Thank you for your interest in Redbeacon.com, an internet platform owned and operated by Red Beacon, Inc., a Delaware corporation ("Redbeacon," "we," or "us"). Redbeacon provides consumers ("Consumers") an online venue to solicit quotes for trades and services from service providers and professionals in various lines of work and commerce (collectively hereinafter referred to as "Service Providers"). Please read this Terms of Use and Service Agreement ("Agreement") in its entirety to become a user ("User") of the Redbeacon.com.

Definitions

The words and expressions below are used throughout this Agreement and where they are used they shall have the following meanings:

Commission. Commission shall be defined as set forth in the section titled "Pricing" under "Service Providers" below.

Consumer. A Consumer means any User of Redbeacon who posts a Service Request on the Website.

Law. A Law means any declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule or other binding restriction of or by any Federal, state, municipal, local, territorial, or other governmental department, regulatory authority, or judicial or administrative body, including any such Law in modified or supplemented form and any newly adopted Law replacing a previous Law.

Quote. A Quote means an offer from a Service Provider to provide services for a specific dollar amount in response to a Service Request. A Quote includes both a flat fee quote and a quote that is based on estimated hours times an hourly fee. A Quote is deemed in use once submitted in response to a Service Request, whether accepted by a Consumer or rejected.

Quoting Period. The Quoting Period is the period of time in which a Quote may be submitted by a Service Provider in response to a given Service Request.

Redbeacon. Redbeacon means Red Beacon, Inc., a Delaware corporation.

Referral Fee. Referral Fee shall be defined as set forth in the section titled "Pricing" under "Service Providers" below.

Service Provider. Service Provider. A Service Provider means an individual, organization or any other recognized legal entity that registers as such on Redbeacon and/or submits a Quote to perform a particular service posted by a Consumer. If a Service Provider is a corporate entity, the term "Service Provider" shall include the affiliated personnel performing services on behalf of such Service Provider.

Scheduled Job. Scheduled Job. A Scheduled Job means a Service Request for which a Quote has been tendered by the Service Provider and accepted by the Consumer.

Service Request. Service Request. A Service Request means the descriptive request for service or work posted by a Consumer on the Website for the purposes of soliciting a Quote from one or more Service Provider(s).

Skill Profile. Skill Profile. A Skill Profile is a representation of a specific trade or service that a Service Provider can offer to a Consumer on Redbeacon. Service Providers create Skill Profiles to indicate the service(s) they wish to offer to Consumers and to Quote on Service Requests made by Consumers.

User. A User is any Consumer and/or Service Provider that registers with Redbeacon and makes use of and/or benefits from the Website.

Website. The internet platform operated by Redbeacon for use in the United States which can currently be found at www.redbeacon.com.

Acknowledgment and Acceptance of Terms of Use and Service Agreement.

This Agreement is an electronic contract that sets out the legally binding terms of a User's use of the Website. By submitting a Service Request or creating a Skill Profile on the Website, you accept and agree to be bound by the terms of this Agreement, whether or not you register with the Website. Please read this Agreement carefully. This Agreement includes Redbeacon's Privacy Policy, and any notices regarding the Website. By accessing the Website or becoming a User, you accept this Agreement and agree to the terms, conditions and notices contained or referenced herein.

You agree and understand that certain features of the Website may be subject to additional terms and conditions or registration requirements. You agree to abide by these additional terms and you further agree that a violation of those terms while you are accessing the Website shall constitute a breach of this Agreement. Redbeacon reserves the right to change this Agreement, and any additional terms at any time, effective upon making the modified provisions available on the Website or by notifying Users directly. Users are responsible for regularly reviewing this Agreement. Continued use of the Website after any such changes are made to this Agreement shall constitute your consent to such changes. Redbeacon does not and will not assume any obligation to notify Users of any changes to this Agreement, or the creation or modification of any additional terms.

Use of the Website is permitted only by individuals who can form legally binding contracts under applicable Law. Without limiting the foregoing, use of the Redbeacon Website is not permitted by anyone under the age of 18. If you do not qualify, please do not use the Website.

