Frostsnap Purchase Agreement

1. Acceptance of Terms

Thank you for your desire to join us on the frontier of Bitcoin security. By making this purchase from Stay Frosty Pty Ltd. (hereafter "Frostsnap," "Company," "we," or "our"), you acknowledge and accept this Purchase Agreement (the "Agreement"). This Agreement helps ensure that Frostsnap can continue to build Bitcoin products for many years to come. If you are making this purchase on behalf of another individual, such as a friend, family, or colleague, you are certifying that you have proper authority to bind that individual to this Agreement.

1.1 Communication Between Parties

Any communications on your behalf must be transmitted via email, destined to contact@frostsnap.com. Communications originating from us will typically be transmitted via email, but we may elect to use other communication methods such as electronic messages, in-app notifications, in writing, or through any other reasonable means we deem appropriate.

2. Cryptographic Backup Responsibility

You the customer acknowledge that the products constitute a temporal device (meaning the physical device itself is not the permanent store of your cryptographic access) to generate and utilize cryptographic keys, where the ultimate underlying access falls back onto the existence of physical backups. Creating and caring for these backups of cryptographic secrets is entirely your personal responsibility. You accept that loss, destruction, failure, or damage to products without having created or looked after their related backups may result in irrecoverable financial losses.

3. Purchase

3.1 Order Placement

All orders of Frostsnap products must be submitted through our official website (frostsnap.com), or through one of our authorized re-sellers.

Orders are accepted upon our confirmation, via website notification, email or other electronic communication, or through in-person sale. Orders may be cancelled and refunded at our discretion.

3.2 Inventory Management

In the event where ordered products are unavailable, we may place your order on backorder status with intention to fulfil your order at a time we deem materially feasible. In the event of backorder, we will notify you accordingly via electronic communication. In certain situations, we may elect to ship you a newer version of products ordered if it makes sense for us to do so.

Frostsnap products may be offered to you in the form of a pre-order, and described as such, where the manufacturing of the products you have purchased are in a state whereby they are not immediately ready to be shipped to you.

3.3 Shipping Arrangements

Products will be dispatched by Frostsnap, or through our authorized fulfillment partners.

3.4 Tax Responsibilities

All products are shipped under the Free Carrier (INCOTERMS 2010 FCA) protocol. Notably under these terms you the Customer assume full responsibility for any and all applicable taxes, tariffs, duties, or assessments imposed by the Customer's jurisdiction, regardless of their calculation method.

Any tax exemption claims which require action on our behalf must be simple for us to act upon electronically; in this event you must provide us with documentation acceptable to the relevant authorities as well as instructions on how to action upon it.

3.5 Returns Policy

Our goods come with guarantees that cannot be excluded under the Australian Consumer Law (ACL). You are entitled to a replacement or refund for a major failure. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure.

Given the nature of our products as security devices, we generally do not offer returns or exchanges for incorrect selection or change of mind. However, if your product has a major failure as defined by the ACL, you are entitled to your choice of a refund, replacement, or repair. If the failure is not major, we will, at our discretion, either repair or replace the product within a reasonable time.

For a product to be considered faulty under this policy, the issue must constitute a failure to meet a consumer guarantee under the ACL. This includes situations where the product:

• Is not of acceptable quality (e.g., it is not fit for purpose, is not free from defects, is not safe, or is not durable).
• Does not match the description provided.

Specifically, for the following components (excluding damage caused by your physical stresses, misuse, or external factors):

• Circuit Board: A malfunction or defect in the internal electronics that prevents the device from operating as intended under normal use.
• Touchscreen: A failure of the touchscreen to respond accurately or consistently to touch input under normal operating conditions. This excludes physical damage such severe pressure force, cracks, or scratches.
• USB Connector: A defect in the USB connector that prevents proper data transfer or charging under normal use. This excludes physical breakage or damage due to incorrect insertion or external force.

If you believe your product is faulty, please contact us at contact@frostsnap.com with details of the issue and proof of purchase. We may require you to return the product to us for assessment. If the product is found to be faulty and the failure is major, you are entitled to a refund of reasonable postage costs for the return. If the failure is not major, you may be responsible for the return shipping costs.

Where a remedy is provided under the ACL, we will endeavour to provide it within a reasonable timeframe. The type of remedy (repair, replacement, or refund) for a major failure is your choice. For a minor failure, the choice of remedy is ours.

To the maximum extent permitted by law, including the ACL, these are your sole and exclusive remedies for faulty products.

