Terms & Conditions

Customer may terminate a cloud subscription by providing thirty (30) days prior written notice to support@imron.com. Customer remains responsible for all fees due for the remainder of the then-current subscription term and is not entitled to a refund or credit for unused portions of that term.

The subscription term begins on the Effective Date or start date specified in the applicable order and continues for the subscription term specified in that order.

Unless otherwise specified in the applicable order, the subscription automatically renews for additional periods equal to the expiring term unless either party provides notice of non-renewal at least thirty (30) days before the end of the applicable term.

Per-unit pricing during a renewal term will remain the same as the prior term unless IMRON provides written notice of a pricing increase at least thirty (30) days before renewal. Any notified increase becomes effective upon renewal.

If an automatic renewal cannot be completed due to insufficient funds, Customer will be notified. If payment is not remedied during the subscription period, the subscription may be terminated. A material breach of these terms may also result in termination.

IMRON agrees to sell Customer hardware listed on its website for use in conjunction with IMRON software, subject to these terms and conditions.

"Software" includes software programs, firmware, microcode, licensed internal code, and documentation provided by IMRON or with applicable hardware.

Title to and ownership of the Software remain with IMRON at all times.

IMRON may sell software licenses to Resellers for resale to end-user customers. Resellers must pass through software and licenses exactly as ordered and received from IMRON.

Resellers are responsible for required training of end users. IMRON may also license software directly to End Users pursuant to applicable software license agreements.

New customers generally operate on a prepaid basis, with payment made by credit card or ACH.

At IMRON's sole discretion, credit terms may be established based on Customer's payment history, creditworthiness, account performance, volume, and training levels.

Customers with approved credit are generally billed net thirty (30) days from the invoice or shipment date, up to the approved credit limit.

Orders become effective when accepted by IMRON and are filled at prices in effect at the time of shipment. Prices, terms, and specifications are subject to change without notice.

Past-due balances may accrue interest at one and one-half percent (1.5%) per month, or the maximum rate permitted by law, whichever is lower.

IMRON may extend, revise, suspend, or withdraw credit terms, require personal guarantees, adjust discounts, or terminate an account based on account performance or creditworthiness.

Customer authorizes IMRON to make reasonable and periodic credit inquiries with references provided by Customer.

Prices do not include applicable taxes, export duties, or similar governmental fees unless specifically stated.

Unless prohibited by law, Customer is responsible for such taxes, duties, and fees. Customers claiming an exemption must provide appropriate tax exemption documentation.

Customer may select an available shipping method at the time of order. Risk of loss passes to Customer when IMRON delivers the hardware to the carrier.

Certain products may be subject to shipping restrictions or may not be available for international shipment. Shipping estimates depend on product availability and selected shipping method.

Shipping charges may be weight-based, and weights may be rounded up to the next full pound in accordance with carrier policies.

Drop Shipments

Drop shipments directly to Customer are available where permitted. Dealer or distributor pricing is not included with the shipment. The dealer or distributor remains responsible for merchandise and shipping costs.

IMRON is not responsible for defects or damage resulting from Customer error. Standard return policies apply to drop-ship orders.

Drop shipping does not apply to international shipments where the distributor or dealer must provide a commercial invoice.

All shipments from IMRON Corporation are FOB Origin.

Claims must be made within ten (10) days of shipment.

Claims for damage incurred during shipment are the responsibility of the carrier and should be submitted directly to the carrier.

IMRON warrants that Software will substantially conform to published specifications as they exist on the date of delivery.

IMRON's sole obligation for breach of this warranty is to use commercially reasonable efforts to correct qualifying defects or conformance failures and provide a corrected or updated version when feasible.

IMRON will use commercially reasonable efforts to analyze, diagnose, and correct software problems and maintain applicable documentation.

IMRON does not warrant uninterrupted or error-free operation or guarantee that every defect can or will be corrected.

IMRON does not guarantee that the Software will satisfy every Customer need or operate successfully in every environment.

Software warranty obligations are void if licensed Software is modified without IMRON's written consent.

Claims for contribution involving third-party bodily injury, death, or damage to tangible real or personal property are not waived or disclaimed by the foregoing limitation.