Free Membership

You may become a User of the Website at no cost. As a User, you will have the ability to Request Services and/or create a Skill Profile.

SERVICE PROVIDERS

Pricing.

Redbeacon allows Service Providers to receive Service Requests from Consumers using the Website.

Service Provider will pay Redbeacon a Referral Fee in accordance with Redbeacon's then-current fee schedule for each Service Request referred to Service Provider where (a) applicable Law requires the Service Provider to provide a Quote only after an onsite visit, (b) the nature of Service Provider's business requires an on-site or telephone consultation with the Customer before submission of a Quote, or (c) applicable Law restricts the Service Provider from paying a fee based on a percentage of revenue generated by a referral. The Referral Fee shall be paid by Service Provider whether or not the Service Provider's Quote is accepted by the Consumer and in lieu of the Commission set forth below.

In all other cases, Service Provider will pay a Commission to Redbeacon only if the Service Provider's Quote is accepted by the Consumer (thus converting the Service Request into a Scheduled Job), in which case the Service Provider will pay a p.Payment

Referral Fee. Payment of the Referral Fee shall be deducted from the credit card that the Service Provider has registered with Redbeacon (the "Service Provider's Credit Card") at the time (a) the Consumer requests that the Service Provider conduct an onsite visit or telephone consultation; or (b) the Service Provider's Quote is accepted by the Consumer for Service Requests for which applicable Law restricts a Service Provider from paying a fee based on a percentage of revenue generated by the referral.

Commission. Payment of the portion of the Commission based on the Quote or shall be deducted from the Service Provider's Credit Card registered with Redbeacon at the time the Service Provider's Quote is accepted by the Consumer. Payment of any additional amounts resulting from the Scheduled Job shall be deducted from the Service Provider's Credit Card registered with Redbeacon at the time that such additional amounts are reported to Redbeacon by the Consumer or the Service Provider. For the avoidance of doubt, Redbeacon may deduct a Commission from the Service Provider's credit card prior to the completion of a Scheduled Job.

Payments made to Redbeacon are generally non-refundable, provided, however, that Redbeacon may, in its sole discretion, refund the Service Provider's Commission if the Scheduled Job is unperformed or canceled before it can be performed. By placing a credit card on file with us the Service Provider expressly authorizes us to charge the Service Provider's Credit Card for any Referral Fees or Commissions the Service Provider accrues as a result of using this Website. The Service Provider authorizes us to consolidate balances from any duplicate accounts the Service Provider may have created on the Website and bill them to the Service Provider's Credit Card. The Service Provider may revoke the Service Provider's authorization in accordance with the cancellation policy stated in this Agreement. Redbeacon reserves the right to continue to bill the Service Provider's Credit Card for any services rendered prior to receipt of the Service Provider's written request, or for any fees accrued for any action taken prior to the receipt of the Service Provider's written request. By using Service Provider's Credit Card to pay Redbeacon, the Service Provider agrees to unconditionally waive any and all 'charge back' rights. If the Service Provider has a question about a charge on the Service Provider's Credit Card, the Service Provider agrees to contact us as described on our Contact Us page. If the Service Provider deliberately or inadvertently issues a 'charge back' to the Service Provider's Credit Card, the Service Provider's account may be terminated and the Service Provider agrees to pay a $50 processing and collection fee to cover our costs for processing each charge back. Failure to pay these fees will result in the Service Provider's account being turned over to a collection agency. Past due balances will be subject to a finance charge of 1.5% per month or the highest amount permitted by applicable law; whichever is lower. If the Service Provider's account is past due, the Service Provider agrees to pay any and all related collection costs including but not limited to court costs, attorney's fees, collection agency fees, and administrative costs. Unless otherwise stated, all fees are quoted in U.S. Dollars. The Service Provider is responsible for paying all applicable taxes and for all services the Service Provider renders and other costs the Service Provider incurs in providing a service to a Consumer.

Service Requests and Quotes.

