1.1. These Eco Terms of Service (hereby “Agreement”) are an agreement between you and EcoCard Ltd and apply to your use of the EcoCard Payment Service and any related products and services (collectively the "Service"). This Agreement affects your rights and obligations and you should read it carefully. We encourage you to print the Agreement or copy it to your computer's hard disk for your reference. In this Agreement, "you" or "your" means any person or entity using the Service ("EcoCard Holder", “Registered User”, “you”). Unless otherwise stated, "EcoCard Ltd," "we" or "our" will refer collectively to EcoCard Ltd and its subsidiaries, affiliates, directors, officers, employees, agents and contractors.

1.2. We may improve, revise, cancel or change this Agreement at any time by posting the amended Agreement on EcoCard Website without prior notice (unless prior notice is required by law), and your continued use of the Service will institute acceptance of the amended terms. Please read this Agreement with care.

1.3. By registering for and using the Service you agree to be bound by all terms and conditions of this Agreement, EcoCard Privacy Policy, including but not limited to any document incorporated by reference. During the registration process, by ticking ‘I agree to Eco Terms of Service’ box and further pressing the ’Register’ button, you are agreeing that: (i) you have read, understood and are legally bound by the terms and conditions of this Agreement; (ii) you are stating that you have legal capacity to enter into these terms and use the Service; and (iii) you consent to the electronic delivery of the disclosures contained in this Agreement and the electronic delivery of future disclosures and communications.

1.4. You may review the current Agreement prior to initiating a transaction at any time in the MyEco Section.

1.5. For additional information about the Service, please consult with EcoCard Support Team.

1.6. This Agreement was last modified on April 11, 2007

2.1. Deposit – any amount of funds that EcoCard Holder enters into their EcoCard by any method available in EcoCard Payment System.

2.2. EcoCard (as well referred to as “EcoCard Account”) – the product of EcoCard Ltd, a virtual account established with EcoCard Payment System.

2.3. EcoCard Holder – a person who is registered with EcoCard Payment System and owns an EcoCard.

2.4. EcoCard Payment System – the system that links together EcoCard Website and EcoCard Holders, Merchants and any other third party involved into EcoCard Payment System with or without the reference on the EcoCard Website.

2.5. EcoCard Website – the website owned and controlled by EcoCard Ltd and accessed via the URL www.ecocard.com and such other URLs as may be notified by EcoCard Ltd from time to time.

2.6. Link – a text, banner or button containing an HTML code embedded in it and located on the EcoCard Website and/or contained within an electronic communication from EcoCard Ltd to EcoCard Holders that permits to navigate directly to Website by HTTP.

2.7. Merchant – an online operator that is legally authorized by law to deliver services, goods to clients and with whom EcoCard Ltd has signed a mutual agreement for money and service exchange via EcoCard Payment System.

2.8. Merchant Website – a website owned and controlled by a Merchant and accessed via the URL set in the Merchant section.

2.9. MyEco – the client’s interface accessed after registration, using a valid User Name and a Password.

2.10. Parties – EcoCard Holder and EcoCard Ltd.

2.11. Purchase – a debit transaction from the EcoCard as the result of the purchase of goods and/or services by the EcoCard Holder from one of the Merchants.

2.12. Payout – a credit transaction to the EcoCard from the Merchant to the EcoCard Holder as a result of winnings payout as solely decided by the Merchant.

2.13. Service – the service provided by EcoCard Ltd that enables EcoCard Holders through EcoCard Payment System to use EcoCard as a payment tool on Merchant websites, where EcoCard is accepted as a payment tool. EcoCard logo indicates and approves the availability to use the Service with a Merchant.

2.14. Transaction – any single deposit to EcoCard, purchase from EcoCard, transfer to/from EcoCard, payout to EcoCard, or withdrawal from EcoCard.

2.15. Transfer – any single internal movement of funds between two different EcoCard Accounts.

2.16. Withdrawal – any amount of funds paid out from the EcoCard to the EcoCard Holder upon their request.

3.1. The Service grants EcoCard Holders the ability to pay for goods and services on the Internet.

3.2. Unless otherwise explicitly declared, any new features added to the current Service shall be subject to this Agreement. You understand and agree that the Service is provided "AS IS" and “AS AVAILABLE”.

