Introduction
Welcome to Renpho.com (the “Website”). These Terms of Use constitute a legal agreement (the “Agreement” or “Terms of Use”) between you and Joicom Corporation (“Renoho,” “we” or “us”) that governs your use of the Website and purchase and use of any Renoho products (“Products”) through the Website. By using the Website, you accept these Terms of Use in full. If you disagree with these Terms of Use or any part of these Terms of Use, you must not use the Website.
These Terms of Use contain an arbitration provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute. See Section 18 for full details.
Privacy Policy & Cookies
By using the Website, you represent and warrant that you have read and understood and agree to be bound by Renpho’s Privacy Policy (the “Privacy Policy”), which is incorporated into this Agreement by reference. The Privacy Policy is available at https://www.renpho.com/privacy-policy.
As explained more fully in the Privacy Policy, the Website uses Cookies to collect certain information from you. By using the Website and agreeing to these Terms of Use, you consent to Renpho's use of Cookies in accordance with the terms of our Privacy Policy.
Intellectual Property
You represent and warrant that, when using the Website, you will obey all applicable laws and respect the intellectual property rights of others. Your use of the Website is at all times governed by and subject to copyright and other intellectual property laws. You agree not to upload, post, transmit, display, perform, or distribute any content, information, or other materials in violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights.
Trademarks
Renpho and the Renpho logo (collectively, the "Renpho Marks") are trademarks or registered trademarks of JOICOM CORPORATION, and used by Renpho with permission. Other trademarks, Website marks, graphics, logos, and domain names appearing anywhere on, through, or in connection with the Website may be the trademarks of third parties. Neither your use of the Website nor this Agreement grant you any right, title, or interest in, or any license to reproduce or otherwise use, the Renpho Marks or any third-party trademarks, Website marks, graphics, logos, or domain names. You agree that any goodwill in the Renpho Marks generated as a result of your use of the Website will inure to the benefit of Renpho Innovations Limited, and you agree to assign, and do assign, all such goodwill to Renpho Innovations Limited. You shall not at any time, nor shall you assist others to, challenge Renpho Innovations Limited’s right, title, or interest in, or the validity of, the Renpho Marks.
Copyrights
All content and other materials available through the Website, including without limitation the Renpho logo, design, text, graphics, and other files, and their selection, arrangement, and organization, are either owned by Renpho Innovations Limited or are the property of Renpho’s licensors and suppliers. Except as explicitly provided, neither your use of the Website nor this Agreement grant you any right, title, or interest in any such materials.
Reasonableness
By using the Website, you agree that the exclusions and limitations of liability set out in the Website disclaimer are reasonable.
If you do not think they are reasonable, you must not use the Website.
Other Parties
The Website may be linked with the websites of third parties ("Third Party Websites"), some of whom may have established relationships with Renpho and some of whom may not. Renpho does not have control over the content and performance of Third Party Websites. Renpho has not reviewed, and cannot review or control, all of the material, including computer software or other goods or Websites, made available on Third Party Websites. Accordingly, Renpho does not represent, warrant, or endorse any Third Party Websites, or the accuracy, currency, content, fitness, lawfulness, or quality of the information, material, goods, or Websites available through Third Party Websites. Renpho disclaims, and you agree to assume, all responsibility and liability for any damages or other harm, whether to you or to third parties, resulting from your use of Third Party Websites.
You accept that, as a limited liability entity, Renpho has an interest in limiting the personal liability of its officers and employees. You agree that you will not bring any claim personally against Renpho’s officers or employees, or against any Company Parties, in respect of any losses you suffer in connection with the website.
Without prejudice to the foregoing paragraph, you agree that the limitations of warranties and liability set out in the Website disclaimer will protect Renpho’s officers, employees, agents, subsidiaries, successors, assigns and sub-contractors as well as Renpho and the Company Parties.
Unenforceable Provisions
If any provision of the Website disclaimer is, or is found to be, unenforceable under applicable law, that will not affect the enforceability of the other provisions of the Website disclaimer.
Indemnity
Without limiting any indemnification provision of this Agreement, you (the "Indemnitor") agree to defend, indemnify, and hold harmless Renpho and the Company Parties (collectively, the "Indemnitees") from and against any and all claims, actions, demands, causes of action, and other proceedings (individually, "Claim", and collectively, "Claims"), including but not limited to legal costs and fees, and providing sole and exclusive control of the defense of any action to Renpho, including the choice of legal counsel and all related settlement negotiations, arising out of or relating to: (i) the relationship between you and Renpho, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; (ii) your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (iii) your access to or use of the Website or Products; (iv) your provision to Renpho or any of the Indemnitees of information or other data; (v) your violation or alleged violation of any foreign or domestic, international, federal, state, or local law or regulation; (vi) your violations of Section 8 regarding prohibited uses of the Website and other prohibited conduct; or (vii) your violation or alleged violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights.
The Indemnitees each have the individual right, but not the obligation, to participate through counsel of their choice in any defense by you of any Claim as to which you are required to defend, indemnify, or hold harmless any, each, and/or all Indemnitees. You may not settle any Claim without the prior written consent of the concerned Company Parties.
