The Legal Contract that we currently use with Domain Development Partners.
AGREEMENT made this day of (month + year) between Brian Marshall of Ballyhaskey, Newtowncunningham, Co. Donegal, being the representative of the Marshall Family (hereinafter called "the Web-Domain Owner") and ( Web Developer and address ) (hereinafter called "the Web-Domain Developer").
"THE WEB-DOMAIN OWNER" shall at all times refer to Brian Marshall of Ballyhaskey, Newtowncunningham, Co. Donegal.
"THE WEB-DEVELOPER" shall at all times refer to (Web Developer and address)
"THE TERM"shall be a period of five years from the date hereof.
"THE PAYMENTS" shall mean the sums as set out in the Schedule annexed hereto.
"THE WEB-DOMAIN" shall be taken to mean the web-domain known as ( xxxxxxxx .co.uk / .net / .com - the domain(s) being developed )
IN WITNESS HEREOF AS FOLLOWS:
The Web-Domain Owner grants to the Web-Developer the exclusive right to develop the web-domain known as ( xxxxxx .co.uk / .net / .com ) subject to the terms and conditions contained herein for the Term stated herein and in consideration of the payments as set out in the Schedule attached herewith and subject to the Covenants and Conditions herein.
THE WEB-DOMAIN OWNER hereby agrees and covenants as follows:
1. To allow the Web-Developer the exclusive development rights to develop, provide full content for, run on an ongoing basis, and maintain the web-domain, for the term set out herein.
2. To put no restriction on the development of the web-domain other than those set out in this agreement.
THE WEB-DEVELOPER hereby agrees and covenants as follows:
1. To make the payments agreed herein in the manner set out in the Schedule hereto.
2. To adhere to to all Irish and International Law and International Conventions regulating Internet traffic or any such Law or Conventions which may come into effect during the term of this agreement.
3. Not to provide any images via the internet which are of an illicit or illegal nature.
4. That this agreement shall be interpreted according to the Laws of the European Union and the Republic of Ireland and that any litigation which may arise between the parties in connection with this agreement shall be dealt with in the Jurisdiction of the Republic of Ireland unless agreed otherwise between the parties.
5. That the content of the web-domain shall not promote any information which promotes any specific political ideology.
6. Not to provide any links to other web-sites or web-domains without having first obtained the permission of the person or party having rights to such a site.
7. Not to link to any other web-site or web-domain which contains any content of are illicit or illegal nature.
8. To provide the Web-Domain Owner with all information regarding: affiliate programmes/ commissions/ advertising and all other incomes arising from the development and use of the web-domain and to provide the Web-Domain Owner with any passwords required to access details of such affiliate programmes, commissions or advertising.
9. To indemnify the Web-Domain Owner against any third party claims/litigation debts or criminal prosecution arising out of the content of the web-domain or any contractual issue arising from use of the content of the site by any third party.
10. To allow the Web-Domain Owner to carry out any development of the said Web- Domain as he shall so wish on the understanding a) that the Web-Domain Owner shall consult with and notify the Web Developer before doing so and b) the Web-Domain Owner will be made responsible for the cost of any such development undertaken by him and any liability arising directly from such.
IT IS HEREBY AGREED BETWEEN THE PARTIES:
a) The Web-Developer shall be responsible for all development, maintenance and advertising costs associated with the development of the web-domain by him.
b) The Web-Domain Owner shall be responsible for all registration, domain-hosting and promotional costs associated with site promotion incurred by him.
IT IS ALSO HEREBY AGREED BETWEEN THE PARTIES:
A) If during the term of this agreement and for one year afterwards, once the website(s) are active and have started producing revenue, it is agreed by the Web-Domain Owner to sell the web-domain to a third party, the sale proceed shall be divided between the parties on the basis that each party shall be entitled to the following share; - the Web Developer shall get 75% of the Net Sale Price and the Web Domain Owner shall get 25% of the Net Sale Price
In such as circumstance, the Web-Domain Owner shall provide reasonable evidence of the agreed Net Sale Price to the Web-Developer prior to completion of such a sale
B) The Web-Domain Owner shall decide if a any sale price offer is acceptable, but shall grant the Web-Developer an option, within 2 weeks of being informed that an offer has been made, to buy the web-domain for 25% of the Net Sale Price, after expenses, being offered to the Web-Owner. ( matching the net amount being offered him )
C) If this agreement has been in force for a period of over 6 months, the Web-Domain Owner shall not sell the web-domain for less than 15 times the net amount of revenue generated by the web-domain in the previous 6 months, as determined by the amount of money paid to him by the Web-Developer, unless the Web-Developer agrees.
D) Should the Web-Domain Owner die during the term of the agreement it is agreed that this agreement shall be terminated without any financial compensation to either party unless it is agreed by the Executors or Administrators of the Web- Domain Owner that the Agreement should continue subject to it's existing terms but with the words "Executors and/or Administrators of the Web-Domain Owner being substituted everywhere there appears the words "Web-Domain Owner".
E) Should the Web-Developer die or become ill, so as to leave him unable to continue with development during the term of the agreement, it is agreed that this agreement shall be terminated without financial compensations to the estate of the Web-Developer, except those in sections A and B above, which will cease after 1 year thereafter.
F) Without prejudice to the provisions of this agreement, the parties hereto reserve the right to vary the agreement if such variation is agreed in writing between the parties and any such variation shall be deemed to form part of this agreement.
G) If at the end of the Term and the expiry of this agreement, no further such agreement is entered into by the parties, the Web-Developer shall settle all debts outstanding in respect of development previously carried out and shall indemnify the Web-Domain Owner in relation to any debt-collection proceedings arising out of contracts entered into by the Web-Developer prior to the termination of this agreement.
[ Clause (A) relating to any sale of the developed websites applies ]
During the first two years of the term of this agreement 10% of the site revenue generated is payable by the Web-Developer to the Web-Domain Owner. During year three to five inclusive of the term of this agreement 20% of the site revenue generated is payable by the Web-Developer to the Web-Domain Owner. All site revenue should be directed to the Web-Developer's own bank account and the agreed payments are to be made directly to the Web-Domain Owner every six-months by the Web-Developer, by method of internationally accepted bank transfer, money order or cheque.
Signed Sealed and Delivered
By the said BRIAN MARSHALL
In the presence of:
( Witness - name and address )
Signed Sealed and Delivered
By the said [ Web Developer ]
In the presence of:
( Witness - name and address )
© 2002-2019 McInnes & Associates / Quinn Dillon Solicitors, Letterkenny, County Donegal, Ireland and The Marshall Family