3.3. Access to the Service may involve third party fees, such as Internet service provider or airtime charges. You are responsible for obtaining access and paying all fees involved in getting access to the Service. In addition, you must provide and are responsible for all equipment required for accessing the Service.

3.4. In order to join the Service, you must open an Account by providing all of the information requested on the registration page of our Website. You undertake not to provide any false, inaccurate, incomplete or misleading information. You undertake not to provide any name or bank account or credit card details that you are not legally authorised to use. You will promptly update your Account details on the Website if your name, address, email address, phone number, credit card or bank account information changes. You will not be able to use the Service until you have passed all required identity and security validation and verification checks. When you register to the Service, you will choose a unique User Name and a Password and fill in the required password recovery information. In order to access your EcoCard Account subsequently, you must enter your User Name and Password in the “MyEco Login Page” and press the "Login" button.

3.5. EcoCard is a prepaid payment mechanism. Once the registration process is completed, an EcoCard Holder can supply the EcoCard with funds for further usage. Depositing to an EcoCard Account can be completed only by the respective EcoCard Holder without limitation. Funds can only be used to purchase products and/or services from authorized Merchants that accept EcoCard as a payment tool on their websites. EcoCard Payment System is not a bank institution and therefore reserves the right to impose certain limitations on regular bank operations.

3.6. EcoCard Ltd emphatically recommends all EcoCard Holders to be careful with payments: only authorized Merchants are eligible to receive payments from EcoCard Holders. You agree that payments or any other operations you perform with unauthorized merchants are solely your responsibility.

3.7. By registering with the Service, you appoint EcoCard Ltd as your agent to process payments on your behalf in accordance with your instructions, subject to the terms and restrictions of this Agreement. You acknowledge that (i) EcoCard Ltd is not a bank and the Service is a payment processing service rather than a banking service, and (ii) EcoCard Ltd is not acting as a trustee, fiduciary or escrow with respect to your funds, but is acting only as an agent and custodian.

3.8. You are not required to keep funds in your EcoCard (i.e. to have a positive balance) in order to use the Service.

3.9. EcoCard Ltd reserves the right to upgrade the Service, modify or introduce new features and expand its service scope at its sole discretion.

4.1. In order to use the Service, deposit, transfer or withdraw funds via the Service, you must be a Registered User. To use the Service via “MyEco”, you must provide your User Name and Password. You undertake not to give your personal registration or identification information to any third party. The falsification or misuse of any of this information constitutes grounds for termination of your agreement with EcoCard Ltd for the provision of the EcoCard Service. If we suspend your use of the Service, for any of the reasons described within this document, you may not be allowed re-register for the EcoCard Service. EcoCard Ltd may refuse to offer its Service to anyone, at any time, at its sole discretion.

4.2. To be eligible for certain services and so that we may verify and validate your identification, we may require that you provide us with additional identification, which could include, without limitation, copies of credit cards, government issued photo identification, utility or phone bills, credit card or bank statements.

4.3. You may not transfer any rights or obligations you may have under this Agreement without the prior written consent of EcoCard Ltd.

5.1. The access to the Service is only possible through the MyEco interface, which is accessible using User Name and Password. You acknowledge that all information sent to and from your email account is safe and nobody has access to your email account except you. EcoCard Ltd will send you confidential account activation information to the email address that you provide to us.

5.2. It is your responsibility to keep your Account identification, secure identification, password, security questions and answers and other information specific to your Account confidential and in a safe and secure place. Should another person gain access to your Account by passing all identification and security validation and verification checks, we are entitled to treat any transaction conducted by that person as valid and authorised by you and are not responsible for any loss or damage you may incur as a result.

5.3. You are entirely responsible for maintaining the confidentiality of your Password, Account Number, User Name, and for all activities that occur within your Account Account. EcoCard Ltd is not responsible for losses incurred by EcoCard Holders as the result of their misuse of registration information or passwords.

5.4. In the same time you register EcoCard account by pressing “Register button”, the Password is stored in the encrypted form and is not available to anyone at EcoCard Ltd. EcoCard Ltd employees are never authorized to ask you for your Password, and any request for your Password is improper. To advance security, you agree to log out of your EcoCard at the end of each session. You agree to notify immediately EcoCard Support Team of any unauthorized use of your Password or User Name or any other breach of security. You may not disclose your Password to anyone else, nor may you use anyone else's password.

