Terms of Sale

1. Introduction
1.1. This website and the services available on this website (collectively, the “L5 Platform”) are made available to you by L5, LLC (“L5”). By accessing or using any portion of the L5 Platform, you acknowledge (on behalf of yourself and any entity you represent) the following Terms of Service (the “Terms”). These Terms are a binding agreement between you and L5 and govern your use of the L5 Platform. You are prohibited from accessing or using the L5 Platform if you do not agree with these Terms.
1.2. L5 may amend these Terms at any time and will publish the current version on the L5 website. Notice of material changes to these Terms will be provided on the website or otherwise communicated to you. Continued access or use of the L5 Platform after such changes are made constitutes your acceptance of the revised Terms. All changes will be effective immediately upon such publication. THESE TERMS CONTAIN AN AGREEMENT BY YOU TO RESOLVE DISPUTES THROUGH BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND CONTAIN A WAIVER OF CLASS ACTION PROCEEDINGS. PLEASE REVIEW THE ARBITRATION SECTION AND CLASS ACTION WAIVER BELOW SINCE YOU ARE GIVING UP CERTAIN RIGHTS, SUCH AS THE RIGHT TO A JURY TRIAL AND THE RIGHT TO SUE L5 IN A CLASS ACTION LAWSUIT .

2. Definitions
2.1. Buyers: Individuals or entities who use the L5 Platform to purchase or intend to purchase items are referred to as “Buyers.”
2.2. Sellers: Individuals or entities who offer items for sale on the L5 Platform are referred to as “Sellers.”
2.3. Users: Buyers, Sellers, and all other website visitors on the L5 Platform are collectively referred to as “Users.”
2.4. Account(s): Certain functions of the L5 Platform require Users to register an account on the L5 Platform, which are referred to as an “Account(s).”
2.5. Listing(s): The content, including pictures, descriptions, and information posted by Sellers on the L5 Platform are referred to as “Listings.”

3. Services Provided by L5
3.1. The L5 Platform is a web-based platform that operates as an online marketplace to facilitate transactions between Buyers and Sellers. The L5 Platform allows Sellers to post Listings (including information and photos) and for Buyers to place bids on those Listings.
3.2. L5 is not a party to transactions between Buyers and Sellers. The negotiation, conclusion, and fulfillment of any agreement formed through the L5 Platform are the sole responsibilities of the respective Buyers and Sellers. Users assume certain risks in using online marketplaces such as the L5 Platform. L5 provides no warranty for any transaction between a Buyer and a Seller, and L5 does not take title of any items contained in Seller Listings. When acting as a Buyer or Seller, you assume all of the risks of sales and purchases made via the L5 Platform and you should conduct your own diligence on the items in each Listing.
3.3. L5 does not guarantee or supervise the behavior or submissions of its Users. L5 may, at its discretion, review, refuse to display, or remove, in whole or in part, any content (including Listings and other User content or commentary) that it deems improper, misleading, false, or otherwise not suitable for the L5 Platform. However L5 is under no obligation to do research or authenticate the accuracy or veracity of any item for sale through the L5 Platform or any User submissions, Listings, or other postings.
3.4. Items that are the subject of a Listing are not in L5’s possession or custody. You should do your own diligence on Listings before submitting a bid to purchase.
3.5 The YouTube API services provided by Google allow Users to upload videos directly from YouTube to a Listing on the L5 Platform. Please note that by using the YouTube API, you are subject to Google's Privacy Policy (https://policies.google.com/privacy) and Terms of Service (https://www.youtube.com/t/terms). We encourage you to review these documents to understand Google’s terms and privacy practices when using their services.
3.6 The L5 Platform may be subject to downtime and outages due to maintenance or other reasons without liability for resulting delays or damages. L5 is not responsible for technical malfunctions, delays, or errors that may cause missed or misprocessed transactions or bids. Users acknowledge that information, including bids or offers, may be subject to delays or lags, which are not the responsibility of L5. L5 is not responsible for missed purchases, late offers, or failed transactions.

4. Purchases
4.1. The Listings are posted in an auction format where Buyers may place bids on a Listing subject to the information contained in that Listing, including timing and pricing details. Buyers may submit offers at the price listed in their bid. Once an auction ends, and the offer has been accepted by the Seller , it will be considered a purchase and a binding contract solely between the Buyer and Seller. Payment details and shipping details must be agreed upon between Buyer and Seller.
4.2. Returns are not permitted through the L5 Platform. All returns are at the discretion of the Seller. However, L5 intends to foster an online community that is transparent and reduces Buyer risk. In the case where an item purchased on the L5 Platform has been verified by a third party to be a forgery, counterfeit, fraudulent, or otherwise materially different than what was contained in the applicable Listing, and the Seller has refused a refund, please contact L5 as set forth below to provide certification of such occurrence, return the lot to L5, and L5 will refund the final purchase price of the item and all L5 platform fees.
4.3 Use of the L5 Platform to conduct transactions is subject to payment of L5 fees. Fees will be charged for transactions based on the current fee schedule at the time the bid is accepted/auction closes.

