Terms of Use

Effective February 6, 2008

Thank you for visiting the www.searchlightsolutions.com or www.searchlightreviews.com website (referred to herein as the "Websites"). The Websites are operated by or for SearchLight Solutions, LLC (collectively, "Searchlight," "we," "our," or "us"). Use of the Websites and its services is offered to you only if you accept these Terms of Use. These Terms of Use set forth the legally binding terms for your use of the Websites. Please read the following Terms of Use carefully and save this document for future reference. If you do not agree with these Terms of Use, you should exit the Website immediately and you may not participate in a survey.

This agreement includes SearchLight's policy for acceptable use of the Websites and describes your rights, obligations and restrictions regarding your use of the Websites. In order to participate in certain services on the Websites, you may have to download software or content and/or agree to additional terms and conditions.

SearchLight may modify these Terms of Use from time to time and such modification shall be effective upon posting on the Websites by SearchLight. You agree to be bound to any changes to the Terms of Use when you use the Website after any such modification is posted. It is therefore important that you review the posted Terms of Use regularly to ensure you are updated as to any changes.

ELIGIBILITY

Children under the age of 13 are not authorized to use the Websites. By using the Websites, you represent and warrant that you have the right, authority and capacity to agree to and abide by these Terms of Use.

GENERAL USE

The Websites provides information about locally-owned businesses (the "Businesses"), including customer reviews. The Businesses work with SearchLight to collect customer opinions, through, among other means, the administration of surveys. The results of these surveys and customer comments will be provided to the Businesses, and certain results will be publicly accessible on the Websites.

The Websites may be used only for lawful purposes. You agree not to use the Site for any unlawful or prohibited purpose. The Websites shall not be used for commercial purposes, except those that are specifically endorsed or approved by SearchLight. Unauthorized use of the Websites, including collecting user names and/or email addresses of other users by electronic or other means for the purpose of sending unsolicited email or other unauthorized purposes is strictly prohibited. Appropriate legal action may be taken for any illegal or unauthorized use of the Websites.

Despite the best efforts of SearchLight to provide accurate information, including but not limited to phone numbers, business hours and locations of the Businesses, it is not possible to completely ensure that information on these Websites is correct at all times. SearchLight assumes no responsibility for any incorrect information or inappropriate content or conduct that is posted or occurs on the Websites.

If you become aware of misuse of the Websites by any person, please contact us directly at privacy@searchlightsolutions.com.

LICENSE TO USE

For the limited purpose of your use of the Websites, SearchLight grants you a limited, revocable, personal and non-transferable license to use the Websites for private viewing and in accordance with these Terms of Use, and for no other purpose. You must keep intact all copyright, trademark and other proprietary notices. Reproduction or redistribution of copyright and trademark-protected material is expressly prohibited by law, and may result in civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Without limiting the foregoing, copying or reproduction of the copyright and trademark-protected material to any other server or location for further reproduction or redistribution is expressly prohibited.

SURVEY SUBMISSIONS, RESULTS

Only those users who receive an invitation from a Business may participate in the survey(s) offered on the Websites ("Survey Participants"). If you are invited to be a Survey Participant, your participation in the survey indicates your agreement to abide by these Terms. The numerical scores you provide on the survey will be shared with the Business, and will be compiled with other Survey Participants' scores to calculate an average score for the Business. Your answers to subjective questions will also be provided to the Business, and may be posted on the Websites. By participating in the survey, you grant SearchLight, its affiliated companies and necessary sublicensees, a non-exclusive, royalty-free, transferable, perpetual license to use and publish your survey responses throughout the world in any manner or medium ("License"). The License includes the rights to copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your survey responses, and to publish your name in connection with those responses. Survey Participants receive no compensation for the License. You may not include obscene, lewd, violent, threatening, harassing, sexually explicit or otherwise objectionable subject matter in your survey responses.

Survey Participants represent and warrant that the use or posting of their survey results do not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any third party. Survey Participants agree to pay any and all royalties, fees, damages or any other penalties payable to any third party that result from Survey Participants' responses to the survey.

We reserve the right, in our sole discretion, to review, reject, or remove any survey responses, or to suspend or terminate your access to all or any part of the Websites at any time, for any or no reason, with or without prior notice, and without liability. However, SearchLight is under no obligation to monitor the content of the Websites and assumes no responsibility for any inappropriate content or conduct that is posted or occurs on the Websites.

The survey results posted on the Websites are based on responses provided by Survey Participants. The results include information compiled from objective questions on the survey, as well as direct quotes or paraphrasing of quotes submitted by Survey Participants.

INTELLECTUAL PROPERTY

All site design, text, graphics, logos, icons, the selection and arrangement of these elements (including, but not limited to, reports and data provided to the Businesses), and all software and content posted on the Websites are the property of SearchLight or its licensors or suppliers, and are protected by U.S. and international intellectual property laws, including, but not limited to, copyright. You may not post, modify, distribute, or reproduce in any way any copyrighted material, trademarks, or other proprietary information belonging to SearchLight or any other person or entity without obtaining the prior written consent of the owner of such proprietary rights. It is the policy of SearchLight to terminate access to any user of the Websites who repeatedly infringes the copyright rights of others, upon receipt of proper notification to SearchLight by the copyright owner or the copyright owner's legal agent.

