Notes to User

Effective date:March 2019

Reminder terms.

You are welcome to sign this Bio-rhythm (BR) Platform Service Agreement ("this Agreement") with the HK Bio-rhythm R&D Company Limited (the "Company") and use the BR Platform Service!

[Read carefully] You should read this Agreement carefully before clicking to agree during the registration process. It is extremely important that you carefully read and fully understand the terms, particularly the terms of exemption or limitations of liability, the applicability of the law, and the terms of dispute resolution. Terms that exempt or limit liability will be identified by a bold bottom line. If you have any questions about the agreement, you can consult BR Platform Customer Service.

[Signing Action] When you fill in the information, read and agree to this Agreement and complete all the registration procedures as prompted by the registration page. It means that you have fully read, understood and accepted the full contexts of this Agreement and reached an agreement with the BR to become a BR Platform "User".  If you do not agree to this Agreement or any of its terms therein, you shall immediately stop the registration process.

If there is any inconsistency between this version and the other language of this Agreement, the Simplified Chinese version shall prevail.

1. Definition

BR: BR Platform Operator, HK bio-rhythm R&D Company Limited.

BR Platform: Including BR website (Domain name “hkbiorhythm.com”, “biorhythm.hk” and “biorhythm.com.hk”), all applications of BR, websites, and user terminal.

BR Platform Service: BR provides service to you by the Internet, big data, and various forms of service, including new forms of service that will arise in the future.

Rules of BR Platform: Including all rules, interpretations, announcements, etc. that have been published and subsequently published within all Rules Channels of BR Platform, as well as all kinds of rules, implementation rules, product process descriptions, announcements, etc. issued by each platform in parties, forums, help centers, etc.

BR website Rules: The rules listed in the Rules Channel of BR Platform are detailed here.

Related company: a single or joint name of an operator other than BR Platform.

Same user: If the person uses the same authentication information or the actual controller of multiple BR accounts is determined to be the same person by a BR check, he/she will be the same user.

2. Scope of the Agreement

2.1 Signatory

[Equal signatory] This Agreement shall have contractual binding effect between you and the Operator of BR Platform.

2.2 Supplementary Agreement

Due to the rapid development of Internet, the terms set forth in this Agreement you have signed with BR might not guarantee the full compliance with future development needs. Therefore, BR Platform legal statement and privacy policy, BR Platform rules are considered supplementary agreements of this Agreement, which are to be treated separately. If you use the BR Platform Service, you are considered agreeing to the above supplementary agreements.

3. Account registration and use

3.1 User eligibility.

You acknowledge that you should have the capacity for civil conduce required by local laws to suit your behavior before commencing the registration procedures to use the BR Platform Service. If you do not have the capacity for civil conduct, you and your guardian shall bear all consequences in accordance with the law.

Also you need to ensure that you are not the subject of trade restrictions, sanctions, or other legal restrictions imposed by any country, international organization, or region, otherwise you may not be able to register and use the BR Platform Service properly.

3.2 Account description

[Account Access] When you follow the registration page instruction to fill in the information, read and agree to this Agreement and complete the entire registration procedures, you then can obtain a BR Platform Account and then a qualified BR Platform User.

BR Platform only allows one BR Platform account per user. If there is evidence or BR Platform has reason to believe without doubts that you have improper registration or improper use of multiple BR Platform accounts, BR Platform has the right to take appropriate actions such as freezing or closing the account, canceling orders, refusing to provide services. You should also be responsible for the damage if such activities could cause damages to the BR Platform and related parties.

[Account Use] You have the right to log on to BR Platform using the BR Username, email address, mobile phone number ("Account Name") and password you have set for yourself (the account name and password are also known as "Account").

Because your BR account is associated with your personal information and BR Platform business information, your BR account is entirely for your own use. Your direct or indirect authorization to third parties to use your BR Account or to obtain information under your account is invalid without the consent of BR Platform. If BR Platform determines that the use of your BR Account may endanger the security of your account and/or the Security of BR Platform information, BR Platform may refuse to provide the corresponding services or eventually terminate this Agreement.

[Account Transfer] Due to the fact that the user account is associated with the users credit information, you may transfer the account only if there is an expressed legal provision, or by judicial decision or agreement by BR, all bring in line with the user account transfer process as stipulated in the BR Platform Rules. Once your account has been transferred, the rights and obligations under that account are therefore transferred. Further, your account may not be transferred in any way, otherwise BR Platform reserves the right to hold you liable for breach of contract and all liability so caused is yours.

[Real Name Verification] As a BR Platform Operator, in order to enable you to enjoy the use of BR Platform's services and ensure the security of your account, BR may require you  to complete a real-name verification according to local laws and the specific service plans you so subscribed to.

[Inactive Account nullification] If your account falls within the following criteria, your account will be recycled to permanent nullification, thus your account will no longer be able to log onto BR Platform and the service will thereby terminated:

(i) Accounts that have not been validated by real name verification are not contractually bound according to the specific service plan you has subscribed to;

(ii) Not log on to any BR Platform for six consecutive months;

(iii) There is no active business that is not due in the specific service plan that you has subscribed to.

3.3 Registration information management.

3.3.1 True and legal.

[True and legal] When using BR Platform specific service plan, you should provide your information (including your name and email address, contact number, contact address, etc.) accurately and completely as prompted on the BR Platform page. You understand and agree that you have an obligation to maintain the authenticity and validity of the information you have provided.

[Legitimacy of Member's Name] When using BR Platform specific service plan, you must not set the BR Username which is in violation of local laws and regulations and BR website rules on the management of username, otherwise BR can recover your BR Username. The nullification of your BR username does not affect your logging into BR Platform with your mailbox and mobile phone number and therefore the subsequent use of BR Platform Service.

3.3.2 Update maintenance.

When using a specific service plan, you should update the information you provided in a timely manner, and in cases where the law expressly requires BR as a Platform service provider to verify the information of some users, BR will check and verify your information from time to time in accordance with the law, and you shall cooperate with the provision of an up-to-date, true, complete and effective information.

If the BR is not able to contact you in accordance with the information you last provided, or you fail to provide the information in a timely manner as required by the BR, or the information you provided is clearly false or the administrative authorities verify that the information you provided is invalid, then you will be liable for all losses and adverse consequences so caused by this to yourself, others and the BR. BR may notify you by form of inquiry or request correction that need you to rectify until you act to terminate some or all of your BR Platform Service, for which BR is not responsible.

3.4 Account security specification

[Account Security Management Obligations] Your account is set up for you and to be kept by you, and you will not be asked to provide your account password at any time. Therefore, it is recommended that you take care of your account and make sure that you log out every time you complete visiting Internet and leave BR Platform at the correct steps.

BR is not liable for any loss or any consequences due to your account being voluntarily disclosed or as a result of any incidents arising from attacks at malicious or defrauded by others, and you should recover from the infringer through judicial, administrative and other remedies.

[Account behavior Responsibility] With the exception due to the fault of BR, you are fully responsible for all results of your behavior under your account (including but not limited to, signing online agreements, posting information, purchasing goods and services, disclosing information, etc.).

[Daily Maintenance Notice] We recommend that you notify BR immediately of any unauthorized use of your account being logged onto BR Platform or other circumstances that may result in stealing or loss of your account. You understand that BR take reasonable time to act on any of your requests, and that actions taken by BRs at your request may not avoid or prevent the formation or expansion of the consequences of the violation, and that BR shall not hold any liability except for statutory fault in BRs.

4. BR Platform service

4.1 Service Content.

4.2 Transaction dispute resolution.

[Transaction Dispute Resolution] Where there is a dispute with another user during the course of trading at BR Platform, you or any other user has the right to resolve the matter by:

(i) to negotiate independently with the opposite party about the dispute;

(ii) to deploy dispute resolution services so provided by BR Platform;

(iii) requesting the Consumer Association or other mediation organization established with laws for mediation;

(iv) to file a complaint with the relevant administrative department;

(v) to submit to the arbitration institution in accordance with the arbitration agreement, if any agreed upon by the opposite party of the dispute;

(vi) by litigations.

If you are not satisfied with any of the mediation outcomes, you still have the right to resolve the dispute by other settlement resolution. However you still need to fulfill the mediation decision before a final decision has been made through other dispute resolution channels.

4.3 Liability limitation

[Force majeure and third-party reasons] BR shall perform its basic safe-keeping obligations in accordance with the law, without being liable for the breach of contract in the event of obstacles to the performance of the contract, defects in performance, delay in performance or changes in the content of performance due to the following reasons:

(i) Force majeure due to natural disasters, strikes, riots, wars, government actions, and judicial executive orders, etc;

(ii) Public service or third-party factors such as failures due to power supply or communication network;

(iii) Incurrence of incompetence from routines or emergency equipment and system maintenance, equipment and system failures, network information and data security and other factors, despites the fact BR has been managed in good faith;

5. Protection and authorization of user information

5.1 Protection of personal information.

BR has done diligently towards the protection of user's personal information (i.e., information that identifies the user independently or when combined with other information), and when use the services provided by BR, you agreed that BR collects, stores, uses, discloses and protects your personal information in accordance with the Privacy Policy published on The BR Platform. BR has been doing the best to demonstrate to you a clear picture of how your personal information is handled through the Privacy Policy. In this light, BR recommends you taking an effect to read the entire privacy policy so as to guide you with a better protection of your privacy.