For hardware purchased through IMRON, the applicable manufacturer's warranty governs.

• Azure — Eighteen (18) month warranty from factory shipment date.
• STid readers — Lifetime warranty.
• STid credentials — Three (3) month warranty.

Eligible returns may be made within thirty (30) days of shipment. Returned products must be unused and in the same condition as originally shipped.

A thirty percent (30%) restocking fee applies to cancelled or returned products.

Customized products and software are not returnable.

If a product is defective during the applicable warranty period, Customer must obtain an RMA number and return the defective product to IMRON at Customer's expense.

IMRON does not accept returns for hardware that has not been operated in a suitable environment or has not been properly maintained and operated.

Before Requesting an RMA

Products shipped by IMRON undergo testing before shipment. Customers should verify hardware settings, including switches and jumpers, as well as applicable software settings before reporting a product defect.

RMA Procedure

• All returns must include an IMRON-issued RMA number.
• Obtain an RMA number through the Return a Product form on the Contact Us page.
• Clearly mark the RMA number on the return package.
• Package the product securely and include all original parts and components.

Resellers are responsible for installation, maintenance, and operation of products sold to end users, as well as related marketing, training, and promotional expenses.

IMRON provides technical support after Customer has completed applicable Basic and Advanced hardware and software training, provided Customer remains under active maintenance.

Web-based Basic and Advanced training is available. In-house and on-site training may also be provided for an additional fee established by IMRON.

Technical support includes reasonable assistance with questions or issues concerning installation and configuration of IMRON software and hardware purchased through IMRON.

IMRON certifies compliance with applicable requirements of the Fair Labor Standards Act of 1938, as amended, and applicable regulations and orders issued thereunder.

IMRON is an equal-opportunity employer.

These terms are governed by the laws of the State of California, without regard to choice-of-law principles.

Venue for any action or arbitration between the parties shall be Orange County, California.

Any controversy, dispute, or claim arising out of or relating to these terms, including claims based on contract, tort, or statute, shall, at the request of either party, be resolved by final and binding arbitration administered in accordance with the then-current American Arbitration Association Commercial Arbitration Rules.

Judgment upon an arbitration award may be entered in any state or federal court having jurisdiction.

The arbitrator shall determine the prevailing party and may award reasonable attorney's fees and costs to that party.

Customer agrees to comply with applicable United States laws and regulations, including laws governing export and re-export of hardware and software.

Customer shall not knowingly export or re-export hardware or software in violation of applicable United States export control laws.

If any provision of these terms is found illegal, unenforceable, or in conflict with applicable law, the remaining provisions remain in full force and effect.

Customer may not assign these terms or rights hereunder without IMRON's prior written consent. Any unauthorized attempted assignment is void.

All copyrights, patents, trademarks, trade names, trade secrets, and other intellectual property contained in IMRON software or confidential information remain the property of IMRON.

Customers are prohibited from emulating, copying, reverse engineering, reverse assembling, or decompiling IMRON hardware, software, or confidential information.

Confidential information includes inventions, designs, methods, improvements, trade secrets, price lists, schedules, quotations, customer information, identities of customers and prospects, and other confidential business or technical information exchanged between the parties.

Neither party may disclose the other party's confidential information to a third party except as authorized or required by law.

Because unauthorized disclosure may cause harm not adequately compensated by monetary damages alone, an aggrieved party may pursue injunctive or equitable relief in addition to other available remedies.

Neither party is responsible for failure or delay in performance caused by events beyond its reasonable control, including acts of God, fire, theft, war, riot, embargoes, civil or military authority, or recognized industrial shortages.

If hardware delivery is delayed by such an event, the delivery schedule may be extended on a day-for-day basis for up to thirty (30) days. After that period, Customer may cancel the affected purchase order without further obligation.

Formal notices under these terms must be sent by overnight mail or another postal service that provides proof of delivery and are effective when received.

Notices to Customer will be sent to Customer's current address on file with IMRON.

In any dispute arising out of these terms, the prevailing party shall be entitled to recover reasonable attorney's fees and costs, in addition to any other remedies available.