Effective as of March 1st, 2025
The Contract (the "Contract") between RentDigital LLC ("RentDigital" or "we", "us" or "our") and the owner of residential rental properties ("Owner," "Advertiser" or "you") consists of any Insertion Orders executed by RentDigital and Advertiser together with these terms and conditions ("Terms"). This Contract may be entered into on behalf of Owner by a third-party acting as Owner's duly authorized agent ("Agent") and in such event this Contract shall be binding upon Owner (even to the extent Owner is not specifically identified herein).
In accordance with these Terms, RentDigital will provide Advertiser with the products and services identified on an Insertion Order (the "Services"). The Services may include, without limitation, the publication and display of ads (each individually, an "Ad") containing information with respect to one or more of Advertiser's rental housing properties (each a, "Property"), as well as the management of search engine and/or social marketing programs (together with Ads, the "Marketing Content"), on various digital platforms, including, but not limited to, Google, Facebook or Instagram (collectively, the "Platforms").
RentDigital reserves the right, for any reason and at any time, to modify, reject, cancel or remove Marketing Content from the Platforms. During the term of the Contract, we may, in our sole discretion, distribute an Ad (or other Marketing Content) for display on affiliated or third-party digital platforms subject to these Terms.
RentDigital does not tolerate discriminatory advertisements; if we determine, in our sole and absolute discretion, that any element of the Marketing Content or the nature of its deployment on the Platforms is potentially discriminatory, it will be removed immediately.
RentDigital reserves the right to change, in its sole discretion, the characteristics, functionality or features of its products, services or package components. We do not guarantee ranking of Marketing Content in search results on the Platforms. We may, in our sole discretion, upgrade Advertiser's Services free of charge and without notice, and revert back to the originally contracted Services without notice.
During the Term, if any Services under Contract is discontinued, replaced or no longer offered, this Contract shall remain in full force and effect; provided, that we shall either (i) replace such product and/or service with one of comparable value, or (ii) deduct from the Advertiser's monthly invoice(s) for the period remaining under this Contract the incremental cost of such product and/or service. Certain products and services may be subject to additional terms.
"Advertiser Media" means text, graphics, data, images, audio, video photographs and other media that are provided by or on behalf of, or made accessible by, Advertiser to RentDigital. Advertiser hereby authorizes Rent Group to:
Advertiser hereby grants RentDigital and its affiliates a non-exclusive, royalty-free, perpetual, irrevocable and sublicensable right and license to copy, display, distribute, create derivative works from, store and otherwise use the Advertiser Media in connection with any of RentDigital's services. Advertiser consents to the modification and/or summarization of Advertiser Media by RentDigital, including through the use of artificial intelligence, for purposes such as, but not limited to, search engine optimization.
If Advertiser opts in to RentDigital's Lease Match capabilities, then Advertiser hereby authorizes its third party services providers, including, but not limited to property management systems or those assisting in the management of leads or guest card data, to provide RentDigital with lead, tour and lease status data ("Lead Status Data") via an application programming interface ("API"). If an API is not available or accessible to RentDigital due to system restrictions, then Lead Status Data will be provided to RentDigital via another reporting method (as shall be mutually agreed upon by the parties). This reporting for Properties must be provided on at least a monthly basis while Marketing Content is active on at least one Platform.
The Marketing Content and any components thereof that are created, summarized, produced, or supplied by RentDigital pursuant to this Contract (including, but not limited to, ad copy, keywords, audiences, targeting strategies, and ad accounts) are owned by and remain the exclusive property of RentDigital and may not be copied or used by the Property, the Advertiser, or any agent without our prior written consent.
We may collect data on how data is accessed, viewed, or interacted with by Platform visitors, including calls, emails, clicks, searches, views, impressions, or other actions, or any data collected concerning ads on the Platforms (collectively, "Performance Data"). RentDigital owns all rights, title, and interest (including intellectual property rights) in the Performance Data and any data or information created, derived, inferred, or generated using Performance Data.
