NOTE: The following Sedo terms and conditions are applicable only to domains you buy or sell through the Sedo aftermarket platform. These terms are not applicable to new domain registrations, transfers, or renewals, nor any other Webnames products or services.
Domain Transfer Service Terms and Conditions
Version: 01 March 2023
These Terms and Conditions for the Domain Transfer Service are translated into English, French, Spanish and Chinese and are available to the Customer online. The contractual language is English. Any translation of these Terms and Conditions into another language is therefore for information purposes only. In the event of any ambiguity or discrepancy, the English language version shall control.
These are the Terms and Conditions of Sedo.com, LLC (hereinafter referred to as "Sedo") for the Domain Transfer Service (hereinafter also referred to as "Domain Transfer Service Agreement", “Domain Transfer Service Terms“, “Terms”, or "Agreement").
These Domain Transfer Service Terms shall become effective upon their electronic acceptance. This Agreement governs the terms and conditions for the use of Sedo’s Domain Transfer Service (hereinafter referred to as the “Domain Transfer Service”, the “Transfer Service” or the “Service”). By accepting these Domain Transfer Service Terms, Customer acknowledges that you have read, have understood, and agree to be bound by these Domain Transfer Service Terms.
The business relationship between Sedo and you shall be governed by:
- the following Domain Transfer Service Terms and Conditions, and
- the Sedo General Terms and Conditions (hereinafter referred to as "User Terms”),
in each case, in their version valid at the time of their electronic acceptance between Sedo and you, and whereby all provisions of the User Terms are to be applied, provided that no deviating provisions have been made in these Domain Transfer Service Terms. In the event of any inconsistency between the provisions of the User Terms and the provisions of these Domain Transfer Service Terms, the provisions of these Domain Transfer Service Terms shall prevail. All regulations of the User Terms remain in full force and unaffected by the Domain Transfer Service Terms, if they are not expressly changed by the Domain Transfer Service Terms.
Any deviating terms and conditions provided by the User shall not be recognized unless Sedo expressly agrees to their applicability in writing. In addition, special terms and conditions may apply to individual business relationships that contain deviations from or additions to the User Terms or the following Domain Transfer Service Terms. In this case, any special terms and conditions will be agreed separately with you in writing and will have priority.
If either the Buyer or the Seller has ordered Sedo's Domain Brokerage Service, a Purchase and Sale Agreement has been effectively concluded, and the subsequent Domain Transfer Service is used, the provisions for the Domain Transfer Service for the Buyer or Seller represented in the Brokerage Service are based on the Domain Transfer provisions made in the Domain Brokerage Terms and Conditions. For the unrepresented party within the scope of the Domain Brokerage Service, the regulations for the Domain Transfer Service described hereafter shall apply.
3. Modes of Communication
Sedo will make all instructions and information required to carry out the Domain Transfer Service available to you via the Transfer Center on the Website. Sedo is not obliged to contact you using any other contact data that may be on file for you. If a notification is posted in the Transfer Center, you will additionally be notified by an email sent to the email address stored in your User account details. The fact that you may not be informed about notifications in the Transfer Center does not absolve you of your contractual obligations. You must ensure that you are contactable via the email address stated in your Sedo User account.
4. Description of Domain Transfer Service
The Domain Transfer Service offers Sedo's assistance with the transfer of a registration of, or legal right to register, an Internet domain name (“Domain”) that is the subject of a Purchase and Sale Agreement whereby a domain buyer (“Buyer”) has agreed to purchase the Domain from a domain owner (“Seller”) for an agreed upon amount (“Purchase Price”).
Content, data, programming or other elements of the website/project and/or any additional consideration included in a Purchase and Sale Agreement between Buyer and Seller are outside the scope of the Domain Transfer Service and the transfer or payment for such shall be the sole responsibility of Buyer and Seller. Buyer and Seller agree that they are solely responsible for the transfer of any and all elements of a transaction outside the Domain and Purchase Price and that once the Domain Transfer Service is initiated and accepted by Sedo, neither party will request cancellation of the Agreement of the Domain Transfer Service due to a dispute over such.
Drafting of a custom Purchase and Sale Agreements, enforcing the terms of such agreements between Buyer and Seller, or any legal consultations on the part of Sedo are not included in the Domain Transfer Service and must be obtained from User's own legal representative.
5. Rights and Duties of Sedo
5.1 Legal Status of Sedo and Acceptance of Service Orders
Sedo acts here neither as a Buyer or Seller, nor as the representative of a Buyer or a Seller, nor as a broker. Sedo reserves the right to review and accept or reject any orders for the Domain Transfer Service in its sole discretion. This includes, but is not limited to, rejecting any orders in which the Purchase Price is less than the fees owed to Sedo pursuant to this Agreement, the Price List, or any other agreement for services related to the Domain.
