SALES TERMS AND CONDITIONS

Welcome to Ledger.com.

Ledger offers for sale products (the “Products”) available on its website at www.ledger.com or www.ledgerwallet.com (our “Website”).

You are about to make a purchase on the Website – excellent news!

We would like to draw your attention to the fact that, depending on the payment method you selected when making your payment, you are purchasing the Products either from Ledger or our partner Flow (more details below). Working with Flow allows Ledger to offer you additional payment methods for purchasing Products, such as Sofort, Trustly and iDEAL, the availability of which depends on where you are located geographically.

Don’t worry – whatever you decide, you will receive the same quality Products, shipped by Ledger (either as seller or in the name and on behalf of Flow).

Who is selling to you? (you can easily check who is selling to you using the table below, depending on the payment method selected).

Please note: No matter how you purchase them, Ledger Products require special attention. Our general conditions also provide you with clear and transparent information on the rules of use to be followed to secure long-term access to your Products.

[These principles are also noted in Flow’s general conditions]

See also:

• Ledger Privacy Policy available at

   https://www.ledger.com/privacy-policy

• Flow Privacy Policy available at

   https://link.flow.io/ledger/policies/privacy

• Ledger Website Terms of Use available at

   https://shop.ledger.com/pages/website-terms-of-use

These general conditions are intended for customers making purchases as end users. If you wish to purchase Products for resale purposes, please contact us at sales@ledger.fr.

Please note: The following general conditions apply to Products sold by Ledger to end-user customers.

Ledger e-commerce conditions

These Conditions (“Ledger Conditions”) set out the parties' rights and obligations in connection with the sale of the Products on this Website, and only on this Website, for purchases made using Visa, Mastercard, American Express, BitPay Paypal, crypto.com pay, Dankort or Dotpay. For purchases made using other payment methods, please refer to the General Conditions of our partner Flow, which acts as seller for these orders. These are available here.

ARTICLE 1 – INTRODUCTION – IDENTIFICATION OF THE SELLER

Ledger is a French société par actions simplifiée (simplified joint-stock company) with share capital of €1,459,259, whose registered office is located at 1 rue du Mail, 75002 Paris, registered in the Paris Trade and Companies Register under SIREN number 529 991 119 (intra-Community VAT number: FR03529991119) (“Ledger”).

ARTICLE 2 – DEFINITIONS

Please note: To make these general conditions of sale easier to read and understand, we have provided definitions for some important concepts. These can be found at the end of this document.

In this document, the first letter of each word of a defined term is capitalised (whether they are used in the singular or plural): 

ARTICLE 3 – ORDERS

To order Products on this Website, you must be at least eighteen (18) years of age and have the legal capacity to enter into contracts. If you place an order on behalf of a company or another legal entity (e.g. an association), you confirm that you have the authority to act on behalf of this entity, and that this entity accepts the terms of the Ledger Conditions.

It is your responsibility to determine and select the Products appropriate to your needs and then follow the order process on the Website.

Please note: Before ordering, make sure that you check that the Products are compatible with products you normally use.

To help you choose the right Product for you, we have designed our Website so that you can easily get the information you need about the features, compatibility (hardware and software) or interoperability of our Products.

We have designed Ledger Products to enable you to easily secure and manage your crypto assets. Before using our Products, it is important to fully understand the specific risks and operating rules of the crypto asset universe. To help you with this, Ledger also provides you with the Ledger Academy. You will find a range of very useful information in addition to the lowdown on our Products.

If you still have any questions, please do not hesitate to contact our team; we are here to help you. Once your cart is filled, complete your purchases by following the instructions provided at each step, then check the order summary is accurate before clicking on the "Order" button.

A confirmation email will then be sent to you.

When the Product(s) is/are shipped, you will receive a confirmation accompanied by the invoice.

At its sole discretion, Ledger may apply quantity restrictions to orders placed on the Website. If you wish to purchase our Products in larger quantities, please contact us.

ARTICLE 4 – PRICES AND PROMOTIONS

The prices invoiced for the Products are the prices displayed on the Website’s payment page once you confirm your order, after having checked it (and modified it if necessary). The prices expressed in cryptocurrency are the prices provided by our exchange rate supplier at the time of the order.

Ledger reserves the right to change the price of the Products displayed on the Website at any time without notice, before a purchase is made.

Our prices are provided to you before tax and/or after tax. Please note that the price displayed on the Website home page is an estimate based on your IP address and geographical location.