4. Usage Restrictions

4.1 Resale Prohibition

Customers may not purchase products for commercial resale or distribution without entering into a formal, signed, reseller agreement with Frostsnap. This includes repackaging of the products for resale.

4.2 Permitted Transfer

Transfer of used products is permitted solely for non-commercial purposes, such as inheritance or personal gifting. By transferring the product, you, the original purchaser, are responsible for explicitly informing the recipient that this product remains subject to the terms of this Purchase Agreement, particularly the Usage Restrictions as set out in this Agreement, which include prohibitions on commercial resale, modification, creation of derivative works, and any infringement of Frostsnap's trademarks and copyrights. The recipient's acceptance and adherence to these terms are a condition of the permitted transfer. Frostsnap retains all rights and ownership of the intellectual property inherent in the product, and any use contrary to these terms by any user may be subject to legal action. Frostsnap's direct contractual obligations remain with the original purchaser unless a subsequent user explicitly agrees to the current version of this Agreement in writing with Frostsnap, accepted at our discretion.

4.3 Modifications and Derivatives

You shall not modify, translate, or create derivative works from the products.

4.4 Reverse Engineering and Responsible Disclosure

You shall not use the products unlawfully, nor interfere with the security of products. Commercial exploitation of the products without our explicit agreement is prohibited, including: reverse engineering, decompilation, or disassembly, except for the purpose of responsible vulnerability research conducted in good faith and in compliance with applicable law and any responsible disclosure policy we may have. You are permitted to modify the product's firmware for personal use to implement custom features, under the acceptance that this may invalidate your device being considered "genuine" by us, potentially limiting certain features provided to you. Such modifications must not involve accessing or utilizing our genuine certificates, cryptographic keys, proprietary software code (beyond necessary interfacing), or other confidential information. Circumventing security measures to access such proprietary information is strictly prohibited.

5. Third Party Purchases

5.1 Authorized Resellers

Authorized resellers must provide you with evidence that they are indeed authorized by us. When purchasing from an authorized reseller, the reseller maintains sole responsibility for order processing and delivery. All support inquiries relating to orders with resellers must be directed to the reseller.

Transactions through authorized resellers may be subject to supplementary terms established by the reseller.

6. Accompanying Software and Hardware

You understand that purchased products may require third-party software and hardware such as a phone or laptop device in order to use them for intended purposes, and that this may involve installation of further software. Frostsnap makes no guarantees on the compatibility of particular hardware or operating systems. We also make no guarantees on the fitness and security of any third-party software used in conjunction with the products.

7. Ownership

You accept that all titles, trademarks, copyrights, branding, logos, inventions, and trade secrets of the products will remain exclusively owned by us and are protected by law. You understand and accept that any feedback, suggestions, or comments you give relating to the products will be under Frostsnap's ownership, and we have the right to use them for current or future versions of products without your approval or any compensation.

8. Privacy Policy

By making a purchase or using our products, you agree that any personal information provided to us will be treated under our Privacy Policy which can be found at frostsnap.com/privacy, and you accept that this Privacy Policy constitutes a component of this Agreement.

9. Contractual Requirements

9.1 Assignment Limitations

This Agreement and its associated obligations may not be transferred or assigned, in whole or part, to another entity without securing prior written authorization from Frostsnap.

9.2 Enduring Obligations

The termination or expiration of your relationship with Frostsnap, including discontinuation of product usage, does not release you from any obligations established under this Agreement.

9.3 Customer Commitment

By making a purchase, you accept and agree to all obligations specified in this Agreement and acknowledge that these terms constitute a legally enforceable contract.

10. Cost of Purchase

10.1 Pricing Structure

Product pricing is determined by rates published on our website or as advertised at place of purchase, barring administrative mistakes or errors. Orders may be cancelled and refunded at our discretion.

10.2 Promotional Offers

Promotional codes may be applied at the checkout. Only a single promotional offer may be used at any one time and cannot be combined with other offers.

11. Disclaimers and Limitations

11.1 Product Condition

Products sold by us will be shipped as they are described. From time to time, Frostsnap will advertise unreleased or planned features, which will be described as such, and will be fulfilled at our discretion, retaining our ability for us to change our minds as to the direction of product development.

We explicitly disclaim all warranties and conditions to the maximum extent permitted by law, including fitness for particular purposes, and non-infringement guarantees.

11.2 Performance Expectations

Frostsnap does not guarantee that products will meet specific requirements, operate without interruption, or will remain error-free. We assume no liability for damages resulting from product use, product failure, product loss or theft.