5.5. You may change your Password at any time by clicking "Personal Settings" in MyEco pages. It is not possible to change the User Name.

5.6. To preserve your privacy, you will be logged off automatically when you have been inactive for a period of time. For secure access to your private information, you need to log on again.

6.1. The registration with EcoCard enables EcoCard Holders to perform the following operations:
Create a new account
Add additional payment methods
Perform deposits
Confirm deposits
Make purchases
Execute transfers
Execute withdrawals
Review reports and transactions online
Modify personal information

6.2. The Service of EcoCard Ltd is not a bank service; therefore, it is restricted to use the Service for performing different kind of bank operations offered on the regular basis by the banks to the general public.

6.3. EcoCard Registration: To register with the Service it is required to fill in the registration form, to provide a valid email address, a password and password recovery information and personal information as required.

6.4. Additional EcoCard Account Registration and Usage: Each EcoCard Holder has the right to register additional EcoCard Account that can be managed and controlled either. The purpose of the additional account is to enable the EcoCard Holder to carry out transactions in a currency different from the primary one. We reserve the right to limit the number of additional EcoCard Accounts for a single EcoCard Holder at any time at our sole discretion.

6.5. Deposits: Deposits can be executed using any of the means listed on the EcoCard Website subject to any fees and charges as imposed by any third-party being an intermediary between EcoCard Holder and EcoCard Payment System. You accept that any and all deposits received and successfully executed by the EcoCard Payment System are final and irrevocable. You accept that deposits executed by you in favor of your Account cannot be immediately withdrawn to any other bank account in order to reduce traditional bank transaction expenses. Deposits cannot be recalled if deposited by mistake. Account Number, as the only identifier of the EcoCard Holder, must be indicated in the deposit details. Failure to do so may result in a delay with deposit crediting to the EcoCard Account. You accept and agree that in accordance with the money anti-laundering laws and world regulations deposits made by any third party in favor of your EcoCard Account will not be credited, you understand and agree that the banking costs for returning such deposits will be covered by the deposit remittent.

6.6. Purchases: Purchase transactions are allowed only if there is a substantial balance available on the EcoCard Account. Transactions are processed automatically upon successful EcoCard Holder’s authorization on the Merchant Website. You accept that all transactions executed via EcoCard Payment System are final and irreversible. EcoCard Ltd does not provide an overdraft facility for executing payments to Merchants.

6.7. Transfers: Transfers are allowed only up to the amount available on the EcoCard Account at the moment of the transfer and are executed by the EcoCard Holder through the MyEco interface. EcoCard Ltd does not provide an overdraft facility for executing transfers. Funds obtained from the transfer operations can only be used to purchase goods and/or services from Merchants that accept EcoCard as a payment tool on their websites. You agree that all executed transfers are final and irreversible. EcoCard Ltd does not bear any responsibility if the transfer was executed erroneously due to EcoCard Holder’s own fault.

6.8. Payouts: Payouts from Merchants are subject to individual rules and conditions as applied by every single Merchant. EcoCard Ltd does not have any obligation to provide EcoCard Holders with such information from the Merchant websites. EcoCard Ltd strongly encourages EcoCard Holders to check beforehand and read the rules and requirements regulating the refunding policy with individual Merchants.

6.9. Withdrawals: You agree that the withdrawal amount cannot exceed the EcoCard Account balance available at the moment of the withdrawal request generation less any fees and charges due and payable to EcoCard Ltd in accordance with the Fee Schedule. EcoCard Ltd reserves the right to reject any withdrawal request at any time at its sole discretion. You have the right to cancel the withdrawal request at any time before it is accepted for execution.

6.10. Monitoring/Reporting: Reports and history of all transactions are available online 24/7. Only authorized users may have access to monitoring and reporting facilities.

6.11. Fees Schedule: You agree to pay any and all fees and charges as set forth in the Fee Schedule. All fees are calculated in US dollars. Fee Schedule for any EcoCard denominated in another currency is calculated in accordance with the current date exchange rate.

