Fillable Domain/website Sale Agreement printable pdf download

DOMAIN/WEBSITE SALE AGREEMENT

This domain and website sale agreement (“Agreement”) is entered into on this date below by and between

___________________________, (“Seller”) and ___________________________, (“Buyer”). Seller hereby

sells, transfers and conveys to Buyer all rights and interests to the ___________________________, domain

name (“Domain”), ___________________________, website, (“Website”) and related property.

1. SALE OF THE DOMAIN, WEBSITE AND ASSETS:

(a) Seller hereby agrees to: sell the Domain, Website, and all related property and intellectual property

including data, computer files and images, the email list, forms, marketing materials, the brand, and

any active or pending trademarks (collectively “the Assets”) to the Buyer, and the Buyer agrees to

buy the Assets.

(b) Possession of and title to, the Assets, shall pass from the Seller to the Buyer in full at Closing (as

defined below).

2. PAYMENT OF THE PURCHASE PRICE: Buyer shall pay U S $______________________ via

__________________________ to the Seller by the Closing Date of ___________________________ as

payment in full. Parties will split any Escrow fees.

3. OWNERSHIP TRANSFER OF THE ASSETS

(a) The legal and beneficial ownership of the Assets shall pass from the Seller to the Buyer at Closing,

free from any and all debt, pledge, lien, hypothecation, title retention, conditional sales agreement,

hire purchase agreement, option, ownership of all or a portion of the Assets by a third party, security

interest, or any other encumbrance whatsoever (“Encumbrances”).

(b) If for any reason title to any of the Assets is not effectively vested in the Buyer at Closing, the Seller

acknowledges that it will account for and transmit to the Buyer any monies or benefits it receives in

relation to the Assets until title is effectively vested in the Buyer.

Consent”) Seller and the Buyer must use their reasonable endeavors to obtain that c onsent by or as

soon as reasonably practicable before Closing; and if such consent cannot be obtained, then the Seller

must terminate the third party agreement and assist the Buyer to enter into a new agreement with the

third party (or similar party).

(d) The Seller warrants that prior to supplying the Assets to the Buyer, the Seller has disclosed to the

Buyer any intellectual property rights in the Assets which may be held by a third party and provided

its best efforts to transfer such rights that Seller has to Buyer.

4. REPRESENTATIONS, WARRANTIES & INDEMNIFICATION: The Seller represents and warrants to

Buyer that:

(a) The Assets shall be delivered to Buyer completely free of any and all Encumbrances. It

acknowledges that Buyer will not assume any liabilities in relation to the Assets or operating the

business up through the date of Closing;

(b) It is the sole owner of the Assets and has the right to transfer the Assets to the Buyer, free from all

Encumbrances, and as a result of this Agreement and at Closing, the Buyer will receive full title to the

Assets free from all Encumbrances;

(d) The transfer of the Assets from the Seller to the Buyer will not cause the Buyer to breach any law;

(e) Seller shall never compete against Buyer by operating, investing in, or owning all or a portion of any

website like the Website that provides forms;

(f) The Seller indemnifies the Buyer against any loss or expense, which the Buyer suffers or incurs as

a r esult of a breach of a warranty contained in Section 4.

(g) The indemnification shall expire 12 months after the Closing Date and shall be limited to the

Purchase Price amount, except those relating to Sections 4(a)(b)(c)(d), which shall survive

indefinitely without limit.

5. NOTICE, GOVERNING LAW AND VENUE

(a) Notices under this agreement shall be delivered by email to the email addresses listed below.

Domain/website Sale Agreement

Related Articles

Related forms

Related Categories