DOMAIN BROKER SERVICE AGREEMENT
PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.1. OVERVIEW
This Domain Broker Service Agreement (this “Agreement”) is entered into by and between GoDaddy.com, LLC, a Delaware limited liability company (“GoDaddy”) and you, and is made effective as of the date of electronic acceptance. This Agreement sets forth the terms and conditions of your use of GoDaddy’s Domain Broker services (the “Domain Broker Services” or the “Services”).
Your electronic acceptance of this Agreement signifies that you have read, understand, acknowledge and agree to be bound by this Agreement, along with GoDaddy’s Universal Terms of Service Agreement, which is incorporated herein by reference.
The terms “we”, “us” or “our” shall refer to GoDaddy. The terms “you”, “your”, “User” or “customer” shall refer to any individual or entity who accepts this Agreement. Nothing in this Agreement shall be deemed to confer any third-party rights or benefits.
GoDaddy, in its sole and absolute discretion, may change or modify this Agreement, and any policies or agreements which are incorporated herein, at any time, and such changes or modifications shall be effective immediately upon posting to the GoDaddy website (this “Site”). You acknowledge and agree that (i) GoDaddy may notify you of such changes or modifications by posting them to this Site and (ii) your use of this Site or the Services found at this Site after such changes or modifications have been made (as indicated by the “Last Revised” date at the top of this page) shall constitute your acceptance of this Agreement as last revised. If you do not agree to be bound by this Agreement as last revised, do not use (or continue to use) this Site or the Services found at this Site. In addition, GoDaddy may occasionally notify you of changes or modifications to this Agreement by email. It is therefore very important that you keep your account (“Account”) information, including your email address, current. GoDaddy assumes no liability or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address.2. DESCRIPTION OF SERVICES
The Services are provided to facilitate the buying of currently registered domain names. GoDaddy provides a venue and a transaction facilitation process and will take a stated commission for each completed transaction. GoDaddy is not an escrow agent. As a result, GoDaddy does not guarantee the quality, safety or legality of many of the domain names. A Seller may elect to withdraw from negotiations at any time without any penalty, but not when there is an agreed upon sale, at which point the negotiation process is deemed to be complete.
In these transactions, GoDaddy acts as a transaction facilitator to help you buy and sell domain names. GoDaddy will not use your funds for its operating expenses or any other corporate purposes, and will not voluntarily make funds available to its creditors in the event of bankruptcy or for any other purpose. You acknowledge GoDaddy is not a bank and the service is a payment processing service rather than a banking service. You further acknowledge GoDaddy is not acting as a trustee, fiduciary or escrow with respect to your funds.
In all transactions, where the domain name is registered to GoDaddy, domain names purchased through the Services may not be transferred away from GoDaddy to another registrar for a period of sixty (60) days following the Change of Ownership date.
Availability of Services
Subject to the terms and conditions of this Agreement and each of GoDaddy's policies and procedures, GoDaddy shall use commercially reasonable efforts to attempt to provide (A) certain portions of the Services on a twenty-four (24) hours per day, seven (7) days per week basis throughout the term of this Agreement and (B) other portions of the Services, including, but not limited to, the domain broker(s), during normal business hours. You acknowledge and agree that from time-to-time the Services may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions, (ii) periodic maintenance procedures or repairs that GoDaddy may undertake from time-to-time, or (iii) causes beyond the reasonable control of GoDaddy or that are not reasonably foreseeable by GoDaddy, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree GoDaddy has no control over the availability of the Services on a continuous or uninterrupted basis.3. YOUR OBLIGATIONS
You agree to thoroughly, accurately and honestly complete all forms and requests for information provided by GoDaddy throughout the process. You agree GoDaddy will not be responsible for any false or misleading information you provide, whether intentionally or unintentionally.
You agree to notify GoDaddy within five (5) business days when any of the information you provided changes. It is your responsibility to keep this information in a current and accurate status. Failure by you, for whatever reason, to provide GoDaddy with accurate and reliable information on an initial and continual basis, shall be considered a material breach of this Agreement. Failure by you, for whatever reason, to respond within five (5) business days to any inquiries made by GoDaddy to determine the validity of information provided by you, shall also be considered a material breach of this Agreement.
Both Buyer and Seller are obligated to complete the transaction after they mutually agree to a price for the domain(s). Both Buyer and Seller specifically authorize and direct GoDaddy to act as their Designated Agent to facilitate the transfer of the domain(s).
