Solana Mobile Inc. Terms of Sale

Effective Date: May 21, 2025

Welcome to the online Solana Mobile Store (the “Store”), which is provided by Solana Mobile Inc., a Delaware corporation whose principal place of business is at 530 Divisadero St. PMB 722 San Francisco, CA 94117, United States (“Solana Mobile” or “we”). Your initiation of an order of any mobile phone (“Phone”) and/or tangible accessories (together with Phones, “Devices”) or any other product or service offered by Solana Mobile (“Service”) from the Store (“Order Request”) constitutes your agreement to be bound by these Terms of Sale and any other terms incorporated into these Terms of Sale by reference (whether online or accompanying the applicable Device, the “Supplemental Terms”). Supplemental Terms include our return policy found at https://solanamobile.com/return-policy-web (the “Return Policy”), the terms of the limited warranty found at https://solanamobile.com/seeker-warranty (the “Limited Warranty”), the terms set forth on https://solanamobile.com/tos-homepage-web (the “Website Terms”) and, in the event that you are purchasing a Device after previously having paid a deposit for a place on the relevant pre-launch waitlist, the deposit and waitlist agreement found at https://solanamobile.com/deposit-waitlist-agreement-web (“Deposit Agreement”). All such Supplemental Terms together with these Terms of Sale shall be referred to herein as the “Terms”.

PLEASE CAREFULLY READ THESE TERMS, WHICH APPLY WITH FULL FORCE AND EFFECT TO YOUR USE OF THE STORE AND PURCHASE AND/OR USE OF ANY DEVICE.

YOUR PURCHASE OF A DEVICE OR ANY OTHER PRODUCT THROUGH THE STORE REQUIRES THAT YOU AGREE TO THESE TERMS. IF YOU DO NOT UNDERSTAND THE TERMS OR DO NOT ACCEPT ANY PART OF THEM, DO NOT PLACE AN ORDER.

NOTHING IN THESE TERMS AFFECTS YOUR STATUTORY LEGAL RIGHTS UNDER APPLICABLE LAW.

1. Solana Mobile Services When you use any Solana Mobile Services through a Device, your use of such Services is subject to the applicable terms and conditions for such Services in addition to these Terms. Note that Services, including the availability of Services and content or features contained in or offered through Services, may vary by region.

To the fullest extent permitted by applicable law, all features, functionality and other product specifications of our Services are subject to change without notice or obligation.

2. Privacy When you place an Order Request through the Store, you acknowledge that we may collect and process certain information about you in order to process and complete such Order Request, and as further described in our Privacy Policy. Please refer to our Privacy Policy at https://solanamobile.com/privacy-policy-web for more information on how Solana Mobile collects, uses and shares the information we receive from you.

3. Support Please refer to https://solanamobile.com/support to learn more about any support offered by Solana Mobile in connection with your Device. The Solana Mobile support team will only provide support if you are located in a supported country.

4. Ordering and Payment

When you submit an Order Request to Solana Mobile, the Order Request is considered an offer to purchase the applicable Devices or Services, but does not constitute an offer by Solana Mobile to sell such Devices or Services. Any Order Request shall be subject to acceptance by Solana Mobile and Solana Mobile may decline any Order Request, in whole or in part, for any lawful reason. If Solana Mobile accepts your Order Request, we will notify you of our acceptance by sending a confirmation, and such confirmed Order Request will be deemed an “Order”.

If you have paid a deposit under the Deposit Agreement, your deposit payment does not constitute an Order Request, and you are still required to submit an Order Request through the Store.

Solana Mobile reserves the right to reject all or part of an Order Request for any lawful reason, and may take any lawful action in connection therewith (including refusing to ship Devices to you), including in the event that: (a) Solana Mobile reasonably believes that (i) you have violated these Terms, or (ii) you have or are seeking to purchase (directly or indirectly) more than the permitted maximum number of Devices in contravention of Section 8; or (b) you have requested delivery of a Device to a country or other area that Solana Mobile does not deliver to.

5. Prices and Taxes

The Device price displayed on the Store may not include sales tax or other variable charges (such as shipping charges). All applicable taxes and shipping charges will be presented at checkout before you place your Order Request, and must be paid in the same currency as the purchase is made.

All prices displayed on the Store are subject to change at any time without notice in respect of future Order Requests.

