Terms and Conditions

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CONTROLS N STUFF, LLC TERMS AND CONDITIONS

DEFINITIONS. As used in the Statement of Work and these Terms and Conditions, the following terms shall have the definitions set forth herein:


1. “Authorized Individual” means the individual(s) or entity(ies) identified in the Statement of Work.

2. “Customer” means the individual or entity identified on the Statement of Work that is seeking Services from Controls N Stuff and/or purchasing Equipment from Controls N Stuff.

3. “Equipment” means the equipment identified in the Statement of Work, which the Customer is purchasing from Controls N Stuff.  

4. “Controls N Stuff” means Controls N Stuff, LLC, an Illinois Limited Liability Company.

5. “Party(ies)” shall mean Controls N Stuff and Customer.

6. “Statement of Work” or “SOW” means the written document provided to the Customer describing the Equipment and the Services to be provided by Controls N Stuff.

7. “Services” means the services to be provided by or on behalf of Controls N Stuff as described in these Terms and Conditions and the Statement of Work, including, but not limited to, the delivery and installation of the Equipment.

8. “Site Address” means the address where the Equipment will be delivered to and used as identified on the Statement of Work.

ACCEPTANCE OF TERMS AND CONDITIONS. Customer’s acceptance or execution of the Statement of Work or taking possession of the Equipment (whichever occurs first) shall be deemed acceptance of these Terms and Conditions. Customer purchases the Equipment from Controls N Stuff pursuant and subject to the Statement of Work and these Terms and Conditions. Any act of Customer which is inconsistent with these Terms and Conditions shall be null and void. Where the Parties desire to have the terms of the Statement of Work controlling over these Terms and Conditions, the Statement of Work must expressly state what term or provision in these Terms and Conditions is to be overridden or modified.

RESPONSIBILITIES. Controls N Stuff’s ability to perform the Services requires full cooperation, accuracy, and completeness of any information provided by the Customer. In order for Controls N Stuff to provide Services, Customer must provide the following: (a) all information reasonably required for the performance of the Services; and, (b) reasonable access to Customer’s premises necessary for the performance of the Services. Customer’s failure to comply with all requirements set forth in this Section and any Statement of Work may result in Controls N Stuff’s inability to perform the Services. Controls N Stuff shall not be liable for its failure or inability to perform the Services in the event of Customer’s non-compliance with the requirements set forth in this Section and any Statement of Work.

PERMITTED USE. Customer agrees and warrants that: (a) Controls N Stuff has no control over the manner in which the Equipment is operated by Customer once installed by Controls N Stuff; (b) within 24 hours after receipt of the Equipment and prior to each use, Customer shall inspect the Equipment to confirm that the Equipment is in good condition and the Equipment is suitable for Customer’s intended use. Customer’s failure to notify Controls N Stuff of any claimed nonconformity or other objection shall deem the Equipment conforming, in good condition, and accepted by Customer; (c) Customer has access to and reviews the operating and safety instructions and will operate the Equipment in a good and careful manner, in accordance with the manufacturer’s operating and safety instructions and with applicable safety equipment; (d) any apparent agent at the Site Address is authorized to accept delivery of the Equipment; (e) Customer shall immediately stop use and notify Controls N Stuff if the Equipment is damaged, unsafe, disabled, malfunctioning, warning lights come on, levied upon, threatened with seizure, lost, or if any incident occurs; (f) Customer has received from Controls N Stuff all information requested regarding the operation of the Equipment; (g) Controls N Stuff is not responsible for providing operator or other training unless Customer specifically requests in writing and Controls N Stuff agrees in writing to provide such training under the applicable Statement of Work (Customer being responsible to obtain all training that Customer desires prior to the Equipment’s use); (h) Controls N Stuff is not responsible for Customer’s obligation to provide reasonable accommodation(s) to any (disabled) Authorized Individual(s); (i) only Authorized Individuals shall use and operate the Equipment; (j) the Equipment shall be used and maintained in a careful manner, within the Equipment’s capacity and in compliance with all applicable laws, regulations, as well as all operating and safety instructions provided on, in, or with the Equipment and all applicable federal, state, and local laws, permits and licenses, including but not limited to, OSHA and ADA, as revised; (k) the Equipment shall be kept in a secure location; (l) Customer shall provide Controls N Stuff with accurate and complete information, which Controls N Stuff relies upon to provide the appropriate Equipment to Customer; (m) Customer shall use the Equipment for the purpose for which it was designed and not for any other purpose; and, (n) the Equipment may be dangerous if used improperly or by untrained parties.

