Ledger Flex™ Solana Edition Soulbound Token Terms of Use
Welcome to Ledger Flex™ Solana Edition Soulbound Token.
By purchasing a Ledger Flex™ Solana Edition bundle, you are entitled to receive a free Soulbound Token (SBT).
The SBT is a non-transferable collectible token offered at no cost that primarily serves as a proof of purchase, and may potentially grant you access to exclusive experiences. Ledger does not make any representation or guarantee that you will receive any particular benefit, or achieve any particular outcome or gain or any particular profit from owning the SBT.
Here you will find the step by step instructions on how to securely mint your SBT by connecting your Ledger Flex™ Solana Edition wallet using the Ledger Live™ application. Below are the applicable Terms of Use (hereinafter referred to as “Terms”) that constitute a legally binding agreement between (i) the holder of an SBT (“you” or “your” or “User”) and Ledger. By minting an SBT issued via the Ledger LiveTM application, you acknowledge and accept these Terms.
Ledger may, from time to time, make announcements regarding your SBT and may include additional terms and conditions on our website, or third party websites, which may also be included in the metadata of your SBT. It is your responsibility to review these terms and conditions regularly.
The SBT possesses two key attributes: (a) it is non-transferable, meaning it cannot be moved between Wallet Addresses, and (b) it can only be minted on a single wallet address. This is because the SBT is designed to symbolize an individual's identity, and to serve as a proof of purchase of a Ledger Flex™ Solana Edition emphasizing its uniqueness.
Definitions
“Issuer” means either Ledger or any Third Party that issues the SBT on Ledger LiveTM application by any delivery method.
“Ledger” means LEDGER, a société par actions simplifiée (simplified joint stock company) subject to the laws of France, whose registered office is located 106 rue du Temple, 75003 Paris, France, and registered with the Trade and Companies Register (Registre du Commerce et des Sociétés) under number 529 991 119 RCS Paris.
“SBT” means the Soulbound Token, which is a type of non-transferable non-fungible token that can be minted by You to a wallet address, governed by these Terms, as described herein these Terms, offered to You by the Issuer and subject to the Terms of these Terms.
“Third Party/ies” means any artist, creator, legal entity that issues the SBT on Ledger LiveTM application by any delivery method, or that provides Third Party Services in relation to or connection with the SBT.
“Third Party Service/s” means any services not operated by Ledger, but provided to You in the context of the issuance of the SBT or its use thereof or in connection with the possible customer engagement initiatives associated with the SBT.
1. Ownership and rights
When you own an SBT, what you own are the rights expressly granted to You by the Issuer (as provided hereunder or under additional Third Party license terms), and the right to benefit from the potential customer engagement initiatives with respect to such SBT.
SBT may:
include the ability to redeem a specific number or amount of goods, services and experiences, in collaboration with Third Parties and through Third Party Services;
be subject to additional Third Party license terms.
No IP ownership. All SBT issued under these Terms are associated with the identical digital artwork or other content which may be copyrighted or trademarked and which in any case, is owned by its Issuer. You acknowledge and agree that the Issuer owns all legal right, title and interest in and to any artwork, designs, drawings, photographs, logos, trademarks, copyright and any other creative material or content (“Associated Content”) that may be associated with the SBT. The rights that you have in and to the Associated Content are limited to those described in these Terms.
License applicable to the SBT . Subject to your compliance with these Terms, Ledger and/or the Issuer hereby grants you a limited, non-exclusive, non-transferable, revocable license (“License”) to access, use, display and copy the Associated Content in respect of the SBT that you own for your own non-commercial personal use. You may display the Associated Content on a website or application that permits the inclusion of SBT.
As an example of authorized personal use, you may print a copy of your SBT’s Associated Content on a t-shirt for yourself or family and friends or can decide to make a painting of your SBT’s Associated Content to place on your wall at home.
You agree that you may NOT, and will NOT permit any third party to, do, or attempt to do any of the following without Ledger’s and/or the Issuer’s prior written consent in each case:
Modify the Associated Content in any way, including without limitation, the shapes, designs, drawings, attributes or color schemes;
Use the Associated Content in a way that disparages Ledger or the Issuer or in connection with images, video or any other content that depicts hatred, violence, intolerance, cruelty, hate speech or otherwise infringe upon the rights of others;
Sell, distribute for commercial gain or otherwise commercialize merchandise that includes, contains or consists of the Associated Content;
Attempt to trademark, copyright or otherwise acquire additional intellectual property rights in or to the Associated Content;
Use the Associated Content to market, advertise, or sell any product or service;
Use or incorporate the Associate Content in any video or any other form of media for any other purpose than your own personal and non-commercial use;
Otherwise use the Associated Content for your or any third party’s commercial benefit;
Attempt to mint, tokenize or create any additional cryptographic token representing the Associated Content;
Falsify, misrepresent or conceal the ownership of the Associated Content for your or any third party’s benefit.