Submitting a Service Request. Once a Consumer submits a Service Request, Redbeacon's proprietary algorithm is used to select the Service Provider(s) who will receive notice of and be invited to view such Service Request. The Service Provider(s) will then be able to ask questions about the Service Request and submit a Quote to perform the job if interested.

Consumers must provide required information (e.g., what they want done, when they want it done, where they want it done) to submit a valid Service Request. Redbeacon will inform service professionals, local businesses, and freelancers with Skill Profiles that match the skills or services requested. However, Redbeacon does not and cannot guarantee a match between a Service Request and a service professional, or that there are service professionals in the Consumer's area that are either capable or willing to complete the Consumer's job at the time and place requested.

Submitting a Quote. By submitting a Quote on the Website, you are offering to render a service at the price specified in the Quote. A winning Quote is a Quote that is accepted by the Consumer. Submitting a Quote constitutes entering into a binding legal agreement with the Consumer to provide the service for the specified price in the Quote. Any changes or modifications to service must be resolved with the Consumer. Do not place a Quote until you are sure that you understand what you are Quoting on and, if necessary, have received an answer in response to a question to the Consumer regarding any ambiguities or missing information in the Service Request. Once a Quote is submitted it may be canceled or retracted up until the point the Consumer accepts the Quote and the Service Request becomes a Scheduled Job. Service Providers have a limited amount of time to submit a Quote on a Service Request. Generally, a fixed amount of time is allotted to submit Quotes on Service Requests. However, a Consumer may accept a Quote at any time, thereby ending the Quoting Period before the fixed amount of time has passed.

Any Service Provider may submit a Quote for a Service Request they are matched to, subject to the conditions of this Agreement. If a User is acting as a Service Provider, he or she must register with Redbeacon as a Service Provider by creating a Skill Profile, and he or she must be capable of forming legally binding relations under applicable Law. A Service Provider must be at least 18 years old in order to create a Skill Profile or submit a Quote. In registering as a Service Provider, you represent that you are duly licensed (as applicable) and have the qualifications, the experience and the ability to properly perform the services. Each Service Provider shall use its best efforts to perform the services such that the results are satisfactory to the Consumers.

By Quoting on a Service Request, you authorize us to release your contact information, including name, address, email and telephone number, to the Consumer who posted a Service Request if your Quote is selected by the Consumer. Some information, including but not limited to your name, city, distance from job location, website, business description, credentials and qualifications, ratings and reviews, photographic portfolio of prior work, year of establishment, and chosen appointment time can be seen by the Consumer even before they select your Quote.

Consumer Relationship; Scheduling; Inquiries. Service Provider acknowledges that it is solely responsible for customer service and client satisfaction for any services performed for Consumers. Service Provider will be solely responsible for scheduling and managing appointments with Consumers and managing Consumers inquires. A Scheduled Job cancellation must be done through the Website via the Cancel Job feature, and may not be done outside of the Website. Redbeacon may, in its sole discretion, refund your Commission if the Scheduled Job is canceled before it can be performed.

Unperformed Jobs. If a Service Provider's Quote is accepted and the Service Provider is scheduled to perform a Scheduled Job, but the job does not occur or the payment for the transaction never occurs, you may contact Redbeacon customer support and Redbeacon may, in its sole discretion, credit you the lost Commission upon investigation into the matter. Redbeacon is not obligated to credit a Commission to any Service Provider but may do so in its sole discretion.

Subverting or exploiting the Redbeacon Marketplace. The value of Redbeacon rests in its thriving marketplace of Consumers and Service Providers. It is a violation of this Agreement to (a) intentionally avoid the payment of Commissions by arranging Jobs with Consumers outside of the context of the Website, or (b) knowingly submit a Quote for a Service Request with the intention of delegating the performance of the Scheduled Job to another Service Provider or to a third party for purposes of garnering a commission, agency or placement fee.

