Public Records Data Terms of Use
Zillow Group, Inc. ("Zillow") provides, among other services, a service which aggregates and organizes public records data collected by Zillow (the "Public Records Data"), which Zillow's Retsly business ("Retsly") provides through a real-time application programming interface ("API"). Retsly also provides access to software development kits (each, an "SDK", collectively, the "SDKs") (the API and the SDKs, collectively, the "Services").
By accessing and/or otherwise using the Services, you ("Licensee") acknowledge and agree to fully comply with these Public Records Data Terms of Use (the "Licensee Terms"), the Zillow standard Terms of Use located at Standard Terms, and the Zillow Privacy Policy located at Privacy Policy (collectively, the "Terms").
In order to access the Services, Licensee will be required to register for a Licensee account ("Account"), which includes providing a password and an email address. Licensee is responsible for maintaining the confidentiality of their password and ensuring that the email address and any other information associated with their Account (the "Licensee Information") is true, accurate, current and complete. Licensee agrees to electronically receive all required notices from Zillow to the email address provided in their Account. Licensee also understands and agrees that Zillow may send Licensee additional emails relating to the Services and other products and services offered by Zillow. If Licensee becomes aware of any unauthorized use of their Licensee Information or unauthorized access of the Services through their Account, Licensee agrees to take reasonable steps to mitigate any harm resulting from such use or access (eg. by changing Licensee's password) and to notify Zillow immediately at support@rets.ly.
Subject to the terms and conditions of these Licensee Terms, Zillow grants to Licensee a non-transferable, non-sublicensable, non-exclusive, revocable and limited license to implement the Services on website(s) and/or mobile application(s) that have been approved in writing (email sufficient) by Zillow and are both owned and operated by Licensee (each, an "Application") for the sole purpose of displaying the Public Records Data to consumers ("End Users") for their personal use without charge on the Application(s). For clarity, Licensee must receive written approval from Zillow prior to using the Services in a new website or mobile application, or a materially updated Application. Licensee may not use the Services or the Public Records Data for any other purpose, including but not limited to, creating derivative works of the Public Records Data or the Services or otherwise using the Public Records Data separate from the API. The license provided herein is subject to the following restrictions:
(a) Licensee shall provide the Public Records Data to End Users on "as is" terms, with disclaimers substantially equivalent to the applicable disclaimers set forth in Sections 13 and 14.
(b) You agree to keep the Client ID and Client Secret confidential, and not to share it with any third party. This license is personal to you, and any affiliates must seek and obtain their own license, Client ID and Client Secret.
(c) Licensee may not implement the API or provide the Public Records Data on an Application such that the API is the primary functionality on the Application and/or the Public Records Data makes up the majority of the content on the mobile app.
(d) Licensee may provide the Public Records Data only on a transactional basis. Licensee will not permit End Users to access the Public Records Data in bulk.
(e) Licensee shall not cache or otherwise retain any copies of the Public Records Data. Licensee's license to the Public Records Data is limited to making direct server calls to the API for the Public Records Data and distributing the Public Records Data to End Users of the Applications immediately upon receipt by Licensee's servers.
(f) Licensee shall not use the Public Records Data for direct marketing (i.e., mailing) or telemarketing lists.
(g) Licensee is limited to one thousand (1000) calls to the API per day. Zillow may approve higher daily call limits if Licensee adheres to the Terms and passes an audit and review conducted by Zillow.
Zillow reserves the right to limit, reduce, delay or terminate Licensee's access to the Services and/or Public Records Data, in whole or in part, at any time and for any reason. Licensee shall have no claim against Zillow as a result of any such limitation, reduction, delay or termination.
Licensee agrees to include in each Application any attributions and/or links required by Zillow (the "Display Requirements"), which may include, without limitation, display of trade names, trademarks, service marks, logos, domain names, and other distinctive brand features of Zillow ("Brand Features"). Zillow will make the foregoing requirements available on a Zillow website and/or provide the requirements to Licensee via email. Zillow hereby grants to Licensee a non-transferable, non-sublicenseable, non-exclusive, revocable and limited license to display the Brand Features for the sole purpose of complying with the Display Requirements.