PROHIBITED USE. Customer shall not: (a) alter or cover up any decals or insignia on the Equipment, remove any operating or safety equipment or instructions ,or alter or tamper with the Equipment; (b) assign its rights under the Statement of Work or these Terms and Conditions without prior written approval by Controls N Stuff; (c) move the Equipment from the Site Address without Controls N Stuff’s prior written consent; (d) use the Equipment in a negligent, illegal, unauthorized, or abusive manner; (e) publicize use of the Equipment in any manner (including, without limitation, print, audiovisual, or electronic); or, (f) allow the use of the Equipment by anyone other than Authorized Individuals.


SCHEDULING AND SERVICES. Controls N Stuff will perform the Services upon the date agreed to by the Parties and specified on the Statement of Work. Controls N Stuff shall use its best efforts to accommodate Customer’s schedule requests. Notwithstanding the foregoing, the dates upon which Controls N Stuff is obligated to perform or complete any Services shall be extended by the duration of any (i) suspension specified by Customer, (ii) delay resulting from any Force Majeure Event, or (iii) failure by Customer to timely perform any responsibility of Customer set forth in these Terms and Conditions and the applicable Statement of Work.

MATERIAL ESCALATION CLAUSE. Customer agrees that the pricing offered in this SOW, is based upon the pricing of materials used in connection with the Services or Equipment and its availability as of the date of this SOW. Customer and Controls N Stuff agree that given the uncertainty in current market trends and conditions, the cost and availability of the materials used in connection with the Services or Equipment may rise, and that any such increase in the cost of materials ordered by Controls N Stuff for this project after the date of this SOW or any surcharges or other costs imposed, shall result in a corresponding dollar for dollar increase in the price set forth in this SOW. Controls N Stuff agrees to provide timely information to Customer about any increase in the cost of materials used in connection with the Services or Equipment and Customer agrees to pay Controls N Stuff for any increases as described above under the terms of this SOW.

FEES, CHARGES, AND CANCELLATIONS. In consideration for the Services to be performed by Controls N Stuff, Customer agrees to pay Controls N Stuff the fees set forth on the applicable Statement of Work based on the terms set forth in the SOW. Payments shall be made by check or wire transfer. Any cancellations made less than 24 hours prior to Controls N Stuff’ provision of Services shall be subject to a $200.00 cancellation fee. Additional charges for freight and taxes may apply, if not included in the quoted total set forth in the SOW. If expedited shipping is needed, additional freight charges will apply. Supplemental charges may apply for additional labor or material required due to unforeseen circumstances. The Parties agree that actual fees may differ from this estimate. Parts and scheduling availability is determined at time of order, upon acceptance of this SOW. Customer understands that Controls N Stuff’s fees will be based upon Services actually performed and expenses actually incurred. Payment to Controls N Stuff is not contingent upon payment from a third party. Controls N Stuff prefers payment by check or ACH. Credit cards will be accepted for invoices of less than $15,000. Past due accounts shall bear finance charges computed on a monthly rate of 1.5%.

EXPENSES. Unless otherwise specifically set forth in the Statement of Work, the fee for any Services performed shall not include out-of-pocket expenses (“Expenses”) incurred or advanced by Controls N Stuff. Any Expenses paid by Controls N Stuff related to the Services will be submitted to Customer as a line item on the Invoice. Customer agrees to pay all Expenses by Controls N Stuff in connection with the Services.

