Terms of sale


General terms and conditions of sale


We are delighted that you are considering doing business with IDEM TECH INC. (hereinafter "IDEM", "we", " us " and "our"). Please read these general Terms and Conditions of Sale (the "Terms of Sale") carefully before proceeding with the purchase of any product, goods, equipment, or support services marketed by IDEM through its website (a "Product"). The purpose of these Terms of Sale is to establish the commercial terms and conditions applicable to the sale by IDEM of its Products. 


Please note that use of IDEM's website is subject to your acceptance of the terms of use of the website which are available at the following address: https://www.idem.care/policies/terms-of-use-website, and your acceptance of IDEM's privacy policy which is available at the following address: https://www.idem.care/policies/privacy-policy (the "Policy").


Acceptance of the Terms of Sale

The Terms of Sale apply between us on the date and at the time you make a purchase on the Website. By making a purchase on the IDEM website, you agree to all the terms and conditions of these Terms of Sale; Otherwise, we ask you not to proceed with this purchase and to contact our customer service at the contact details given in section 9 below.

 

Commercial Terms

Order Summary

At the time of your purchase, you will have access to a summary of your order which will include the Products purchased and all applicable fees (the "Summary"). We will also provide you with access to this Summary by email to the address you provided at the time of purchase. This confirmation email will mention the expected time and place of shipment of your order.


Sale and payment

The Product purchased and its purchase price are listed in the Order Summary on our website at the time of your purchase. The purchase price is due upon completion of the sale, unless expressly stated otherwise. This purchase price is denominated in the currency indicated in the Summary. Otherwise, it will be deemed to be denominated in Canadian dollars.

The charges for handling and delivery of your order, if any, are those set out in the Summary. If other fees are due in connection with your order, they will be explicitly stated in the Summary. By making a purchase on our website, you confirm that you agree to pay all fees listed in the Summary, which you agree to pay to us in addition to applicable taxes. 

As part of the purchase process for our Products, you will be required to enter certain information, including the credit card information used to pay for the order. By providing this information, you guarantee that it is both accurate and up-to-date. When you choose to pay in installments, you authorize us to charge your payment method on each agreed installment date, and you agree not to change or cancel it without first notifying us. 

We reserve the right to refuse any order placed on our website, including if there is a reasonable suspicion of fraud or theft, or if we are unable to deliver our Products to you at the address requested.


Pricing Accuracy

Prices listed on the Website are subject to change without notice. We reserve the right to correct any errors in this matter and will use our best efforts to ensure that any pricing errors are brought to your attention as soon as possible through the Website.

 

Amendments, Cancellations, Termination and Exchanges

We invite you to contact our customer service team using the contact details set out in section 9 below if you wish to change or cancel an order at any time before the Products purchased are sent to you for delivery. Please note that it may not be possible to cancel or modify an order marked as "final sale". 


We invite you to consult our return and refund policy using the following link: https://www.idem.care/policies/refund-policy, for any questions related to the return, exchange or refund of a Product purchased on our website. This policy is an integral part of the Terms of Sale.


Delivery

The delivery methods, processing times for your purchase and estimated transport times will be indicated on our website at the time of placing your order. You understand that delivery times are estimates only, and that these may vary for reasons beyond our control. We invite you to consult the following page which outlines our delivery policy and provides some additional details related to the delivery terms: https://www.idem.care/policies/shipping-policy. This policy is an integral part of the Terms of Sale.

We will proceed with the delivery to the location specified in the Order Summary. IDEM is not responsible for orders that are not deliverable or are not received due to the inaccurate recipient address. Please contact us if you do not receive your order within the expected delivery time. 

You agree to promptly inspect any Product that we send to you for compliance and to notify us in writing of any non-conforming item within seven (7) days of the delivery date, failing which you will be deemed to be completely satisfied.


Additional Software Terms

Our Products incorporate embedded software (also known as firmware) and interact with external software developed by IDEM or by third parties, such as mobile applications (collectively, the "Software"). Your use of or subscription to such Software is subject to your acceptance of our terms of use for the software services available at https://www.idem.care/pages/terms-of-use-software, (“Term of Use”) as well as your acceptance of our Privacy Policy.