Licensee agrees that Licensee will not, nor will Licensee develop an Application that allows End Users to, do any of the following:
(a) attempt to decipher, decompile, disassemble, or reverse-engineer the Services;
(b) attempt to mislead or deceive; post or transmit information that infringes or violates the legal rights of a third party, including the rights of privacy and publicity of others;
(c) attempt to circumvent or hack any security requirement or process in the use of the Services, or attempt to access any part of the Services (or any of their related systems, networks, servers or other equipment) for which the Licensee is not authorized to access, or attempt to disrupt in any manner the operation of the Services, its servers or networks, or disobey any requirements, procedures, policies or regulations of our networks connected to the Site, or manipulate identifiers in order to disguise the origin of any the Public Records Data transmitted on or through the Services, or the source of any the Public Records Data;
(d) post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Services;
(e) pre-fetch, copy, duplicate, cache, or store any of the Public Records Data in any manner whatsoever, including, without limitation, as part of a derivative work based on or incorporating the Public Records Data;
(f) use any robot, spider, scraper or other similar data gathering tools to access, acquire, copy or duplicate information that is similar to or the same as the information included in the Public Records Data as provided by the Services; or
(g) license, sublicense, rent or lease the Services or the Public Records Data accessed through the API to third parties, or otherwise make the Services available to third parties, other than to the End Users of an Application.
In order to provide the Services, Zillow may collect information about Licensee's access to and use of the Services (the "Use Data"). Licensee hereby agrees and acknowledges that Zillow shall own all right, title and interest in and to the Use Data.
In the course of promoting, marketing, or demonstrating the Services, Zillow may produce and distribute examples that may include screenshots, video, or other materials from Licensee's Application(s), and may include Licensee's logo, trade name, trademarks and other distinctive features of Licensee ("Licensee Property"). Licensee hereby grants Zillow a worldwide, non-revocable, royalty free license to use the Licensee Property on and in connection with the operation, marketing and promotion of the Services.
In consideration for the license granted hereunder, Zillow may require that Licensee provide Zillow with additional consideration, which will be agreed upon in writing by Zillow and Licensee.
Licensee shall ensure that any transmission of the Public Records Data is performed in accordance with current best practices and security protocol to ensure the secure transmission of the Public Records Data between the API and Licensee's Application(s).
Subject to the licenses granted in Sections 4 and 5, Zillow reserves all rights, title and interest in the Services, including but not limited to all intellectual property rights, whether or not registered or registrable, including, without limitation, patents, patentable and non-patentable ideas, inventions, innovations, arts, processes, manufactures, developments, improvements, trademarks, design rights, copyrights, moral rights, database rights, confidential or proprietary information or trade secrets and all rights of an equivalent nature anywhere in the world. Subject to the licenses granted in Sections 4 and 5, Licensee acknowledges that the Public Records Data accessed through the API is provided to Zillow under a license from third parties and is subject to copyright and other intellectual property rights owned or licensed by such third parties. Licensee will be held liable for any unauthorized use, copying or disclosure of the Public Records Data and/or the Services. Except for the license granted in Sections 4, nothing in the Licensee Terms shall grant to Licensee any rights, interest or ownership in the Services.
Licensee represents and warrants that: (a) Licensee's use of the Services and Public Records Data (i) will comply with all laws, rules and regulations and (ii) will not violate, any third party rights, including, without limitation, any intellectual property or privacy rights; and (b) Licensee will not develop an Application that violates, or causes End User to violate, any (i) laws, rules or regulations or (ii) third party rights, including, without limitation, any intellectual property or privacy rights.
THE SERVICES ARE PROVIDED TO LICENSEE ON AN "AS-IS" AND "AS AVAILABLE" BASIS. RETSLY MAKES NO REPRESENTATIONS, CONDITIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE. IN PARTICULAR, RETSLY, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS AND THEIR SUPPLIERS, DO NOT REPRESENT OR WARRANT TO LICENSEE THAT: (A) LICENSEE'S USE OF THE SERVICES AND THE PUBLIC RECORDS DATA WILL MEET LICENSEE'S REQUIREMENTS; (B) LICENSEE'S USE OF THE SERVICES AND THE PUBLIC RECORDS DATA WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (C) THE PUBLIC RECORDS DATA WILL BE ACCURATE OR RELIABLE; OR (D) DEFECTS IN THE OPERATION OR FUNCTIONALITY OF THE SERVICES WILL BE CORRECTED. RETSLY MAKES NO REPRESENTATIONS, CONDITIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE PUBLIC RECORDS DATA ON THE SITE, THE DATA, OR OF THE SERVICES, OR WHICH IS DERIVED FROM OR BY THE USE OF THE SERVICES, AND RETSLY EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, THAT THE PUBLIC RECORDS DATA AVAILABLE THROUGH THE SERVICES IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION. LICENSEE EXPRESSLY AGREES THAT LICENSEE'S USE OF THE SERVICES IS AT LICENSEE'S SOLE RISK.