6. Payment

By providing a credit card, authorizing a transaction using a third-party wallet provider, or other payment method accepted by Solana Mobile, you represent and warrant that you are authorized to use the designated payment method, and you authorize us (or our third-party payment processor) to charge your payment method for the total amount of your Order or, in the event that you have already paid a deposit in respect of the Device under the Deposit Agreement, the remaining balance due for your Order (including any applicable taxes and other charges detailed at checkout). If the payment method you provide cannot be verified, is invalid or is otherwise not acceptable, your Order may be suspended or canceled. You must resolve any problem we encounter in order to proceed with your Order.

In addition, by using a software-based digital wallet (“Digital Wallet”) in the Store or in connection with ordering a Device, you agree that you are using that Digital Wallet under the terms and conditions of the applicable provider of such Digital Wallet. Solana Mobile does not have custody or control over the contents of your Digital Wallet. You are solely responsible for your use of any Digital Wallet, and you agree that Solana Mobile shall have no liability to you for any losses or damages arising from same, including without limitation as a result of hacks, double-spending, or invalid or inaccurate transaction requests.

7. Delivery

Orders may take up to six (6) months to fulfil from the date that Solana Mobile accepts your Order Request or requests your delivery address (as applicable).

We may not be able to deliver Devices to all locations. If Solana Mobile does not ship a Device to the address you provided, Solana Mobile will either decline your Order Request or cancel your Order, and you will not be charged or you will be refunded, as applicable.

You must ensure that the delivery address you provide to Solana Mobile for delivery of your Device, either at submission of your Order Request or upon Solana Mobile’s request (as applicable), is accurate. You are responsible for accepting delivery of the Order at that address or, if the shipping carrier is unable to complete delivery at that address for reasons outside the shipping carrier’s or Solana Mobile’s control, at the pick-up location specified by the shipping carrier.

If a Device is shipped to the address that you have provided but cannot be successfully delivered to you, the Device will be returned to Solana Mobile. Once Solana Mobile receives the return shipment, you will not be charged for the Device (or charges already incurred will be reversed using the initial payment method), but you may be charged for shipping and applicable taxes (including import or export taxes) and such charges may not be reversed, except where prohibited by applicable law. Please note that deposits made under the Deposit Agreement are generally non-refundable.

If a Device is not successfully delivered due to an error that you are not responsible for, you will not be charged and/or applicable charges will be refunded to your original payment method. As described above, deposits made under the Deposit Agreement are generally non-refundable.

If you do not receive your Device, please refer to https://solanamobile.com/support for assistance.

8. Availability and Order Limits

All Devices offered on the Store are subject to availability. We reserve the right to discontinue offering certain Devices without prior notice.

Certain products have quantity limits. You may not place an Order Request or otherwise purchase, directly or indirectly, more than the maximum number of Devices that we specify on a product page or in a product description. For example, the product description or product page may contain a maximum order limit for a particular Device.

Unless otherwise set forth on the Store in connection with any Device, Devices are sold only for personal use and not for resale.

9. Pricing Mistakes

We try very hard to make sure that prices on the Store are accurate. In the unlikely event that a mistake happens and the Order Request has not been confirmed, we will let you know the correct price, and you will be given the option to continue with your Order at the correct price or cancel it.

10. Promotions

From time to time, Solana Mobile may offer promotions or promotional prices for the sale of Devices. In the event of a conflict between these Terms and any terms applicable to such promotional offers or prices (“Promotional Terms”), the Promotional Terms will control solely with respect to the applicable promotion and solely during the time when the promotion is valid, as set forth in the Promotional Terms.

11. Import and Export

The Device may be subject to import and export laws and regulations. You must comply with all domestic and international import and export laws and regulations that apply in connection with the Device, including your purchase and receipt thereof. These laws may include restrictions on shipping destinations, users, and end use of any Device.

12. Use of the Device

Please carefully read any instructions that come with the Device, including instructions that may be available online. You agree to comply with any end user licenses or other Supplemental Terms applicable to your use of the Device or any software on or made available through the Device, including without limitation Supplemental Terms applicable to any Device operating system.

13. Device Security

Each Device may include the Solana Mobile proprietary technology for storing digital assets (“Seed Vault”), which such Seed Vault uses software and hardware features of the Device to protect private keys used by you in connection with your Seed Vault, Digital Wallets and other blockchain-based technologies (“Private Keys”). Private Keys stored in your Seed Vault will be accessible to you only via a Recovery Phrase. “Recovery Phrase” means the random sequence of 24 unique words which will be communicated to you through the Device when the Device is activated. Your Recovery Phrase allows you to access the applicable Private Keys stored in your Seed Vault.

