Sedo General Terms and Conditions

Version: 01 March 2023

These general terms and conditions of business have been translated into English, French, Spanish and Chinese and are provided as a service to Customers online. The contract language is English. Any translation of these terms and conditions of use are therefore provided merely for information purposes. In the event of any ambiguities or divergences the English version shall control.

1. Introduction

These are the Sedo.com, LLC General Terms and Conditions (also referred to as “Terms”, “Terms of Use”, “User Agreement” or “Terms and Conditions”) for using the websites belonging to and operated by the Sedo.com, LLC (also referred to as “Sedo”), which is headquartered in Cambridge, Massachusetts, and for using the services offered by the company.

For Customers who reside outside the United States or Canada, the party you are contracting with is Sedo GmbH, which is headquartered in Cologne, Germany, and you are subject to the Sedo GmbH Terms and Conditions in order to use the websites and services of Sedo.

This User Agreement contains the terms and conditions of use of the services offered by Sedo which are described and provided under the domain, sub-domains and linked domains of www.sedo.com (referred to collectively as “the Website”). These Terms always apply in conjunction with the specific terms and conditions that apply for the service in question. The service-specific terms and conditions and associated acceptable use policies can in each case be viewed online at https://sedo.com/us/about-us/policies/, and are hereby incorporated by reference.

By confirming acceptance of these Terms of Use, the Customer agrees to the applicability of these terms and conditions of use, the specific terms and conditions that apply for the service in question and any applicable policies or regulations activated by reference made to them in these Terms of Use.

If, at any point, the Customer, or someone acting on Customer’s behalf, sets a domain's DNS preferences to Sedo's parking servers, Customer hereby also agrees and accepts Sedo's Domain Parking Terms & Conditions.

These Terms of Use enter into force either when the Website is first used or when the user avails themselves of a service or acknowledges and accepts these Terms of Use when registering for the first time. Sedo is entitled to withdraw the Website or any or all of the services offered through it at any time without stating reasons and with no obligation to give any notice beforehand.

2. Eligible Users

The use of Sedo’s Website and services is restricted to natural persons aged 18 years and over, who reside within the United States and Canada. Minors with limited legal capacity who wish to use Sedo services must have their parent or guardian contact Sedo at [email protected]m beforehand. Sedo alone shall make the decision as to whether to allow the minor to use the services under the supervision of a parent or guardian, or whether to refuse this (without any requirement to state reasons). Legal entities warrant that they are headquartered and legally registered within the United States and Canada. Persons registering in their capacity as a representative of a legal entity warrant that they may act legally and on behalf/as a representative of that legal entity. By registering for a user account and accepting these Terms of Use, the natural persons and legal entities shall be deemed as Customers (hereinafter referred to as “Customer” or “User”).

Customers are prohibited from using this Website or any Sedo services if the Customer is a person or entity with whom US citizens are not permitted to conduct transactions because of economic sanctions applying which are supervised and monitored by the Office of Foreign Assets Control (“OFAC”) within the U.S. Department of the Treasury (a so-called “OFAC Prohibited Person”). The same prohibition applies to business relationships with persons and organizations covered in the financial sanction list in the EC Regulation 881/2002. The Customer warrants and guarantees that s/he is not a person/entity banned by OFAC or is in some other way not entitled to use this Website or any Sedo services. Furthermore, this Website or Sedo services may not be used/accessed by Customers who reside in a jurisdiction or are citizens of, or have their usual place of residence, in a country which Sedo, at its own discretion deems may not use or access its Website or services. This includes, but may not be limited to, persons/entities who/which are based in, or who are citizens of, or who have their usual place of residence in the following countries and regions: Cuba, Iran, the Crimean region of Ukraine, North Korea and Syria.

3. Customer Rights and Obligations

3.1 Customer User Account

Use of this Website and the services must be lawful and at all times comply with these Terms of Use and any applicable policies, which may be viewed online on the Sedo Website in the section labeled Policies (“Policies”). If a Customer violates these Terms of Use and/or any stated policies, Sedo may, at its own discretion and with or without any prior notice, terminate access to the Website or the services.