RETSLY SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO LICENSEE OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFIT, DATA, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM LICENSEE'S USE OF THE SERVICES, EVEN IF RETSLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE TERMS OF SERVICE, RETSLY'S LIABILITY TO LICENSEE FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED, IN AGGREGATE FOR ANY AND ALL CLAIMS ARISING OUT OF, OR RELATED TO THE TERMS OF SERVICE, TO TOTAL DAMAGES OF $100.00 (US DOLLARS). LICENSEE HEREBY WAIVES ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION OR HAVE A TRIAL BY JURY FOR ANY MATTER, DISPUTE, PROCEEDING OR ACTION ARISING OUT OF, OR RELATED TO, THE TERMS OF SERVICE OR THE PRIVACY POLICY.
Licensee agrees to defend, indemnify and hold harmless Zillow and its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (a) Licensee's use of or access to the Services; and (b) Licensee's breach of the Licensee Terms, including, without limitation, Licensee's breach of any of the representations and warranties under Section 12. This defense and indemnification obligation will survive the Licensee Terms and Licensee's use of the Services.
Zillow shall not be deemed in default of this Agreement, nor shall it be liable for, any cessation, interruption or delay in the performance of its obligations hereunder due to: (a) earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout or boycott; (b) failures of software, other computer programming, third party suppliers, subcontractors, service providers and carriers; or (c) other similar events beyond the reasonable control of Zillow.
The Licensee Terms will continue to apply until terminated by either Licensee or Zillow. Zillow may terminate the Licensee Terms and prevent Licensee from accessing the Services at any time and for any reason. Licensee may terminate the Licensee Terms by: (a) notifying Zillow via email at support@rets.ly; and (b) closing Licensee's account for the Services. Upon termination of the Licensee Terms for any reason, Licensee will immediately discontinue its use of the Services and Public Records Data and will delete all MSL Data from its systems and servers.
Zillow may modify the Licensee Terms from time to time. Any changes will be effective immediately upon Zillow posting the revised version of the Licensee Terms at www.rets.ly/terms/MLS. Licensees continued use of the Services after the effectiveness of such changes will constitute acceptance of and agreement to any such changes. Licensee further waives any right to receive specific notice of such changes to the Licensee Terms. Licensee is responsible for regularly reviewing the Licensee Terms.
Notwithstanding any term to the contrary contained in the Licensee Terms, the provisions which by their nature ought reasonably to survive shall survive any termination of the Licensee Terms, and continue in full force and effect, including without limitation, Sections 8 and 12-25 of the Licensee Terms.
The Licensee Terms, the Standard Terms and the Privacy Policy represent the entire understanding and agreement between Licensee and Zillow regarding the subject matter of the same, and supersedes and replaces all other previous agreements, including, without limitation all previously posted Licensee Terms.
Licensee agrees that Zillow's failure to exercise or enforce any legal right or remedy which is contained in the Licensee Terms (or which Zillow has the benefit of under any applicable law), will not be taken to be a formal waiver of Zillow's rights and that those rights or remedies will still be available to Zillow. Notwithstanding the foregoing, modifications to this Agreement relating to minor or routine operational updates may be made without a duly signed writing. The parties are independent contractors and neither party will have any right or authority to bind the other party in any respect whatsoever. Licensee's rights and obligations under these Licensee Terms may not be assigned, in whole or in part, by Licensee, without the prior written consent of Zillow. Zillow may assign Zillow's rights and obligations under these Licensee Terms without limitation. The Licensee Terms are governed by the laws of the State of Washington, without regard to its conflict of law provisions. Licensee agrees to submit to exclusive jurisdiction and venue in the state and federal courts sitting in King County, Washington for any and all disputes, claims and actions arising from or in connection with the Services and/or the Licensee Terms, provided that Zillow may seek and obtain injunctive relief in any jurisdiction in relation to the Licensee Terms. If any provision of this Agreement is invalid, illegal, or incapable of being enforced by any rule of law or public policy or is held to be null, void or otherwise ineffective or invalid by a court of competent jurisdiction, all other provisions of this Agreement will nonetheless remain in full force and effect.