Purchasing Domain Names
As a Buyer, you are required to deposit the mutually agreed-upon price and Buyer's broker premium, as established by GoDaddy, as soon as practical after you and the Seller reach an agreement, but in no event later than five (5) business days after you and the seller have agreed to a price. Once you send payment, GoDaddy will hold those funds for a prescribed period of time based on the type of transaction, at which time GoDaddy will remit payment to the Seller. At no time will Buyer be able to withdraw those funds or send the funds to another recipient unless the initial transaction is cancelled. Should the seller refuse payment, the funds will be returned to Buyer. You agree GoDaddy is not responsible for breach of contract based upon Seller's refusal to accept the aforementioned mutually agreed to sales price. In the event you and the Seller do not reach an agreement upon a sales price, GoDaddy shall return any funds held by GoDaddy for the purchase of the domain to you as soon as commercially reasonably possible.
Buyer acknowledges and agrees that in no event shall GoDaddy refund the initial fee Buyer is required to pay to use the Services.4. GoDaddy's Rights
In addition to any and all other rights reserved by GoDaddy in this Agreement, GoDaddy expressly reserves the right in its sole discretion to:
- Modify its pricing through email notification;
- Deny, cancel, terminate, suspend, lock, or modify access to your Services for unsolicited, commercial e-mailing (i.e., spam, sending email to subscribers who have not "opted-in"); illegal access to other computers or networks (i.e., hacking); distribution of internet viruses or similar destructive activities; non-payment of fees; activities designed to defame, embarrass, harm, abuse, threaten, slander or harass third parties; activities prohibited by the laws of the United States and/or foreign territories in which you conduct business; activities designed to encourage unlawful behavior by others, such as hate crimes, terrorism, the exploitation of children, or any activity related to the proliferation of child sexual abuse material (CSAM) ; activities that are tortious, vulgar, obscene, invasive of the privacy of a third party, racially, ethnically, or otherwise objectionable; activities designed to impersonate the identity of a third party; and activities designed to harm minors in any way, and other activities whether lawful or unlawful that GoDaddy determines, in its sole discretion, to be harmful to its other customers, operations, or reputation;
- Deny, cancel, terminate, suspend, lock, or modify access to your Services if your use of the Services results in, or is the subject of, legal action or threatened legal action, against GoDaddy or any of its affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit; and
- Deny, cancel, terminate, suspend, lock, or modify access to your Services if you have not accessed or logged into it for ninety (90) days.
GoDaddy has no obligation to monitor the Services, but reserves the right to do so. GoDaddy reserves the right to edit the descriptions and comments on listings. You acknowledge and agree that GoDaddy shall have the right to make public certain information in connection with the sale or purchase of domains on the website, including but not limited to (a) the name of the domain name sold or purchased, (b) the sale or purchase price of the domain name sold or purchased, and (c) information relating to the timing of the sale or purchase.5. REMEDIES AND RIGHT TO CANCEL
Without limiting other remedies, if:
- You breach this Agreement or any document incorporated by reference;
- GoDaddy determines your actions may pose a risk to GoDaddy or its members; or
- GoDaddy determines your use of the Services infringes on the intellectual property or legal rights of others.
GoDaddy may immediately:
- Warn its members of your actions;
- Place a hold on any pending transactions associated with your account(s);
- Limit funding sources and payments;
- Limit your access to your account(s) or to any functionality of your account(s); or
- Indefinitely suspend or close your account(s) and refuse to provide our Services to you.
In addition, GoDaddy reserves the right to hold funds beyond normal distribution periods for transactions it deems suspicious or for account(s) conducting high transaction volumes to ensure integrity of the funds. If GoDaddy closes your account(s), GoDaddy will provide notice and pay you all of the unrestricted funds in your account(s) due to you.6. LIMITED WARRANTY FOR SOLD DOMAINS
Notwithstanding anything to the contrary in this Agreement or in the terms and conditions then in effect on GoDaddy's website (“Site”), Domain Broker Service sales will be guaranteed for payment by GoDaddy if the Buyer does not perform and if the Buyer is not an associated party of the Seller. In the event of a breach by the Buyer of any of its responsibilities related to payment under the completed sale, the Seller agrees to immediately transfer all of Seller’s right to the respective domain name to GoDaddy and GoDaddy agrees to pay Seller the final sales price less agreed upon commission.
For purpose of this limited warranty, a “completed sale” means an accepted private Buy Now transaction for a domain name through Domain Broker Service on GoDaddy’s Site, combined with receipt of payment by GoDaddy and transfer of the domain name to GoDaddy control.7. TITLES AND HEADINGS; INDEPENDENT COVENANTS; SEVERABILITY
The titles and headings of this Agreement are for convenience and ease of reference only and shall not be utilized in any way to construe or interpret the agreement of the parties as otherwise set forth herein. Each covenant and agreement in this Agreement shall be construed for all purposes to be a separate and independent covenant or agreement. If a court of competent jurisdiction holds any provision (or portion of a provision) of this Agreement to be illegal, invalid, or otherwise unenforceable, the remaining provisions (or portions of provisions) of this Agreement shall not be affected thereby and shall be found to be valid and enforceable to the fullest extent permitted by law.