Each Customer is entitled to create one (1) User account. The right to use the Website and the services applies specifically to that Customer. Post office boxes or serviced office addresses may not be used as the address for a user account. It is also not permitted to give a value-added service number as the telephone number. Sedo also reserves the right to prohibit the use of free-to-use email addresses as the email address for a user account.

The Customer warrants to Sedo, as a condition of use of the Sedo Website and services, that the Website will be used solely for purposes that comply with current law, and this agreement and policies. Uses that are prohibited include, but are not limited to: competitor analysis (including copying and/or providing screenshots which contain material protected by copyright or owned by Sedo); data mining or scraping using robots or in some other way; and/or any usage that has the potential to violate the law or the rights of third parties.

In addition, the Customer warrants and guarantees that (a) the Customer qualifies as an authorized user as defined in Section 2 of these Terms of Use; (b) the Customer has provided full and correct information in conjunction with the registration process and use of the Website and services (collectively referred to as “Customer Information”); and (c) the Customer Information will always be kept up-to-date and will remain complete and correct.

3.2 Use of the Website and Services

The Customer undertakes not to use the Sedo Website and services for the purposes of:

a) defaming, abusing, harassing, threatening or otherwise violating the statutory rights of third parties (such as the right to privacy or access to public information);

b) staging or participating in illegal games, pyramid schemes or chain letters;

c) publishing, setting up, distributing, disseminating and/or linking to:

i) topics, names, material or information that is inappropriate, blasphemous, defamatory, insulting, obscene, banned for minors, contains naked images, or is indecent or unlawful.

ii) software or other material that is protected by intellectual property law or other rights, data protection or publication laws or other ownership rights. This obligation does not apply in cases where the Customer owns the rights in question, holds the control over these rights or has received the necessary authorizations to use this software or other material.

iii) software or other material that contains viruses or corrupted files, or which can or are intended to corrupt operation of a third-party computer (e.g. cracks, hacks or other programs that were written to circumvent the security measures on/in a computer, system or program.

d) selling, marketing or distributing (or linking to websites that sell, market or distribute the same) arms, explosives, munition, alcohol, tobacco products, food that is not packed or does not comply with all current laws governing the sale thereof to consumers or traders/retailers, medications and controlled substances, forged, pirated or stolen goods, fraudulent products, goods or services that violate the rights of third parties or contravene their rights in another way, registered or unregistered securities, goods or services that the Customer (a) may not sell legally, (b) which are misrepresented and/or (c) if sold would cause Sedo to contravene a law, regulation, ordinance or its contractual obligations;

e) collecting or capturing in some other way information on third parties, including email addresses, without having obtained their explicit permission;

f) preventing other users from using the services or the Website, or restricting their utilization thereof; interfering with or stopping the services provided through the Website or servers or networks linked to the Website;

g) using a domain in conjunction with use of the Website which other users or the general public might find confusing or misleading, or which is illegal;

h) emailing or sending by some other means, distributing, publishing or disseminating junk emails, spam, chain letters, pyramid schemes or any other form of double or inappropriate demands or messages (commercial or otherwise);

i) violating the rights of third parties, including but not limited to their trademark, copyright, name or publicity rights; or

j) infringing any current national laws or regulations.

Sedo does not tolerate or allow any spam. Sedo cooperates with judicial authorities and internet service providers in releasing information on users who contravene the conditions of this user agreement or published regulations, where this is legally allowed.

The Customer is not entitled to change, copy, distribute, relay, issue, demonstrate, reproduce, publish or license information, software, products, services or benefits obtained from the Website, or to create, transfer or sell extrapolated works therefrom, unless this is explicitly intended or allowed. The Customer is solely responsible for his/her data.

3.3 Data Protection

The Customer’s attention is explicitly drawn to the prevailing statutory regulations concerning data protection. Sedo wishes to point out that as part of contract performance, in particular as part of the registration process, personal data (e.g. first and family name, address) will be collected and stored. This data may be relayed to third parties for the purposes of contract performance. You can find out more about how Sedo processes data in our Privacy Policy.

Sedo wishes the Customer to note that, taking into account the current state of technology, data protection cannot be universally guaranteed when data is transmitted through public networks such as the internet; and in particular that, because of the structure of the internet, protection of the data of other persons and institutions for which Sedo is not responsible, may be at risk of violation. Furthermore, that it is possible that a message which, due to its address, should be covered in geography and scope by various US state privacy regulations and/or the EU General Data Protection Regulation.