5. Seller Responsibilities
Sellers are responsible for submitting true, accurate, and current information in Listings. Listing of counterfeits or replicated items is strictly prohibited and may result in the suspension or termination of your account.
When an auction closes or the Seller otherwise accepts a Buyer’s offer, it is the Seller’s responsibility to collect all payments from the Buyer and ship the item to Buyer within 10 days of receiving the Buyer’s payment in accordance with the terms and conditions posted in the Listing . In the event of multiple identical offers or bids, the Seller may determine which offer to accept. Sellers may accept or refuse any Buyer’s participation, bid, or offer at their discretion.

6. Buyer Responsibilities
Buyers place orders or bids (where applicable) for the Listings on the L5 Platform. Buyers are responsible for reviewing the Listing before making an offer or making a purchase . By submitting an order or bid, a Buyer agrees to purchase the item(s) contained in the Listing pursuant to the terms and conditions posted by the applicable Seller (e.g. price, payment terms, shipping/handling, fees, taxes).

7. Use of the Platform
7.1. The L5 Platform relies on User interaction and participation, including public-facing comments. All registered Users may leave comments on Listings, even if the User is not a Buyer or Seller. All information provided must be accurate and not be intended or reasonably likely to mislead or negatively alter the bidding process. L5 does not verify the identity of any Users or the accuracy or authenticity of any User postings or commentary.
7.2. By posting any content on the L5 Platform, you grant us a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, transmit, perform, distribute, store, modify, make derivative works of, and otherwise use in any manner, as determined by L5, your content in connection with the operation of the L5 Platform and the promotion, advertising or marketing thereof, in any form, medium or technology, including publishing your content on the internet.
7.3. You represent and warrant that your content does not infringe the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party and that you have the right to provide us your content for use as contemplated above.
7.4. You release us from all liability relating to your interactions with other Users. When interacting with other Users, you assume all the risks of your interactions. You will be solely responsible and liable for your use of the L5 Platform, including buying, selling, transacting, and communicating on the L5 Platform.
7.5. All Users, including Buyers and Sellers, are prohibited from making the offer for sale or soliciting the purchase of any Listing on the L5 Platform in channels outside of the L5 Platform. Users are prohibited from requesting, sharing, or using the contact information of any User of the L5 Platform (including Buyers and Sellers) for any purpose other than in relation to: (a) using the L5 Platform, and (b) any transactions between the Users.
7.6 The following activities are strictly prohibited on or in connection with the L5 Platform:
• Using software, robots, or any technical means that could disrupt or alter the normal functioning of the L5 Platform;
• Copying, reproducing, displaying, duplicating, selling, publishing, posting, licensing, renting, distributing, modifying, translating, adapting, reverse-engineering, or creating derivative works of the L5 Platform or any part of the L5 Platform without L5’s prior written consent.
• Employing automated scripts (such as web scrapers or crawlers) to systematically collect, access, use, or scrape data, images, or any information from the L5 Platform;
• Taking actions that place an excessive or disproportionate load on the L5 Platform infrastructure;
• Blocking, deleting, overriding, modifying, circumventing, or otherwise interfering with any content or features on the L5 Platform.
• Using the L5 Platform to post, transmit, input, upload, or otherwise provide any information or material that contains any viruses, worms, trojan horses, logic bombs, time bombs, cancelbots, malware, ransomware, adware, or other harmful computer code or programming routines, including those designed to or that reasonably may disable, damage, impair, interfere with, surreptitiously intercept, or expropriate the L5 Platform or any computers, hardware, software, system, data, or networks.
• Using the L5 Platform for unlawful purposes or submitting inaccurate, incomplete, or out-of-date information, commit fraud or falsify information in connection with your use of the L5 Platform, or act maliciously against the business interests or reputation of L5.
• Posting or transmitting any content that is unlawful, harmful, violent, illegal, infringing on third party rights, false, misleading, fraudulent, pornographic, libelous, invasive, encouraging of money laundering, gambling, or any other unlawful or unwarranted behavior.
• Listing or selling anything you do not have a right to sell or transmit.
• Using the L5 Platform to engage in fraud or pass counterfeits, to engage other illegal or illicit activity, or to infringe anyone’s intellectual property, such as by posting counterfeit products in a Listing.

