Terms and Conditions of Sale

By accessing or using SecondBloom Auctions ('the Platform' or 'Marketplace'), you agree to be bound by these Terms and Conditions of Sale ('Terms'). If you do not agree to these Terms, do not use our services.

These Terms constitute a legally binding agreement between you ('Customer') and SecondBloom Auctions. We may update these Terms from time to time, and your continued use constitutes acceptance of any changes. It is your responsibility to regularly check for updates.

Platform Description

SecondBloom is based in Illinois and operates as a marketplace for transactions between buyers and sellers of new and used horticultural equipment ('Products'). SecondBloom charges a commission for its services. SecondBloom is not responsible for the handling or shipping of the Products, and any issues related to the physical goods must be resolved between the buyer and seller.

Marketplace Disclaimer

The Marketplace is provided on an 'as is' basis, and SecondBloom makes no warranties or representations as to the accuracy or completeness of the information provided on the Marketplace. SecondBloom will not be liable for any damages resulting from the use of the Marketplace or any Products purchased or sold through the Marketplace.

Age and Legal Capacity

You must be at least 18 years old and have the legal capacity to enter into contracts. By using our services, you represent and warrant that you meet these requirements.

Account Requirements

• Provide accurate, current, and complete information during registration
• Maintain and update your account information as needed
• Keep your login credentials secure and confidential
• Notify us immediately of any unauthorized account access
• Complete identity verification for high-value transactions

Business Accounts

Business accounts must provide valid business registration documents and authorize representatives to act on behalf of the company.

Account Responsibility

Customer is solely responsible for the accuracy of any bid or offer submitted on the Marketplace, and for ensuring that the Products being sold or purchased comply with all applicable laws and regulations.

Permitted Uses

You may use our platform to:

• List agricultural and industrial equipment for sale
• Browse and bid on equipment auctions
• Communicate with other users through our messaging system
• Access your account information and transaction history
• Use our logistics marketplace to arrange equipment transportation

Prohibited Activities

You may not:

• Post false, misleading, or inaccurate information
• Attempt to circumvent our bidding or payment systems
• Contact sellers directly to arrange private deals outside our platform
• Share or request seller contact information during active auctions
• Use the platform for illegal activities or fraud
• Harass, threaten, or abuse other users
• Attempt to gain unauthorized access to our systems
• Use automated tools to manipulate auctions or bidding
• List stolen, counterfeit, or prohibited items
• Complete transactions outside our platform to avoid fees

Prohibition of Direct Transactions

Customers and vendors are strictly prohibited from engaging in direct transactions outside of the SecondBloom platform for any products or services that were initially discovered, discussed, or offered on the platform. Both parties must complete all transactions related to such products and services exclusively through the SecondBloom platform.

Global Availability & Local Compliance

The Marketplace operates globally. Buyers and sellers are solely responsible for ensuring compliance with all local, state, national, and international laws, including export/import, tax, licensing, and safety regulations applicable to their jurisdictions.

Intellectual Property

Any intellectual property rights in the Marketplace or any content on the Marketplace are the property of SecondBloom or its licensors and are protected by copyright, trademark, and other laws. Customers may not use any content on the Marketplace without the express written consent of SecondBloom.

As‑Is, Where‑Is

Unless expressly stated otherwise in a specific listing, all items are sold strictly 'AS‑IS, WHERE‑IS' with all faults. No returns, refunds, or warranties are offered or implied by SecondBloom. Any manufacturer or seller warranty must be expressly stated by the seller in the listing and is between buyer and seller.

Auction Format

All auctions use a soft-close format. If a bid is placed in the final 5 minutes, the auction extends by 5 minutes. This continues until no bids are placed for 5 consecutive minutes.

Bidding Rules

• All bids are binding and cannot be retracted after 10 minutes
• Automatic bidding is available up to your maximum bid amount
• Minimum bid increments are determined by current bid levels
• You must have a valid payment method to place bids over $1,000
• Identity verification required for bids over $10,000

Reserve Prices

Sellers may set reserve prices (minimum acceptable bids). If the reserve is not met, the seller is not obligated to sell. Auctions that don't meet reserve price may be automatically rescheduled with adjusted pricing.

Winning Bids

The highest bidder when an auction ends wins the item, subject to seller approval and reserve price requirements.

Auction Rescheduling

If reserve price is not met, auctions may be automatically rescheduled for 7-day periods, typically ending around lunchtime ET for optimal B2B engagement.

Payment Obligations

Winning bidders must complete payment within 48 hours of auction end. Failure to pay may result in account suspension and re-auction of the item. All prices are in U.S. Dollars unless specified otherwise.