By using our Products integrating or interacting with Software, or by subscribing to a subscription to a Software, you will be deemed to accept our Terms of Use. Thus, we invite you to read these Terms of Use before purchasing any of our Products or using or subscribing to any of our Software.


Paid licenses

Some of our Products may be used with Software for which the user license is paid. New Software or features may also become available from time to time for use with a Product you have purchased, for which additional fees or terms may apply. When you purchase one of our Products, the Summary will clearly indicate the type of license that is included in your purchase, if any. You understand that additional fees may apply for the use of certain Software.


Use of Products


Diligent use

You are solely responsible for the proper use of our Products. More specifically, you are responsible for using and maintaining our Products diligently, in accordance with any user manual, service guide, support materials, or other technical documentation made available to you with the Products (collectively, the "Documentation"), and in compliance with applicable laws and regulations.


Embedded Software

Some of our Products incorporate Embedded Software that may be updated and improved during your use of those Products. These updates may, for example, be required for security purposes or to introduce new features to our Products. In order to benefit from these updates, the affected Products must be connected to the Internet via Wi-Fi or mobile network. You understand that IDEM remains free to develop its Products at its sole discretion. We refer you to our Terms of Use for more details about the updates that IDEM makes to the Software. 


Prohibited uses

We ask that you do not use our Products, nor allow our Products to be used: (a) for any unlawful purpose; (b) to incite others to commit or take part in illegal acts; (c) to violate any regional ordinance or any international, federal, provincial or state law, rule or regulation; (d) to harass, abuse, insult, hurt, defame, slander, disparage, intimidate or discriminate against any person on the basis of a ground of discrimination protected by the Charter of Human Rights and Freedoms or any other similar law; (e) to submit false or misleading information; (f) to collect or track the personal information of others without their knowledge or consent; or (g) for any obscene or immoral purpose. 

If you violate the foregoing and result in a suit, demand, claim, fine, penalty or other damage against IDEM by a third party, you agree to indemnify and hold IDEM harmless so that IDEM does not suffer any harm as a result of your misuse of its Products.


Intellectual property


Reservation of our rights

IDEM owns and retains all its intellectual property rights in the Products and related Documentation (and improvements thereto), including, but not limited to, all specifications, processes, formulas, drawings, industrial designs, trade secrets, patents, trademarks, copyrights or trade secrets relating thereto. None of these intellectual property rights are transferred in connection with the sale.


Protection of our rights

You agree that you will not, except as strictly required in connection with your use of a Product: (i) decompile, reverse engineer, disassemble, or otherwise attempt to discover any component of the Product for the purpose of infringing any intellectual property rights therein; (ii) modify, translate or create derivative works from the Product or the Documentation relating thereto; and (iii) remove any proprietary notices on the Product or Documentation.


Warranties and liability


Applicable Warranty

We warrant to you (the " Warranty ") that a Product purchased by you from IDEM (i) will be free from any defect, latent defect, malfunction or design defect that is material and that renders it unfit for the reasonable use for which it is intended, (ii) will be free and free from any right, charge or mortgage of any third party at the time of delivery,  and (iii) conform to the specifications presented to you as part of the purchase process at the time of delivery (any failure to comply with the foregoing in (i), (ii) and (iii) is a " Defect "). This Warranty is subject to the following terms and exclusions:


(a) The Warranty period begins on the date of delivery of the applicable Product and continues for a period of one (1) year or such other period as may be set forth in the Summary at the time you purchased the applicable Product (the " Warranty Period ");

(b) The Warranty is conditional on the proper use, storage and maintenance of the Product, in accordance with, among other things, the terms of these Terms of Sale and any Documentation that may have been made available to you in connection with the use of the Product;

(c) Your requests relating to the Warranty must be made in writing no later than 30 days after the discovery of the Defect in the Product, by contacting our customer service at the contact details given in section 9 below;

(d) Notwithstanding the above, you have 7 days from the date of delivery of your order to report any damage, defect or missing part/accessory at the time of delivery;

(e) A repair or replacement under the Warranty will not reset or extend the Warranty Period. However, the period of validity of the Warranty is extended by a period equal to the time during which IDEM or the authorized service company has had the Product or part of the Product in its possession for the purpose of performing the Warranty;