Each party agrees not to disclose any non-public business, technical or other information relating to or provided by the other party, specifically including these Terms (including pricing) to third parties, other than its affiliates, agents, contractors, advisors and consultants pursuant to appropriate confidentiality obligations.
Advertiser and any agent acting on behalf of Advertiser hereby agree not to disclose to any third party or use for any purpose not specifically contemplated herein any User Data (as defined below). Advertiser agrees (i) to use User Data in Advertiser's possession, custody, or control solely to fulfill user requests and to provide customer service to the user, (ii) if applicable, to provide Lead Status Data to RentDigital pursuant to this Contract, and (iii) to obtain, protect, use and disclose User Data only in compliance with federal, state and local laws and regulations, including (without limitation) the Do-Not-Call provisions of the Telemarketing Sales Rule, the CAN-SPAM Act, the Telephone Consumer Protection Act, and statutes relating to data privacy or data protection (collectively, "Privacy Laws") (including (without limitation) the California Consumer Privacy Act and/or California Privacy Rights Act).
"User Data" means (i) any personal information relating to a user of or visitor to the Platforms (whether via a website or mobile application) (including, but not limited to, first name, last name, address, phone number, email address and/or financial information) that is received by Advertiser through our provision of the Services, including, without limitation, the information provided in the form of "leads"; and (ii) any Lead Status Data provided by Advertiser to RentDigital, if any.
To the extent that Advertiser provides Lead Status Data to RentDigital, (i) such Lead Status Data was legally collected, (ii) Advertiser is solely responsible for the accuracy and legality of such Lead Status Data, and (iii) Advertiser has the right to provide it. Advertiser will not "sell" (as such term is defined in applicable Privacy Laws) User Data or otherwise disclose User Data to third parties for monetary or other valuable consideration, or "share" User Data for "cross context behavioral advertising" (as such terms are defined in applicable Privacy Laws), unless doing so would be consistent with applicable Privacy Laws.
Advertiser is solely liable for all Advertiser Media and the acts or omissions of any third-party acting on behalf of Advertiser in connection with the use, access or fulfillment of the Services provided by RentDigital. Advertiser represents and warrants to RentDigital that:
the Advertiser Media is true and accurate, is not libelous or defamatory, does not violate any rights of privacy, infringe any trademark, copyright, literary or other rights, or constitute unfair competition with any other party, and complies with all federal, state and local laws and regulations, including fair housing laws and regulations;
Advertiser has and will maintain all necessary rights, authorizations and licenses that are required for it to provide Advertiser Media under this Contract; and
the delivery of any Advertiser Media by Advertiser to RentDigital is free from any virus, worm, Trojan horse or other similar defects.
Advertiser agrees to indemnify, defend and hold harmless RentDigital, its affiliates, and their respective employees, agents, officers and directors, from and against any and all claims, liabilities, judgments, damages, costs, losses and expenses (including, without limitation, reasonable attorneys' fees and costs) arising out of third-party claims related to (i) the Advertiser Media or the Marketing Content, (ii) Advertiser's use or disclosure of User Data in violation of this Contract, (iii) Advertiser's violation of Section 5 ("User Data"), and (iv) the acts or omissions of any third-party acting on behalf of Advertiser in connection with the products and services provided hereunder.
All charges for Services on an Insertion Order shall be assessed upon Fulfillment (defined below). Advertiser will be invoiced monthly and amounts are due upon receipt. Claims for billing errors must be made in writing within five business days after your receipt of an invoice.
Important: If payment is not received by RentDigital within 30 days of the invoice date, (i) such past due amount will bear interest at the lesser of 1.5% per month or the maximum rate allowed by law; and (ii) RentDigital will, in its sole discretion, suspend (pending payment) or terminate Advertiser's Services and all advertising charges will become immediately due and payable, in addition to other remedies provided for herein. Advertiser agrees to pay all costs of collection of past due amounts (including reasonable attorneys' fees and costs).