Payment Methods

• Credit cards via Stripe (Visa, MasterCard, American Express, Discover) - instant processing
• Wire transfers for high-value transactions - buyers must use Order ID as payment reference
• Escrow.com protection (recommended for $5,000+, required for $25,000+)

Payment Processing Options

SecondBloom offers two integrated payment paths, both handled seamlessly through our platform:

• Standard Payments (via Stripe): Instant credit card processing with immediate payment to sellers. Best for transactions under $5,000.
• Protected Payments (via Escrow.com): Funds held securely until buyer confirms receipt and inspection. Recommended for $5,000+, mandatory for $25,000+. Includes 3-day inspection period.

Platform Fees

• Buyers: 15% buyer's premium on winning bid amount
• Sellers: No commission, no listing fees - sellers list FREE
• Escrow: Additional fees as charged by escrow provider
• Payment processing fees as charged by payment providers

Vendor Payments

Payments to vendors will be processed within 4-6 days of the completion of a sale.

Affiliate Payments

Affiliates will be paid out once their account hits $50.00 USD. Payouts will be made on a quarterly basis, on the last day of the month following the end of the quarter (March 31st, June 30th, September 30th, December 31st). Cookies are set at a 6-month timeframe.

Price Adjustments

SecondBloom reserves the right to adjust Prices for Products not yet delivered to reflect variations in individual costs of more than five percent (5%) including any foreign exchange rate fluctuations, raw materials and other costs.

Refunds

All sales on the SecondBloom marketplace are final and we do not offer refunds or returns. Any issues or disputes regarding the condition or functionality of a product must be resolved directly between the buyer and the vendor.

Listing Requirements

• Accurate and complete item descriptions
• High-quality photos from multiple angles
• Honest assessment of equipment condition
• Clear pickup location and access requirements
• Disclosure of any known defects or issues
• Compliance with all applicable laws and regulations

Seller Responsibilities

• Respond to buyer questions within 24 hours
• Make equipment available for inspection if agreed
• Ensure equipment is ready for pickup on scheduled dates
• Provide clear access instructions and any required documentation
• Honor the sale if reserve price is met
• Ensure products are in good condition as described

Listing Modifications

Listings can be modified before the first bid is placed. After bidding begins, only clarifying information may be added.

Buyer Responsibility

All sales are FOB (Free on Board) seller location. Buyers are responsible for arranging and paying for pickup and transportation. SecondBloom does not handle any shipping or delivery.

Pickup Requirements

• Arrange pickup within the specified timeframe (typically 7-14 days)
• Coordinate with seller for access and scheduling
• Bring appropriate equipment and personnel for safe removal
• Inspect equipment condition at time of pickup
• Document any discrepancies within 3 days of receipt
• Note any damage on transport documentation immediately

Risk and Title Transfer

The risk of damage or loss of any products sold on the platform will be passed on to the customer upon delivery of the product by the vendor. Legal title of the product will be passed on to the customer only when full payment has been received by the vendor.

Inspection and Acceptance

All Products delivered will be deemed accepted by Customer as conforming to the Agreement, and Customer will have no right to revoke any acceptance. Buyers must inspect products upon receipt and notify vendor of any damages or discrepancies within 3 days.

Logistics Partners

We work with trusted logistics partners including ABF Freight and FedEx, but contracts are directly between users and logistics providers. SecondBloom is not responsible for shipping services.

Vendor Warranties

The vendors on SecondBloom are responsible for providing any warranty for their products and services. Warranty details and terms must be clearly stated by the vendor in the marketplace listing. It is the responsibility of the customer to verify any warranty details with the vendor before making a purchase.

Platform Disclaimer

SecondBloom makes no warranty or representation, express or implied, with respect to the Products or Services, including, but not limited to, any warranty of merchantability or fitness for a particular purpose or any warranty of non-infringement of intellectual property rights.

Product Use

Customer shall use Products and Services only for their intended purposes and in accordance with all instructions provided by the vendors. Customer is responsible for compliance with all local, state, federal, and international laws and regulations.

Software and Updates

Any software included with products is subject to vendor's license agreement. SecondBloom does not provide warranty or support for software. Vendors are responsible for any updates or maintenance.

Dispute Process

Any disputes arising from transactions on the Marketplace must be resolved between the buyer and seller. SecondBloom will not be held liable for any disputes or issues arising from transactions on the Marketplace.

Escrow Protection

For escrow transactions through Escrow.com, buyers have 48-72 hours to inspect equipment and approve or dispute the transaction. Escrow providers offer additional dispute resolution services.

