SECUREDOFFERS.COM TERMS OF SERVICE
The SecuredOffers.com site and service is provided by Triple Crown Software Inc. (referred to herein as “Triple Crown” or “SecuredOffers.com”). Any offer, inquiry, or other use of the SecuredOffers.com site or service shall be subject to these Terms of Service (“Terms”). By using the SecuredOffers.com site or service, whether manually or through automated means, you agree to these Terms. These Terms apply to any user of the SecuredOffers.com site or service (collectively “You”).
1. Definitions.
These Terms apply to You if You use the SecuredOffers.com site or service (“SOS”) in any way whatsoever. The term “Potential Buyer” means the person or entity on behalf of whom You are using the SOS to make an offer or inquiry seeking to acquire a domain name. The term “Seller” means the registrant of the domain name and its agents (including the registrant’s administrative contact) that is the subject of the offer or inquiry from Potential Buyer. The domain name that is the subject of the SOS is referred to as the “Domain Name.”
2. Purpose of the SecuredOffers.com Service.
The SOS provides Potential Buyer a means by which Potential Buyer may communicate an initial offer to Seller, and provides Seller with assurance that Potential Buyer is making a serious good faith offer to purchase the Domain Name. SecuredOffers.com is not the agent of Potential Buyer. Potential Buyer is solely responsible for fulfillment of Potential Buyer’s obligations, if any, and Seller is solely responsible for Seller’s obligations, if any. SecuredOffers.com has no role or obligations with regard to fulfillment of Potential Buyer’s obligations or Seller’s obligations.
SecuredOffers.com is not a broker and will not negotiate on behalf of either party. Nothing in these Terms or on our website shall be construed to mean that the Domain Name can be or is being sold and/or assigned from one registrant to another. Seller has no obligation to sell the Domain Name and Potential Buyer has no obligation to purchase the Domain Name. All Domain Name transfers are outside the scope of these Terms.
3. SOS Fee; Offer Communications.
A. SOS Offer Fee; Non-Refundable.
You will use the SOS to make an offer to Seller to pay Seller the offer price selected by You. You will pay the non-refundable SOS offer fee (the “Offer Fee”) set forth on our website at the time You make Your offer. The Offer Fee will be paid by You via credit card or PayPal and is non-refundable regardless of whether or not the offer is accepted by the Seller or the Domain Name is later transferred to You.
B. Nature of Your Offer.
In exchange for Your payment of the Offer Fee and Your agreement to these Terms, we will send Your offer to the email address of the administrative contact of the registrant as reflected in the WHOIS database of the registrar currently sponsoring the Domain Name, or other email address if so designated to us by the Seller. You acknowledge that the information in the WHOIS database might not be accurate and that we have no obligation to, and will not, confirm the accuracy of any WHOIS information. The full extent of the SOS is the attempt to deliver Your offer to Seller. Any further communication between You and Seller is beyond the scope of the SOS.
4. No liability for Failed Transactions.
The successful communication with Seller is dependent upon many factors that are not within the control of SecuredOffers.com. SecuredOffers.com shall not be liable for the failure to provide any service, in whole or in part including, but not limited to, failure of Seller to receive an offer made by Potential Buyer.
5. Representations and Warranties; Intellectual Property Rights; Our Disclaimer.
You represent and warrant that, if You are acting on behalf of Potential Buyer in the use of the SOS, (i) You have been duly and validly authorized by all necessary corporate action and approvals by Potential Buyer; (ii) Your agreement to these Terms shall apply to and bind Potential Buyer; and (iii) all references herein to You or Your shall apply equally to Potential Buyer.