2. SBT Conditions
Eligibility. To mint an SBT, you warrant and represent that:
You are: (i) a person who has the right and authority, in accordance with relevant applicable laws and regulations, to enter into these Terms; and (ii) fully able and competent to satisfy the terms, conditions and obligations herein;
You represent and warrant that You have purchased a Ledger Flex™ Solana Edition wallet and are able to hold the SBT;
By participating in the minting of the SBT and submitting the required details of Your solana public wallet address, You acknowledge that the SBT is (i) not a financial product or security; and (ii) their utility, value and benefits are not guaranteed;
At least 18 years old;
An individual minting an SBT for Your own personal use or a third party’s personal use, provided that you are not minting the SBT on behalf of a legal entity or for business purposes;NOT on any trade or economic sanctions lists, such as (but not limited to) the UN Security Council Sanctions list, designated as a “Specially Designated National” by OFAC (Office of Foreign Assets Control of the U.S. Treasury Department) or placed on the U.S. Commerce Department’s “Denied Persons List”;
NOT located or a resident in any country under sanctions or subject to laws or regulations under which it is illegal;
That you fulfill any other eligibility requirements communicated to you by Ledger and/or Issuer.
You agree to pay any applicable fees associated with acceptance of the SBT, if any, including any fees payable to Third Party for the Third Party Services pursuant to the terms of service for those Third Party Services and any transaction ('gas') fees. You are responsible for ensuring your digital wallet has enough relevant cryptocurrency to cover all such fees.
Time Window for SBT minting - Note that You will have up to one (1) year from the date of purchase of the Ledger Flex™ Solana Edition wallet to mint the SBT. After the expiry of this period, the SBT won’t be mintable anymore.
No refund policy. All purchases are final and non-refundable. You are responsible for all payments, fees and costs associated with transactions involving the SBT, including without limitation the transaction fees (e.g. “gas” fees), and any other fees associated with the use of the services and/or goods with respect to your SBT.
Gas fees. Gas fees are required to execute transactions. Such fees are paid to miners or validators for validating transactions and securing the blockchain, regardless of whether a transaction succeeds or fails. Failed transactions require computational power as much as successful transactions and therefore must be paid for to miners or validators that perform the computational work. It is your sole responsibility to pay for applicable gas fees or any other applicable transaction fees. Ledger does not set nor collect gas fees and has no responsibility in that respect.
Taxes. You are responsible for payment of all national, federal, state, local or other taxes of any jurisdiction, of whatever nature whether now in effect or imposed in the future by any national federal, state, local, international or any other governmental authority or taxing jurisdiction, including, without limitation, any income, sales, use, value-added (VAT), goods and services and other taxes and duties associated with your use of Ledger LiveTM application.
3. Security
Connecting your wallet. DO NOT TRUST, VERIFY. You can access and use the Ledger LiveTM application by connecting your device. Software integrity, especially when connected to the Internet, is very hard to verify. Ledger’s security model relies on a trusted display. As your hardware wallet is offline, this will allow you to verify the smart contract information and related transaction data displayed on your screen without being subject to internet hackers. To learn more about “clear signing”, please read here. You are solely responsible for verifying that the information displayed on your Ledger device screen is accurate and consistent with your intention before signing a transaction.
Keeping your wallet credentials safe. Ledger does not have access to or store passwords, recovery phrases, seed phrases, private keys, passphrases, transaction history, PIN, or other credentials associated with your wallet. We are not in a position to help you retrieve your credentials. You are solely responsible for remembering, storing, and keeping your credentials in a safe and secure location, away from prying eyes. You are also solely responsible for keeping the private key of your digital wallet confidential and secure. Any third party with knowledge of one or more of your recovery phrase or PIN can gain control of your private keys and therefore steal your digital assets (including your NFTs and SBT) without any possibility for you or Ledger to retrieve them. To learn more about how to use and secure your recovery phrase, we recommend that you visit ledger.com and in particular this page, or the “Learn” section in Ledger Live and our support Website here.
4. Assumption of Risks
Inherent risks with Blockchains. Transactions that you engage in via Ledger LiveTM application are confirmed and recorded on blockchain networks. Such networks are decentralized peer-to-peer networks run by independent third parties, which Ledger does not own, control or operate. We have no control over blockchain networks and, therefore, cannot and do not ensure that your transactions will be confirmed and processed. You agree that the transactions you configure via Ledger LiveTM application, in relation to the potential and possible benefit from the possible customer engagement initiatives with respect to such SBT, may fail, or may be substantially delayed by the underlying blockchain networks. Blockchain protocols are subject to change: upgrades to a blockchain, a hard fork or other change to the blockchain, a failure or cessation of the blockchain or its underlying cryptocurrency, or a change in how transactions are confirmed on the blockchain may have unintended, adverse effects on all blockchains using those or similar technologies, including all benefits . Such changes may have consequences on their key characteristics including but not limited to their availability, name, security, market value or the way they operate. Ledger shall have no liability to you or to any third party for any claims or damages that may arise as a result of any payments or transactions that you engage in relation to the SBT.