If you believe that your proprietary work has been copied and/or posted on the Site in a way that constitutes copyright infringement, please contact our Copyright Agent, Bob Hettel, at bob.hettel@searchlightsolutions.com (or by regular mail at 10985 Stillwater Ct., Fishers, IN 46037), with the following information:

• an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
• a description of the copyrighted work that you claim has been infringed;
• a description of where the material that you claim is infringing is located on the Site;
• your address, telephone number, and email address;
• a written 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;
• 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.

LINKS

Any links on the Websites are provided only as a convenience, and SearchLight does not endorse any third party sites, unless otherwise provided. SearchLight is not responsible for the contents of any third party sites, or the links within them. You are solely responsible for abiding by the terms of use of any third party site. We are not responsible for transmissions you receive from third party websites or for their failure to work properly.

MODIFICATIONS TO SITE AND SERVICES

SearchLight reserves the right to modify, suspend, delay or discontinue, temporarily or permanently, these Websites (or any part thereof) or any of its products or services, with or without notice. You agree that SearchLight shall not be liable to you or to any third party for any modification, suspension, delay or discontinuance of these Websites or any of its products or services.

GENERAL DISCLAIMER

SearchLight is not responsible for any incorrect or inaccurate submissions or postings on the Websites, whether caused by SearchLight, other users of the Websites or by any of the equipment or programming used in or associated with the Websites. We assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any user communication. SearchLight is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email due to technical problems or high traffic on the Internet or any combination thereof, including any injury or damage to your or to any person's computer related to or resulting from participation or downloading materials in connection with the Websites.

The Websites and related services are provided AS-IS and, to the fullest extent permitted by law, WITHOUT WARRANTIES OF ANY KIND, either express or implied. This means, without limitation, that SearchLight DOES NOT WARRANT that the Websites are fit for any particular purpose, that the content of the Websites is non-infringing; that the services available via the Websites will be uninterrupted; that defects will be corrected; that the Websites are free of viruses or other harmful components, or that the information and content of the Websites are accurate, error-free or reliable. You acknowledge that SearchLight and its affiliates, together with their respective employees, agents, directors, officers and shareholders, ARE NOT LIABLE for any delays, inaccuracies, failures, errors, omissions, interruptions, deletions, defects, viruses, communication line failures or for the theft, destruction, damage or unauthorized access to your computer system or network.

LIMITATION OF LIABILITY

You acknowledge that SearchLight is not liable for any damages, including, without limitation, direct, indirect, incidental, special, consequential or punitive damages, in connection with or arising from your use or from your inability to use the Websites. This limitation applies to all potential claims, whether based on contract, tort, negligence, strict liability or otherwise, even if we have been advised of the possibility of damages. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. If you are dissatisfied with any portion of the Websites, or with any of these Terms of Use, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITES.

INDEMNIFICATION

You hereby agree to indemnify and hold SearchLight, its affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, damages, claim or demand (including court costs and reasonable attorneys' fees) made by any third party due to or arising out of your use of the Website in violation of these Terms of Use and/or arising from a breach of these Terms of Use and/or any breach of your representations and warranties set forth above.

GENERAL

Your access to these Websites is governed by all applicable federal, state and local laws, including but not limited to the laws of obscenity, the right of privacy, fraud, and intellectual property. These Terms of Use and our relationship are governed by the laws of the State of Indiana, U.S.A. You hereby irrevocably consent to the personal and exclusive jurisdiction and venue of the state and federal courts in the State of Indiana, in all disputes arising out of or relating to the use of the Websites. Use is unauthorized in any jurisdiction that does not give effect to these Terms of Use, including this paragraph. No joint venture, employment, or other legal relationship exists between you and SearchLight as a result of these Terms or Use or your use of the Websites. If any of these terms is held invalid or unenforceable, then it will be deemed superseded by a valid, enforceable provision that most closely matches the original intent, and the remainder of the agreement shall continue in effect. Unless otherwise specified and acknowledged by us in these Terms of Use, this is the entire agreement between you and SearchLight with respect to the Websites. These Terms of Use supersede all prior or contemporaneous communications between you and SearchLight concerning any matters set forth herein. A printed version of these Terms of Use and any notices given in electronic form shall be admissible in judicial or administrative proceedings based on or relating to this agreement to the same extent and subject to the same conditions as other business documents originally in printed form. Please contact us at privacy@searchlightsolutions.com with any questions regarding these Terms of Use.

BY USING THIS SITE, I ACKNOWLEDGE THAT I HAVE READ THIS AGREEMENT IN ITS ENTIRETY, AND THAT I UNDERSTAND AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.

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