You represent and warrant that Potential Buyer possesses no right, title or interest in or to the Domain Name and Potential Buyer has no claim, investigation or proceeding of any nature pending or threatened, at law or in equity, by way of arbitration or before any court of other governmental authority that: (i) may adversely affect, contest, or challenge Seller’s right, title and interest in and to the Domain Name; (ii) challenges or contests Seller’s right, title or ownership in and to the Domain Name; (iii) asserts that the Domain Name infringes, misappropriates or violates any right of Potential Buyer or any third party; or (iv) would impair or have an adverse effect on Seller or its affiliates’ right or ability to use, commercialize or otherwise exploit the Domain Name or any rights embodied therein.
You represent and warrant that Your use of the SOS, including but not limited to Your potential purchase of the Domain Name will not and does not infringe the rights of any third party (including but not limited to the intellectual property rights of any third party).
We make no representation or warranty as to the status of the Domain Name, including whether or not the Domain Name or Your actions in attempting to purchase the Domain Name infringes or will infringe on any other party’s rights. It is Your responsibility to ensure that the Domain Name and Your actions do not and will not infringe on any other party’s rights.
6. Third-Party Beneficiary.
The Seller is an intended third-party beneficiary of these Terms and shall have the independent and unequivocal right to enforce these Terms and obtain all appropriate relief for any breach of these Terms.
7. Additional Provisions.
A. This Agreement is governed by and construed in accordance with the internal laws of the Washington, DC, USA applicable to contracts entered into and to be performed in Washington, DC, USA, without regard to principles of conflicts of law. You consent to the exclusive jurisdiction of the courts in Washington, DC, USA, and hereby waive any objection based on venue or forum non conveniens with respect to any action instituted in such court, and You agree that any dispute regarding these Terms or the subject matter hereof shall be heard only in the courts described above.
B. You agree that the breaching party will pay all reasonable costs and attorneys’ fees incurred in enforcing these Terms.
C. All representations and warranties contained herein are material, and have been or will be relied upon by SecuredOffers.com and/or Seller, notwithstanding any investigation made by or on behalf of them. You agree to indemnify SecuredOffers.com and Seller and their affiliates, officers, directors, employees, shareholders, partners, agents and representatives (the “Indemnified Parties”) against, and hold each of them harmless from, any loss, claim, liability, expense or other damage (including attorneys’ fees and expenses, and amounts paid in settlement) incurred or suffered by any Indemnified Party arising out of, relating to, or in connection with (i) Your use, misuse or abuse of the SOS; (ii) Your breach of any representation or warranty made in these Terms; or (ii) Your failure to comply with any of the covenants or agreements contained in these Terms.
D. You agree that because of the unique nature of this Agreement, any breach of the representations, warranties, or obligations set forth herein would cause SecuredOffers.com and/or Seller irreparable harm, and money damages and other remedies available at law would not be adequate to compensate for such breach. Accordingly, You agree that SecuredOffers.com and/or Seller shall be entitled, without the requirement of posting a bond or other security, to seek equitable relief, including, without limitation, injunctive relief and specific performance, as a remedy for any such breach. Such relief shall be in addition to, and not in lieu of, all other remedies available to SecuredOffers.com and/or Seller whether at law or in equity.
E. You acknowledge and agree that the assertion by You and/or Potential Buyer and/or any affiliate or related company of any legal claim against Seller and/or the Domain Name shall constitute a breach of Your representations and warranties set forth in herein and shall constitute reverse domain name hijacking in violation of 15 U.S.C. § 1114(2)(D)(iv) entitling Seller to actual or statutory damages, at Seller’s election, and attorneys’ fees pursuant to these Terms and/or 15 U.S.C. §§ 1117(a) and (d).
F. If any part of these Terms shall be determined to be illegal, invalid, or unenforceable, that part shall be severed from the Terms and the remaining parts shall be valid and enforceable, so long as the remaining parts continue to fulfill the original intent of the parties.
G. These Terms constitute the entire agreement between the parties, and supersede any and all prior agreements or understandings, written or oral, relating to the subject matter hereof. No other promises, agreements, or understandings, written or oral, shall be binding upon the parties with respect to this subject matter unless contained in these Terms.