5.2 Transferring the Domain
Sedo shall instruct the Buyer and the Seller of the Domain as to the required steps and best practices involved in the technical domain name registration transfer process. Sedo can only ensure the prompt and orderly transfer of the Domain if Sedo's instructions to the Buyer and Seller are strictly followed.
A successful transfer of the Domain has taken place when the Seller has relinquished technical control of the Domain and no longer needs to take any actions to allow the Buyer to gain technical control of the Domain (“Successful Transfer”). In lieu of direct knowledge of the shift in technical control, you acknowledge that a Successful Transfer will also be considered to have taken place if (a) the Buyer modifies the Domain’s public WHOIS record, (b) Sedo receives confirmation from the Buyer’s registrar or the registry that the Buyer has control of the Domain, (c) the Buyer confirms receipt of the Domain in writing (including through the Transfer Center) or (d) the Buyer has not replied to Sedo’s requests for confirmation of Buyer’s control of the Domain within five (5) days of the first request from Sedo. In the case of the latter, Buyer’s silence in response to Sedo’s requests shall constitute Buyer’s confirmation of control of the Domain.
A Successful Transfer may also occur in those cases where Sedo, at its sole discretion, assumes temporary control of the Domain on behalf of the Buyer and Seller to effectuate the transfer. In the event Sedo assumes control of a Domain during the transfer process, Sedo is not obligated to Buyer or Seller to maintain or alter the Domain’s domain server settings or otherwise display content of any kind on the Domain.
5.3 Registrar Accounts
Sedo may, at its sole discretion, coordinate with the Customer’s registrars to obtain control of the Domain in order to expedite the Service. This may take the form of temporarily holding the Domain in a registrar account assigned to Sedo. Customer authorizes Sedo to transfer the Domain to a registrar account assigned to the Buyer only once the Buyer has remitted payment as per Section 6.2 of this Agreement. Customer acknowledges that Sedo is at no point the owner or registrant of the Domain and you agree to indemnify Sedo for any reasonable damages or costs incurred should the Domain be used to infringe upon the rights of a third party.
5.4 Payment of Purchase Price
Sedo may, at its sole discretion and where in compliance with local regulations, require Buyer to remit the Purchase Price to a bank account designated by Sedo in order to expedite payment to the Seller and ensure payment of any fees owed by either party to Sedo. Sedo shall only initiate the disbursement of the Purchase Price to the Seller after there has been a Successful Transfer as per Section 5.2 of this Agreement.
Alternatively, Sedo may also commission a payment service provider to process payments for this purpose. Customer hereby expressly agrees to accept the payment service provider's contractual terms and conditions. Refusal to do so constitutes a material breach of these Domain Transfer Terms.
Sedo may, at its sole discretion, restrict the identity of the Customer during any portion of the Domain Transfer Process to provide anonymity for the parties to the Purchase and Sale Agreement. Both during and after the Domain Transfer Process, Sedo shall not provide any identity information beyond the name, address and e-mail address of the Customer without that Customer’s explicit consent unless required by law.
5.6 Disputes between Buyer and Seller
CUSTOMER AGREES THAT SEDO SHALL NOT BE RESPONSIBLE FOR SEEKING ENFORCEMENT OF ANY PURCHASE AND SALE AGREEMENT.
In the event that the Buyer and Seller become involved in a dispute at any time during the Domain Transfer Service with the underlying Purchase and Sale Agreement or these Domain Transfer Terms, Sedo may temporarily stop providing the Service at its sole discretion and may set a reasonable deadline for the parties to reach an acceptable agreement. In the event that said deadline passes without a resolution, Sedo reserves the right to cancel the Domain Transfer Service. At that point, the aggrieved party, either Buyer or Seller, may exercise their right to initiate a legal process or proceeding against the other party. Both Buyer and Seller agree that Sedo is not responsible or liable in any way for a purchase and sale transaction ending in this manner.
5.7 Cancellation of the Service
Sedo reserves the right to cancel the Domain Transfer Service ("Failed Transfer") for the following reasons. Sedo may cancel the Domain Transfer Service if any provisions of the Purchase and Sale Agreement conflict with the provisions of this Agreement. Sedo may cancel the Domain Transfer Service because of a dispute between the Buyer and Seller pursuant to Section 5.6 of this Agreement. Sedo may cancel the Domain Transfer Service if Buyer or Seller fails to fulfill its obligation to cooperate in the transfer process after two (2) requests are made by Sedo via the Transfer Center. Sedo may cancel the Domain Transfer Service if the Service violates the local regulations of either Sedo’s, the Buyer’s or Seller’s jurisdiction. Sedo may cancel the Domain Transfer Service if either party to the Purchase and Sale Agreement materially breaches this Agreement.
See also: https://sedo.com/us/about-us/policies/domain-transfer-agreement-1/