RELATIONSHIP OF THE PARTIES. Controls N Stuff, on the one hand, and Customer, on the other hand, shall act at all times under these Terms and Conditions as independent contractors. Nothing in these Terms and Conditions shall be construed or be deemed to create a relationship of employer and employee, principal and agent, or any other relationship other than that of independent parties contracting with each other solely for the purpose of carrying out the purposes expressed in the Statement of Work. Controls N Stuff retains sole and absolute discretion and judgment in the manner, method, and means of performing the Services under these Terms and Conditions and the Statement of Work. Customer shall not have any right to control or determine the means or methods used by Controls N Stuff in its performance of the Services. In the event the Internal Revenue Service or other government agency should challenge the independent contractor status of the Parties, the Parties agree that each Party shall have the right to participate in any discussions or negotiations associated therewith.

INDEMNITY. Customer shall indemnify, defend, and hold Controls N Stuff harmless from and against any and all judgments, costs, damages, suits, actions, proceedings, expenses, and/or other losses, including reasonable attorney’s fees (collectively “Claims”) suffered or incurred from any third-party claim arising out of or relating to Customer’s failure to perform any of its obligations hereunder.

NO CONSEQUENTIAL DAMAGES. Both Parties shall not be liable for, and Customer hereby waives and releases any Claims any delay, special, punitive, incidental, or consequential damages, including but not limited to lost revenues and lost profits, even if advised of the possibility of such damages and whether based on contract, warranty, indemnity, tort (including negligence), strict liability, or otherwise.

INSURANCE. Customer’s applicable liability insurance shall be primary coverage for any liability or losses relating to the Equipment or the Services provided under these Terms and Conditions and any Statement of Work.

LIMITATION OF LIABILITY. IN NO EVENT WILL CONTROLS N STUFF TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS OR THE SERVICES PROVIDED HEREUNDER OR ANY STATEMENT OF WORK, FROM ALL CAUSES OF ACTION OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTY, MISREPRESENTATION, OR OTHERWISE, EXCEED THE AMOUNTS PAID TO CONTROLS N STUFF BY CUSTOMER FOR THE SERVICES FROM WHICH THE LIABILITY DIRECTLY AROSE. CUSTOMER SHALL ACCEPT ALL OTHER RISKS AND LIABILITIES ASSOCIATED WITH CUSTOMER’S PRACTICE, AND SHALL INDEMNIFY CONTROLS N STUFF FOR ANY LOSSES, INCLUDING ATTORNEYS’ FEES AND COSTS OF DEFENSE, INCURRED BY CONTROLS N STUFF IN THE EVENT A SUIT OR CLAIM IS MADE AGAINST CONTROLS N STUFF.  