Service Professionals Skill Profiles. Service Professionals Skill Profiles. Redbeacon allows Service Providers to post Skill Profiles on the Website. Redbeacon does not review or verify the information or representations set forth in those Skill Profiles, as they are self-reported by the Service Providers. CONSUMERS SHOULD CONDUCT THEIR OWN INVESTIGATION OF SERVICE PROVIDERS, INCLUDING, BUT NOT LIMITED TO, WHETHER SERVICE PROVIDERS ARE APPROPRIATELY LICENSED, FREE OF SIGNIFICANT STATE-LEVEL CIVIL LEGAL JUDGMENTS, AND CARRY APPROPRIATE GENERAL LIABILITY INSURANCE OR BONDING. REDBEACON DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION RECEIVED BY CONSUMER FROM STATE, PROVINCIAL OR OTHER GOVERNMENT AGENCIES OR FROM THIRD PARTY SOURCES IS ACCURATE, ERROR FREE, OR THAT IT IS UP TO DATE OR UPDATED AT THE TIME THAT CONSUMER CHECKS SUCH INFORMATION. MOST AGENCIES HAVE PERIODIC UPDATE CYCLES OR SCHEDULES AND THIS INFORMATION IS NOT UPDATED ON A REAL-TIME BASIS BY SUCH AGENCIES AND THIRD PARTY SOURCES. Notwithstanding the foregoing, Redbeacon reserves the right to review such Skill Profiles and to delete any Content posted on the Profiles in accordance with the section titled Content Posted by You on the Website. Redbeacon may also make changes to such Content, including but not limited to changes to conform with Redbeacon's editorial policies and/or to provide the Consumer with additional information from the Service Provider's website, other Service Provider materials provided to Redbeacon, or publicly available sources, and Service Provider shall be deemed to have accepted such changes and/or additional information if it does not request that Redbeacon take down such changes and/or additional information within 96 hours after it receives notice from Redbeacon that such changes and/or additional information have been posted to the Service Provider's Skill Profile. Any such changes and/or additional information shall be deemed to be Service Provider Content subject to the section titled Content Posted by You on the Website.

Relationship with Service Providers. Redbeacon is providing the Website only for purposes of connecting Service Providers and Consumers. Redbeacon may, in its sole discretion, contact a Service Provider to determine whether the Service Provider wishes to submit a Quote for a Service Request. If the Service Provider wishes to submit a Quote but is unable to do so, the Service Provider may provide Redbeacon with the information necessary to submit the Quote and Redbeacon will, and the Service Provider authorizes Redbeacon to, log into the Service Provider's account to submit the Quote on behalf of the Service Provider. The Service Provider waives all claims or causes of actions of any kind against Redbeacon that the Service Provider may have arising from or relating to Redbeacon's submission of, or failure to submit, Quotes on behalf of the Service Provider in accordance with this section. YOU ACKNOWLEDGE AND AGREE THAT REDBEACON HAS NO LIABILITY FOR THE ACTION, OR INACTION, OF ANY SERVICE PROVIDER AND THAT EXCEPT FOR THE LIMITED AUTHORIZATION PROVIDED ABOVE, THERE IS NO (A) EMPLOYMENT, (B) PART-TIME EMPLOYMENT, (C) CONSULTING, (D) CONTRACTOR, (E) JOINT VENTURE, OR (F) AGENCY RELATIONSHIP BETWEEN REDBEACON AND SERVICE PROVIDERS.

CONSUMERS

Service Requests.

Any User may submit a Service Request in accordance with the conditions of this Agreement. If a User is acting as a Consumer, he or she must register as a User and be capable of forming legally binding relations under applicable Law. A Consumer must be at least 18 years old in order to submit a Service Request. All Service Requests posted through the Website must be lawful and not in violation of any city ordinance, state, local or federal law. A submitted Service Request must be descriptive enough to allow a Service Provider to ascertain the necessary details to submit a fully informed Quote.