5.2 Guarantees and authorizations for non-personal information.

[Publication of Information] It is declared and warrant that you have the appropriate and lawful rights to the information you posted, otherwise, BR may remove or block the information you posted in accordance with the law or this Agreement.

[Prohibited Information] You should ensure that the information you post does not contain the following:

(i) Violating the prohibition provisions of local laws and regulations;

(ii) Political propaganda, feudal superstition, obscenity, pornography, gambling, violence, terrorism or instigation of a crime;

(iii) Frauds, falsehoods, inaccuracies or misleading;

(iv) Infringement on the intellectual property rights of others or involving third-party trade secrets and other proprietary rights;

(v) Insulting, slandering, intimidating, involving the privacy of others, etc. infringing on the legitimate rights and interests of others;

(vi) the existence of viruses, Trojan horses, reptiles and other malicious softwares and codes that may destroy, tamper with, delete, or affect the normal operation of any system or obtain the data of BR Platform and other users without prior authorization and secrecy agreements;

(vii) Other information that are contrary to the public interest or public morality or agreements and rules in the relevant BR Platform.

[Authorized Use] For non-personal information such as text, pictures, videos, audios, etc. that you provide, publish, and produce in connection with the use of BR Platform Services, you have granted BR and its related company both implicitely and explicitely the rights to obtain global exclusive license to use and re-authorize the other third parties to use or to take evidence and bring legal action against third parties for infringement in their own name for the period of protection as prescribed by law. You agreed that BR and its related company can be allowed to store, use, reproduce, revise, edit, publish, display, translate, distribute your non-personal information or produce your derived works, and incorporate such information into other products in a known or future developed form, media or technology.

6. The user's breach of contract and treatment

6.1 Definition of breach of contract

If one of the following occurs, you are deemed to violate the contract:

(i) Violating the relevant laws and regulations when using the BR Platform Service;

(ii) In violation of this Agreement or the Supplementary Agreement to this Agreement (i.e., Article 2.2 of this Agreement).

In order to keep abreast of the development of e-commerce and to meet the needs of a large number of users for efficient and high-quality services, you understand and therefore agreed that the BR can define the procedures and standards for breach of contract determination according to the BR Platform rules. For example, the BR may determine whether you constitute a breach of contract based on the relationship between your user data and a large amount of user data, and you are obligated to fully prove and reasonably explain your data anomalies, otherwise you will be deemed in a position of breaching the contract.

6.2 Measures for treating of the breach of contract.

[Data analysis] If the information you posted on the BR Platform constitutes a breach of contract, BR may immediately delete, block, or supersede the information in accordance with the corresponding rules.

[Behavior Restrictions] If your behavior on the BR Platform or outside the BR Platform that has an impact on BR Platform and its users, thus constituting a breach of contract, BR may, in accordance with the corresponding rules, perform the account deduction, restrict participation in marketing activities, suspend the provision of some or all of your services, and deduct the default payment. If such actions constitute a fundamental breach of contract, BR may close down your account and therefore terminate the provision of services to you.

[Announcement of processing results] The above-mentioned measures to deal with the breach, as well as other illegal information confirmed by the legal instruments implemented by the local administrative or judicial organs, will be made public on the BR Platform.

6.3 Liability

If your actions cause BR and/or its affiliates to suffer losses (including their own direct economic losses, goodwill losses and indirect economic losses such as compensation, settlements, legal fees, litigation costs, etc.), you shall be required to compensate BR and/or its affiliates for all of the above losses.

If your action makes BR and/or its affiliates subject to third party claims, BR and/or its affiliates may recover from you all losses, assuming obligations such as monetary payments to third parties.

If the amounts in your account are insufficient to pay for the above compensations, BR and/or affiliates may directly offset your interest in BR and/or other agreements by their affiliates and may continue to seek means to recover them.

6.4 Special agreement.

[Commercial Bribery] If you provide in kind, cash, cash equivalents, labor services, travel, etc. to employees or consultants of BR and/or its affiliates that are significantly more valuable than normal business negotiations, you may be deemed to have committed a business bribe. In the event of such a situation, BR may immediately terminate all cooperations with you and charge all damages and/or damages for breach of contract, which are calculated on the basis of the economic loss and loss of goodwill suffered by BR as a result of your bribery.

