Terms & Conditions:
New Construction Products

1. Eligibility

1.1. Authority. The individual who signs the Order Form represents to Zillow that (A) they have the full right and authority to enter into this Agreement on behalf of Advertiser and create a binding obligation on Advertiser and (B) the execution and delivery of this Agreement has been fully authorized by Advertiser.

1.2. No Infringement of Third Party Rights. Advertiser’s purchase of the New Construction Products and its performance of its obligations in this Agreement will not violate any third party rights, including any rights of an agent or broker that may represent an MLS Listing (defined in Section 3.1(D)).

2. Advertising Materials

2.1. Advertising Materials. The term “Advertising Materials” means all data and other information provided by or on behalf of Advertiser to Zillow for use in connection with the Services. For clarity, Advertising Materials includes (A) the details of Advertiser’s Inventory that Advertiser sends to Zillow and all corresponding materials, including, photos, videos, information, URLs, and other content, whether generated by or for Advertiser; (B) websites and landing pages to which Advertising Materials link or direct Zillow users, and the advertised Inventory and services on such pages; (C) static and video advertisements; (D) the advertisements Zillow will submit to Facebook on Advertiser’s behalf for display within an advertisement on the Facebook Sites; (E) the advertisements Zillow will submit to Zillow’s authorized partners on Advertiser’s behalf for display on such authorized partners’ websites. Advertiser is solely responsible for all Advertising Materials.

2.2. License to Advertising Materials. Advertiser hereby grants to Zillow a royalty-free, perpetual, nonexclusive, fully sublicensable right and license to copy, modify, display, distribute, perform, create derivative works from, store, and otherwise use and exploit, all Advertiser Materials in any form through any media, software or technology of any kind to be used only on or in connection with the web sites and other properties that are (A) owned, operated or powered by Zillow (including its affiliate brands) (the “Zillow Sites”) or (B) by Zillow’s authorized partners and licensees and the Facebook® platform (including all platforms owned and operated by Facebook (the “Facebook Sites”)) (together with the Zillow Sites, the “Advertisement Sites”). If the Advertising Materials contain a video, then Advertiser grants Zillow the non-exclusive, royalty-free, worldwide, irrevocable, perpetual right to use the name, likeness, image, voice and/or appearance of any individual included in the video in connection with Zillow and the Services. Zillow makes no claim to any ownership interest in the Advertising Materials obtained from Advertiser under this Agreement, and no ownership rights will be transferred under this Agreement.

2.3 Display of Advertising Materials

A. Placement. Zillow will have the sole right to determine the placement and location of all or any portion of the Advertising Materials on the Advertisement Sites. Advertiser will provide Zillow with all Advertising Materials necessary for Zillow to provide the Services within 30 days of Advertiser’s execution of an Order Form or the addition of a new Promoted Community (defined in Section 3.1) and will continue to provide all Advertising Materials to Zillow that are necessary to perform the Services during the Term (defined in Section 5.2). Advertiser is responsible for promptly updating the Advertising Materials to ensure they are accurate with respect to any changes regarding Inventory availability, pricing, content, or other detail.

B. Content. Zillow does not permit the integration of non-real estate related data into data on the Zillow Sites. Photos provided in the Advertising Materials may not include marketing information, including a company name, logo, phone number, and/or email address, whether as text, a watermark, or otherwise. Advertiser may not include in the screenname, profile name, company name, or other identification field that are provided in the Advertising Materials any language other than Advertiser's first and last name and/or the name of Advertiser's business.

C. Modification of Advertising Materials. Zillow does not review all Advertising Materials prior to display. Zillow has the right, in its sole discretion, to remove or modify the Advertising Materials for any reason, including format, spelling, or other matters of presentation, or if Zillow believes the Advertising Materials violate this Agreement. Advertiser grants Zillow permission to utilize an automated software program to retrieve and analyze websites included in the Advertising Materials to monitor such linked websites for quality purposes.

3. New Construction Products

The term “New Construction Products” means the following products: (1) the Promoted Communities Advertising Product (the “PC Product”); (2) the Promoted Communities Select Advertising Product (the “PC Select Product”); (3) the Ad Products (defined in Section 3.3).

3.1 Promoted Communities Advertising Product

A. Promoted Community. If Advertiser has one or more communities of Inventory for individual sale (each a “Community”) then Advertiser is eligible to purchase the PC Product. If Advertiser purchased the PC Product, Zillow will display each piece of Inventory that Advertiser sends to Zillow on a home details page, as well as on certain search results pages, as determined by a Zillow user’s search preferences. A “Promoted Community” means a Community included in the Inventory that Advertiser wishes to advertise using the PC Product or PC Select Product.

B. Delivery of Advertising Materials. Unless otherwise agreed between the parties, Advertiser must send their PC Inventory and other Advertising Materials for the Product to Zillow in the following ways:

• Direct Feed. Advertiser can send Advertiser’s Inventory and Advertising Materials to Zillow through an XML feed (or alternative type of feed accepted by Zillow in its sole discretion)("Direct Feed") that complies with the Direct Feed specifications (“Specifications”) provided to Advertiser by Zillow. Zillow may update the Specifications at any time in its sole discretion.
  
• New Home Feed. Advertiser can also send Advertiser’s Inventory and Advertising Materials to Zillow through New Home Feed (“NHF”). After the Effective Date (defined in Section 5.1), Zillow will provide Advertiser with a NHF account so that Advertiser may access NHF during the Term. Builder’s use of NHF is governed by this Agreement as well as the NHF Terms of Use.
  