Please note: Why can the price displayed on the payment page sometimes differ from the price displayed on the Website home page?

Applicable taxes

• For certain countries (the European Union, certain states of the United States, Switzerland, Japan, Canada and Australia), the price to be paid includes tax (it includes applicable taxes such as VAT, sales tax, goods and services tax or any other consumer taxes). For countries outside these territories, the price given excludes taxes.

• If your IP address does not match your delivery address or if you reside in a region of the European Union where VAT rules do not apply (see:

   https://ec.europa.eu/taxation_customs/business/vat/eu-vat-rules-topic/territorial-status-eu-countries-certain-territories_fr

  ), the price charged may differ from the price displayed on the homepage. The final price that will be invoiced is displayed at the time of payment, depending on the place of delivery and the currency selected.

• Note that Ledger does not offer tax refund services – therefore, if the price of your Product includes taxes, You won’t be able to claim back VAT, or any other tax, afterwards.

Customs duties

Finally, for deliveries outside the European Union, please note that some countries or states may apply customs duties, and/or increase certain taxes for which you are solely responsible. Therefore, when you place an order, it is your responsibility to inform the local authorities of any prior formality and/or payment of duties and taxes of any kind related to importing the products.

Ledger may from time to time offer discounts, group offers or other promotions (hereinafter "Promotions") on the Website. Unless otherwise specified, these Promotions are not cumulative. Promotions and Promotion Codes may only apply to certain Product lines.

Shipping costs

The prices displayed for the Products exclude shipping costs, unless explicitly specified on the Website. Shipping costs include order processing and delivery costs. These costs may vary depending on the size, weight of the parcel, choice of carrier and delivery address and are precisely calculated when the order is placed. The applicable shipping costs are added during the order process, depending on the delivery method chosen, and are specified on the summary page before final validation of your order.

ARTICLE 5 – RETENTION OF TITLE – PAYMENT

The total amount is invoiced at the time of the order. Payment is made at the time of the order prior to shipping.

Payment is made using one of the payment methods accepted by Ledger.

Ledger retains ownership of each product delivered until Ledger receives full payment of the amount due for said product. In the event of non-payment or irregular payment, Ledger reserves the right, after registration, to suspend or cancel the order and/or delivery.

ARTICLE 6 – DELIVERY AND TRANSFER OF RISKS

The Products are delivered to the delivery address that you provide to us when placing your order.

Depending on your delivery address, you may be offered a choice of one or more delivery service providers with their respective rates. Where you have a choice between different delivery methods, you are asked to select the provider of your choice.

The risk of loss and damage to the Products is transferred to you upon delivery (i.e. when you physically take possession of the Product, or when the Product is physically delivered to the person you have designated).

In the event of damage to the package or an apparent anomaly (damaged package, opened, etc.), you must follow the procedure set out by the delivery company. In any event, the carrier will provide you with a written document that you can use to make your complaint. You must also inform Ledger of such defect(s), specifying the order number, no later than eight days after delivery.

Delivery times are specified when you place your order. They are provided for information purposes only and may vary depending on the delivery companies. Ledger cannot be held liable for delays caused by the delivery company. However, if Ledger is unable to deliver the Product to you within a reasonable time, within thirty (30) days of your order date, you may cancel your order and obtain a refund of the price paid.

If – through your actions – the delivery could not be made or your parcel was not claimed at a collection point after thirty (30) days, Ledger reserves the right to cancel your order and refund the purchase price to you.

ARTICLE 7 – RIGHT OF WITHDRAWAL

If you are a Consumer Customer, you have a fourteen (14) day right of withdrawal pursuant to European consumer protection laws.

To make it easier for you to exercise this right, we provide you with all the information set out in the European Union's standardised information sheet below.

Your right of withdrawal

You have the right to withdraw from this agreement within fourteen days without having to give any reason.

The withdrawal period (or cooling-off period) expires fourteen days after the day on which you, or a third party designated by you other than the carrier, physically takes possession of the item (or the last item in the case of a single order)

To exercise your right of withdrawal, you must notify us of your decision to withdraw from this agreement by means of a straightforward statement (e.g. letter sent by post or email).

You can contact us by email at support@ledger.com or by post by writing to Ledger - 1, rue du Mail, 75002 Paris, France.

You can use the withdrawal form template that we provide on our website but this is not mandatory. If you use this option, we will immediately send you an acknowledgement of receipt of the withdrawal on a durable medium (e.g. by e-mail).

To be within the withdrawal period, you just need to send your statement about exercising your right of withdrawal before the withdrawal period expires.