6.12. Erroneous Transactions: In the event of an occurrence of an error in the processing of your transactions, you authorize EcoCard Ltd to add or deduct amounts to/from your EcoCard, as applicable, to correct such erroneous transactions.

6.13. You acknowledge that certain of our electronic money purchase, transfer and redemption options require different types of identity and security validation and verification checks, including the use of third party validation and verification systems, and you agree to submit to such identity and security validation and verification checks if you choose such options. You also acknowledge that certain of our electronic money purchase, transfer and redemption options impose certain minimum and maximum limits and these are indicated when you view the various options on the applicable webpage on our Website.

7.1. EcoCard Ltd undertakes to provide EcoCard Holders with the Service that enables them to use EcoCard Payment System and EcoCard as a payment tool on authorized Merchant websites where EcoCard is accepted as a payment tool. EcoCard Ltd does not have any obligation if EcoCard Holders use the Service with unauthorized merchants or in any way improperly or not in accordance with the current Agreement.

7.2. EcoCard Ltd undertakes and commits itself to ensure the processing of funds on a timely basis.

7.3. EcoCard Ltd undertakes at all times to hold EcoCard Holders’ funds separate from its corporate funds, not to use EcoCard Holders’ funds for its operating expenses or any other corporate purposes, and voluntarily not to make funds available to its creditors in the event of bankruptcy or for any other purpose.

7.4. EcoCard Ltd reserves the right to assign this Agreement to a subsidiary or to an affiliate company, or any third party, at any time without your consent.

8.1. Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the country in which you reside. It is our assumption that international users are signing up for an EcoCard Account only after determining that opening and maintaining an EcoCard Account violates no laws or regulations in their respective country and jurisdiction. If you are an international user, you warrant that you are violating no law or regulation by your use of EcoCard, and you indemnify us for any and all liability that might arise from your use of the Service.

8.2. Your correspondence or business dealings with, or participation in promotions of, advertisers, merchants, banking and/or other financial institutions found on or through the Service and the EcoCard Website, including payment and delivery of related goods or services, offline or online wire transfers and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such business. You agree that EcoCard Ltd is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings.

9.1. You hereby agree that you have a current email address and access to the Internet. EcoCard Ltd is not liable for any undelivered email communications or any costs incurred for maintaining Internet access and an email account. You accept responsibility for ensuring that your email address registered with EcoCard Ltd is up to date and functional at all times. In the event that your emails address changes, you must update your "Personal Settings". You agree that the Service is provided electronically as well as any communication associated with the support of the Service and the Website. You may print a copy of any communication and retain it for your records. All electronic communications with you shall be deemed to be "in writing". All electronic communications from us to you are considered to be delivered when sent. All communications from us to you that are delivered by mail are assumed to be delivered five days after the same have been sent by mail.

10.1. The names Eco, EcoCard, EcoCard Account, MyEco and other Eco-related names referred to on the EcoCard Website are the exclusive trademarks of EcoCard Ltd. Other product, service and company names appearing on the site may be trademarks of their respective owners. All related logos, products and services described in this Website are registered trademarks of their respective owners, and may not be copied, imitated or used, in whole or in part, without the prior written permission of their respective owners.

10.2. The Website contains copyright materials, trademarks and other proprietary materials including but not limited to software, text, graphics, and images. All such material is owned by EcoCard Ltd and is protected by applicable intellectual property rights including patent, copyright, and trademark. You agree not to copy, transmit, modify, publish, or in any way exploit, in whole or in part, any such material except for personal copies of Website information that you make for your personal use including for your own records. You agree to respect any copyright, trademark, patent and other proprietary rights of EcoCard Ltd. As a condition of your use of the Service, you agree that you will not use the Service for any purpose that is fraudulent, unlawful, untruthful, deceitful, dishonest or related in any manner to unlawful activities. You agree that you will not hack, tamper, frame, modify, "deep link" or otherwise bypass or attempt to bypass functionality, security, entry points or any other features of the Services or the Website. You agree that you will abide by all applicable international, national, state, provincial, and local laws and regulations. You agree that you will not directly or indirectly, either separately or as part of other service, resell the Service. Any of these above listed misconduct will lead to the closure of your EcoCard Account and you will be subject to damages and other penalties, including criminal prosecution where applicable. You agree not to use unsolicited email, usenet, message board postings, or similar methods of mass messaging (spam) to gather referral bonuses.