C. Adding or Removing a Promoted Community. Advertiser may add or remove a Promoted Community from the PC Product at any time by making such update in Advertiser’s Direct Feed, NHF account, or by emailing Advertiser’s Zillow account representative directly. Advertiser may pause a Promoted Community once during the Term for up to 30 days. If Advertiser has not restarted the paused Promoted Community at the end of the 30 day period, Zillow may terminate this Agreement and require Advertiser to sign a new Order Form (subject to the then-current rate card) to advertise such Inventory using the PC Product.

D. Listing Connect. If Advertiser has purchased the PC Product, then Advertiser will be enrolled in Zillow’s Listing Connect feature (“Listing Connect”). Advertiser may withdraw Advertiser’s participation in Listing Connect at any time by emailing Advertiser’s Zillow account representative. While Advertiser remains enrolled in Listing Connect, Advertiser authorizes Zillow to (i) connect each Inventory participating in the PC Product to the Inventory’s entry in a multiple listing service (each an “MLS Listing”) so Zillow can include the MLS Listing in Advertiser’s Promoted Community and (ii) display the Inventory participating in the PC Product on the Zillow Sites using the Advertising Materials provided through Advertiser’s direct feed or NHF account rather than the Advertising Materials obtained from the MLS Listing. Advertiser acknowledges that Zillow may not be able to connect each Inventory participating in the PC Product to its MLS Listing or that such connection will happen in a timely manner. If Zillow is unable to connect an Inventory participating in the PC Product to its MLS Listing, then Advertiser may attempt to manually connect the Inventory to the MLS Listing using the Listing Connect fields in Advertiser’s Direct Feed or NHF account. Any information that Zillow receives or uses in connection with Advertiser’s use of Listing Connect is considered Advertising Materials.

E. Builder Dashboard. By purchasing the PC Product, Advertiser will receive access to Zillow’s Builder Dashboard (the “Builder Dashboard”). Advertiser’s use of the Builder Dashboard is governed by this Agreement. By purchasing the PC Product, Advertiser will receive access to Zillow’s Builder Dashboard (the “Builder Dashboard”). Advertiser’s use of the Builder Dashboard is governed by this Agreement.

F. Payment for the PC Product. Unless otherwise set forth on the Order Form, Advertiser will pay Zillow, subject to Section 4 below, the flat monthly advertising fee displayed on the Order Form to advertise each Promoted Community (the “PC Rate”). The total PC Product fees that Advertiser pays each month may change based on the number of active Promoted Communities that Advertiser chooses to display each month. The PC Rate is the same regardless of the number of Inventory in each Promoted Community. Unless otherwise set forth on the Order Form, if a Promoted Community is advertised on the Zillow Sites for less than 100% of the month, Advertiser will be billed the pro rata PC Rate for that Promoted Community.

3.2 Promoted Communities Select Advertising Product

A. The PC Select Product. If Advertiser has a Community then Advertiser is eligible to purchase the PC Select Product. If Advertiser purchased the PC Select Product, Advertiser will pay Zillow the flat monthly fee per Promoted Community (the “Base Fee”) specified on the Order Form to display each piece of Inventory that Advertiser sends to Zillow on a home details page, as well as on certain search results pages, as determined by a Zillow user’s search preferences and (2) the advertising charge per Lead (“Cost per Lead”), up to the maximum monthly spend on Leads for each Promoted Community (the “Lead Budget”).

• A “Lead” is (1) a connected call lasting at least 24 seconds to a telephone number listed for the applicable Promoted Community or Builder through the Zillow Sites, including calls of at least 24 seconds connected to an answering machine, interactive voice response system, or similar automated system or (2) an e-mail originating from a user via the Zillow Sites to an address provided for the Promoted Community or Advertiser through the Zillow Sites. 
  
  
• The Cost per Lead is specified on the Order Form and in the Builder Dashboard. Advertiser will be charged the Cost per Lead the first time a specific user inquires about the Promoted Community within a 24-hour period. For clarity, if a particular user inquires about the same Promoted Community using the same contact information more than 24 hours after their initial inquiry on that same Promoted Community or a separate Promoted Community within that same 24-hour period, then each inquiry would be considered a separate Lead and subject to the Cost per Lead.  Advertiser understands that Leads may be generated on the Zillow Sites for improper purposes. Zillow has priced the PC Select Product with this risk in mind, and Advertiser accepts this risk in purchasing the PC Select Product. If Advertiser receives a Lead that Advertiser does not believe it should be charged for, then Advertiser must contact Advertiser’s Zillow account representative within 48 business hours after Zillow sent the Lead to dispute the Lead. If Advertiser does not contact Zillow within 48 business hours after Zillow sent the lead, then Advertiser is responsible for paying for the Lead. Zillow may change the Cost per Lead once every calendar quarter (i.e., January 1st, April 1^st, July 1^st, and October 1^st) by posting the new Cost Per Lead for each Promoted Community in the Builder Dashboard on or before the first day of the calendar month prior to the start of the new calendar quarter. For example, if Advertiser signs an order form for the PC Select Product on February 1^st, then Zillow will post a new Cost per Lead for each Promoted Community on or before March 1st and the new Cost per Lead will go into effect on April 1^st. 
  
  
• Unless changed by Advertiser, the LeadBudget for each Promoted Community is the amount specified on the Order Form. Advertiser may change a Promoted Community’s Lead Budget for any calendar month at any time by updating the Promoted Community’s Lead Budget for the specified calendar month in Builder Dashboard. Advertiser may not change the Lead Budget to an amount lower than the value of Leads that Zillow has already delivered calendar month-to-date. For example, if Builder has a Lead Budget of $1,000 and Zillow has already delivered $750 in Leads during the calendar month, then Builder cannot change the Lead Budget for that calendar month to an amount lower than $750.  Any change by Advertiser to a Promoted Community’s Lead Budget will be effective immediately and only for the calendar month specified by Advertiser. 
  