The effects of your withdrawal

If you withdraw from this agreement, we will refund all payments we have received from you, including delivery costs (except for additional costs due to your choosing, where applicable, a delivery method other than the less costly standard delivery method we offer) without excessive delay and, in any event, no later than fourteen days from the date on which you informed us of your decision to withdraw from this agreement. We will make the refund using the same payment method you used for the original transaction unless you explicitly agree a different method; in any case, this refund will not incur any costs for you.

For cryptocurrency payments, you will be reimbursed in cryptocurrency but for the euro equivalent of the initial purchase.

We may defer the refund until we have received the item or until you have provided proof of shipment of the item, whichever occurs first.

You must return the item to us at Allée Georges Charpak, Parc Technologique de Sologne 18100 VIERZON, FRANCE without undue delay and in any event no later than fourteen days after you have let us know of your decision to withdraw from this agreement. You are deemed to be within this period if you return the item before the fourteen-day period expires.

You are only liable for depreciation of the item resulting from handling of the item that goes beyond what is necessary to establish the item's nature, characteristics and proper functioning.

Specific rules and exceptions

If a product that is part of a bundled offer is returned, you must return the entire bundle in its original packaging for a full refund.

For textile products, we do not accept returns of products that have already been worn (except for a short time to check the size/fit) or products that have been washed. The returned product must be in its original condition and in its original packaging.

For any complaints about the Products, please use the contact form available here.

ARTICLE 8 - GUARANTEES

Non-Business Customers benefit from statutory guarantees when purchasing a product from Ledger on our Website.

Summary of your rights as a Non-Business Customer:

1.  Where you are acting on the basis of the statutory guarantee of conformity:

• you benefit from a period of two years from delivery of the Product to act against Ledger in the event of a non-conformity with the Product that we have sold you (and the digital elements it contains);

• you may choose between the Product's repair or replacement. Ledger may not proceed with what you choose if the request to bring it into conformity is impossible or results in disproportionate costs;

• you are exempted from providing proof that there is a non-conformity with the Product in the twenty-four months following its delivery date;

• The statutory guarantee of conformity applies independently of the provisions of the Ledger Conditions.

2.  You may also decide to invoke the latent defects guarantee of the item sold within the meaning of Article 1641 of the French Civil Code. In this case, you may choose between the sale's cancellation or a reduction in the sale price in accordance with Article 1644 of the French Civil Code.

Business Customers do not benefit from the statutory guarantee of conformity but can invoke the latent defects guarantee for the item sold.

If you wish to make a claim under your statutory guarantees, please use the contact form available here.

ARTICLE 9 – SECURITY OF AND UPDATES TO LEDGER PRODUCTS

Article 9.1 – Securing your Ledger Products and keeping your recovery phrase safe

Note: Be careful to keep your security phrase in a safe place. You will need it throughout the life of your Ledger Product. You alone have control of it and without it you risk losing access to your crypto assets!

Your recovery phrase is unique. It is only communicated to you once when your Ledger Product is first activated. It consists of a random sequence of 24 words.

Your recovery phrase allows you to access, under all circumstances, the private keys giving access to your crypto assets. You may need it at any time:

• If you lose your Ledger Product or it is stolen

• If your Ledger Product breaks down or is accidentally damaged

• If you forget the access pin to your Ledger Product

• If there is a firmware update, especially for security reasons

• If you need to recover your crypto assets to migrate them to another type of wallet

• or for any other reason…

Your recovery phrase is a key component of the security system for the sensitive content stored on your Ledger product. It must be kept secret at all times.

Please note: Keep your recovery phrase in a safe place. Ledger will never ask for your 24 words. Never enter your 24 words anywhere other than on your Ledger Product.

If your 24 words are accidentally lost or disclosed, it is important to note that:

• For security reasons, Ledger does not hold any backup copies of your 24 words;

• You may no longer be able to access your crypto assets – permanently;

• You run the risk that anyone (in possession of your 24 words) will be able to access your crypto assets in order to misappropriate them and associate them with their own private key.

To learn more about using and securing your 24 words, visit the Ledger Website regularly, including the dedicated section of the Ledger Academy or our support platform.

Important: These specific conditions of use relate to the particular technological nature and sensitivity of the information (private keys) that you secure using Ledger Products. These rules of use must be followed in all cases, regardless of how you procure our products: from Ledger directly, from our partner Flow or from another retailer.