As a precautionary measure, Sedo also wishes to point out that unencrypted data transmitted through the internet is not secure and may become known to, or changed by, third parties. Other internet users may be technically able to breach network security without authorization and to control communications. Customers are therefore advised always to relay personal or other data which should be kept confidential in encrypted form.

3.4 Confidentiality

Sedo and Customer undertake never to disclose any of the confidential information they have access to within the context of their contractual relationship, and in particular, that information which is e.g. marked as confidential or would be judged by other criteria to be business or operating secrets; and - provided this is not required to fulfill the purpose of the contract - neither to record, pass on or in any other way use this confidential information. In particular, all handling and technical information, as well as all other information not in the public domain, must be treated as confidential. They must also reach appropriate contractual agreements with employees and/or other subcontractors to ensure that they, too, may never pass on or use in any unauthorized way such confidential information. The duty of confidentiality also includes preventing unauthorized persons from obtaining access to the information. The duty of confidentiality continues after the contractual relationship has been terminated.

The Customer is also obliged to keep his/her username and password secret and not to disclose it to third parties. Furthermore, the Customer is responsible for all usage or misuse of their User account, services or Website which results in a third party gaining access to the User account or using the login data in some other way. The Customer undertakes to notify Sedo without delay of any known or suspected unauthorized Website usage, security breach or any violation of this user agreement in relation to the Website.

3.5 User Account Certification / Restricted Use of the Website and Services

In order to protect the security of the Website and of the use of services for our Customers, Sedo reserves the right to implement—at any time and at its own discretion—procedures for certifying the accuracy of Customer data, which may include, but not limited to, confirmation of invoicing details, checking of the correctness of the Customer Information held in the User account, requesting a copy of official identification, and requiring a down-payment on high-value transactions, as well as other procedures for certifying the User account; and to demand that the Customer complies with these procedures. Non-compliance with the certification measures to verify Customer Information shall entitle Sedo to restrict or terminate the Customer’s access to the Website, User account and services.

3.6 Violations of Customer Obligations

In the event of a violation, or suspicion of violation, of these Terms of Use of the Sedo Website or services, Sedo is authorized to suspend, block, or to terminate, at any time at Sedo’s sole discretion and without being required to state a reason, the User account and/or Customer’s access to and use of the Website and/or the services, or parts thereof.

4. Fees

Unless otherwise stated, there are no costs involved in setting up the Sedo User account. Sedo charges fees for the use of its online and offline services as per the Price List found on the Sedo Website in force at the time. The Customer bears all responsibility for taxes, hardware and software, internet services and all other expenses relating to accessing and use of the Website and services.

Sedo reserves the right to deduct sums owed by the Customer to Sedo from sums owed by Sedo to the Customer. Sedo may add, cancel or change services, the fees charged by Sedo or its payment terms and conditions at its own discretion. Sedo’s standard charges and all changes to them will be published on the Sedo Price List. The prices for the services offered are binding from the date at which they are shown as coming into force on the Price List. Sedo shall not be required to give advance notice of an effective date from which changes to the services offered may occur, or the fees charged for the services will apply. Unless otherwise stated, all fees and currency amounts are in USD.

5. Limitation of Liability

Sedo is in no way responsible for the content of any website owned or operated by a third party that may be linked to or from the Sedo Website or services via hyperlink, whether such hyperlink is provided by Sedo or by a third party. No judgment or warranty is made with respect to the accuracy, timeliness or suitability of the content of any website to which the Sedo Website may link, including information on the Website regarding the Sedo Website or services. By providing access to other websites, neither Sedo nor its affiliates are recommending the purchase or sale of the stock issued by any company, nor are they endorsing products or services offered by any website's sponsoring organization.