[Handling by Affiliate] In the event that you terminate this Agreement due to the serious breach of the Law, BR and/or its affiliates may take measures to suspend or even terminate the Agreement in connection with your cooperation under other agreements and notify you in the manner as provided for in Clause 8 of this Agreement.

If BR signed with you under other agreements and/or agreements from its affiliates that expressly specified the circumstances in which a joint cooperative procedures are feasible under this Agreement, BR may suspend or even terminate the Agreement upon receipt of instructions and thereafter notify you in the manner as stipulated in Clause 8 of this Agreement in review of maintaining operational orders of the platform and protecting the interests of consumers.

7. Changes of Agreement

BR may modify this Agreement, supplementary agreements, and changed agreements, supplementary agreements ("Change Matters") from time to time in accordance with the local laws and regulations so as to maintain transaction order, protection of consumer rights and interests needs by way of the legal process as contained in Clause 8 of this Agreement.

If you do not agree to the changes, you have the right to contact BR Feedback before the effective date of the change. If feedback is adopted, the BR will adjust the changes as accordingly.

If you still do not agree to the changes that have already taken effects, you shall cease to use the BR Platform Service as from the effective date as determined by the change. The changes will not considered effective, you continue to use the BR Platform Service after the change has taken effect, meaning you shall be deemed to have consented to the changes in effect.

8. Notice

8.1 Effective contact information.

When using BR Platform’s specific service plans, you should provide BR with real and valid contact information (including your email address, contact number, contact address, etc.) and you are obliged to update the relevant information in a timely manner and to maintain a contactable status in the event of a change in contact information.

The BR Platform messages and system messages generated when you register your BR Platform user account are also used as your valid contact information.

BR will serve you with various types of notices for one or more of these contact details, the contents of which may have a considerable advantage or adverse effect on your rights and obligations, and you must pay prompt attention to them.

You have the right to obtain commercial information such as advertising information, promotional offers and other items of interest to you through the mobile phone number or email address you filled in at registration, and you have the right to unsubscribe them through the appropriate unsubscribe function provided by BR.

8.2 Delivery of the notice.

BR notifies you through the above contact information, in which written notices are sent electronically, including but not limited to announcements on the BR Platform, text messages sent to your mobile phone number, e-mail messages to your e-mail address, messages to your account via wangwang information, system messages and in-site letter information, which will be deemed to have delivered upon successful despatch. A written notice issued on a paper carrier shall be deemed to have been delivered on the fifth calendar day after posting to contact address.

Regarding any disputes arising from trading activities on the BR Platform, you agreed that the judicial authorities (including but not limited to court of laws) may serve legal documents (including but not limited to litigation documents) to you through modern means of communication, such as SMS or e-mail. The provisions of mobile phone number, e-mail address and other contact information so provided and updated in the BR Platform to receive legal documents, legal documents issued by judicial authorities to the above-mentioned contact information will be considered as delivery. The mailing address you specified is your legal contact address or the valid contact address you have provided.

You agreed that the judicial authorities may deliver legal documents to you by one or more of the above means of service, and that the judicial authorities may serve legal documents to you in a variety of ways, the time of service shall prevail as the first arrival time of the above-mentioned means of service.

You agreed that the above delivery method shall apply to all stages of the judicial process. If entering the proceedings, including but not limited to the first instance, second instance, retrial, execution and supervision procedures.

In the specific service plan you subscribed to, you should ensure that the contact information provided is accurate, valid, and updated in real time. If legal documents cannot be delivered or are not delivered in a timely manner due to the incorrect contact details provided, or if the changed contact details are not informed in a timely manner, you shall be responsible for the legal consequences that may arise.

9. Paid services

9.1 You need to pay for the services which Biorhythm provides, and if you use the paid services, you need to comply with the relevant agreements.

9.2 Please read the agreement on the service carefully when you pay the fee, and Biorhythm will not refund the fee except as agreed in the agreement. Biorhythm has the right to determine the method of refund based on the payment method. Users should apply for refund according to the relevant policies and procedures.

9.3 Biorhythm has the right to modify the standards and content of paid services according to actual need. Biorhythm also has the right to start charging for some free services. Biorhythm will notify users on the appropriate service page prior to the proposed change. If you do not agree with the above modifications, items, and payments or paid content, you should stop using the services.

10. Termination of Agreement

10.1 Circumstances of Termination.

[User-initiated Termination] You have the right to terminate this Agreement in any of the following ways:

(i) You cancel your account through self-service on the website when the account cancellation conditions announced by BR Network are met;

(ii) If stop using the BR Platform and explicitly do not wish to accept the changes before effective date of such changes;

(iii) If wish not to continue to use the BR Platform Service of own accord and are eligible for the termination of the BR Network.