Article 9.2 – Updates to the digital elements contained in Ledger Products

Ledger may provide updates from time to time.

Updates proposed by Ledger may have a variety of purposes, such as addressing possible security breaches or incidents or developing features.

Ledger will always inform you of the availability, purpose and installation conditions of its updates.

If an update is required to keep your item in conformity (e.g. a security update), you must install it within a reasonable time using the instructions provided by Ledger.

Please note: Failure to install an update required to keep a Ledger Product in conformity may lead to operating faults with this Product. Ledger is not responsible for operating faults resulting from the failure to install necessary updates (including security updates).

To find all our advice and keep up to date with the latest updates, please visit our website.

ARTICLE 10 – LEDGER'S LIABILITY

These conditions limit our liability only to the extent permitted by law. Specifically, these conditions do not exclude or limit the liability of Ledger (its subsidiaries and affiliates, including suppliers) for death or personal injury, fraud, fraudulent misrepresentation, gross negligence or wilful misconduct.

Apart from the rights and responsibilities described in this section, and to the extent permitted by law, LEDGER: 

• IS NOT LIABLE FOR NON-PERFORMANCE ATTRIBUTABLE TO (I) A CASE OF FORCE MAJEURE, (II) AN UNFORESEEABLE AND INSURMOUNTABLE ACT OF A THIRD PARTY OR (III) A FAULT ON YOUR PART (FOR EXAMPLE MISUSE OF THE PRODUCT AND/OR NON-COMPLIANCE WITH THE RULES AND INSTRUCTIONS COMMUNICATED BY LEDGER PURSUANT TO ARTICLE 9);

• DECLINES ALL LIABILITY FOR LOSS OF PROFITS, PROCEEDS, INCOME, VALUE OR DATA, OR COMPENSATION FOR INDIRECT DAMAGES.

ARTICLE 11 – INTELLECTUAL PROPERTY

Ledger grants you a personal, non-transferable, non-exclusive and worldwide licence to use the software associated with the Products. This licence is intended solely to enable you to use the Products and to benefit from the related features. You may not copy, modify, distribute, sell or lease all or part of the software that is part of it. Similarly, you may not decompile and/or deconstruct or attempt to extract the source code of such software, except where the right to decompile and/or deconstruct is permitted by law, within the limits set by that law, after a written request to Ledger to disclose the necessary source code elements has remained unanswered. The foregoing does not apply to the use of open-source software used by our Products. These may be offered under an open licence that we will make available to you. The open licence may contain clauses that take precedence over some of these conditions.

You must not make any changes to the Products (e.g. no right to disassembly or reassembly), or remove labels or distinctive signs of the trademarks under which the Products are sold by Ledger, nor add any brand name or indication of any kind, nor repackage them. You must not modify the box's contents (unless you are required to comply with local law or regulation, and only after discussing it with Ledger), or make any statement that does not comply with Ledger’s documentation.

You must not reproduce or allow a third party to reproduce any part of the Products and you must not provide third parties with information making reproduction of any part of the Products possible

ARTICLE 12 – PERSONAL DATA

As part of its activities, Ledger may process and collect personal data about you (“Data”).

As data controller, Ledger processes the Data in compliance with the provisions of French law no. 78-17 of 6 January 1978, known as the "loi informatique et libertés", as amended, and the General Data Protection Regulation (Regulation (EU) 2016/679).

Information about how Ledger uses your Data and whose cookies are used on the Website can be found in our Personal Data Protection Policy and our Cookie Policy.

ARTICLE 13 - COMPLIANCE WITH THE LAW

Given the open nature of the Internet, the Ledger website is accessible worldwide.

Ledger continuously innovates to create Products with a high level of security to protect its Customers’ crypto assets. To enable as many people as possible to access its innovations, Ledger does not limit access to certain geographical areas. Ledger thus offers all potential Customers neutral and undifferentiated access to its Website, regardless of where they are connected.

By placing an order on the Website, you acknowledge and agree not to import, sell or transfer Products in violation of applicable laws and you declare that delivery of the Products purchased by you will not violate any laws or regulations of the country of delivery. In some countries, you may need to be registered as an “import entity” and/or obtain a special import licence to import products with cryptographic technologies. Please ensure you comply with these conditions before placing your order.

You also agree not to export any product purchased from the Website to another country or region if prohibited by export laws or if you do not have the appropriate licence, or other authority approval.

In the event of non-compliance with the above conditions, you may be subject to legal proceedings by the local authorities. 

Finally, you undertake not to purchase devices on the Website for military purposes.