8. Accounts
8.1. The L5 Platform is offered and available to Users who are 18 years of age or older. When you create an Account, you will be required to submit certain information and will be required to establish a username and password, and by doing so, you warrant that you are above the age of 18 and that all information you submit is true, accurate, and current. In the event any of your Account information changes, you must notify L5.
8.2 You may register an Account free of charge, but use of certain services and features of the L5 Platform are subject to certain fees as set forth in our fee schedule .
8.3. Each Account is personal to the User and is not transferable. Account credentials may not be transferred or shared with any third party. You are responsible for maintaining the confidentiality of your Account login credentials. You are responsible for any and all activities or actions that occur under your Account. You must notify us immediately as set forth below upon becoming aware of any breach of security or unauthorized use of your Account. You are prohibited from transferring or sharing your Account to or with any other person.
8.4 L5 may, for any reason, at any time, and in its sole discretion, suspend, deactivate, or terminate your Account or your use of the L5 Platform, or terminate these Terms, without notice or liability, including if you breach these Terms, upon any unauthorized use of your Account, if you act in an abusive manner, or if you engage in illegal activity. If we suspend, deactivate, or terminate your Account, you may not create another Account without our prior written permission. You may terminate your Account at any time closing your Account within the L5 Platform.

9. Intellectual Property
The L5 Platform, including its text, audio, video, graphics, charts, photographs, interfaces, icons, software, computer code, data, trademarks, logos, slogans, names of products and services, documentation, other components and content, and the design, selection, and arrangement of content are and will remain the exclusive property of L5 or, as applicable, its suppliers, licensors, and partners. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of L5. Any unauthorized use of any trademarks, trade dress, copyrighted materials, or any other intellectual property belonging to L5 or any third party is strictly prohibited and may be prosecuted to the fullest extent of the law. The L5 Platform may contain references to third-party marks and copies of third-party copyrighted materials, which are the property of their respective owners. Except as expressly described in these Terms, no licenses or other rights, express or implied, are granted by L5 to you under any patent, copyright, trademark, trade secret, or other intellectual property right of L5.

10. DMCA Copyright Notice
If you believe that anything on the L5 Platform infringes any copyright that you own or control, please provide our designated agent identified below with a notice that contains the following information:
(a) a description of the copyrighted work(s) that you claim have been infringed;
(b) a description of the allegedly infringing material, including its location on the Software;
(c) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (c) your email address, telephone number, and mailing address;
(d) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf; and
(e) an electronic or physical signature of a person authorized to act on behalf of the copyright owner. Your notice must meet the then-current requirements implemented by the DMCA. Contact information for our designated agent for notice of claims of copyright infringement is as follows.

11. No Warranty
THE L5 PLATFORM IS PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT ANY WARRANTY OF ANY KIND. NEITHER L5 NOR ITS AFFILIATES, SUPPLIERS, OR LICENSORS ARE RESPONSIBLE FOR PROVIDING MAINTENANCE OR SUPPORT SERVICES FOR THE L5 PLATFORM. ACCURACY AND RELIABILITY OF INFORMATION ON THE L5 PLATFORM CANNOT BE GUARANTEED. L5 DOES NOT WARRANT OR GUARANTEE THE QUALITY, COMPLETENESS, TIMELINESS, OR AVAILABILITY OF THE L5 PLATFORM OR THAT IT WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY DEFECTS WILL BE CORRECTED, OR THAT THE L5 PLATFORM OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL CONDITIONS OR COMPONENTS. L5 IS NOT RESPONSIBLE FOR ANY USER CONTENT, INCLUDING LISTINGS, OR FOR ANY AUCTION OR BIDDING CLOCKS OR COUNTDOWNS, DATA FEEDS, OR STREAMING CONTENT.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, L5 EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE L5 PLATFORM, INCLUDING WITHOUT LIMITATION THOSE REGARDING AVAILABILITY, QUALITY, ACCURACY, MERCHANTABILITY, FITNESS FOR ANY USE OR PURPOSE, COMPATIBILITY WITH ANY STANDARDS OR USER REQUIREMENTS, TITLE, NONINFRINGEMENT, AND ANY ARISING FROM A COURSE OF DEALING OR USAGE IN TRADE. L5 HAS NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVERY, OR FAILURE TO STORE ANY USER COMMUNICATION.
YOUR USE OF THE L5 PLATFORM IS AT YOUR OWN RISK AND YOU, ALONE, ARE RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER HARDWARE, SOFTWARE, SYSTEMS, AND NETWORKS, ANY LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY INFORMATION FROM THE L5 PLATFORM, AND ANY OTHER DAMAGE THAT MAY BE INCURRED.
USERS ACKNOWLEDGE THAT ANY TRANSMISSION AND INFORMATION, INCLUDING BIDS OR OFFERS, MADE ON THE L5 PLATFORM MAY BE SUBJECT TO DELAYS OR LAGS, OR OTHERWISE MAY NOT BE IMMEDIATELY POSTED. L5 IS NOT LIABLE FOR ANY BIDS OR OFFERS ARRIVING LATE OR FAILING TO BE PROCESSED.
SOME STATES, INCLUDING THE STATE OF NEW JERSEY, MAY NOT ALLOW FOR WARRANTY EXCLUSIONS IN ALL INSTANCES, AS A RESULT THE ABOVE DISCLAIMERS APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY LAW, BUT MAY NOT APPLY TO YOU.