YOU AGREE THAT USE OF SEDO'S SERVICES AND WEBSITE IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED ON AN "AS IS" AND AN "AS AVAILABLE" BASIS. SEDO EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. SEDO MAKES NO WARRANTY TO ANY PROSPECTIVE BUYER THAT THE DOMAINS LISTED BY SELLERS ON THE SEDO DATABASE HAVE IN FACT BEEN REGISTERED, OR THAT THE SELLERS ARE THE LEGAL OWNER OF SUCH DOMAINS, OR THAT THEY ARE AUTHORIZED TO ASSIGN/LICENSE SUCH DOMAINS. SEDO MAKES NO WARRANTY THAT THE BUYER MAY USE THE DOMAIN OR THAT THE SELLER MAY TRANSFER THE DOMAIN WITHOUT VIOLATING ANY RIGHTS OF A THIRD PARTY. SEDO MAKES NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT THEY WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, NOR DOES SEDO MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED FROM THE SEDO WEBSITE. YOU UNDERSTAND AND AGREE THAT YOUR USE OF ANY MATERIAL AND/OR DATA DOWNLOADED FROM THE SEDO WEBSITE OR ANY SERVICES OBTAINED THROUGH OR PROVIDED BY SEDO IS AT YOUR SOLE DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE RESULTING FROM ANY SUCH DOWNLOAD OR USE OF SUCH INFORMATION OR OTHER RELATED TRANSACTION. NO ADVICE OR INFORMATION THAT YOU MAY OBTAIN FROM SEDO OR THROUGH THE SERVICES PROVIDED BY SEDO SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED THEREIN.

You agree that, regardless of any statute or law to the contrary, except as prohibited by law, any claim or cause of action arising out of or related to this Agreement, the Site, or Sedo's products or Services, must be commenced within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.

IN NO EVENT SHALL SEDO, ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, OR SUPPLIERS BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICES, OR THIS AGREEMENT (HOWEVER ARISING, INCLUDING NEGLIGENCE). SEDO'S LIABILITY, AND THE LIABILITY OF ITS AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AND SUPPLIERS, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE GREATER OF (A) THE AMOUNT OF FEES YOU HAVE PAID TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) $100. YOU AGREE TO INDEMNIFY AND HOLD SEDO AND (AS APPLICABLE) SEDO'S PARENT, SUBSIDIARIES, AFFILIATES, OFFICERS, DIRECTORS, AGENTS, AND EMPLOYEES HARMLESS FROM ANY CLAIM OR DEMAND, INCLUDING REASONABLE ATTORNEYS' FEES, MADE BY A THIRD PARTY DUE TO OR ARISING OUT OF YOUR USE OF THE SITE OR THE SERVICES, YOUR BREACH OF THIS AGREEMENT OR THE DOCUMENTS IT INCORPORATES BY REFERENCE, OR YOUR VIOLATION OF ANY LAW OR THE RIGHTS OF A THIRD PARTY.

6. Intellectual Property

All content, database information, data and services available on, and collected as a whole through the Sedo Website, are property of Sedo, its affiliates, advertisers and licensors, and are protected by copyrights, trademarks, service marks, patents, trade secrets, and other proprietary rights and laws in the United States and internationally. All rights not expressly granted herein are fully reserved by Sedo, its affiliates, advertisers, and licensors. Sedo's licensors' or other third-party materials, services or products referenced on the Sedo Website are common law or registered trademarks or service marks of such parties.

Solely to enable Sedo to use your information, so that we are not violating any rights you might have in such information, you agree to grant Sedo a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, licensable right to exercise the copyright, publicity, and database rights (but no other rights) you have in your information, in any media now known or not currently known, with respect to your information. Sedo will only use your information in accordance with our Privacy Policy.

If you believe that your work has been copied and is accessible on the Sedo Website in a way that constitutes copyright infringement, notify Sedo's designated agent in writing and provide the following information: your name; your email address; your mailing address; your phone number; the URL, path or other specific location where the allegedly infringing material is located; description of the allegedly infringed work, including (if available) the URL, path or other specific location where the copyrighted work may be found for comparison; and your relationship to the owner of the allegedly infringed work. Pursuant to European or US law, notifications of claimed copyright infringement should be sent to Sedo's Designated Agent stated in Section 10 below.

All contents of the Site are: Copyright 2023 Sedo GmbH and/or its suppliers. All rights reserved.

"Sedo" is a registered trademark of Sedo GmbH. The names of other companies and products mentioned herein may be the trademarks of their respective owners. Sedo reserves any rights not expressly granted herein.