When a Consumer accepts a Quote on his or her Service Request from a Service Provider, he or she explicitly implies an offer to pay the Service Provider in the amount of the Quote for services rendered. A Consumer may only accept one Quote for a specified Service Request. Accepting a Quote amounts to entering a binding legal agreement to pay the Service Provider once the Service is rendered. Please consider carefully when you accept a Quote from a Service Provider. When submitting a Service Request, ensure that the Service Request does not infringe upon the copyright, trademark or other rights of any third party. By posting a Service Request you represent that the Service Request is lawful and does not infringe on the intellectual property of any third party. Your description of the Service Request must be truthful and accurate. Any Service Request posted on the Website (a) shall not be fraudulent; (b) shall not infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; (c) shall not violate any law, statute, ordinance or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination or false advertising); (d) shall not be defamatory, trade libelous, unlawfully threatening or unlawfully harassing; (e) shall not be obscene or contain child pornography; and (f) shall not contain any viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information.

No Warranty or Endorsement.

Redbeacon does not endorse or recommend the services of any particular service professional. It is entirely up to the Consumer to enter into a direct contract or otherwise reach agreement with a Service Provider, and Redbeacon does not guarantee or warrant the Service Provider's performance on the job or the outcome or quality of the services performed. The service professionals are not employees or agents of Redbeacon, nor is Redbeacon an agent of the Service Providers. Redbeacon does not perform, and is not responsible for, any of the services requested by the Consumer in the Service Request. Your use of the Website is at your sole risk. THE SERVICES OFFERED BY SERVICE PROVIDERS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

Disputes.

Redbeacon will not work to resolve any disputes between a User and a Service Provider and is not responsible for disputes, claims, losses, injuries or damage of any kind that might arise out of or relate to conduct of Service Providers or Users. In exchange for the privilege of accessing the Website, you further agree to release Redbeacon from any claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any dispute you have with one or more Service Providers or Users. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor."

MISCELLANOUS

Termination of Account.

This Agreement will remain in full force and effect while you use the Website and/or are a User of Redbeacon. You may terminate your account and/or Skill Profile(s) at any time, for any reason. To cancel an account, please send a written notice of termination to Red Beacon, Inc., 16 E. Third Avenue, Suite 10, San Mateo, CA 94401 or email notice of termination to support [at] redbeacon.com. If you terminate your account, your account will be disabled within 14 days. Redbeacon may terminate your account or this Agreement at any time, with or without cause, by sending notice to you at the email address you provide in your account registration, or such other email address as you may later provide to Redbeacon. If Redbeacon terminates your account because you have breached this Agreement, you will not be entitled to any refund of previously paid Commissions. All decisions regarding the termination of accounts shall be made in the sole discretion of Redbeacon. Redbeacon is not required to provide you notice prior to terminating your account. Redbeacon is not required, and may be prohibited, from disclosing a reason for the termination of your account. Even after your account is terminated, this Agreement will remain in effect.

Interactions and Transactions with Other Users.

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS. YOU UNDERSTAND THAT REDBEACON DOES NOT IN ANY WAY SCREEN ITS USERS, NOR DOES REDBEACON INQUIRE INTO THE BACKGROUNDS OF ITS USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS USERS. REDBEACON MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF ANY CONSUMER OR ITS ABILITY TO PAY A SERVICE PROVIDER OR ANY SERVICE PROVIDER'S ABILITY TO PROVIDE A SERVICE COMPLIANT WITH THE CONSUMER'S SERVICE REQUEST.

YOUR RIGHTS UNDER CONTRACTS YOU ENTER INTO WITH SERVICE PROVIDERS ARE GOVERNED BY THE TERMS OF SUCH CONTRACTS AND BY APPLICABLE FEDERAL, STATE, PROVINCIAL AND LOCAL LAWS. SHOULD YOU HAVE A DISPUTE WITH ANY SERVICE PROVIDER, YOU MUST ADDRESS SUCH DISPUTE WITH THE SERVICE PROVIDERS DIRECTLY.

