SimpleDomains.com and its Management have privately brokered many of the most significant domain names sold to date. Starting in 2010, SimpleDomains.com will begin brokering and listing domains alongside our own domain names in our very exclusive marketplace. If you are interested in SimpleDomains.com brokering your domain name(s), please read the following conditions:
Our track record is unparalleled, our audience is growing, and our domains that we sell are very exclusive, best in class, generic domains. Brokered names will not be presented any differently than our owned names on SimpleDomains.com and in our daily newsletter.
Please feel free to tell us about any relevant information, such as traffic, site development, or related domains.
YOU MUST CAREFULLY READ THE FOLLOWING SIMPLEDOMAINS.COM LISTING AGREEMENT AND AGREE TO IT BELOW.
Jack and Ginger, LLC d/b/a SimpleDomains.com
DOMAIN NAME BROKERAGE AGREEMENT
This Domain Name Brokerage Agreement (the "Agreement") is effective on the Effective Date of the approval of your domain(s) to be listed on SimpleDomains.com by an authorized representative of Jack and Ginger, LLC, a Massachusetts limited liability company, located at 831 Beacon St, Suite 180, Newton, MA 02459 ("Broker") and the Seller identified in the electronic form above, and concerns the Domain Name(s) identified in the electronic form above.
INITIAL TERM: 12 months (Auto-subscription)
COMMISSION:10 percent of gross sale proceeds
LISTING FEE: $95 / year
1. Engagement: Seller hereby engages Broker on an independent contractor basis to act as Seller's agent for the purpose of identifying potential purchasers for the Domain Name, negotiating the terms for such sale and closing such sale, all subject to the terms hereof. Broker shall use commercially reasonable efforts to effectuate a sale of the Domain Name during the Term, but shall not be required to do so. Broker will list the domain name(s) on its SimpleDomains.com website for the a period of 12 months (the initial term) within 3 business days of receiving the Listing Fee and executed Brokerage Agreement. The Broker, at its sole discretion, may from time to time feature the Domain in its daily newsletter, advertisements, or any other mechanism through which it sells its domains.
2. Term: The initial term of this Agreement is as set forth above. This Agreement shall annually renew automatically, unless otherwise cancelled by either party upon written notice provided at least 15 days prior to the expiration of the Term. The initial term for broker-listing fee is non-refundable and non-returnable.
3. Exclusivity: During the Term, Broker shall have the sole and exclusive right to act as Seller's representative with respect to the sale of the Domain Name. Seller shall be entitled to its Commission (as hereinafter defined) in the event of any sale of the Domain Name during the Term, and in the event of a sale of the Domain Name to any Prospect during the six (6) month period following the expiration of the Term. As used herein, Prospect shall mean any prospective purchaser identified and contacted by Broker during the Term. Broker shall give Seller written notice (either by email or otherwise) of the identity of Prospects during the Term. In the event Seller facilitates their own sale during the exclusivity period, Broker will cooperate and assist in the transaction. In the event of a seller initiated sale, paragraph 6 in this agreement, Commission, will apply.
4. Minimum Mandatory Sale Price: In the event that Broker presents Seller with an unconditional, bona-fide cash offer from a Prospect for the purchase of the Domain Name at or above the Minimum Mandatory Sale Price (the price Seller specifies in the electronic form above), Seller agrees that it shall proceed in good faith to close the sale on the terms contained in such offer. Seller may, in Sellers' sole and absolute discretion agree to or decline an offer of sale of the Domain Name for a price less than the Minimum Mandatory Sale Price.
5. Listing Fee: Seller will pay Broker an annual listing fee of $95, via Paypal, within 1 business day of the Effective Date of this agreement; this will be an auto-subscription.
6. Commission: Broker shall be deemed to have earned, and be entitled to payment of, the Commission described above concurrently with the tender of the purchase price to Seller upon the closing of the sale. Broker shall receive payment of the Commission by wire-transfer or other payment instrument reasonably acceptable by Broker. Broker shall be entitled to receive its Commission in cash based on the total value of the cash and non-cash consideration received by Seller in connection with the sale. Broker may, but is not required to, accept a portion of its Commission in the form of the non-cash consideration tendered to the Seller.
7. Expenses: Broker shall be responsible for its incidental out of pocket expenses and costs in connection with this Agreement, but shall not be required to incur any substantial travel or other expense. In the event that Seller and Broker determine that travel or other substantial expense may be desirable to expedite negotiations, the parties shall discuss and agree in advance on the amount and responsibility for such expenses. Seller shall be solely responsible for all of Seller's expenses incurred in connection with the negotiation and sale of the Domain Name. Seller shall insure that Seller's registration of the Domain Name remains in effect during the Term.
8. Confidentiality: Confidential Information means any information that is a trade secret of the Seller that is not a matter of public record or generally known to the public. Confidential Information excludes information demonstrably learned or developed by Broker wholly independently from any disclosure by Seller. Seller shall designate any information regarding the Domain Name that it wishes to keep confidential in writing ("Confidential Information"), and shall provide Broker with any confidentiality agreement Seller wishes a Prospect to execute prior to any disclosure of such information by Broker to a Prospect. Broker shall not disclose Confidential Information to any third party, except as may be necessary with respect to Broker's employees, attorneys, accountants and/or other professionals, in connection with Broker's obligations hereunder, provided that recipients of such disclosure are aware of, and agree to abide by, the confidentiality provisions contained herein.
9. Indemnification. The Seller hereby indemnifies Broker and holds Broker harmless against any and all losses, claims, damages or liabilities to which Broker may become subject arising out of any of the Seller's activities with respect to the Domain Name and/or based upon any untrue statement or of a material fact contained in any written or oral communication provided by or on behalf of the Seller arising in connection with the services or matters that are the subject of this Agreement; provided, however, that the Seller shall not be liable in respect of any loss, claim, damage, liability or expense to the extent that it is finally judicially determined that such loss, claim, damage, liability or expense resulted directly from the gross negligence, willful misconduct, including any intentional misstatements or misrepresentations of fact, of Broker in the performance of its services hereunder.
10. Miscellaneous. This Agreement constitutes the final, entire, complete and exclusive agreement of Broker and the Seller regarding its subject matter and supersedes all prior and contemporaneous oral understandings and agreements and all prior written understandings and agreements, and may be modified only by written agreement signed by the parties. This Agreement shall be governed by the laws of the Commonwealth of Massachusetts and venue for any dispute arising hereunder shall be exclusively in Suffolk County, Massachusetts. This Agreement may be executed in counterpart with the electronic acceptance of this contract's Terms and Conditions. This Agreement shall be binding upon the parties and their successors and assigns.
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