CUSTOMER LIABILITY, ASSUMPTION OF RISK. CUSTOMER IS FULLY AWARE AND ACKNOWLEDGES THERE IS A RISK OF INJURY OR DAMAGE ARISING OUT OF THE USE OR OPERATION OF THE EQUIPMENT. UPON DELIVERY OF THE EQUIPMENT TO CUSTOMER, CUSTOMER SHALL BEAR THE ENTIRE RISK OF LOSS, DAMAGE, THEFT, OR DESTRUCTION OF THE EQUIPMENT OR ANY PART THEREOF, FROM ANY AND EVERY CAUSE WHATSOEVER, AND NO SUCH LOSS, DAMAGE, THEFT, OR DESTRUCTION SHALL RELIEVE CUSTOMER OF ITS OBLIGATION TO COMPLY WITH ANY OTHER PROVISION OF THE STATEMENT OF WORK AND THESE TERMS AND CONDITIONS. CUSTOMER SHALL BEAR AND ASSUMES ALL RISK ASSOCIATED WITH THE POSSESSION, CONTROL, AND USE OF THE EQUIPMENT, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, DEATH, THEFT, LOSSES, DAMAGES, AND DESTRUCTION, INCLUDING CUSTOMER TRANSPORTATION, LOADING AND UNLOADING, REGARDLESS OF WHETHER OR NOT THE CUSTOMER IS AT FAULT. CUSTOMER SHALL BE LIABLE FOR ALL LOSS OR DAMAGE TO THE EQUIPMENT AND EXPENSE OF CONTROLS N STUFF RESULTING FROM (A) THE GROSS NEGLIGENCE OR WULLFUL MISCONDUCT OF CUSTOMER, WHICH INCLUDES, BUT IS NOT LIMITED TO, THE USE OR OPERATION OF THE EQUIPMENT IN A RECKLESS OR ABUSIVE MANNER, OR INTENTIONAL DAMAGE TO THE EQUIPMENT BY CUSTOMER OR WITH CUSTOMER’S KNOWLEDGE, AND (B) ANY OF THE FOLLOWING CIRCUMSTANCES: (1) USE IN VIOLATION OF THE APPLICABLE MANUFACTURER INSTRUCTION MANUAL, INCLUDING OVERLOADING OR EXCEEDING THE RATED CAPACITY OF THE EQUIPMENT; (2) DAMAGE TO MOTORS OR OTHER ELECTRICAL DEVICES CAUSED BY SURGES IN ELECTRICAL CURRENT OR USE OF THE WRONG VOLTAGE: (3) FAILURE OF CUSTOMER TO PERFORM, OR THE IMPROPER PERFORMANCE OF, BASIC MAINTENANCE OF EQUIPMENT REQUIRED UNDER THE STATEMENT OF WORK AND THESE TERMS AND CONDITIONS: (4) USE OF EQUIPMENT IN VIOLATION OF ANY TERM OF THE STATEMENT OF WORK AND THESE TERMS AND CONDITIONS; (5) CONVERSION OR HIDING OF EQUIPMENT BY CUSTOMER OR ITS EMPLOYEES OR AGENTS, OR INFIDELITY OF CUSTOMER’S EMPLOYEES OR OTHER PERSONS TO WHOM THE EQUIPMENT IS ENTRUSTED; (6) VANDALISM, SABOTAGE, CRIMINAL OR INTENTIONAL ACTS, OR ABUSE BY CUSTOMER OR ITS EMPLOYEES OR AGENTS; (7) CUSTOMER’S FAILURE TO KEEP THE EQUIPMENT IN A SECURE AREA; (8) USE BY ANY PERSON OTHER THAN AN EMPLOYEE OF CUSTOMER POSSESSING ALL NECESSARY QUALIFICATIONS AND PERMITS; (9) WAR OR ACTS OF WAR (DECLARED OR UNDECLARED), RIOTS, TERRORISM, NUCLEAR EXPLOSION, OR RADIATION.

DISCLAIMER OF WARRANTIES. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE ILLINOIS LAW, ALL SERVICES, EQUIPMENT, PARTS, AND MATERIALS PROVIDED BY CONTROLS N STUFF ARE OFFERED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. CONTROLS N STUFF EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WORKMANLIKE PERFORMANCE. WITHOUT LIMITING THE FOREGOING, CONTROLS N STUFF MAKES NO WARRANTY THAT SERVICES WILL MEET YOUR SPECIFIC HEATING, COOLING, OR VENTILATION REQUIREMENTS, THAT EQUIPMENT WILL OPERATE WITHOUT INTERRUPTION OR ERROR, OR THAT ANY DEFECTS WILL BE CORRECTED WITHIN A SPECIFIC TIMEFRAME. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS DISCLAIMER SHALL BE CONSTRUED TO LIMIT OR EXCLUDE ANY WARRANTIES THAT CANNOT BE DISCLAIMED UNDER THE ILLINOIS CONSUMER FRAUD AND DECEPTIVE BUSINESS PRACTICES ACT (815 ILCS 505) OR OTHER APPLICABLE ILLINOIS STATUTES. ANY MANUFACTURER WARRANTIES ON EQUIPMENT OR PARTS ARE SEPARATE FROM AND INDEPENDENT OF CONTROLS N STUFF'S SERVICES AND ARE SUBJECT SOLELY TO THE TERMS ISSUED BY THE RESPECTIVE MANUFACTURER.