12. Indemnification
You agree to indemnify, defend, and hold harmless L5 and its respective directors, officers, owners, employees, contractors, representatives, consultants, agents, suppliers, and licensors from and against all losses, claims, liabilities, demands, complaints, actions, damages, judgments, settlements, fines, penalties, expenses, and costs (including without limitation reasonable attorneys’ fees) that arise out of or in connection with your access to or use of the L5 Platform, your misuse of any material, data, or other information downloaded or otherwise obtained from the L5 Platform, purchases made through the L5 Platform, or your breach of these Terms. We reserve, and you grant to us, the exclusive right to assume the defense and control of any matter subject to indemnification by you.

13. Privacy
Use of the L5 Platform is also subject to by our Privacy Policy, which is incorporated by reference. Users should review the Privacy Policy to understand how L5 collects, uses, and discloses personal information.

14. Assignment of Rights and Duties
L5 may assign or transfer any of its rights or obligations under these Terms to a third party or delegate the performance of these rights or obligations without obtaining the User’s prior consent. Users may not assign or transfer their rights or obligations to any third party without L5’s explicit consent.

15. Limitation of Liability
15.1. L5 IS NOT A PARTY TO CONTRACTS FORMED BETWEEN BUYERS AND SELLERS. L5 AND ITS AFFILIATES, EMPLOYEES, OR REPRESENTATIVES ARE NOT LIABLE FOR ANY RISKS OR DAMAGES ARISING FROM THOSE CONTRACTS.
15.2 L5 DISCLAIMS ALL RESPONSIBILITY FOR MISCONDUCT OR BREACH OF CONTRACT BY BUYERS OR SELLERS OR ANY OTHER USERS. L5 PROVIDES NO GUARANTEE REGARDING SUCCESSFUL, SATISFACTORY COMPLETION OF TRANSACTIONS NOR THE AUTHENTICITY, QUALITY, OR LEGAL STATUS OF ANY ITEMS FROM ANY LISTINGS.
15.3. L5 IS LIABLE ONLY FOR DIRECT DAMAGES PROVEN TO RESULT FROM INTENTIONAL OR GROSSLY NEGLIGENT ACTS BY L5. IN NO EVENT WILL L5 BE LIABLE FOR LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF GOODWILL, OR ANY INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES , ARISING OUT OF OR IN CONNECTION WITH THE L5 PLATFORM OR YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE L5 PLATFORM, WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR OTHERWISE, AND EVEN IF L5 OR THE APPLICABLE INDIVIDUAL OR ENTITY HAS EXPRESS KNOWLEDGE OF THE POSSIBILITY OF THE LOSS OR DAMAGE.
YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP ACCESSING AND USING THE L5 PLATFORM. WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL L5 OR THE APPLICABLE INDIVIDUAL OR ENTITY’S LIABILITY TO YOU EXCEED $100, EVEN IF THIS REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS, INCLUDING NEW JERSEY, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

16. Third Party Sites and Services
The L5 Platform, including Listings and User comments, may contain links to third-party websites or services that are not owned or controlled by L5. L5 has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third-party websites or services. L5 makes no warranties as to the accuracy, legality, completeness, or quality of third party websites linked on the L5 Platform, or the offerings or services of any of these entities/individuals and disclaims liability for any issues arising therefrom.

The YouTube API services provided by Google LLC for the purpose of allowing users to upload videos directly to YouTube from our platform. Please note that by using the YouTube video uploading functionality on our website, you are subject to Google's Privacy Policy (https://policies.google.com/privacy) and Terms of Service (https://www.youtube.com/t/terms). We encourage you to review these policies to understand how Google collects, uses, and protects your information when using their services.