[BR Initiated Termination] BR may notify you of the termination of this Agreement in the manner listed in Clause 8 of this Agreement if the following situation occurs:

(i) You violate the provisions of this Agreement, and BR terminates this Agreement according to the terms of the breach of contract;

(ii) You steal another person's account, publish prohibited information, defraud another person's property, sell falsely, disturb market order, take improper means for profit, etc., then your account shall be seized according to the rules of the BR Platform;

(iii) In addition to the above-mentioned circumstances, your account shall be seized in accordance with the BR Platform Rules if you have repeatedly violated the relevant provisions of the BR Platform rules and the circumstances are therefore deemed to be serious;

(iv) If your account is recovered by BR in accordance with this Agreement;

(v) You have committed frauds, posting or selling counterfeit/infringing goods, infringing the legitimate rights and interests of others or other serious violations of the law on the BR Platform;

(vi) Any other circumstances in which the service shall be terminated.

10.2 Treatment after termination of the Agreement.

[User Information Disclosure] After the termination of this Agreement, BR shall not be obliged to disclose any information in your account to you or to a third party designated by you, except as expressly provided by law.

[BR Rights] After the termination of this Agreement, BR shall still have the following rights:

(i) Continue to store all kinds of information listed in Clause 5 of this Agreement that you retain at BR Platform;

(ii) For your past breach of contract, BR may still hold you liable for breach of contract in accordance with this Agreement.

[Transaction handling] After termination of this Agreement, BR may notify the opposite party of the transaction and decide whether to cancel such transaction order in accordance with the wishes of the opposite party in the transaction, and if the other party requests continued transaction, you shall continue to perform the duty of this Agreement and the transaction order in respect of such transaction order and shall bear any loss or additional costs arising thereon.

11. The law application, jurisdiction and others

[Law application] The local law is applicable to the formation, entry into force, interpretation, amendment, supplement, termination, enforcement and dispute resolution of this Agreement, and if the law does not include the relevant rules, the above act shall be referred to business practices and/or industry practices.

[Jurisdiction] Disputes between you and BR Platform as a result of your use of the BR Platform service shall be resolved by BR in consultation with you. If the negotiation fails, both parties may bring a litigation in local court of laws.

[Separableness] Any provision of this Agreement which is annulled, invalid or unenforceable shall be deemed to be separable and shall not affect the validity and enforceability of the remaining provisions of this Agreement.

 

Legal declaration.

Reminder terms.

BR reminds you that before using the BR Platform services, please make sure to read this statement carefully and thoroughly. If you have any questions about the contents of this statement, you may consult BR Platform Customer Service. In the course of reading this statement, in case you do not agree to this statement or any of its contents, you shall immediately stop using the BR Platform Service.  If you use the BR Platform Service, your use will be deemed to be an endorsement of all of this statement.

 

Statement of rights

1. Attribution of rights

Unless otherwise stated by BR, the rights (including but not limited to, copyrights, trademarks, patents, trade secrets and all other related rights) of all products, technologies, softwares, programs, materials and other information (including but not limited to, text, images, pictures, photographs, audio, video, graphics, colors, layout designs, electronic documents) within BR Platform are owned by BR or its affiliates, no one may use with prior Clause 8 (including but not limited to, monitoring, copying, disseminating, displaying, mirroring, uploading, downloading anything in BR Platform via any robot, spider, program or device etc.).

The words such as “Biorhythm”, graphics and its combinations, logos, signs, products, and services of BR Platform are trademarks of BR and its affiliates in China and other countries, and no one may display, use or process them in any way without the written authorization from BR, nor shall it indicate to others that you have the right to display, use, or process them.

2. Limitation of liability

In view of the fact that the services provided by BR Platform are of an electronic bulletin board (BBS) nature, the store and product information (including but not limited to store name, company name, contact and contact information, product description and instruction, related pictures, videos, etc.) on BR Platform are provided and uploaded by the Member and shall be liable for all information provided and uploaded by the Member.

BR Platform reprints (including forum content) for the purpose of transmitting more information do not mean that BR agrees with its views or has confirmed the authenticity of its content.

3. Protection of intellectual property rights.

BR respects intellectual property rights and opposes copyright infringements and piracy. The BR shall process in timely manner if receiving the written notice from the intellectual property rights holder who believes that the contents of BR Platform (including but not limited to the commodity information published by BR Platform members) is suspected of infringing their legitimate rights and interests.