Platform Mediation

We may mediate disputes at our discretion, but we are not obligated to resolve all disputes. Our decisions are final and binding.

Arbitration

Any dispute arising under or in connection with these Terms shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in Chicago, Illinois.

Governing Law

These Terms will be governed by and construed in accordance with the laws of the State of Illinois without giving effect to any principles of conflicts of law.

Customer Indemnification

By using the Marketplace, Customer agrees to indemnify and hold SecondBloom and its affiliates, officers, agents, and employees harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Customer's use of the Marketplace or violation of these Terms.

Intellectual Property Indemnity

Vendors are solely responsible for ensuring that their products do not infringe any third party intellectual property rights. Vendors shall fully indemnify SecondBloom against any award of damages for any such infringement.

Limitation of Liability

The liability of SecondBloom for all claims will be limited to a maximum of (i) twenty percent (20%) of the total price paid by the customer for the product or service to which such claims relate, or (ii) one million U.S. dollars ($1,000,000), whichever is lower.

Consequential Damages

SecondBloom will not under any circumstances be liable for any lost profits, lost savings, loss of data, loss of reputation, loss of goodwill, indirect, incidental, punitive, special or consequential damages.

Claims Timeline

Customers must notify SecondBloom of any claim within thirty (30) days of the date of the event giving rise to the claim, and any lawsuit must be filed within one (1) year of such notification.

SecondBloom will not be liable for any breach resulting from a Force Majeure event. 'Force Majeure' means any circumstances beyond reasonable control, including acts of God, natural catastrophes, strikes, war, terrorism, civil unrest, industry-wide shortages, cyber-attacks, or non-performance by suppliers.

If a Force Majeure event extends for three (3) consecutive months, vendors may cancel all or any part of the transaction without liability.

Export Regulations

Transactions may be subject to export or import control laws that prohibit or restrict the export or transfer of certain items to certain countries, entities or individuals. These include regulations from the UN, EU, and US.

Customer Compliance

Customer shall be responsible for compliance with all local, state, federal, and international laws and regulations, including export and import laws, relating to the purchase and use of the Products and Services.

Anti-Bribery and Anti-Corruption

All vendors and customers must comply with all applicable laws related to anti-bribery and anti-corruption. SecondBloom operates out of Carol Stream, Illinois and transactions must adhere to Illinois and U.S. laws.

Data Protection

Each Party shall comply with all applicable data protection laws. SecondBloom processes data in accordance with our Privacy Notice available at https://secondbloomauctions.com/privacy-policy.

Usage Data

SecondBloom may collect information and data generated from horticultural assets and related services ('Usage Data'). We may use Usage Data to provide, maintain, and improve products and services, excluding Personal Data unless otherwise agreed.

Confidentiality

SecondBloom will ensure that all vendors and customers maintain confidentiality of any technical, commercial and financial information provided, including offers and pricing terms.

Voluntary Termination

You may close your account at any time, subject to completion of pending transactions and payment of outstanding fees.

Involuntary Termination

We may suspend or terminate accounts for violations of these Terms, fraudulent activity, or other legitimate business reasons.

Platform Protection Violations

Accounts may be immediately suspended for attempting to contact sellers directly during active auctions, sharing seller contact information, or arranging transactions outside our platform.

Vendor Breach

SecondBloom may suspend or terminate vendor accounts for breach of terms, financial position changes affecting ability to fulfill obligations, insolvency proceedings, or change in control/ownership.

Effect of Termination

Upon termination, access will cease but payment obligations and certain provisions survive. Outstanding payments become immediately due. Sales are final.

Entire Agreement

These Terms, together with our Privacy Policy and other referenced policies, constitute the entire agreement and supersede any prior promises, agreements, representations, or undertakings.

Modifications

We may modify these Terms at any time by posting updated terms. Material changes will be communicated via email or platform notification. No variation will be binding unless made in writing.

Severability

If any provision is found unenforceable, the remaining provisions continue in full force. SecondBloom's failure to enforce any right shall not constitute a waiver unless acknowledged in writing.

Assignment

Vendors may not assign transactions or rights without SecondBloom's consent. SecondBloom may assign its obligations and rights to affiliates or third parties.

Third-Party Rights

SecondBloom and its affiliates are third-party beneficiaries for all benefits under these Terms and may enforce provisions where applicable.

Contact Information

SecondBloom Auctions, a Lange Group Capital company, 780 West Army Trail Road Suite 159, Carol Stream IL 60188. Email: info@secondbloomauctions.com