(f) Our sole obligation under the Warranty is, at our sole discretion, to repair or correct the Defect at our expense, or to replace the affected Product at our expense. Exceptionally, and at our sole discretion, we may choose to take back the relevant Product and refund the sale price paid to you; 

(g) Any repairs made under the Warranty must be performed by an authorized service company or by IDEM directly, at our discretion. A defect resulting from a repair performed by a third party that was not authorized, or not performed in accordance with the applicable Product Documentation, will not be covered by the Warranty;

(h) The Warranty will be null and void with respect to any defect resulting from:

a. a Product that has been used under abnormal conditions, has been abused or has been cleaned with improper methods or products;

b. changes made to the Product that are not permitted under the User Documentation applicable to the Product; or 

c. force majeure, accidental breakage or fall, theft, or the fault of you or any of your representatives or any other third party unrelated to us;

(i) The original invoice or delivery note is required as proof of purchase for the purposes of exercising the Warranty;

(j) Products and parts that are subject to general and normal wear and tear caused by their regular use are not covered; and 

(k) Actual transport and shipping costs resulting from the exercise of the Guarantee are not covered, which costs will be borne by you.

Subject to the limitations imposed by law, in particular under the Consumer Protection Act when it applies, this Warranty is the only applicable warranty and no other warranty will apply, whether provided for by law, or made verbally or in writing, express or implied, including any warranty of quality. Your only remedies against us, as well as our only obligations arising from a Defect, are those contained in this section 5. The Warranty is for your sole benefit and may not be transferred or relied upon in any way by anyone other than you. In any case, our liability in connection with the Warranty may in no event exceed the sale price of the Product concerned (including applicable taxes, shipping costs and customs fees).

The Warranty is also subject to all limitations and exclusions set forth in the Terms of Use, with respect to Embedded Software or Software that interacts with the Products. 


Limitation on Certain Damages

Subject to the limitations imposed by law, in particular under the Consumer Protection Act when it applies, IDEM cannot be held liable to you for any indirect, special, incidental, punitive or exemplary damages. These limitations apply in addition to any limitations provided for in the Terms of Use.


Interpretation and General Provisions

In the event that any provision of the Terms of Sale is held to be illegal, void or unenforceable, that provision may nevertheless be enforced to the fullest extent permitted by law, and the unenforceable part shall be deemed to be severed from these Terms of Sale. This severance shall not affect the validity and enforceability of all other remaining provisions.

Any failure or delay by us in exercising or enforcing any right or provision of the Terms of Sale shall not constitute a waiver of such right or provision.

In the event of a discrepancy between the different language versions of the Terms of Sale, (i) the French version shall prevail for any purchase made in the province of Quebec, and (ii) the English version shall prevail for any purchase made elsewhere in the world.

You may not assign, transfer or sublicense these Terms of Sale unless we agree in advance in writing.


Governing Law 

The Terms of Sale, their application and interpretation are governed exclusively by the laws in force in the province of Quebec, Canada. Any dispute arising from the Terms of Sale shall be submitted to the exclusive jurisdiction of the courts of the Province of Quebec, judicial district of Montreal. You hereby expressly and irrevocably waive any objection based on lack of territorial jurisdiction or any claim based on forum non conveniens (i.e., the doctrine allowing you to rely on the claim that a court of another jurisdiction would have more jurisdiction to hear the matter).


Changes to the Terms of Sale

Subject to applicable laws, we reserve the right, in our sole discretion, to update, modify or replace any part of these Terms of Sale by posting the updates and changes on our website. It is your responsibility to visit the Terms of Sale before making any purchase to check for any changes. A change or replacement to these Terms of Sale will only have effect for purchases you make after the change or replacement.


Company and legal notice

If you have any questions or comments in connection with these Terms of Sale, please contact our customer service department using the following contact details:


IDEM TECH INC.
4020 Saint-Ambroise Street
Suite 497
Montreal, Quebec H4C 2C7


Email: info@idem.care

Phone: 1-855-554-3742


Update


These Terms of Sale were updated on August 11, 2025.