  

B. Delivery of Advertising Materials. Unless otherwise agreed between the parties, Advertiser must send their Advertising Materials for the PC Select Product to Zillow in the following ways:

• Direct Feed. Advertiser can send Advertiser’s Inventory and Advertising Materials to Zillow through a Direct Feed that complies with the Specifications provided to Advertiser by Zillow. 
  
  
• New Home Feed. Advertiser can also send Advertiser’s Inventory and Advertising Materials to Zillow through NHF. After the Effective Date, if Advertiser does not already have a NHF account, then Zillow will provide Advertiser with a NHF account so that Advertiser may access NHF during the Term. Advertiser’s use of NHF is governed by this Agreement as well as the NHF Terms of Use.
  
  
• Adding or Removing a Promoted Community. Advertiser may add a Promoted Community to the PC Select Product at any time by making such update in Advertiser’s Direct Feed, NHF account, or by emailing Advertiser’s Zillow account representative directly. Advertiser may only remove a Promoted Community from the PC Select Product if each piece of Inventory in the Promoted Community is under contract to be sold. Advertiser can remove the Promoted Community by making such update in Advertiser’s Direct Feed, NHF account, or by emailing Advertiser’s Zillow account representative directly.
  
  

C. Listing Connect. If Advertiser has purchased the PC Select Product, then Advertiser will be enrolled in Listing Connect. Advertiser may withdraw Advertiser’s participation in Listing Connect at any time by emailing Advertiser’s Zillow account representative. While Advertiser remains enrolled in Listing Connect, Advertiser authorizes Zillow to (i) connect each Inventory participating in the PC Select Product to such Inventory’s MLS Listing so Zillow can include the MLS Listing in Advertiser’s Promoted Community and (ii) display the Inventory participating in the PC Select Product on the Zillow Sites using the Advertising Materials provided through Advertiser’s direct feed or NHF account rather than the Advertising Materials obtained from the MLS Listing. Advertiser acknowledges that Zillow may not be able to connect each piece of Inventory participating in the PC Select Product to its MLS Listing or that such connection will happen in a timely manner. If Zillow is unable to connect a piece of Inventory participating in the PC Select Product to its MLS Listing, then Advertiser may attempt to manually connect the Inventory to the MLS Listing using the Listing Connect fields in Advertiser’s Direct Feed or NHF account. Any information that Zillow receives or uses in connection with Advertiser’s use of Listing Connect is considered Advertising Materials.

D. Builder Dashboard. By purchasing the PC Select Product, Advertiser will receive access to Builder Dashboard. Advertiser’s use of the Builder Dashboard is governed by this Agreement.

E. Payment for the PC Select Product. Unless otherwise set forth on the Order Form, Advertiser will pay Zillow on a monthly basis, subject to Section 4 below, the Base Fee and Cost per Lead up to the Lead Budget to advertise each Promoted Community. The total PC Select Product fees that Advertiser pays each month may change based on the number of active Promoted Communities that Advertiser chooses to display each month, the Cost per Lead, or the Lead Budget. The Base Fee is the same regardless of the number of Inventory in each Promoted Community. Unless otherwise set forth on the Order Form, if a Promoted Community is advertised on the Zillow Sites for less than 100% of the month, Advertiser will be billed the pro rata Base Fee for that Promoted Community and the Cost per Lead up to the Lead Budget. 

3.3 Promoted Homes Advertising Product 

A. Promoted Home. If Advertiser purchased the PH Product, Zillow will display each piece of Inventory that Advertiser sends to Zillow on a home details page, as well as on certain search results pages, as determined by a Zillow user’s search preferences. A “Promoted Home” means a piece of Inventory that Advertiser wishes to advertise using the PH Product.

B. Delivery of Advertising Materials. Unless otherwise agreed between the parties, Advertiser must send their Inventory and other Advertising Materials for the PH Product to Zillow through Zillow or one of Zillow’s third-party feed partners (each a “PH Feed Partner”). Commencing on the Effective Date and at all times during which Advertiser remains enrolled in the PH Product, Zillow will pay the PH Feed Partner’s monthly fee for one account to send Advertiser’s Inventory to Zillow for display on the Zillow Sites (“PH Feed Partner Subscription Fees”). Notwithstanding the foregoing, if Advertiser is no longer enrolled in the PH Product, Zillow may, at any time and in its sole discretion, either (i) cancel Advertiser’s Zillow sponsored account with the PH Feed Partner or (ii) require Advertiser to reimburse Zillow for any and all PH Feed Partner Subscription Fees associated with Advertiser’s Zillow sponsored account with the PH Feed Partner.

C. Adding or Removing Promoted Homes. Advertiser may add, pause, or remove a Promoted Home from the PH Product at any time through Advertiser’s account in the PH Feed Partner’s dashboard. Advertiser may pause a Promoted Home’s campaign under the PH product for up to 90 days. If Advertiser has no active Inventory and has not restarted the paused campaign at the end of the 90 day period, Zillow may cancel this Agreement and Advertiser will need to sign a new Order Form (subject to the then-current rate card) to advertise such Promoted Home using the PH Product. 

D. Payment for PHL Product. Unless otherwise set forth on the Order Form, Advertiser will pay Zillow, subject to Section 4 below, the flat monthly advertising charge based on the Max Monthly Listing Count, as described further and defined in the Order Form (the “PH Rate”), to advertise each Promoted Home.