10.3. Copyright in the pages and in the screens displaying the pages, and in the information and material therein and in their arrangement, is owned by EcoCard Ltd unless otherwise indicated. All rights reserved. Reproduction, transfer, distribution or storage of part or all of the contents in any form without the prior written permission of EcoCard Ltd is prohibited. EcoCard Ltd consents to you storing on your computer or printing copies of extracts from these pages for your personal use only. Individual documents on EcoCard Website may be subject to additional terms indicated in those documents.

10.4. Notwithstanding the above, HTML logos provided by EcoCard Ltd may be used without prior written consent for the purpose of directing web traffic to the Service. These logos may not be altered, modified, or changed in any way, or used in a manner that is disparaging to EcoCard or the Service. Logos may not be displayed in any manner that implies sponsorship or endorsement by EcoCard Ltd. EcoCard Ltd is a payment service, and no partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

10.5. If you believe your intellectual property has been improperly posted or distributed via the Website, please notify EcoCard Ltd immediately.

11.1. EcoCard Ltd does not sell or rent your personal information to third parties without your consent. We view the protection of client’s privacy as a very important principle. We understand clearly that you and your information are one of our most important assets.

11.2. It is our policy to respect the privacy of EcoCard Holders. You have the right to review our Privacy Policy at any time. We may change the Privacy Policy in the future. You agree that you have had an opportunity to review our Privacy Policy. We will not monitor, edit, or disclose any personal information about you or your use of the Service without your prior permission unless we have a fair foundation to believe that such action is necessary to protect and defend the rights or property of EcoCard Ltd, to enforce the Eco Terms of Service, or to act to protect the interests of our EcoCard Holders or others. You agree that we may access your information for the reasons as stated above, to provide the Service or to respond to service, operational or technical issues. We may provide in aggregate manner certain EcoCard Holder information to third parties. Unless otherwise authorized, you agree not to use any information regarding other EcoCard Holders that is accessible from the EcoCard Website or disclosed to you by EcoCard Ltd. You agree not to use any such information for purposes of advertising, solicitation, and invasion of privacy, spamming, or harassment. EcoCard Ltd also reserves the right to report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other third parties in order to ensure the integrity of operations and systems.

11.3. We assure you that we are committed to maintaining the privacy, security and integrity of the financial and personal information you share with us. EcoCard Website uses sophisticated secure technology to protect your data and its transmissions. EcoCard Ltd maintains the highest security standards available on the Internet. Even with these extensive security measures, EcoCard Ltd cannot and does not guarantee that personal information will not be intercepted by others and decrypted.

12.1. This Agreement shall be governed by the laws of the Republic of the Marshall Islands. The Parties hereto agree that any disputes arising hereunder shall be litigated in the Marshall Islands Courts; the Parties hereto expressly consent to the jurisdiction of any such courts and to venue therein. The prevailing Party in any such action shall be entitled to the recovery of its reasonable attorney’s fees and court costs.

12.2. If there is a dispute between EcoCard Holders, EcoCard Ltd and its affiliates and partners are under no obligation to become involved. If EcoCard Holder has a dispute with one or more other EcoCard Holders, EcoCard Ltd, its officers, employees, agents and successors have to be hereby released from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such dispute.

13.1. This Agreement is effective as of you pressing the "I Agree" button during the registration process and remains in effect for an unlimited time period.

13.2. At our discretion, we may suspend or limit access to your Account (including without limitation, placing a hold on funds in your Account, limiting your ability to send or redeem, transfer or withdraw electronic money from your Account, limiting your payment sources) or terminate your Account, at any time and for any reason, including but not limited to the following:

(a) breach of any of these Terms of Service;

(b) if we have reasonable grounds to believe that your Account has been used in connection with unauthorised or unusual credit card or bank account use, including without limitation, notice of same by your bank or credit card issuer;

(c) abuse by you of the reversal or charge back process provided by your bank or credit card company;

(d) receipt in your Account of potentially fraudulent funds;

(e) refusal to cooperate in an investigation or to provide adequate confirmation of identity or other identity or security information when requested;

(g) we believe your Account has been used or allegedly used in or to facilitate fraudulent or illegal activity;

(h) return of a payment for insufficient funds in the bank account;

(i) we believe that your Account, whether active or dormant, or your conduct, poses a security, credit, fraud or business risk to us; and

(j) to comply with anti money laundering or terrorist financing investigations conducted by government authorities, agencies or commissions.