17. Feedback
You acknowledge and agree that any comments, suggestions, ideas, feedback, or other information relating to the L5 Platform will not be confidential or proprietary, and L5 is entitled to the use and dissemination of that content for any purpose, including commercial purposes, without notice, acknowledgement, or compensation to you.

18. DISPUTE RESOLUTION – ARBITRATION.
You agree to resolve any disputes arising under these Terms or relating to the L5 Platform through binding arbitration, on an individual basis, as set forth below.
1. WAIVER. YOU UNDERSTAND THAT BY AGREEING TO BINDING ARBITRATION, YOU ARE GIVING UP YOUR RIGHT TO A TRIAL BY JURY. YOU UNDERSTAND AND AGREE THAT BY AGREEING TO BINDING ARBITRATION ON AN INDIVIDUAL BASIS, YOU MAY NOT BRING A CLAIM AGAINST L5 IN A CLASS ACTION LAWSUIT AND WAIVE ANY RIGHT TO A CLASS ACTION, AND THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN ONE OR MORE PERSON’S OR PARTY’S CLAIMS IN A CLASS OR PROCEEDING. In the event a court determines that the foregoing is unenforceable, then such claim must be severed from the arbitration and brought in court, subject to L5’s right to appeal.
2. Good Faith Discussions. You and L5 must first attempt to resolve any dispute by good faith discussions, including via email. If the parties cannot resolve a dispute with good faith discussions, then either party may submit the dispute to binding arbitration as set forth in these Terms.
3. Rules. You agree that arbitration will be conducted by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules, then in effect and as amended herein (“Rules”). The Rules can be found at: https://www.adr.org/Rules. You and L5 agree that this agreement to arbitrate involves a transaction of interstate commerce and therefore the Federal Arbitration Act will govern the interpretation and enforceability of this agreement to arbitrate.
4. Initiating a Claim. The party desiring to initiate arbitration must provide the other party a Demand for Arbitration in accordance with the Rules and the parties will thereafter mutually agree upon the arbitrator. If the parties cannot agree upon the arbitrator within ten (10) days, an arbitrator will be appointed in accordance with the Rules.
5. Arbitrator. Arbitration will be before one (1) arbitrator who will have exclusive authority to resolve any disputes arising under these Terms or with regard to the Service, including as to the enforceability and/or formation of this agreement to arbitrate made between you and L5.
6. Location. You agree that arbitration will take place exclusively in Milwaukee County, Wisconsin. However, where the disclosed claims or counterclaims do not exceed $25,000, the dispute may be resolved by the submission of documents only/desk arbitration (see the Rules for more details). Either party may, however, ask for a hearing, or the arbitrator may decide a hearing is necessary.
7. Time Limit. Any claim by you arising in connection with these Terms or the Service must be commenced by you within one (1) year of the dispute giving rise to the claim.
8. Confidentiality. The parties will not make any comments or announcements to the public about the subject matter or outcome of any arbitration.
9. Arbitrator’s Decision. The arbitrator’s decisions and judgment will be final and binding on the parties but will have no precedential effect. The arbitrator will not have the authority to award damages outside of those set forth in these Terms.
10. Costs and Expenses. Each party will pay their own expenses and fees, including their own attorneys’ fees, arising from arbitration, unless the arbitrator determines that your claims were improper or frivolous, in which case the arbitrator may require you to reimburse us for certain fees and expenses in accordance with the Rules.
11. Exceptions. Notwithstanding anything to the contrary in this Section, you and L5 each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s intellectual property rights.

19. Governing Law and Venue
19.1. These Terms and any dispute arising therefrom shall be governed by and construed in accordance with the laws of the United States and, to the extent applicable, the laws of the state or jurisdiction in which L5 maintains its principal place of business, without giving effect to any conflict-of-law provisions.
19.2. The exclusive place of jurisdiction for any legal action relating to these Terms or the use of the L5 Platform shall be in Milwaukee County, Wisconsin, USA, unless another location is required by applicable law.

20. Severability
If any provision of these Terms is found to be invalid or unenforceable, that provision shall be severed or reformed to the extent necessary to make it valid and enforceable, and the remaining provisions shall remain in full force and effect. Section headings in these Terms are for convenience only and shall not affect interpretation.


21. Contact
If you have any questions about these Terms, please contact us at:
L5, LLC
Email: info@L5.com
411 E Wisconsin Ave
Suite 2400
Milwaukee, WI 53202