You may need your Recovery Phrase:

If you lose your Device, your Device is stolen, or you otherwise cannot access your physical Device;
If your Device breaks down or is accidentally damaged;
If you reset your Device to factory defaults; or
If you need to migrate your digital assets to another type of Digital Wallet.

It is important to note that:

Solana Mobile does not store or have access to, nor hold any backup copies of, your Recovery Phrase;
Anyone in possession of your Recovery Phrase will be able to access your digital assets; and
You may permanently lose access your digital assets if your Recovery Phrase is lost or compromised.

Solana Mobile may make updates to software on your Device from time to time, including updates to the Seed Vault and other security features. You must install any updates within a reasonable time using the instructions provided by Solana Mobile. Solana Mobile is not responsible for operating faults resulting from the failure to install necessary updates (including security updates).

14. Gifts

You may only purchase Devices for personal use of an individual end user. You may not resell any Device, but you may give the Device as a gift. You may not purchase a Device with the intention of circumventing any limitations we have placed on any individual’s ability to purchase or receive one or more Devices, nor may you knowingly gift a Device to any individual who would be ineligible to purchase a Device under these Terms (including where Solana Mobile does not deliver to their address, or where they have or will (directly or indirectly) exceeded the Order limits set out in Section 8).

15. Certain Device Technical Specifications

Battery life for your Device will depend on Device settings, usage, and many other factors. Battery tests are conducted using specific Device units; actual results may vary. Devices with storage capacity may be preformatted with operating system software and other files. As a result, actual formatted capacity may be less than the memory listed in any Device description, which should be used as a guideline only. Nothing in this Section 15 affects your statutory rights in respect of a defective Device.

16. Return Policy

You may have a legal right to change your mind about your Order and receive a refund under applicable law. This is further described in the Return Policy, which sets out the process for any request to return a Device for a refund. If you wish to return any Device, please review the then-current Return Policy for such Device. As set out therein, any deposit paid under the Deposit Agreement is generally non-refundable.

17. Data and Deactivation

You are solely responsible for managing, protecting, and securing any data stored on your Device, including, for example, deleting, transferring and creating back-ups of such data. For example, if you decide to return the Device, it is your responsibility to erase all personal or other data on the Device before sending it to Solana Mobile. Solana Mobile will not be responsible for any use or disclosure of any data that resides on a Device that is returned to Solana Mobile, to the extent possible under applicable law.

If you notify Solana Mobile that (a) you have not received a Device, (b) a Device is defective, or (c) a Device has been lost or stolen, Solana Mobile may deactivate that Device. Deactivation may result in the deletion of personal or other data stored on your Device. We strongly recommend that you back-up your data periodically.

18. Warranty

Devices sold by Solana Mobile to you through the Store are subject to our Limited Warranty, which, for the avoidance of doubt, is only for the benefit of the original customer, and not gift recipients or resellers.

19. Defects; Warranties; Disclaimer of Warranties

You may have rights as to the quality of your Device under applicable law. These are further described in our Limited Warranty. The Limited Warranty also contains disclaimers of certain of Solana Mobile’s liabilities to the extent permitted under applicable law. Please read the Limited Warranty carefully.

If you have a defective Device, please contact https://solanamobile.com/support.

If Solana Mobile provides you with an advanced replacement Device before we receive your defective Device, and you do not return the defective Device within the time communicated to you by Solana Mobile representatives, you authorize Solana Mobile to charge your original form of payment for the full value of the defective Device.

In addition and notwithstanding anything to the contrary herein, you acknowledge and agree that the purchase of a Device or any Services does not grant you any right, entitlement or expectation to receive, claim or otherwise benefit from any tokens, digital assets or similar instruments, either now or in the future. You further acknowledge that any references to tokens in connection with the Device or otherwise are purely informational, non-binding, and do not constitute an offer, promise, inducement, or guarantee of distribution. You agree that any future issuance of tokens, if any, shall be governed by separate terms and conditions, may be subject to eligibility and regulatory requirements, and may be modified, postponed, or abandoned in full at the sole discretion of the relevant issuer.

Nothing in this Section 19 affects your legal rights under applicable laws.

20. Limitation of Liability

THE LIMITED WARRANTY SETS FORTH CERTAIN EXCLUSIONS FROM AND LIMITATIONS ON THE LIABILITY OF SOLANA MOBILE AND ITS SUPPLIERS AND AFFILIATES TO THE EXTENT PERMITTED UNDER APPLICABLE LAW. PLEASE REVIEW THE LIMITED WARRANTY CAREFULLY.