ARTICLE 14 – APPLICABLE LAW – MEDIATION – COMPETENT COURTS

The Ledger Conditions are governed by French law.

French law offers a high level of consumer protection. However, if you purchase a Product as a Consumer Customer, you also benefit from the protection provided by the mandatory laws of your country of habitual residence when these laws are more favourable to you and they would have been applicable if French law had not been chosen.

What should you do if you are experiencing issues with Ledger Products?

If you have a question or experience issues with an order or Product purchased from Ledger on the Website, contact us via the contact form available here.

Our teams will do their utmost to meet your needs and attempt to find a satisfactory solution to your request.

Please note: Make sure you provide your contact details and any information to Ledger to enable them to assess the origin and implications of the issue. Rest assured, the data you provide to us to analyse your request is processed in strict compliance with our Personal Data Protection Policy (see Article 12 of the Ledger Conditions).

What should you do if the issue persists?

If you are a Consumer Customer, you may use a free and confidential dispute resolution procedure in order to find an amicable solution to the dispute.

In France, in accordance with the provisions of the French Consumer Code on the amicable settlement of disputes, Ledger is a member of the E-commerce Ombudsman Service of the FEVAD (Federation of e-commerce and distance selling), the contact details of which are as follows: 60 Rue La Boétie – 75008 Paris – http://www.mediateurfevad.fr. After a prior written approach to Ledger, you may refer any consumer dispute that has not been settled to the Ombudsman Service. For information on how to refer the matter to the Ombudsman, click here.

If you are a European Consumer Customer, you can also make an online complaint on the European online dispute resolution platform (“RLL platform”), accessible at http://ec.europa.eu/consumers/odr by filling out an electronic form. The RLL platform will inform Ledger that the complaint has been made. The Customer and Ledger must agree on the dispute resolution body in view of resolving the dispute between them. For more information on the mediation process: https://webgate.ec.europa.eu/odr/main/index.cfm?event=main.home.show&lng=FR

In any event, you may also take your issue to the competent court.

ANY DISPUTE RELATING TO THE APPLICATION OR INTERPRETATION OF THESE GENERAL CONDITIONS THAT CANNOT BE SETTLED AMICABLY SHALL BE BROUGHT BEFORE THE COURT WITH JURISDICTION OVER THE MATERIAL AND TERRITORIAL MATTERS PURSUANT TO THE APPLICABLE LAWS.

IF YOU ARE A MERCHANT, THE PARTIES AGREE TO SUBMIT THEIR DISPUTE TO THE EXCLUSIVE JURISDICTION OF THE PARIS COMMERCIAL COURT. 

ARTICLE 15 - MISCELLANEOUS CLAUSES

Unless otherwise specified:

In the event of any discrepancy between these General Conditions and any other documents referred to herein, these General Conditions will take precedence.

In the event that a clause in these General Conditions is declared null and void or inapplicable, it must be replaced by a valid clause reflecting the objective pursued by the initial clause as closely as possible. The other clauses will not be affected and will remain in full force and effect.

These General Conditions constitute the entire agreement between the Customer and Ledger with respect to purchases made through this Website using Visa, Mastercard, American Express, Bitpay and Paypal and supersede any prior agreement, if any.

The fact that Ledger does not exercise its rights under these General Conditions does not in any way constitute a waiver or loss of such rights. 

DEFINITIONS

Capitalised terms used in this document have the following meanings (whether used in the singular or the plural):

“Ledger Conditions”: this document (our general conditions of sale), which applies to purchases of Products that you make from Ledger as a Customer of the Website.

“Customer”: an end customer (user of the Product) who places an order on the Website with Ledger. A Customer must have the capacity to enter into an electronic distance-selling agreement with Ledger. End customers may purchase the Products for business or non-business purposes but may not purchase them for resale.

“Business Customer”: a natural or legal person that purchases a Product on the Website for use in the context of a commercial, industrial, artisanal, liberal or agricultural activity.

“Non-Business Customer”: a natural person (“Consumer Customer”) or a legal entity that is acting for purposes that do not fall within the scope of a commercial, industrial, artisanal, liberal or agricultural activity.

“Product”: the Products offered for sale on the Website (including digital elements contained in or associated with some of these physical products (in particular software)).

“Website”: Ledger’s e-commerce website as defined in the preamble to the General Conditions of Sale.

“Seller”: Ledger, i.e. the company designated in Article 1 above that sells you the Products you purchase on the Website.

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.