11.3 Support Obligations

Frostsnap will take steps to support your use of our products and services when we deem it reasonable and effective for us to do so. However, we make no commitment that we will teach, guide, or support you beyond the information and documentation that accompanies and surrounds our products.

12. Risk Acknowledgement

12.1 Cryptographic Applications

You acknowledge and accept that there may be inherent risks and personal responsibilities surrounding the use of the products. Particularly regarding cryptographic applications, including but not limited to: the management of secrets and use for Bitcoin transactions.

12.2 Financial Risk

You the customer solely accept all risks related to Bitcoin usage and interactions with our products, including financial losses, risks of theft, hacks, phishing, or any other adverse events.

You also acknowledge that, historically, bitcoin exchange rates have fluctuated enormously (generally for the better) and are likely to continue to do so.

12.3 Bitcoin is a Decentralized Peer-to-Peer Network

You the customer recognize that no central authority governs Bitcoin, and consequently, any losses related to transactions you make fall outside of Frostsnap's control and obligations.

12.4 Security Responsibilities

You acknowledge and assume full responsibility for the use of the products, including but not limited to: protection against unauthorized access, safekeeping of secret key material, backing up of secret key material, arrangement of secure inheritance procedures. Frostsnap strives to make these tasks easy for you, but by purchasing or using our products, we make no guarantees in fulfilment of these tasks.

13. Liability Limitations

13.1 Maximum Liability

You accept that by making a purchase or use of products, Frostsnap's maximum liability under this Agreement shall not exceed the purchase price of said products, excluding shipping and taxes.

13.2 Excluded Damages

We shall not be liable for indirect, incidental, consequential, or punitive damages arising from use of products, including the inability to use products.

14. Dispute Resolution

14.1 Arbitration

Any arbitration proceedings will take place in the jurisdiction of Sydney, New South Wales, Australia.

Any claims or proceedings made against us must be initiated within one year after the occurrence of the event giving rise to the claim.

14.2 Arbitration Agreement

You agree that for any disputes relating to a purchase or this Agreement, you must first make reasonable and fair attempts to resolve them amicably via communication with us. If no reconciliation can be achieved, the dispute will be resolved through binding arbitration pursuant to the Commercial Arbitration Act 2010 (Australia), or elsewhere at Frostsnap's discretion.

14.3 Arbitration Limitations

Arbitration shall not award damages exceeding compensatory damages as described in this Agreement, nor shall the terms of this agreement be extended or modified through such a process.

15. Indemnification Obligations

You the customer agree to defend and indemnify Stay Frosty Pty Ltd, including its: trading partners, officers, directors, employees, and agents. You accept that this indemnification holds for any claims, actions, losses, damages, liabilities, settlements, costs, or expenses arising from product use or violations of this Agreement.

16. Class Action Waiver

You agree to resolve disputes with Frostsnap on an individual basis, and expressly waive your statutory right to participate in class action proceedings against us.

17. Governing Law

This Agreement is performed exclusively under the laws of New South Wales, Australia, with the explicit exclusion of application of law from other jurisdictions.

18. Comprehensive Agreement

This Agreement represents the complete understanding between Frostsnap and you, the customer; regarding product purchase and use. You acknowledge that this is the sole agreement that governs the relationship, and Frostsnap is not bound by any other arrangements.

19. Modifications to the Agreement

From time to time, Frostsnap may elect to make updates to this agreement. Acceptance of these updated terms may be required of you if you desire to use the latest versions of software. Notwithstanding this, the agreement may not be modified, amended, supplemented, or waived unless Frostsnap executives have given their explicit written and signed authorization.

20. Force Majeure

Neither party shall be liable for any failure or delay in performing their obligations under this Agreement where such failure or delay results from catastrophic events beyond its reasonable control. Such events are strictly limited to: natural disasters, declared pandemics, acts of war, and government-mandated restrictions that directly prevent fulfillment.

The affected party must notify the other party as soon as possible of becoming aware of the force majeure event that materially affects the conditions under this Agreement. Performance obligations shall be suspended only for the duration directly impacted by the event. This clause does not excuse any payment obligations or relieve either party from implementing reasonable workarounds when available.

21. Severability

If any provision of this Agreement is deemed to be illegal, invalid, or unenforceable for any reason by a New South Wales court, such provision shall be deemed severed, deleted, or limited in a way that preserves our intent, and shall not affect the legal effect of any other provision. Both parties will endeavor to substitute any changes in this Agreement with a new provision of comparable legal and financial intent.

Version 1.0 Effective Date: May 4, 2025