No Warranties

TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, (A) REDBEACON DOES NOT PROMISE THAT THE WEBSITE WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT IT WILL PROVIDE SPECIFIC RESULTS FROM USE OF THE WEBSITE OR ANY CONTENT, SEARCH OR LINK ON IT, AND (B) THE WEBSITE AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. REDBEACON CANNOT ENSURE THAT ANY FILES YOU DOWNLOAD FROM THE WEBSITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, REDBEACON DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

Limitations of Liability.

TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, REDBEACON WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS WEBSITE, INCLUDING WITHOUT LIMITATION, DIRECT, INDIRECT, INCIDENTAL, OR PUNITIVE AND CONSEQUENTIAL DAMAGES. REDBEACON MAKES NO GUARANTEES OF ANY SPECIFIC RESULT FROM USE OF THIS WEBSITE.

TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, REDBEACON DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTY USERS, REDBEACON USERS, ADVERTISERS AND/OR SPONSORS ON THE WEBSITE, IN CONNECTION WITH THE WEBSITE OR OTHERWISE RELATED TO YOUR USE OF THE WEBSITE.

REDBEACON IS NOT LIABLE FOR ANY LOST DATA RESULTING FROM THE OPERATION OF THE WEBSITE OR THE ENFORCEMENT OF THE TERMS.

TO THE EXTENT LEGALLY PERMITTED UNDER APPLICABLE LAW, REDBEACON DISCLAIMS ALL LIABILITY FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF A USER OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM SERVICES PERFORMED BY A SERVICE PROVIDER OR A CONSUMER'S FAILURE TO PAY A SERVICE PROVIDER FOR SERVICES RENDERED. BY USING THE WEBSITE, YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL INTERACTIONS WITH OTHER USERS OF THE WEBSITE. YOU UNDERSTAND THAT REDBEACON MAKES NO GUARANTEES, WARRANTIES, EITHER EXPRESS OR IMPLIED, REGARDING THE QUALITY OF SERVICES RENDERED BY ANY SERVICE PROVIDER.

Content on Website.

Proprietary Rights. Redbeacon owns and retains all proprietary rights in the Website. The Website contains the copyrighted material, trademarks, and other proprietary information of Redbeacon, and its licensors. Except for that information which is in the public domain or for which you have been given written permission, you may not copy, modify, publish, transmit, distribute, perform, display or sell any such proprietary information.

Documents and Information Available on this Website. Permission to use documents (such as press releases, datasheets, content, informational items and FAQs) from the Website is granted, provided that (1) the below copyright notice appears in all copies and that both the copyright notice and this permission notice appear, (2) use of such documents from the Website is for your informational and non-commercial or personal use only and will not be copied or posted on any network computer or broadcast in any media, and (3) no modifications of any Documents are made. Educational institutions (specifically K-12, universities and state community colleges) may download and reproduce the Documents for distribution in the classroom. Distribution outside the classroom requires express written permission of Redbeacon. Use for any other purpose is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. Documents specified above do not include the design or layout of the Redbeacon Website or any other Redbeacon owned, operated, licensed or controlled site (the "Redbeacon Websites"). Elements of Redbeacon Websites are protected by trade dress, trademark, unfair competition, and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from any Redbeacon Website may be copied or retransmitted unless expressly permitted by Redbeacon.

Reliance on Content, Advice, Etc. Opinions, advice, statements, reviews, offers, or other information or Content made available through the Website, but not directly by Redbeacon, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such Content. Redbeacon does not: (i) guarantee the accuracy, completeness, or usefulness of any information on the Website; or (ii) adopt, endorse or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by any party that appears on the Website. Under no circumstances will Redbeacon or its affiliates be responsible for any loss or damage resulting from your reliance on information or other content posted on the Website or transmitted to or by any Users.

Information You Provide to Redbeacon.

