PLEASE READ THIS AGREEMENT CAREFULLY, AS IT CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS AND REMEDIES.
This Domain Broker Service Agreement (this “Agreement”) is entered into by and between OV International Services.com, LLC, a Pvt Ltd company (“OV International Services”) 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 OV International Services’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 OV International Services’s Universal Terms of Service Agreement, which is incorporated herein by reference.
The terms “we”, “us” or “our” shall refer to OV International Services. 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.
OV International Services, 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 OV International Services website (this “Site”). You acknowledge and agree that (i) OV International Services 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, OV International Services 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. OV International Services 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or responsibility for your failure to receive an email notification if such failure results from an inaccurate or out-of-date email address.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. OV International Services provides a venue and a transaction facilitation process and will take a stated commission for each completed transaction. OV International Services is not an escrow agent. As a result, OV International Services 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, OV International Services acts as a transaction facilitator to help you buy and sell domain names. OV International Services 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 OV International Services is not a bank and the service is a payment processing service rather than a banking service. You further acknowledge OV International Services is not acting as a trustee, fiduciary or escrow with respect to your funds.
In all transactions, where the domain name is registered to OV International Services, domain names purchased through the Services may not be transferred away from OV International Services 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 OV International Services’s policies and procedures, OV International Services 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 OV International Services may undertake from time-to-time, or (iii) causes beyond the reasonable control of OV International Services or that are not reasonably foreseeable by OV International Services, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree OV International Services 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 OV International Services throughout the process. You agree OV International Services will not be responsible for any false or misleading information you provide, whether intentionally or unintentionally.
You agree to notify OV International Services 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 OV International Services 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 OV International Services 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 OV International Services 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 OV International Services, 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, OV International Services will hold those funds for a prescribed period of time based on the type of transaction, at which time OV International Services 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 OV International Services 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, OV International Services shall return any funds held by OV International Services for the purchase of the domain to you as soon as commercially reasonably possible.
Buyer acknowledges and agrees that in no event shall OV International Services refund the initial fee Buyer is required to pay to use the Services.
4. OV International Services’S RIGHTS
In addition to any and all other rights reserved by OV International Services in this Agreement, OV International Services expressly reserves the right in its sole discretion to:
OV International Services has no obligation to monitor the Services, but reserves the right to do so. OV International Services reserves the right to edit the descriptions and comments on listings. You acknowledge and agree that OV International Services 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:
OV International Services may immediately:
In addition, OV International Services 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 OV International Services closes your account(s), OV International Services 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 OV International Services’s website (“Site”), Domain Broker Service sales will be guaranteed for payment by OV International Services 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 OV International Services and OV International Services 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 OV International Services’s Site, combined with receipt of payment by OV International Services and transfer of the domain name to OV International Services 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.
8. DEFINITIONS; CONFLICTS
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Universal Terms of Service Agreement. In the event there is a conflict between the provisions of this Agreement and the provisions of the Universal Terms of Service Agreement, the provisions of this Agreement shall control.