8. Term and Termination

Until and unless terminated by you or Sedo, your status as an eligible or registered Customer will continue indefinitely, including any Domains listed for sale on the Domain Marketplace associated with your user account, and fees for services will be charged as described herein (see Section 4, Fees). Sedo can terminate this user agreement and thus the contractual relationship between the Customer and Sedo at any time, without stating reasons and without giving notice. Once the contractual relationship has ended and the right to use the Website has lapsed, the Customer no longer has any access to his/her Customer account or the data or information that s/he had previously entered, maintained, administered, or stored on Sedo’s Website or systems. Sedo is not obliged to continue to update, store or make available such data or information.

9. General Terms

9.1 Applicable Law, Place of Fulfillment and Jurisdiction

These Terms and Conditions are governed by the laws of the Commonwealth of Massachusetts, without regard to its choice of law rules. You hereby consent to the jurisdiction of, and venue in, courts located in Middlesex or Suffolk County, Massachusetts, USA, in all disputes arising out of or relating to the Sedo Website, or services, including any action commenced by you against Sedo or its affiliates. Use of the Sedo Website or services is unauthorized in any jurisdiction that does not give effect to all provisions of these Terms and Conditions, including, without limitation, this Section 9. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Sedo as a result of these Terms and Conditions or use of the Sedo Website or services. Sedo's performance of its duties as defined herein are subject to existing laws and legal processes, and nothing contained in these Terms and Conditions is in derogation of Sedo's right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Sedo Website or information provided to or gathered by Sedo with respect to such use.

9.2 Right of Modification

Sedo will inform the Customer of any intention to modify these Terms of Use. If the Customer does not object to the changes in the required form and by the due date, the modified Terms and Conditions of business will come into force two (2) weeks after notification was received. An objection is deemed to have been made in the required form and by the due date if it is made in writing and is received by Sedo within two (2) weeks after the notification from Sedo was received. Sedo will inform the Customer of his/her options to object and the form and deadline an objection must adhere to; and of the legal consequences of submitting an objection that has not been made in the required form and by the due date. The Customer is therefore obliged to keep his/her data – and in particular his/her email address – up to date at all times. Sedo is in no way liable or responsible for the Customer failing to receive an email notification because no current, valid email address was on file.

If the Customer submits an objection that has been made in the required form and by the due date, Sedo is entitled to terminate the contractual relationship with the Customer immediately and to disable the User account.

9.3 Entire Agreement

These Terms of Use, the service-specific terms and conditions, and associated acceptable use policies constitute the entire agreement among the parties with respect to the subject matter hereof and supersede all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter hereof. Unless otherwise agreed between Sedo and the Customer, any side agreements, modifications or additions to this user agreement are only valid if agreed by Sedo in writing.

9.4 Invalidity

If any part of these Terms of Use are determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the user agreement shall continue in effect.

9.5 Original Document

A printed version of this user agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this user agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed or electronic form, and any such printed, true, and accurate copy shall be deemed an original document for evidentiary purposes.

9.6 Assignment

Customer may not rent, lease, license, grant a security interest in, or otherwise transfer, assign, or sublicense your rights or duties hereunder to any third party. At any time, Sedo may, in its sole discretion and without providing notice or obtaining your consent, assign this entire user agreement, or delegate or subcontract some or all of its responsibilities hereunder.

10. Contact Options

10.1 General Inquiries

General inquiries can be addressed to:

Sedo.com, LLC
625 Massachusetts Ave, 2nd Floor
Cambridge, MA 02139
United States of America

10.2 Customer Support

Our customer support desk can be contacted in the following ways:

Email: [email protected]
Telephone: (+1) 617-499-7200
Fax: (+1) 617-499-7219

10.3 Infringement Claims (Designated Agent)

To request removal of a Domain either listed for sale or parked with Sedo, please review our Rights Protection Program (RPP) for information on filing a legal complaint.

Mail:

Sedo.com, LLC
Attn: Legal Department
625 Massachusetts Ave, 2nd Floor, Cambridge, MA 02139
United States of America
Facsimile: (+1) 617-499-7219
Email: [email protected]