Upon using or registering for an account on the Website, you will be prompted to disclose certain information about yourself and your service requirements if you Request Services. Some of this information will be sent to service professionals who will need this information to respond to you or to other persons or entities in connection with the Website. By providing this information to Redbeacon, or by submitting a Service Request, you are requesting, and you expressly consent to having details of your Service Request sent to Service Providers whom Redbeacon deems qualified to perform the service. If you accept a Quote from a Service Provider, Redbeacon will further send identifying information such as your name, contact phone number, email address, and physical address of the job location to the Service Provider whose Quote you selected. This information will be sent to the Service Provider whose quote you selected even if you are listed on any federal, state, provincial or other applicable "Do Not Call" list, in order that Redbeacon may provide the services set forth on the Website, to service your account, to reasonably address matters pertaining to your account or for other purposes reasonably related to your Service Request and Redbeacon's business, including marketing related emails. For complete details on Redbeacon's use of your information, please see our Privacy Policy. You promise that all information you provide will be accurate, current and truthful to the best of your knowledge. If you provide any information that is untrue, not current or incomplete, or Redbeacon has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Redbeacon has the right to refuse any current or future use of the Redbeacon services (or any portion thereof) by you.

You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account.

You agree that all of the Content and information posted on the Website, including but not limited to Service Provider profiles, screening information, and Ratings & Reviews (including any ratings and reviews or other content posted by you), is the sole and exclusive property of Redbeacon or the party posting such content. You acknowledge that a violation of the foregoing could result in significant damages, and you agree that you are liable to Redbeacon for any such damages, and will indemnify Redbeacon in the event of any third party claims against Redbeacon based on or arising from your violation of the foregoing. We reserve the right to revoke your access to the Website and services at any time. All information about Service Providers is confidential and for your personal use only. If it is determined or suspected by Redbeacon in its sole discretion that you are misusing or attempting to misuse or circumvent the Redbeacon services or system, or are using or attempting to use them for any inappropriate, non-personal, or commercial purposes, including but not limited to activities such as hacking, infiltrating, fraud, advertising, jamming or spamming, Redbeacon reserves the right, in its sole discretion, to immediately terminate your access without notice and to initiate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.

In the event that you provide Redbeacon with any feedback regarding the Redbeacon service or the Website, including without limitation, any flaws, errors, bugs, anomalies, problems with and/or suggestions for the service or the Website ("Feedback"), you hereby assign to Redbeacon all rights in the Feedback, including but not limited to, the right to use such Feedback and related information in any manner we deem appropriate.

Content Posted by You on the Website.

You are solely responsible for the Content that you publish or display (hereinafter, "post") on the Website, or transmit to other Users. You will not post on the Website, or transmit to other Users, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive or illegal material, or any material that infringes or violates another party's rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity). You will not provide inaccurate, misleading or false information to the Company or to any other User. If information provided to Redbeacon, or another user, subsequently becomes inaccurate, misleading or false, you will promptly notify Redbeacon of such change.

You understand and agree that Redbeacon may review and delete any content, messages, double-blind emails, photos or profiles (collectively, "Content"), in each case in whole or in part, that in the sole judgment of Redbeacon violate this Agreement or which might be offensive, illegal, or that might violate the rights, harm or threaten the safety of Users.

By posting Content to any public area of the Website, you automatically grant, and you represent and warrant that you have the right to grant, to Redbeacon, its affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, sell, rent, lease, display, reproduce, adapt, modify and distribute such information and Content and to prepare derivative works of, or incorporate into other works, such information and Content, and to grant and authorize sublicenses of the foregoing. You further represent and warrant that public posting and use of your Content by Redbeacon will not infringe or violate the rights of any third party.

The following is a partial list of the kind of Content that is illegal or prohibited on the Website. Redbeacon reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Website and terminating the membership of such violators. It includes, but is not limited to, Content that:

• is patently offensive to the online community, such as Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
• harasses or advocates harassment of another person;
• involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming";
• promotes information that you know is false or misleading (including with respect to the identity of the party who will perform a Scheduled Job);
• promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
• promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
• contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
• provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under the age of 18;
• provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
• solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
• engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes; and
• violates state and/or local consumer protection laws.

Your use of the Website, including but not limited to the Content you post on the Website, must be in accordance with any and all applicable laws and regulations. All information you include in your account information and Skill Profile must be accurate, current and complete. Redbeacon reserves the right to investigate and terminate your membership if you have misused the Website, or behaved in a way which could be regarded as inappropriate or whose conduct is unlawful or illegal.