3.4 Ad Products. The term “Ad Products” means the following products: Builder Boost (“Boost Ad”), Boost Precision Targeting (“BoostPT Ad”), Boost Featured Listings (“Featured Listings Ad”), Boost Rent (“BoostRT Ad”), Boost Adult Community (“Adult Community Ad”), and Boost Luxury (“BoostLUX Ad”).

A. Display of Ad Products. If Advertiser has purchased an Ad Product, Zillow will display the ads for that Ad Product as described below. Any agreed upon targeting (geo or otherwise) will only be applied to Ad Products placed on the Zillow Sites if Zillow agrees to such targeting. Zillow will have the sole right to determine the placement and location of any delivered Ad Product.

• Boost Ads. If Advertiser has purchased Boost Ads, Zillow will display any Boost Ad for Advertiser’s Inventory on (i) search results pages on the Zillow Sites for the designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion) and (ii) on other pages on the Zillow Sites served to users who have visited pages for those designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion).
  
  
• BoostPT Ads. If Advertiser has purchased BoostPT Ads in connection with Advertiser’s Boost Ads products, Zillow will display any such BoostPT Ad on the Facebook Sites. Zillow will have full discretion over the targeting (geo or otherwise) for any BoostPT Ads placed on the Facebook Sites. Zillow makes no representations about the manner in which the impressions are distributed among the Boost Ads purchased in connection with Advertiser’s BoostPT Ads.
  
  
• Featured Listings Ads. If Advertiser has purchased Featured Listings Ads, Zillow will display any Featured Listings Ad for Advertiser’s Inventory on (i) search results pages on the Zillow Sites for the designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion) and (ii) on other pages on the Zillow Sites served to users who have visited pages for those designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion).
  
  
• BoostRT Ads. If Advertiser has purchased BoostRT Ads, Zillow will display any BoostRT Ad for Advertiser’s Inventory on (i) search results pages on the Zillow Sites for searches of for-rent properties in the designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion) and (ii) on other pages on the Zillow Sites served to users who have visited for-rent pages for those designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion).
  
  
• Adult Community Ads. “Adult Community” means a Community designed for individuals who are 55 years old or older. If Advertiser has purchased Adult Community Ads, Zillow will display any Adult Community Ad for Advertiser’s Adult Communities on (i) search results pages on the Zillow Sites for individuals that meet the Adult Community targeting criteria (as determined by Zillow in its sole discretion) for the designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion) and (ii) on other pages on the Zillow Sites served to users who meet the Adult Community targeting criteria (as determined by Zillow in its sole discretion) and have visited pages for those designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion). Advertiser may not use the Adult Community Ad Product to advertise a Community on the Zillow Sites that is not an Adult Community, as determined by Zillow. If Zillow, in its sole discretion, determines that Advertiser is attempting to advertise a Community that is not an Adult Community, Zillow may immediately terminate this Agreement with respect to the Adult Community Ad Product and require Advertiser to purchase a different New Construction Product to advertise such Community on the Zillow Sites.
  
  
• BoostLUX Ads. If Advertiser has purchased BoostLUX Ads, Zillow will display any BoostLUX Ad for Advertiser’s Inventory on (i) search results pages on the Zillow Sites for searches of properties meeting a certain price range (determined by Zillow in its sole discretion) in the designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion) and (ii) on other pages on the Zillow Sites served to users who have visited pages containing a listing within a certain price range (determined by Zillow in its sole discretion) for those designated market area(s) or other geos requested by Advertiser and agreed to by Zillow (in its sole discretion).
  
  

B. Advertising Materials. Zillow will use the Advertising Materials to create ads for each Ad Product that Advertiser purchases. Zillow will continue to run the same ads for as long as Advertiser remains enrolled in an Ad Product and will not update the ads until Advertiser provides Zillow with updated or revised Advertising Materials. During the Term, Zillow will have no responsibility to request updated Advertising Materials.

C. Payment for Ad Products. At all times during which Advertiser remains enrolled in the Ad Product, Advertiser will pay Zillow, subject to Section 4 below, the charge for each Ad, as specified in the Order Form and based on Advertiser’s monthly spend cap. Unless otherwise stated on the Order Form, all Ad Products other than the Facebook component of BoostPT Ads will be served by Zillow’s third-party ad server and billed off Zillow reporting. All BoostPT Ads will be served and billed through the Facebook ad server.

D. Delivery of Impressions. Advertiser understands that, although the Ad Products sold on an impressions basis may include an estimate of how many times an ad will be displayed each month, Zillow cannot guarantee that impressions of the ad will be uniformly distributed during any month or that the estimated number of impressions will be delivered during the Term. In the event that an Order Form guarantees an aggregate number of impressions and the corresponding Ad Product does not receive the guaranteed number of impressions during the Term, Advertiser’s sole remedy will be for Zillow to, at Zillow’s sole discretion: (i) provide the outstanding impressions following the end of the Term if the Advertiser pre-paid for the guaranteed impressions; or (ii) only charge Advertiser for the impressions delivered if the Advertiser is paying for impressions in arrears on a monthly basis. Advertiser understands that users of the Advertisement Sites, automated computers, third-parties, Facebook Sites, and Zillow itself may generate views, impressions, or clicks on Advertiser’s ads for proper or improper purposes. Zillow has priced the Ad Products with this risk in mind and Advertiser accepts this risk in purchasing the Ad Products.

E. Additional BoostPT Ad Terms. In the event Advertiser purchased BoostPT Ads, the additional terms in this Section 3.3(E) apply.

