Tool or Product Configurations. As used in this Section, the term “Tool” includes all images, content, data, specifications, diagrams, schematics, computer-aided designs (including lists of available materials, processes, dimensions and tolerances) and drawings, whether for CAM, EDA, MDA or otherwise.  If we invite you to provide feedback, either by providing a link or button on a web page related to the Tool or otherwise, such feedback will be deemed our property owned by us on the same terms as the Tool and no royalties or other compensation will be owed to you or any other party even to the extent we may use your feedback to enhance or otherwise modify the Tool. You are prohibited from using our and our Tool’s names, brands or logos in any manner other than as required by this EULA with respect to copies of the Documentation and Product Configuration.  This EULA is not a sale and does not convey to you any rights of ownership in or related to the Tool or Documentation. The Tool may contain software code, data, or other content owned by and licensed from third parties (the “Third Party Content”). When we include Third Party Content as part of the Tool, we provide it to you on either a sublicense or pass-through basis subject to the separate terms and conditions of its owners and licensors.  We do not have the authority to modify those terms and conditions.  We do, however, warrant that we have the authority to grant you the rights granted under each License, even to the extent we provide Third Party Content in the applicable Tool.

 

8.      Term and Termination. This EULA and the License become effective upon acceptance of this EULA and continue for so long as this EULA is not terminated and your Account Credentials are not revoked due to misconduct (to include non-payment for purchased products) or unauthorized use (the “License Term”). MAP may terminate this EULA including the License and revoke your Account Credentials immediately if you or your employees and subcontractors breach any of the provisions of this EULA or otherwise infringe on MAP’s intellectual property rights.  Upon any termination or expiration, you and all of your employees and subcontractors shall immediately discontinue all use of the Tool and Documentation though you may retain and continue use of previously generated Product Configuration in accordance with the terms herein.   

 

9.      Confidential Information. The Tool is protected by intellectual property laws and our disclosure of it to you and your use thereof is governed by the License.  In the course of your use of the Tool we necessarily may disclose to you pricing information, product specifications and other proprietary, non-public information (“Confidential Information”). You shall not: (a) use the Confidential Information, including internally within your own organization, except to the extent necessary to operate the Tool; or (b) disclose the Confidential Information to any third party without the express written consent of us, except to those with a need to know who have signed an agreement at least as protective of the Confidential Information as this EULA.  You always shall handle Confidential Information with at least reasonable care and shall be responsible for the actions of those persons to whom disclosure is made.  The non-use and non-disclosure obligations under this Section shall not apply to Confidential Information demonstrated by reasonable contemporaneous written evidence to be: (i) already known or independently developed prior to receipt; (ii) lawfully made available to the public by us without restriction or breach of confidentiality obligation; or (iii) lawfully independently obtained from a third party with no confidentiality obligation.  If you are required by a court to disclose the Confidential Information, so much as is legally required may be disclosed but only after providing us with written notice and reasonable assistance in obtaining and enforcing means of safeguarding the Confidential Information.  If you have previously entered into a non-disclosure or other agreement for confidentiality with MAP, this Section shall supersede such agreement with respect to the Tool.

 

10.    Warranties, Disclaimers and Liability. We expressly warrant to you that, in its original, unmodified form, the Tool will operate as described by the Documentation.  This is the only warranty we provide with respect to the Tool.  We are not responsible under this warranty or otherwise for Product Configuration or finished products designed and manufactured based on Product Configuration. Your sole remedy and our only liability for breach of the warranty provided in this Section is for us to provide a new release of the Tool remedying the reported defect.  Such remedy is expressly conditioned on your providing actual, written notice to us immediately upon discovering an alleged breach.  In addition to Third Party Content, the Tool may contain certain “open source” or other third party code.  We provide no warranties with respect to such code.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR PURPOSE, NON-INFRINGEMENT AND THOSE CONFERRED BY UCITA OR SIMILAR LAWS.  You ACKNOWLEDGE that DESPITE OUR EFFORTS TO KEEP INFORMATION WITHIN THE TOOL UPDATED AND ACCURATE, SUCH INFORMATION MAY CONTAIN INACCURACIES INCLUDING TO PRICING, QUANTITY OR AVAILABILITY.  WE DO NOT WARRANT THAT THE TOOL WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR BE ERROR FREE.  THE TOOL IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE WILL NOT be liable for ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, reliance OR PUNITIVE damages OR LOST OR IMPUTED profits OR LOST DATA.  OUR TOTAL liability for all claims arising in connection with this eula and the TOOL WILL be limited to direct damages in the amount of $100.  You must bring all claims and causes of action within 6 months of their being discovered or 1 year after your last use of the Tool whichever occurs first. These limitations and exclusions apply to all claims or causes of action under whatever theory brought and whether or not we were advised of the possibility of the claim.

 

11.    Governing Law; Miscellaneous. The laws of the State of New Jersey and the federal laws of the United States will govern this EULA without regard to or application of the principles of conflicts of laws.  All disputes between the parties shall be brought in the courts of the State of New Jersey or the Federal District Courts sitting in the District of New Jersey and such courts shall have exclusive substantive and procedural jurisdiction.  Section headings are used for convenience of reference only.  Failures in performance beyond our reasonable control are excused.  Unenforceable provisions will be reformed to permit enforceability with maximum effect to the original intent and remaining provisions shall not be affected. No joint venture, partnership, employment, or agency relationship exists between you and MAP as a result of this EULA or use of the Tool. Waiver of a breach is not waiver of other or later breaches. You and your employees and subcontractors are prohibited from transferring, assigning or sublicensing any right under this EULA. MAP may provide notices including marketing material to you via the e-mail address provided in your account information.  All such notices by either party are deemed given three business days after being sent. You are responsible for ensuring that your contact and account information (including your email addresses) are current and correct, and you must promptly notify MAP in writing of any changes to such information.  This EULA is supplemental to our general website terms of use found here and is the entire agreement between the parties with respect to the Tool, superseding all previous or contemporaneous written and verbal agreements or proposals relating to the same subject matter and cannot be amended or modified except by written agreement.  This EULA may be modified by MAP from time to time at its sole discretion provide that the version in effect at the time you received an Order Confirmation will continue to govern that order.  Each updated or supplemented version shall supersede the prior version.  Sections 7, 8, 9, 10 and those portions of this Section 11 which by their nature should survive, shall survive termination or expiration of this EULA.