13.3. You may close your EcoCard at any time, provided all applicable fees for the Service have been paid in full. You acknowledge that only zero-balanced cards are authorized for closure.

The EcoCard Website and the Service are provided "As Is" and "As Available" with no representations or warranties of any kind, either express or implied or statutory, including but not limited to the implied warranties of merchant ability, fitness for a particular purpose, and non-infringement. We assume no responsibility for the unavailability of the Website, for viruses caused by third parties, or for information provided by third parties. EcoCard Ltd makes no warranty that the Service will meet your requirements, that it will be timely, uninterrupted, or error-free. EcoCard Ltd shall have no liability in connection with any unauthorized use or interception of data relating to you or the Service. In no event shall EcoCard Ltd be liable for lost profits or any indirect, incidental, special, punitive or consequential damages arising out of or in connection with this Agreement. No advice or information whether written or oral obtained by you from EcoCard Ltd or through or from the Service shall create any warranty not expressly stated in this Agreement. You understand and agree that you assume full responsibility and risk for your use of the EcoCard Website, the Service, and any other site accessible through the EcoCard Website. Not all services or products discussed or referenced in the EcoCard Website are available in all geographic locations or to all persons. EcoCard Ltd reserves the right to limit, at its sole discretion, the provision and quantity of any product or service to any person or geographic area.

EcoCard Ltd is not a bank and your EcoCard is not insured. You acknowledge and agree that: (i) EcoCard Ltd is not a bank and that your EcoCard balance is not a deposit, it does not bear interest and is not insured by any government agency, (ii) You may only transfer or redeem the value of your EcoCard balance in accordance with the terms and procedures described in this Agreement and in any other document incorporated hereafter by reference, and (iii) the Service is not subject to banking regulations.

In no event shall EcoCard Ltd, its affiliates and its partners be neither held responsible nor liable for any direct, indirect, consequential, incidental, exemplary, special, punitive or other damages arising out of or relating in any way to the Service, the EcoCard Website, content or information contained within the Website, products purchased using the Service, and/or any other related services, including without limitation, damages for loss of use or data, arising out of or in any way connected with the use or performance of the Service or the Website. Your sole remedy for dissatisfaction with the EcoCard Website and/or the Service is to stop using the Website and/or the Service. Your sole remedy for dissatisfaction with goods or services you purchase using the Service is to contact the Merchant and attempt to resolve the dispute. In no event shall the total liability of EcoCard Ltd to EcoCard Holder for all damages in any one or more cause of action exceed the sum of the EcoCard Holder’s current EcoCard balance less any changes due and payable to EcoCard Ltd. You agree to indemnify and hold EcoCard Ltd, its subsidiaries, shareholders, affiliates, directors, officers and employees harmless against any claim, demand, loss, or damage (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, including reasonable attorneys' fees, asserted by any third party due to or arising out of your use of the Service or your conduct on the Website.

17.1. EcoCard Ltd reserves the right at its discretion to modify the present Eco Terms of Service at any time and to post the updated version on the EcoCard Website. You are strongly advised to be regular with reviewing the Eco Terms of Service. Use of the Service after any modifications within the Eco Terms of Service constitutes your agreement to be bound by the terms and conditions as modified.

17.2 In the event that any portion of the Agreement is held to be invalid or unenforceable, the invalid or unenforceable portion shall be construed in accordance with applicable law as nearly as possible to reflect the original intentions of the parties, and the remainder of the Agreement shall remain in full force and effect.

17.3. This Agreement constitutes the entire agreement between EcoCard Holder and EcoCard Ltd with respect to the EcoCard Website and Service and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written.

17.4. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

17.5. The failure of either Party to insist upon or enforce strict performance by the other Party of any provision of the Agreement shall not be construed as a waiver of any provision or right. Neither the course of conduct between Parties nor trade practice shall act to modify any provision of the Agreement.

17.6. All rights not expressly granted herein are reserved.