PAYMENT. Customer shall pay for: the Equipment; materials and all other items, and services provided, including without limitation the Services identified in the Statement of Work and these Terms and Conditions; and, all other amounts due, without any offsets, in full, in advance at the time of installation. Customer must notify Controls N Stuff in writing of any disputed amounts, including credit card charges, within 7 days after the receipt of the Invoice or the Statement of Work, as applicable. Otherwise, Customer shall be deemed to have irrevocably waived its right to dispute any such amounts. Due to the difficulty in fixing actual damages caused by late payment, Customer agrees that a service charge equal to the lesser of 1.5% per month, or the maximum rate permitted by law shall be assessed on all delinquent accounts until paid in full. Customer shall reimburse Controls N Stuff for all costs incurred in collecting any late payments, including, without limitation, attorneys' fees. Payment of any late charge does not excuse Customer of any default under the Statement of Work or these Terms and Conditions. CUSTOMER AGREES THAT IF A CREDIT OR DEBIT CARD IS PRESENTED TO PAY FOR CHARGES OR TO GUARANTEE PAYMENT, CUSTOMER AUTHORIZES CONTROLS N STUFF TO CHARGE THE CREDIT OR DEBIT CARD FOR ALL AMOUNTS SHOWN ON (i) THE STATEMENT OF WORK, AND (ii) DUE PURSUANT TO THESE TERMS AND CONDITIONS. A three percent (3%) surcharge will be applied to all payments made by credit card. This surcharge is not greater than Controls N Stuff’s merchant discount rate for credit card transactions and is subject to sales tax in some jurisdictions. Payments submitted via wire transfer are subject to a processing fee equal to the full wire transfer cost incurred by Controls N Stuff. This fee will be itemized on the applicable invoice and is due concurrent with the invoice amount.

HAZOURDOUS SUBSTANCES. The identification, detection, encapsulation, removal or disposal of asbestos or products or materials containing other hazardous substances is beyond the scope of these Terms and Conditions and Controls N Stuff is not required to perform same.

ASSIGNMENT. Neither this SOW nor any of the rights or duties hereunder may be assigned or otherwise transferred by Customer without Controls N Stuff’s prior written consent. Any act which is inconsistent with the terms of this Section shall be null and void ab initio.

GOVERNING LAW AND BINDING MEDIATION. The Parties expressly and irrevocably agree: (a) the Statement of Work and these Terms and Conditions, including any related tort claims, shall be governed by the laws of Illinois, and (b) any dispute arising out of these Terms and Conditions shall be resolved by binding mediation. The mediator shall by chosen and paid for by Controls N Stuff. The mediation shall take place in Downers Grove, Illinois, and any decision rendered in such mediation shall be binding.

JURY TRIAL WAIVER. EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY DISPUTE ARISING OUT OF, IN CONNECTION WITH, OR IN ANY WAY PERTAINING TO THE STATEMENT OF WORK OR THESE TERMS AND CONDITIONS, IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES. THEREFORE, CUSTOMER AND                                                                                                       CONTROLS N STUFF EACH HEREBY KNOWINGLY, VOLUNTARILY, INTENTIONALLY, IRREVOCABLY, AND UNCONDITIONALLY WAIVE ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, SUIT, OR PROCEEDING ARISING OUT OF OR RELATED TO THE STATEMENT OF WORK OR THESE TERMS AND CONDITIONS. THIS WAIVER BEING A MATERIAL INDUCEMENT TO ENTERING INTO THIS TRANSACTION.

FORCE MAJEURE. Controls N Stuff shall not be liable or responsible to the Customer, nor be deemed to have defaulted under or breached the Statement of Work or these Terms and Conditions, for any failure or delay in fulfilling or performing any term of the Statement of Work or these Terms and Conditions when and to the extent such failure or delay is caused by or results from acts beyond Controls N Stuff’s control, including, without limitation, the following force majeure events ("Force Majeure Event(s): (a) acts of God; (b) flood, fire, earthquake, epidemics, pandemics, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (d) government order, law, regulations, shutdowns, or actions; (e) embargoes or blockades in effect on or after the date of the Statement of Work; (f) national or regional emergency; (g) strikes, labor stoppages, or slowdowns, or other industrial disturbances; (h) shortage of adequate power or transportation facilities; and, (i) any other events beyond the control of Controls N Stuff.