Termination
Without limiting any other provision of this Agreement, Renpho reserves the right to, in Renpho’s sole discretion and without notice or liability, deny use of the Website to any person for any reason or for no reason at all, including without limitation for any breach or suspected breach of any representation, warranty, or covenant contained in this Agreement, or of any applicable law or regulation. This Agreement shall automatically terminate if you breach any of this Agreement's representations, warranties, or covenants. Such termination shall be automatic and shall not require any action by Renpho.
Effect of Termination
Any termination of this Agreement automatically terminates all rights and licenses granted to you under this Agreement, including all rights to use the Website. Upon termination, Renpho may, but has no obligation to, in Renpho’s sole discretion, rescind any Websites and/or delete from Renpho’s systems all your Personal Information and any other files or information that you made available to Renpho or that otherwise relate to your use of the Website. Upon termination, you shall cease any use of the Website.
After termination, Renpho reserves the right to exercise whatever means it deems necessary to prevent your unauthorized use of the Website, including without limitation technological barriers such as IP blocking and direct contact with your Internet Website Provider.
Survival
Upon termination, all rights and obligations created by this Agreement will terminate, except that the following Sections will survive any termination of this Agreement: Sections 1-4 and 6–27.
Dispute Resolution
Binding Arbitration
If you, on the one hand, and Renpho and Company Parties (collectively, “Arbitration Parties”), on the other hand, cannot resolve a dispute or other Claim through negotiations, any party may elect to have the dispute or Claim finally and exclusively resolved by binding arbitration. Any election to arbitrate by one party shall be final and binding on the other(s).
You acknowledge that without this provision, you would have the right to sue in court with a jury trial or to participate in a class action.
The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
Restrictions Against Joinder of Claims
You and the Arbitration Parties agree that any arbitration shall be limited to each Claim individually. Parties to arbitration under this agreement may only bring claims against the other in your or an Arbitration Party’s individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
If this specific provision is found to be unenforceable in a Court of Competent Jurisdiction, the Claim will still be finally and exclusively resolved by binding arbitration upon the election of either party, and any election to arbitrate by one party shall be final and binding on the other(s). In addition: (1) no arbitration shall be joined with any other arbitration, and (2) there is no right for any Claim to be arbitrated on a class-action basis or to employ class action procedures, and (3) there is no right of authority for any dispute to be brought in a purported representative capacity on behalf either of the general public or any other individuals.
Remedies in Aid of Arbitration; Equitable Relief
This agreement to arbitrate will not preclude you or the Arbitration Parties from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration, or confirm an arbitral award, from a Court of Competent Jurisdiction. Furthermore, this agreement to arbitrate will not preclude you or the Arbitration Parties from applying to a Court of Competent Jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary.
For U.S. Disputes, "Court of Competent Jurisdiction" means any federal or state court: (1) that has jurisdiction over the subject matter; and (2) that is located in Orange County, California. For International Disputes, “Court of Competent Jurisdiction” means the courts of Hong Kong.
Venue for any Judicial Proceeding
For U.S. Disputes, this Agreement, including without limitation this Agreement's interpretation, shall be treated as though this Agreement were executed and performed in California and shall be governed by and construed in accordance with the laws of California without regard to its conflict of law principles. The proper venue for any judicial action arising out of, relating to, or in connection with this Agreement will be the state and federal courts located in or nearest to Orange County, California. The parties stipulate to and agree to waive any objection to, the personal jurisdiction and venue of such courts, and further expressly submit to extraterritorial Service of process.
For International Disputes, this Agreement, including without limitation this Agreement's interpretation, shall be treated as though this Agreement were executed and performed in Hong Kong and shall be governed by and construed in accordance with the laws of Hong Kong without regard to its conflict of law principles. The proper venue for any judicial action arising out of, relating to, or in connection with this Agreement will be the state and federal courts located in or nearest to Hong Kong. The parties stipulate to and agree to waive any objection to, the personal jurisdiction and venue of such courts, and further expressly submit to extraterritorial Service of process.
The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
Notices
All notices required or permitted to be given under this Agreement must be in writing. Renpho shall give any notice by email sent to the most recent email address, if any, provided by the intended recipient to Renpho. You agree that any notice received from Renpho electronically satisfies any legal requirement that such notice be in writing. You bear the sole responsibility of ensuring that your email address on file with Renpho is accurate and current, and notice to you shall be deemed effective upon the sending by Renpho of an email to that address. You shall give any notice to Renpho by submitting said notice to us at support@renpho.com.
Assignment
Renpho may transfer, sub-contract or otherwise deal with Renpho's rights and/or obligations under these Terms of Use without notifying you or obtaining your consent. You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these Terms of Use.
Severability
If a provision of these Terms of Use is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
No Waiver
A waiver by either party of any term or condition of this Agreement, or any breach, in any one instance, will not waive that term or condition or any later breach.
Independent Contractors
You and Renpho are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement.
No Third-Party Beneficiaries
There are no third-party beneficiaries to this Agreement, with the following exceptions: the Company Parties, Indemnitees, and Renpho’s licensors and suppliers (to the extent expressly stated in this Agreement.
Entire Agreement
These Terms of Use, together with Renpho's Privacy Policy, constitute the entire agreement between you and Renpho in relation to your use of the Website, and supersede all previous agreements in respect of your use of the Website.
Changes to Our Terms of Use
If we decide to change our Terms of Use, we will update the Terms of Use modification date below. If the change is material, we will provide you with notice pursuant to Section 19.
Contact U
If you have any questions about our Terms of Use, please contact us at support@renpho.com.