• Facebook Terms. Advertiser: (i) agrees to be bound by Facebook’s Statement of Rights and Responsibilities (currently located at http://www.facebook.com/legal/terms), as they may be updated from time to time by Facebook, and all documents incorporated by reference into such terms (the “Facebook Statement of Rights”); (ii) will comply with all policies and guidelines disseminated by Facebook applicable to the BoostPT Ads, including, without limitation, the Facebook Advertising policies (currently located at https://www.facebook.com/policies/ads/), the Facebook Community Standards (currently located at https://www.facebook.com/communitystandards), and the Instagram® Community Guidelines (currently located at https://help.instagram.com/477434105621119/) as they may be updated from time to Facebook Terms. Advertiser: (i) agrees to be bound by Facebook’s Statement of Rights and Responsibilities (currently located at http://www.facebook.com/legal/terms), as they may be updated from time to time by Facebook, and all documents incorporated by reference into such terms (the “Facebook Statement of Rights”); (ii) will comply with all policies and guidelines disseminated by Facebook applicable to the BoostPT Ads, including, without limitation, the Facebook Advertising policies (currently located at https://www.facebook.com/policies/ads/), the Facebook Community Standards (currently located at https://www.facebook.com/communitystandards), and the Instagram® Community Guidelines (currently located at https://help.instagram.com/477434105621119/) as they may be updated from time to time by Facebook (the “Facebook Ad Policies” and together with the Facebook Statement of Rights, the “Facebook Terms”); and (iii) acknowledges and agrees that Facebook and/or Zillow may limit or prohibit Advertiser or Zillow from purchasing any Facebook advertising inventory at any time for any reason. The purpose of the foregoing sentence is to flow down any obligations undertaken by Zillow to Facebook, pursuant to the Facebook Terms. Accordingly, Zillow may enforce the foregoing terms as if Zillow were Facebook.
  
  
• Zillow Data Policy. Advertiser may not transfer, sell, lease, syndicate or otherwise sublicense, modify, duplicate, create derivative works or use any User Data in any manner or for any purpose, for its own benefit or a third-party’s benefit without Zillow’s prior written consent. By way of example, Advertiser will not use Ad User Data (whether in an aggregated or non-aggregated form) for external reporting, research, advertising or retargeting on any third-party sites (including but not limited to the Facebook Sites), enhancing or creating new custom audiences on or to be used in connection with third-party sites (including but not limited to the Facebook Sites) or to optimize its products or services for the benefit of third-parties. “User Data” means, collectively and individually, the data and information about each Facebook User who clicks on one of Advertiser’s BoostPT Ads (each a “Facebook User”) and is directed to a page on the Zillow websites or Advertiser’s website, as applicable, through such BoostPT Ad. For clarity, User Data does not include (i) the click action itself or other campaign metrics and nothing in this Section is intended to place any restrictions on Advertiser’s use of campaign metrics, or (ii) any information collected about a user (including a Facebook User) directly by Advertiser on Advertiser’s website. Advertiser will not, nor will Advertiser allow any third-party to, aggregate the User Data into databases or engage in any other process that would result in the collation or organization of the data such that the combination or aggregation of data from one or more sources could reasonably be used to enable the identification of the Facebook User. Further, Advertiser will not aggregate any data it collects or receives in connection with the Ad Products, including, without limitation, User Data, and resell or otherwise distribute it in a manner that competes, or allows Facebook or any other third-party to compete, with the advertising services of Zillow (including, without limitation, by claiming to provide data that identifies Zillow users or users that “look like,” or share characteristics of, users of Zillow services, without necessarily tagging them on the Zillow Sites) and will not, in any manner, label, denote or refer to the data as having been derived from Zillow or from Facebook Users.
  
  

4. Payment; Billing; Rate Change

4.1. New Order Form. If Advertiser is an existing customer of a New Construction Product(s) and the Order Form sets forth a different rate/fee for the New Construction Product(s) than what Advertiser is currently paying under a different order form, the new rate/fee changes set forth on the Order Form will go into effect the first day of the calendar month immediately following the Effective Date of the Order Form.

4.2. Payment. Unless otherwise set forth on the Order Form, Advertiser will be charged in accordance with this Agreement for the applicable New Construction Product on a per calendar month basis based on the total New Construction Products purchased and active during the preceding calendar month.

4.3. Billing

A. Invoices. Zillow will invoice Advertiser for the Services provided during each calendar month of the Term at the completion of such calendar month. Advertiser must pay each invoice within 30 days of Advertiser’s receipt of the invoice.

B. Taxes. The fees paid under this Agreement do not include any taxes, levies, duties, or similar governmental assessments of any nature (collectively, “Taxes”) and Advertiser will be responsible for paying all Taxes.

C. Billing Errors. If Advertiser believes that Zillow has billed Advertiser incorrectly, Advertiser must contact Zillow no later than 60 days after the date of the first billing statement in which the error or problem appeared in order to receive an adjustment or credit. If Advertiser does not contact Zillow within 60 days after the date of the first billing statement in which the error or problem appeared, then Advertiser is responsible for paying the original amount owed. Any billing inquiries should be directed to ap@zillowgroup.com.

D. Late Fees. All unpaid fees that are not successfully disputed are subject to the lesser of a 1% late fee per month or the maximum rate allowed under applicable law. In addition to its other rights under law, Zillow may terminate any New Construction Product and/or discontinue Services for any amounts which are not paid within 30 days of Advertiser’s receipt of the invoice. Outstanding balances and fees must be paid in full to reinstate service from termination at Zillow’s discretion.

E. Advertiser’s Use of a Third Party. If Advertiser requests Zillow to bill through a third party, then Advertiser will pay for any fees incurred by Zillow for billing Advertiser through that third party.