THIRD PARTY RIGHTS. Nothing contained in these Terms and Conditions shall or is intended to create or shall be construed to create any right or duty or obligation to any third party.

REMEDIES AND ATTORNEY FEES. Controls N Stuff shall be entitled to reimbursement of its attorneys’ fees and costs incurred in the enforcement of these Terms and Conditions, including, without limitation, compelling Customer to participate in binding mediation.

MISCELLANEOUS. The Statement of Work and these Terms and Conditions constitute the entire agreement and understanding of the Parties regarding the Services and Equipment and may not be modified except by written amendment signed by the Parties. No Party hereto has in any way relied, nor shall in any way rely, upon any oral or written agreements, representations, warranties, statements, promises or understandings made by any other Party, any agent or attorney of any other Party or any other person unless such agreement, representation, warranty, statement, promise or understanding is specifically set forth in the Statement of Work or these Terms and Conditions. Any and all prior agreements and understandings of the Parties are hereby: (i) to the extent they are wholly consistent with the Statement of Work or these Terms and Conditions, integrated and merged into the Statement of Work and these Terms and Conditions; or, (ii) to the extent they are inconsistent with the Statement of Work or these Terms and Conditions, wholly replaced and supplanted by the Statement of Work and these Terms and Conditions. Any reference in the Statement of Work or these Terms and Conditions to other terms that are not expressly set forth in the Statement of Work or these Terms and Conditions shall be void. Nothing in the Statement of Work or these Terms and Conditions, express or implied, confers any legal or equitable right, benefit, or remedy of any nature whatsoever.

SEVERABILITY. Customer hereby agrees that each provision herein shall be treated as a separate and independent clause, and the unenforceability of any one clause shall in no way impair the enforceability of any of the other clauses herein. Moreover, if one or more of the provisions contained in the Statement of Work or these Terms and Conditions shall for any reason be held to be excessively broad as to scope, activity, subject or otherwise so as to be unenforceable at law, such provision or provisions shall be construed by the appropriate judicial body by limiting or reducing it or them, so as to be enforceable to the maximum extent compatible with the applicable law as it shall then appear.

HEADINGS. Headings in the Statement of Work or these Terms and Conditions are for reference and convenience only, and shall not be used to interpret or construe its provisions. Whenever the context may require, any pronoun used in the Statement of Work or these Terms and Conditions shall include the corresponding masculine, feminine or neuter forms, and the singular forms of nouns, pronouns and verbs shall include the plural and vice versa. The Statement of Work or these Terms and Conditions may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract. Delivery of an executed signature page of the Statement of Work or these Terms and Conditions by facsimile transmission or email correspondence shall be as effective as delivery of a manually signed counterpart of the Statement of Work or these Terms and Conditions.

AMENDMENT. The Statement of Work, these Terms and Conditions, or any provision hereof, may be amended or waived, provided that any such amendment or waiver will be binding on the Parties hereto only if such amendment or waiver is set forth in a writing executed by the Party or Parties to be bound by such amendment or waiver. The waiver by any Party hereto of a breach of any provision of the Statement of Work or these Terms and Conditions shall not operate or be construed as a waiver of any other breach of the Statement of Work or these Terms and Conditions of the documents, agreements and instruments executed in connection herewith or contemplated hereby. The failure of a Party to enforce any right under any provision of the Statement of Work or these Terms and Conditions, in one or more instance, shall not act as a waiver of that Party’s right to enforce any provision of the Statement of Work or these Terms and Conditions.

NOTICES. All notices required or permitted to be given to Controls N Stuff hereunder shall be sent by email to Controls N Stuff’s team at the email address: info@controlsnstuff.com. All notices required or permitted to be given to Customer hereunder shall be sent by email, or United States mail to the address identified in the Statement of Work or the last known address for each Party. Any Party hereto, by notice to the other Party in accordance with the terms hereof, may change the address for notices to be sent to him, her, or it. In the event that any notice is not delivered to any Party entitled thereto because such Party has moved and the address is unknown, or because such Party has refused to accept such notice, then such notice shall be deemed to be effective as if delivered.