21. Cellular and Internet Services Disclaimers and Other Device Features Outside of Solana Mobile’s Control

You acknowledge that unless specifically provided in any Device description page, no Device comes with a cellular data plan, a wireless service plan or other Internet connectivity service. You are solely responsible for obtaining any access to the Internet or wireless service through a cellular data service provider or a wireless service provider (each, a “Wireless Carrier”) or other Internet connectivity service provider (“Internet Service Provider”) whose service is compatible with the Device. If your Device includes functionality allowing you to access the Internet via a cellular data plan, the Device may be configured to work with a certain cellular network technology. Check with your preferred Wireless Carrier for compatibility and mobile data plan availability.

If your Device requires a SIM card, or any other mobile connectivity feature required by your Wireless Carrier or Internet Service Provider, you are solely responsible for obtaining such connectivity feature(s). If your Device includes WiFi functionality that allows you to access the Internet, you understand that you will need access to a compatible WiFi access point.

You agree that Solana Mobile has no responsibility for the provision of cellular data services, wireless services or other Internet connectivity services, or the terms under which Wireless Carriers or Internet Service Providers may offer those services. Internet Service Providers and Wireless Carriers may charge you for usage and other fees that Solana Mobile does not control. You understand that the Device may only be compatible with certain hardware accessories manufactured by third parties, and Solana Mobile makes no warranty with respect to such third-party hardware accessories or their compatibility with the Device.

Returning the Device, in accordance with these Terms, will not cancel your service contract with your Internet Service Provider or Wireless Carrier, if applicable. You must contact the applicable third-party service providers (e.g. Internet Service Provider or Wireless Carrier) directly to cancel such service(s).

22. Governing Law and Venue

Subject to overriding consumer rights under the laws of your country of residence, any dispute arising from these Terms and your use of the Service shall be governed by and construed in accordance with the laws of the State of Delaware. Any claim that may be brought in court under the terms of these Terms shall be exclusively subject to the jurisdiction of the federal or state courts of the State of New York.

23. Arbitration Agreement

TO THE EXTENT THAT IT IS NOT UNENFORCEABLE, UNLAWFUL OR UNFAIR UNDER APPLICABLE LAWS, THIS SECTION 23 APPLIES TO ALL SOLANA MOBILE CUSTOMERS WHO PURCHASE A DEVICE UNDER THE TERMS. PLEASE READ THIS SECTION 23 CAREFULLY BECAUSE IT MAY REQUIRE YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH SOLANA MOBILE AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US, UNLESS YOU OPT OUT OF ARBITRATION BY FOLLOWING THE INSTRUCTIONS SET FORTH BELOW OR IT IS OTHERWISE UNENFORCEABLE, UNLAWFUL OR UNFAIR FOR SOLANA MOBILE TO REQUIRE YOU TO DO SO. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO CLASS OR REPRESENTATIVE ACTIONS OR ARBITRATIONS ARE ALLOWED UNDER THIS ARBITRATION PROVISION. IN ADDITION, ARBITRATION PRECLUDES YOU FROM SUING IN COURT OR HAVING A JURY TRIAL TO THE EXTENT THAT IT IS NOT UNENFORCEABLE, UNLAWFUL OR UNFAIR TO DO SO UNDER APPLICABLE LAWS.

(a) To the extent that it is not unenforceable, unlawful or unfair under applicable laws, you and Solana Mobile agree that any dispute arising out of or related to these Terms or your purchase, access to, or use of a Device (each a “Dispute”, and collectively "Disputes") is personal to you and Solana Mobile and that any such Dispute will be resolved solely through individual action, and will not be brought as a class arbitration, class action or any other type of representative proceeding.

(b) To the extent that it is not unenforceable, unlawful or unfair under applicable laws, you and Solana Mobile waive your rights to a jury trial and to have any other Dispute arising out of or related to these Terms resolved in court. Instead, for any Dispute that you have against Solana Mobile you agree to first contact Solana Mobile and attempt to resolve the claim informally by sending a written notice of your claim ("Notice") to Solana Mobile by email at legal@solanamobile.com or by certified mail addressed to 530 Divisadero St. PMB 722 San Francisco, CA 94117. The Notice must (i) include your name, residence address, email address, and telephone number; (ii) describe the nature and basis of the Dispute; and (iii) set forth the specific relief sought. Our notice to you will be similar in form to that described above. If you and Solana Mobile cannot reach an agreement to resolve the Dispute within thirty (30) days after such Notice is received, then either party may submit the Dispute to binding arbitration administered by JAMS or, under the limited circumstances set forth above, in court. All Disputes submitted to JAMS will be resolved through confidential, binding arbitration before one arbitrator. Arbitration proceedings will be held in the State of New York, city of New York. You and Solana Mobile agree that Disputes will be held in accordance with the JAMS Streamlined Arbitration Rules and Procedures (“JAMS Rules”). The most recent version of the JAMS Rules are available on the JAMS website and are hereby incorporated by reference. You either acknowledge and agree that you have read and understand the JAMS Rules or waive your opportunity to read the JAMS Rules and waive any claim that the JAMS Rules are unfair or should not apply for any reason.