Regulatory risks. Regulations governing blockchain technologies, cryptocurrencies and tokens are uncertain and subject to change all over the world. You accept and acknowledge that Ledger bears no responsibility in relation to changes to the regulatory regime governing blockchain technologies, cryptocurrencies, and tokens in any jurisdictions, or any policy affecting the use of your SBTs.
Learn more about digital assets and the risks involved. Before using the Ledger LiveTM application, we recommend that you understand and learn about digital assets and the risks involved.
5. Warranties and Liability disclaimers
Ledger does not make any representation or guarantee that you will receive any particular benefit, or achieve any particular outcome or gain or any particular profit from owning the SBT.
Disclaimer of Warranties. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS, THE SBT IS PROVIDED “AS IS” AND “AS AVAILABLE” AND EXCLUDES WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
IN PARTICULAR, LEDGER EXCLUDES ANY WARRANTY FOR INFORMATION, DATA, UPTIME OR UNINTERRUPTED ACCESS, ANY WARRANTIES CONCERNING THE AVAILABILITY, CORRECTNESS, ACCURACY, RELIABILITY, USEFULNESS, OR CONTENT OF INFORMATION, AND ANY MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND WE HEREBY DISCLAIM ANY AND ALL SUCH WARRANTIES, EXPRESS AND IMPLIED. WE DO NOT WARRANT THE SBT OR THE CONTENT, FUNCTIONS OR OTHERWISE THIRD PARTY SERVICES CONTAINED THEREIN WILL BE TIMELY, SECURE, UNINTERRUPTED, FREE FROM VIRUSES OR HARMFUL ELEMENTS, OR ERROR FREE, OR THAT DEFECTS OR MALFUNCTIONS WILL BE CORRECTED. WE MAKE NO WARRANTY THAT THE SBT WILL MEET YOUR EXPECTATION OR REQUIREMENTS. NO ADVICE, RESULTS, OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM LEDGER OR IN RELATION TO THE SBT OR THE PURCHASE OF THE LEDGER FLEX™ SOLANA EDITION WALLET SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
Limitation of Liability. NOTHING IN THESE TERMS LIMITS LEDGER’S LIABILITY FOR (A) FRAUD, WILFUL MISCONDUCT OR GROSS NEGLIGENCE; (B) DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE; OR (C) ANY LIABILITY THAT CANNOT BE EXCLUDED BY LAW. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
LEDGER, ITS AFFILIATES, OFFICERS, REPRESENTATIVES, DIRECTORS, AGENTS AND EMPLOYEES SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES, RESULTING FROM THE USE OR INABILITY TO USE THE SBT
IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF LEDGER ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, THE ACCESS TO AND USE OF THE SBT EXCEED THE GREATER OF (1) $100 OR (2) THE AMOUNTS RECEIVED BY LEDGER AND PAID BY YOU IN RELATION TO SBTS THAT ARE THE SUBJECT OF THE CLAIM.
6. Indemnification
To the extent allowed by applicable law, you will indemnify and hold harmless Ledger and its affiliates, directors, officers, representatives, employees, and agents from and against any and all claims, demands, liabilities, damages, penalties, fines, taxes, costs and expenses (including without limitation reasonable attorneys’ fees and court costs) arising out of or in connection with any breach of these Terms or your unauthorized use of your SBT or Associated Content.
7. Changes
We reserve the right to modify these Terms from time to time without notice and at our sole discretion. Any changes to the Terms will apply on the date that they are made and your continued use will constitute your acceptance of the updated Terms.
8. Governing Law
These Terms shall be governed by and interpreted in accordance with the laws of France, without regard to conflict of laws principles. Any dispute, controversy, difference or claim arising out of or relating to these Terms, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by the appropriate courts of Paris, France.
9. Miscellaneous
If any provision of these Terms is found to be unlawful, void or for any reason unenforceable, that provision will be enforced to the maximum extent permitted by law and otherwise deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions. You agree that Ledger’s failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. You may not assign these Terms without the prior written consent of Ledger, but Ledger may assign or transfer these Terms, in whole or in part, without restriction.
The Terms have been translated and made available into different languages. Notwithstanding their translation, you agree that, in the event of a dispute arising out of or relating to these Terms, only the English version of these Terms shall be referred to and prevail.