Redbeacon Customer Care Representative.

Redbeacon may provide assistance and guidance through customer care representatives. When communicating with our customer care representatives, you may not to be abusive, obscene, profane, offensive, sexist, threatening, harassing, racially offensive or otherwise behave inappropriately. If we feel that your behavior toward any of our customer care representatives or other employees is at any time threatening or offensive, we reserve the right to immediately terminate your membership and you will not be entitled to any refund of previously paid Commission fees.

Modifications to Website.

Redbeacon reserves the right at any time to modify or discontinue, temporarily or permanently, the Website (or any part thereof) with or without notice. You agree that Redbeacon shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Website.

Blocking of IP Addresses.

In order to protect the integrity of the Website, Redbeacon reserves the right at any time in its sole discretion to block Users from certain IP addresses from accessing the Website.

Copyright Policy.

You may not post, distribute or reproduce in any way any copyrighted material, trademarks or other proprietary information without obtaining the prior written consent of the owner of such proprietary rights. Redbeacon can remove any Content you post on the Website if it violates this statement. If you believe that your work has been copied and posted on the Website in a way that constitutes copyright infringement, please provide our Copyright Agent 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 Website; 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 authorized to act on the copyright owner's behalf. Copyright Agent for notice of claims of copyright infringement can be reached as follows: Red Beacon, Inc., Attention: Legal, 16 E. Third Avenue, Suite 10, San Mateo, CA 94401.

Privacy.

Use of the Website is also governed by our Privacy Policy, available at privacy.

Disclaimers.

Redbeacon is not responsible for any incorrect or inaccurate Content posted on the Website or in connection with the Website, whether caused by Users of the Website, or by any of the equipment or programming associated with or utilized in the Website. Redbeacon is not responsible for the conduct, whether online or offline, of any User of the Website. Redbeacon assumes 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, User communications. Redbeacon 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 email or players on account of technical problems or traffic congestion on the Internet or at any Website or combination thereof, including injury or damage to Users or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Website. Under no circumstances will Redbeacon or any of its affiliates, advertisers, promoters or distribution partners be responsible for any loss or damage, including personal injury or death, resulting from anyone's use of the Redbeacon Websites, any Content posted on the Website or transmitted to Users, or any interactions between Users of the Website, whether online or offline. The Redbeacon Websites are provided "AS-IS" and Redbeacon expressly disclaims any warranty of fitness for a particular purpose or non-infringement. Redbeacon cannot guarantee and does not promise any specific results from use of the Redbeacon Websites.

In addition to the preceding paragraph and other provisions of this Agreement, any advice that may be posted on the Website is for informational and entertainment purposes only and is not intended to replace or substitute for any professional financial, medical, legal, or other advice. Redbeacon makes no representations or warranties and expressly disclaims any and all liability concerning any treatment, action by, or effect on any person following the information offered or provided within or through the Website. If you have specific concerns or a situation arises in which you require professional or medical advice, you should consult with an appropriately trained and qualified specialist.

Links.

The Website may provide, or third parties may provide, links to other World Wide Web sites or resources, including, by way of example, the placement of a widget or live feed from a customer ratings website on your Skill Profile. Because Redbeacon has no control over such sites and resources, you acknowledge and agree that Redbeacon is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Redbeacon shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, or reliance upon, any such Content, goods or services available on or through any such site or resource.

Jurisdiction and Choice of Law.

If there is any dispute arising out of the use of the Website, by using the Website you expressly agree that any such dispute shall be governed by the laws of the State of California, without regard to its conflict of law provisions, and you expressly agree and consent to the exclusive jurisdiction and venue of the state and federal courts of the State of California, in San Mateo County, for the resolution of any such dispute.

Indemnity by You.

You agree to indemnify and hold Redbeacon, its subsidiaries, affiliates, officers, agents, and other partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made by any third party due to or arising out of your use of the Website in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above.