F. Credit Card. If Advertiser is paying by credit card, Zillow will charge Advertiser’s credit card following the completion of each calendar month for the Services delivered during such calendar month. Advertiser acknowledges that its credit card is not present and authorizes Zillow to charge Advertiser’s credit card on file for the Services provided during the Term. Advertiser acknowledges and agrees that any credit card and related billing and payment information that Advertiser provides to Zillow may be shared by Zillow with companies who work on Zillow’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Zillow, and servicing Advertiser’s account

G. Refunds. All Advertiser purchases or prepaid amounts are non-refundable; however, if Zillow terminates this Agreement for convenience, Zillow will refund a pro-rata portion of any prepaid amount to Advertiser for the remaining portion of the prepaid term.

H. Collections. If Advertiser fails to pay Zillow any amount owed under this Agreement, then Zillow may use a third party collections agency to assist Zillow in collecting such owed amount. Advertiser will pay all costs incurred by Zillow in collecting the owed amount.

4.4. Changes to Pricing. Except as provided for in this Agreement, after the Initial Term, Zillow may change the price to be paid for any New Construction Product by providing 30 days advance notice to Advertiser. The new price will take effect at the beginning of the first Renewal Term following the 30 day notice.

5. Term and Termination

5.1. Initial Term. The initial term for each New Construction Product purchased under this Agreement is non-cancellable (the “Initial Term”) and commences on the later of the effective date listed on the order form (“Effective Date”) or the date Advertiser’s New Construction Products are first displayed on the Advertisement Sites (“Display Date”). Unless otherwise set forth on the Order Form, the Initial Term for each New Construction Product will remain in effect for three months.

5.2. Automatic Renewal. Unless otherwise set forth on the Order Form, upon expiration of the Initial Term, this Agreement will continue to the end of the then-current month. Thereafter, this Agreement will automatically renew on a calendar month-to-month basis (each a “Renewal Term” and together with the Initial Term, the “Term”), until it is terminated by either party.

5.3. Early Termination Fee. Advertiser may terminate this Agreement at any time during the Initial Term but will be obligated to pay Zillow a cancellation fee equal to the monthly fees due for the month immediately preceding the date of termination plus the monthly fees due for the then-current month. If Advertiser is paying for its New Construction Products via credit card, Zillow will automatically charge Advertiser’s credit card with such cancellation fee.

5.4. Multiple New Construction Products. If Advertiser has purchased more than one New Construction Product on an applicable Order Form, Advertiser may choose to terminate only one New Construction Product and the term and obligations for all the other New Construction Products will remain in full effect.

5.5. Termination

A. Termination by Zillow. Zillow may terminate this Agreement at any time. Zillow’s termination right exists even in instances where Builder (1) becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due, (2) files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law, (3) makes or seeks to make a general assignment for the benefit of its creditors, or (4) applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.

B. Termination by Advertiser. Advertiser may terminate this Agreement at any time after the Initial Term, but each party’s obligations, including Advertiser’s obligation to pay the monthly fees for the then-current month, will remain in full force and effect until the later of (i) the end of the month in which the notice of termination was received or (ii) seven days after the date the notice of termination was received. Advertiser’s notice of termination must be sent to Advertiser’s Zillow account representative and receipt of notice must be confirmed by return e-mail.

5.6. Survival. Sections 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 14, 15, 16, and 17 will survive termination of this Agreement.

6. Prohibited Uses

Advertiser will not, and will not authorize any party to do the following: (1) generate automated, fraudulent or otherwise invalid inquiries, conversions or other actions for Advertiser’s own Inventory or any other advertisements on the Advertisement Sites; (2) use the Services for benchmarking or similar testing; (3) use any automated means of scraping or data extraction to collect Zillow listing or advertising related information from any Advertisement Sites, except as expressly permitted by Zillow in writing; (4) use the Services for the purposes of building a competitive product or service; (5) advertise anything illegal or engage in any illegal or fraudulent business practice; or (6) commit any Prohibited Use as that term is defined in the Zillow Terms of Use.

7. Advertiser’s Representations. Advertiser represents to Zillow the following:

7.1. Ownership. Advertiser holds all ownership rights (including intellectual property rights) in the Advertising Materials necessary to grant Zillow the licenses in this Agreement;

7.2. Accuracy. All Advertiser information provided by Advertiser in connection with this Agreement (including the Advertising Materials) is complete, correct, and current;

7.3. Advertising Materials. The Advertising Materials are not obscene, defamatory, disparaging, deceptive, profane, or indecent.

7.4. No Violation of Third Party Rights. The Advertising Materials and Advertiser’s use of the Services do not violate any third party rights (including intellectual property rights).

7.5. No Violation of Applicable Law. The Advertising Materials and Advertiser’s use of the Services do not violate, facilitate, or encourage violation of any applicable law, including the Fair Housing Act, Americans with Disabilities Act, and the Equal Credit Opportunity Act. Advertiser will not discriminate in the sale, rental or financing of its Inventory on the basis of race, color, religion, sex, handicap, familial status or national origin.

8. Indemnification. 

Advertiser agrees to indemnify and hold Zillow and Facebook and each of their respective officers, affiliates, successors, assigns, directors, officers, employees, agents, service providers and suppliers, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of the following:(1) the Advertising Materials; (2) Advertiser’s Inventory or use of the Services; (3) any other party’s access to and/or use of the New Construction Products using Advertiser’s account(s) and/or password(s); (4) Advertiser’s violation of this Agreement or any other applicable terms and conditions; (5) Advertiser’s willful misconduct; or (6) Advertiser’s violation of any federal, state, local or any other laws or of any rights of any other person. Zillow reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by Advertiser, and in that case, Advertiser agrees to cooperate with Zillow’s defense of that claim.

9. Warranties.

Advertiser accepts all liability for the content of all Advertising Materials. ADVERTISER AGREES THAT USE OF THE ADVERTISEMENT SITES, SERVICES, AND NEW CONSTRUCTION PRODUCTS ARE ENTIRELY AT ADVERTISER’S OWN RISK. THE ADVERTISEMENT SITES, SERVICES, AND NEW CONSTRUCTION PRODUCTS ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, ZILLOW DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, PERFORMANCE OR RESULTS OF THE ADVERTISEMENT SITES, SERVICES, OR NEW CONSTRUCTION PRODUCTS. WITHOUT LIMITATION, ZILLOW DISCLAIMS ALL GUARANTEES REGARDING POSITIONING, LEVELS, QUALITY, OR TIMING OF: (I) AVAILABILITY AND DELIVERY OF ANY ADVERTISING MATERIALS OR AD PRODUCTS, INCLUDING ON ANY ADVERTISEMENT SITE OR SECTION THEREOF; (II) CLICK THROUGH RATE; (III) CLICK-THROUGHS; (IV) ADJACENCY OR POSITION OF ADS ON THE ADVERTISEMENT SITES; OR (V) CONVERSIONS OR OTHER RESULTS FOR ANY ADVERTISING MATERIALS OR NEW CONSTRUCTION PRODUCTS. TO THE FULLEST EXTENT PERMITTED BY LAW, ZILLOW DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE ADVERTISEMENT SITES OR THROUGH ZILLOW’S SERVICES, OR ACCESSED THROUGH ANY LINKS ON THE ADVERTISEMENT SITES. TO THE FULLEST EXTENT PERMITTED BY LAW, ZILLOW DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE ADVERTISEMENT SITES, THE NEW CONSTRUCTION PRODUCTS, OR SERVICES. ZILLOW AND FACEBOOK RESERVE THE RIGHT TO DE-ACTIVATE OR BLOCK AN INVENTORY OR AD FROM PUBLISHING FOR ANY REASON, OR AT ANYTIME.

10. Limitation of Liability.

UNDER NO CIRCUMSTANCES WILL ZILLOW OR FACEBOOK BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (EVEN IF EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY ASPECT OF YOUR USE OF THE ADVERTISEMENT SITES, NEW CONSTRUCTION PRODUCTS, OR SERVICES, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE ADVERTISEMENT SITES, NEW CONSTRUCTION PRODUCTS, OR SERVICES, FROM INABILITY TO ACCESS THE ADVERTISEMENT SITES, NEW CONSTRUCTION PRODUCTS, OR SERVICES, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE ADVERTISEMENT SITES, NEW CONSTRUCTION PRODUCTS, OR SERVICES. SUCH LIMITATION WILL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE ADVERTISEMENT SITES, NEW CONSTRUCTION PRODUCTS, OR SERVICES OR ANY LINKS ON THE ADVERTISEMENT SITES. ZILLOW WILL NOT BE RESPONSIBLE FOR ANY UNAUTHORIZED USE OF THE ADVERTISING MATERIALS, NEW CONSTRUCTION PRODUCTS, OR SERVICES BY THIRD PARTIES, INCLUDING WITHOUT LIMITATION, UNAUTHORIZED REPRODUCTION AND/OR TAMPERING BY NETWORK “HACKERS.” ZILLOW’S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE NEW CONSTRUCTION PRODUCTS, SERVICES, OR THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT ZILLOW RECEIVED FROM ADVERTISER DURING THE PRIOR 12 MONTH PERIOD PRIOR TO THE EVENT OR CIRCUMSTANCES GIVING RISE TO THE CLAIMS . THESE LIMITATIONS APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.

11. Confidentiality

11.1. Confidential Information. Each party acknowledges that in connection with the execution and implementation of this Agreement, it will receive Confidential Information of the other party. “Confidential Information” as used in this Agreement will include any and all technical and non-technical information including, copyright, trademark, trade secret and proprietary information, related to current and future proposed products, business strategies, and services of each of the parties, and includes their respective information concerning financial information, procurement and purchasing requirements, other customer information, business forecasts, sales and merchandising and marketing plans and information, in whatever form provided and whatever manner communicated. Confidential Information will also include this Agreement. Confidential Information will not include information that: (A) was lawfully in the receiving party’s possession from a source other than the disclosing party before receipt from the disclosing party; (B) is or became available to the public through no fault of the receiving party and was obtained by the receiving party from such publicly available source; (C) was obtained in good faith by the receiving party from a third party who was lawfully in possession of such information; or (D) was independently developed by the receiving party, without reference to Confidential Information received hereunder.

11.2. Use and Disclosure. Each of the parties agrees that it will treat all Confidential Information of the other party with the same degree of care as it accords to its own Confidential Information, and each of the parties represents that it exercises reasonable care to protect its own Confidential Information. Neither party will use Confidential Information it receives from the other party for any purpose other than for purposes permitted hereunder and for the purpose of complying with and enforcing this Agreement. Neither party will disclose Confidential Information of the other party to any third party, other than disclosure of Confidential Information in response to a valid order by a court or other governmental body or a duly issued subpoena, or as otherwise required by law; provided that the disclosing party will give the other party written notice before disclosure is made unless prohibited by law. Following termination of this Agreement, at either party’s request, the other party will promptly return or destroy any Confidential Information received by such party; provided that Zillow may retain any Advertising Materials and use certain pieces of User Data, aggregated, non-personal information to improve the quality of its services and track user trends.