(c) Where applicable, you and Solana Mobile agree that these Terms affect interstate commerce and that the enforceability of this Section 23 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any Dispute and to grant any remedy that would otherwise be available in court, including the power to determine the question of arbitrability. The arbitrator may conduct only an individual arbitration and may not consolidate more than one individual's claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.

(d) The arbitration will allow for the discovery or exchange of non-privileged information relevant to the Dispute. The arbitrator, Solana Mobile, and you will maintain the confidentiality of any arbitration proceedings, judgments and awards, including information gathered, prepared and presented for purposes of the arbitration or related to the Dispute(s) therein. The arbitrator will have the authority to make appropriate rulings to safeguard confidentiality, unless the law provides to the contrary. The duty of confidentiality does not apply to the extent that disclosure is necessary to prepare for or conduct the arbitration hearing on the merits, in connection with a court application for a preliminary remedy or in connection with a judicial challenge to an arbitration award or its enforcement, or to the extent that disclosure is otherwise required by law or judicial decision.

(e) To the extent that it is not unenforceable, unlawful or unfair under applicable laws, you and Solana Mobile agree that for any arbitration you initiate, you will pay the filing fee (up to a maximum of $250 if you are a consumer), and Solana Mobile will pay the remaining JAMS fees and costs. For any arbitration initiated by Solana Mobile, Solana Mobile will pay all JAMS fees and costs. You and Solana Mobile agree that the State of New York shall have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.

(f) To the extent that it is not unenforceable, unlawful or unfair under applicable laws, any Dispute must be filed within one year after the relevant claim arose; otherwise, the Dispute is permanently barred, which means that you and Solana Mobile will not have the right to assert the claim.

(g) To the extent that it is not unenforceable, unlawful or unfair under applicable laws, you have the right to opt out of binding arbitration within 30 days of the date you first accepted the terms of this Section 23 by mailing an opt-out notice to Solana Mobile at 530 Divisadero St. PMB 722 San Francisco, CA 94117. In order to be effective, the opt-out notice must include your full name and address and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with the governing law and venue terms of these Terms.

(h) If any portion of this Section 23 is found to be unenforceable, unlawful or unfair for any reason, (i) the unenforceable, unlawful or unfair provision shall be severed from these Terms; (ii) severance of the unenforceable, unlawful or unfair provision shall have no impact whatsoever on the remainder of this Section 23 or the parties' ability to compel arbitration of any remaining claims on an individual basis pursuant to this Section 23; and (iii) to the extent that any claims must therefore proceed on a class, collective, consolidated, or representative basis, such claims must be litigated in a civil court of competent jurisdiction and not in arbitration, and the parties agree that litigation of those claims shall be stayed pending the outcome of any individual claims in arbitration to the fullest extent permitted by applicable law. Further, if any part of this Section 23 is found to prohibit an individual claim seeking public injunctive relief, that provision will have no effect to the extent such relief is allowed to be sought out of arbitration, and the remainder of this Section 23 will be enforceable to the fullest extent permitted by applicable law.

24. Changes to the Terms The Terms in effect at the time you place an Order Request for any Device will apply to the applicable Order and Device. Solana Mobile reserves the right to make changes to these Terms from time to time, and any such changes will apply to future Orders only.

25. Events Beyond Reasonable Control Neither party will be responsible for any delay or failure to comply with these Terms if the delay or failure arises from any cause which is beyond its reasonable control.

26. No Waiver If you do not comply with these Terms, and we don’t take action right away, this doesn’t mean that we are waiving our rights to enforce these Terms with respect to such breach or any future breach.

27. Severability To the fullest extent permitted by applicable law, if it turns out that a particular term is not enforceable or unfair, these Terms will be deemed modified to reflect your and our original intent as closely as possible, and the unenforceability of any provision or term will not affect any other terms.