Some of our products and may be subject to sales tax in certain jurisdictions. Where this is the case and we are authorized by applicable law to do so, we will collect and remit applicable tax, as further described below. Advertiser is liable for any sales, use, excise, value-added, services, consumption or other tax that is assessed in connection with the receipt or provision of the Services. Unless you provide us with an exemption certificate issued by the appropriate taxing authority or agency, we will collect and remit such tax on your behalf.
The Services shall commence on the date RentDigital receives the signed Insertion Order from Advertiser and shall continue for the number of months indicated on the Insertion Order (the "Term"). At the end of the Term, the Services will continue on a month-to-month basis until cancelled by providing at least 30-days prior written notice to cancellations@rentdigital.com. Following the initial Term, RentDigital may change the monthly rates to reflect then-current rates for the Services.
In the event of either (i) a change in Owner's Agent, or (ii) the sale of a Property, this Contract will remain in effect unless and until Advertiser provides RentDigital with 30-days prior written notice of such event by emailing cancellations@rentdigital.com.
"Fulfillment" means, with respect to the Services, those actions reasonably necessary for or in furtherance of provisioning, design, display, publishing, distribution or otherwise providing the Services in an Insertion Order. The timing of completion of Fulfillment will vary depending on the Service. Unless specifically agreed otherwise, we will publish the Marketing Content or otherwise launch a Service upon completion of Fulfillment and will notify the Advertiser of such deployment. If Advertiser fails to take the actions necessary to facilitate or complete Fulfillment of a Service, RentDigital may cancel that Service prior to the end of the Term.
EXCEPT AS EXPRESSLY SET FORTH HEREIN, RENTDIGITAL MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES TO ADVERTISER OF ANY KIND, EITHER EXPRESS OR IMPLIED (INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR OTHER WARRANTIES ARISING BY USAGE OF TRADE OR COURSE OF DEALING) REGARDING THE FUNCTIONALITY, PERFORMANCE OR RESULTS OF THE SERVICES PURCHASED. RENTDIGITAL DOES NOT GUARANTEE ANY PARTICULAR RANKING OF MARKETING CONTENT OR AD(S) IN SEARCH RESULTS.
IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES. IN NO EVENT SHALL RENTDIGITAL'S LIABILITY ARISING OUT OF OR RELATING TO THIS CONTRACT EXCEED THE AMOUNT ACTUALLY PAID TO RENTDIGITAL PURSUANT TO THIS CONTRACT DURING THE SHORTER OF THE TERM DEFINED ON THE INSERTION ORDER (EXCLUDING ANY RENEWAL OR MONTH-TO-MONTH TERM) OR THE PRIOR TWELVE MONTH PERIOD.
RENTDIGITAL MAKES NO REPRESENTATION OR WARRANTY REGARDING FEATURES OR SERVICES PROVIDED BY THIRD PARTIES. RentDigital shall have no liability whatsoever for any failure to provide Services due to systems or technological failure or malfunction, or any other circumstances outside of our control. RentDigital shall not be responsible for any unauthorized use of the Advertiser Media by third parties, including without limitation, unauthorized reproduction and/or tampering by network "hackers."
This Contract (including these Terms and an Insertion Order) reflects the full understanding and agreement of the parties and supersedes all prior understandings, agreements and representations, written or oral, with respect to the subject matter of this Contract. The representations, warranties, covenants, applicable licenses and indemnities contained in this Contract shall survive the termination or cancellation of this Contract. This Contract shall be governed by the laws of the State of Delaware, without regard to its conflict of laws provisions. Any cause of action arising under this Contract shall be adjudicated in Wilmington, Delaware. This Contract may be executed in any number of counterparts, and delivered by facsimile or electronic signature, all of which taken together shall constitute one and the same instrument.