12. Changes to Terms and/or New Construction Products.

Zillow may change these Terms at any time in its sole discretion upon notice to Advertiser. Any changes will be effective immediately upon Zillow posting the revised version of the Terms at https://www.zillow.com/corp/PromotedCommunitiesTerms. Zillow will make commercially reasonable efforts to notify Advertiser of any material changes to these Terms. In the event that the changes to these Terms materially change Advertiser’s rights or obligations, Advertiser may terminate this Agreement on 30 days’ notice to Zillow. Advertiser’s continued use of the New Construction Products after updates are effective will represent Advertiser’s agreement to the revised version of the Terms. Advertiser is responsible for regularly reviewing these Terms. Zillow further reserves the right to change or discontinue providing a/any New Construction Product(s) at any time without liability.

13. Zillow Policies.

Advertiser’s use of the Services is subject to the Zillow Terms of Use, Zillow Advertising Content and Image Guidelines, and Zillow Privacy Policy, along with any other policies published by Zillow on its websites or provided to Advertiser (collectively, the “Policies“). The Policies are incorporated into these Terms by reference. The Policies also include the Zillow Code of Conduct set forth below.

• Zillow Code of Conduct. Zillow believes that all people deserve to be treated equally and with respect, regardless of their race, ethnicity, nationality, class, religion, belief, sex, language, sexual orientation, gender identity, age, health or other status. Zillow chooses to work with advertisers who both share these values and embody them in their interactions with consumers, Zillow employees, and other professionals. In the event Zillow determines that Advertiser is not upholding these values, Zillow may take action to ensure the integrity of Zillow’s products and services, including terminating this Agreement. Zillow may also terminate this Agreement in the event Advertiser is charged with or convicted of a crime, or Zillow otherwise believes Advertiser’s use of the Services could harm the reputation and/or good standing of the services offered by Zillow.
  
  

14. Consent. 

By using the New Construction Products, Advertiser agrees that Zillow may call and/or send text messages to the telephone number(s) provided by Advertiser, including calls and text messages using an automatic telephone dialing system and/or an artificial or prerecorded voice, and such communications may be routed through a third-party service (“Communications Service”). Calls may be recorded or monitored for quality assurance and customer service purposes. Advertiser consents to such recording and monitoring by Zillow or the Communications Service. Zillow also uses the Communications Service to track phone calls and text messages between Advertiser and users of the Advertisement Sites so that Zillow Group and Advertiser can access certain details about the contact. As part of this process, Zillow and the Communications Service will receive in real time, and store, data about each call or text message, including the date and time of the call or text message, your phone number, and the content of the text message. The information is subject to the Zillow Privacy Policy.

15. Arbitration. 

Any controversy or claim arising out of or relating to this Agreement will be settled by binding arbitration administered by the American Arbitration Association in accordance with its then existing Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. The place of arbitration will be King County, Washington or any other place agreed upon at the time by the parties. No demand for arbitration may be made after the date when the institution of legal or equitable proceedings based on such claim or dispute would be barred by the applicable statute of limitations. A party may apply to the arbitrator and seek injunctive relief until an arbitration award is rendered or the dispute is otherwise resolved. A party may, without waiving any other remedy, seek from any state or federal court sitting in King County, Washington any interim or provisional relief that is necessary to protect the rights or property of that party pending the arbitrator’s appointment or decision on the merits of the dispute. The arbitrators will have no authority to award punitive or other damages not measured by the prevailing party’s actual damages, except as may be required by statute. The award of the arbitrators will be accompanied by a reasoned opinion. Except as may be required by law and for disclosure in confidence to the parties’ respective attorneys, tax advisors and other similar representatives, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties. If this Section is unenforceable for any reason, then any controversy or claim arising out of or relating to this Agreement will be governed by Section 16.

16. Governing Law; Forum. 

This Agreement will be governed and construed in accordance with the laws of the State of Washington. The parties hereby expressly consent to exclusive jurisdiction and venue of the state and federal courts located in King County, Washington for any action arising from or related to this Agreement. The substantially prevailing party in any litigation for breach of this Agreement will be entitled to attorneys’ fees and costs.

17. Miscellaneous. 

This Agreement constitutes the entire and exclusive agreement between the parties with respect to the subject matter hereof, and supersedes and replaces any other agreements, terms and conditions applicable to the subject matter hereof. Advertiser may grant approvals, permissions, extensions and consents by email, but any modifications to this Agreement must be in a writing signed by both parties. Except as set forth in these Terms, any notices to Zillow must be sent to Zillow, Inc., New Construction Department, 1301 Second Avenue, Floor 31, Seattle, WA 98101, with a copy to Zillow Legal Department, 1301 Second Avenue, Floor 31, Seattle, WA 98101, via registered mail with return receipt or air mail or overnight courier, and are deemed given upon receipt. Notice to Advertiser may be affected by sending an email to the email address specified on the Order Form and is deemed received when sent (for email). This Agreement may be executed by electronic signature. A waiver of any breach is not a waiver of any subsequent breach. Unenforceable provisions will be modified to reflect the parties’ intention and only to the extent necessary to make them enforceable, and remaining provisions of this Agreement will remain in full effect. The parties intend for their relationship to be that of independent contractors in their performance of this Agreement. Nothing in this Agreement is intended to create any employment, association, partnership, joint venture, principal-agent, or other relationship between the parties. Neither party will have any right or authority to bind the other party. In the event that this Agreement or a/any New Construction Product is terminated, Zillow will not be obligated to return any materials to Advertiser.

-Updated January 2025