Terms of Service

1. Acceptance of Terms

By accessing or using the ListingLedge platform (the "Platform"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use the Platform. You must be at least 18 years of age to create an account or use the Platform. Business entities may use the Platform, provided that the individual accepting these Terms on behalf of the entity has the authority to bind that entity. By using the Platform, you represent and warrant that you meet these requirements.

2. The Platform

ListingLedge operates an online marketplace that connects buyers, sellers, lessors, lessees, and service providers in the hospitality industry, including but not limited to restaurants for sale or lease, commissary kitchens, event spaces, hospitality staff, and performers (collectively, "Listings").

ListingLedge is NOT a broker, agent, or party to any transaction. We provide the technology platform that facilitates connections between members. All negotiations, agreements, and transactions happen directly between the parties involved. ListingLedge does not represent, warrant, or guarantee any Listing, member, or transaction outcome.

Nothing on this Platform constitutes legal, financial, real estate brokerage, or business brokerage advice. Members are encouraged to seek qualified professional advisors before entering into any transaction.

3. Member Accounts

To access most features of the Platform, you must register for an account. When registering, you agree to provide accurate, current, and complete information. You may only maintain one account per person. Accounts are not transferable.

You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You agree to notify ListingLedge immediately at support@listingledge.com if you suspect any unauthorized use of your account.

ListingLedge reserves the right to suspend or terminate accounts that violate these Terms, provide false information, or engage in conduct harmful to the Platform or other members.

4. Listing Rules

Members who post Listings ("Sellers" or "Hosts") agree to the following:

• All information in a Listing must be accurate, complete, and not misleading. Sellers and Hosts are solely responsible for the accuracy of their Listings.
• Fraudulent, misleading, or deceptive Listings are strictly prohibited and will result in immediate removal and account termination.
• By submitting a Listing, the Ledge Member represents and warrants that they have the legal authority to list the property, business, service, or opportunity described.
• ListingLedge may remove any Listing at any time, for any reason, at its sole discretion, including but not limited to suspected fraud, incomplete information, or violation of these Terms.
• Confidential Listings (typically restaurant-for-sale Listings with sensitive financial data) require interested buyers to execute a Confidentiality Agreement before detailed financial information is disclosed.

5. Confidentiality Agreements

Certain Listings on the Platform involve sensitive business and financial information. Before accessing such information, prospective buyers or tenants may be required to execute a Confidentiality Agreement ("CA").

By signing a CA on the Platform, you agree to keep all disclosed financial, operational, and proprietary information strictly confidential. You agree not to share, reproduce, or use such information for any purpose other than evaluating the specific opportunity described in the Listing.

Violation of a CA — including unauthorized disclosure of confidential information to third parties or use of such information for competitive purposes — is grounds for immediate account termination, civil liability, and potential legal action by the Listing owner.

6. Bookings and Transactions

ListingLedge offers in-platform booking and transaction capabilities for commissary kitchens, event spaces, hospitality staff, and performers. Availability of these features may vary by listing type and region.

When you complete a booking or transaction through the Platform:

• ListingLedge may charge a platform fee on completed bookings and transactions facilitated through the Platform.
• All payments are processed through Stripe, Inc. By using payment features, you also agree to Stripe's Terms of Service.
• Cancellation and refund eligibility is governed by the cancellation policy selected by the listing owner at the time of booking.

7. Prohibited Conduct

You agree not to use the Platform to:

• Post spam, unsolicited messages, or engage in bulk outreach to other members.
• Submit fake, fraudulent, or fictitious Listings.
• Harass, threaten, defame, or abuse other members or ListingLedge staff.
• Scrape, crawl, or systematically extract data from the Platform without written permission from ListingLedge.
• Circumvent or attempt to circumvent Platform fees by taking transactions off-platform after making initial contact through ListingLedge.
• Conduct or facilitate any illegal activity, including unlicensed brokerage, money laundering, or fraud.
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity.
• Interfere with or disrupt the Platform infrastructure, security, or other members' use of the Platform.

8. Intellectual Property

ListingLedge and its licensors own all right, title, and interest in and to the Platform, including all software, design, trademarks, service marks, logos, and content created by ListingLedge (collectively, "ListingLedge IP"). You may not copy, modify, distribute, or create derivative works from ListingLedge IP without our prior written consent.

Members retain ownership of the content they submit to the Platform, including Listing descriptions, photos, and other materials ("Member Content"). By submitting Member Content, you grant ListingLedge a non-exclusive, worldwide, royalty-free license to display, reproduce, distribute, and promote your Member Content on the Platform and in related marketing materials for as long as your Listing is active or as reasonably necessary to operate the Platform.

9. Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LISTINGLEDGE EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

LISTINGLEDGE MAKES NO WARRANTIES ABOUT: (A) THE ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY LISTING OR MEMBER-SUBMITTED CONTENT; (B) THE IDENTITY, AUTHORITY, OR CREDIBILITY OF ANY MEMBER; OR (C) THE OUTCOME OF ANY TRANSACTION, BOOKING, OR NEGOTIATION FACILITATED THROUGH THE PLATFORM.

Your use of the Platform and reliance on any information found on the Platform is entirely at your own risk.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LISTINGLEDGE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM, INCLUDING BUT NOT LIMITED TO LOST PROFITS, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF LISTINGLEDGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL LISTINGLEDGE'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS ($100.00) OR (B) THE TOTAL AMOUNTS PAID BY YOU TO LISTINGLEDGE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATION OF LIABILITY, SO THE ABOVE LIMITATIONS MAY NOT FULLY APPLY TO YOU.

11. Indemnification

You agree to defend, indemnify, and hold harmless ListingLedge, its officers, directors, employees, contractors, agents, licensors, and service providers from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Platform; (b) your violation of these Terms; (c) your Listings or Member Content; (d) your violation of any third-party right, including any intellectual property, confidentiality, or privacy right; or (e) any transaction or dispute between you and another member.

12. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law provisions.

Any dispute, controversy, or claim arising out of or relating to these Terms or the Platform shall be resolved by final and binding arbitration administered by JAMS under its Comprehensive Arbitration Rules and Procedures. The arbitration shall be conducted on an individual basis — class actions and class arbitrations are not permitted. The arbitration shall take place in Miami, Florida, or by video conference if mutually agreed.

Notwithstanding the foregoing, either party may bring an individual claim in small claims court in Miami-Dade County, Florida, if the claim qualifies.

13. Changes to Terms

ListingLedge reserves the right to update or modify these Terms at any time. We will post the revised Terms on this page with an updated "Last updated" date. For material changes, we will notify registered members via email at the address on file.

Your continued use of the Platform following the posting of revised Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Platform and may close your account.

14. Contact

Questions about these Terms? Contact us at: