Key Provisions of Domain Name Licences?The terms of a domain name licence must be carefully considered to ensure that the rights of both the licensor and the licensee are protected. A domain name
Licence
In these agreements, the licence simply provides that the licensee may use the domain name during the term of the agreement. The licensee may also be granted the right to sub-license the domain name for others to use.
Licensor's obligations
A spectrum of optional licensor obligations are included in the draft domain name licence agreements. These are designed to protect the interests of the licensee to the domain name: for example, to ensure that the domain name remains registered to the licensor.
Included in the agreement, are obligations to: - edit (promptly) the name servers associated with the domain name in accordance with the written instructions of the licensee;
- ensure that the licensor remains at all times the registrant of the domain name;
- ensure that the owner contact details and billing contact details associated with the domain name are kept updated;
- renew the domain name in good time before the expiry of any period of the domain name registration;
- notify the licensee of any disputes relating to the domain name;
- supply to the licensee copies of all correspondence sent by the registry of the domain name to the licensor relating to the domain name.
Negative obligations are also included in the template contracts. For instance, the licensor's may be restricted from:- editing the name servers associated with the domain name save in accordance with the written instructions of the licensee;
- selling, renting, assigning, licensing or transferring the domain name to any third party;
- suspending or cancelling the domain name, or allow the registration of the domain name to lapse.
Licensors will usually want to limit the extent of these obligations.
Licensee obligations
While the licensee will be interested in ensuring that the domain name remains in the control of the licensor, the licensor will want to ensure that the practical use of the domain name by the licensee does not damage the licensor's interests.
The licensee obligations clause as drafted includes undertakings not to use the domain name in any unlawful way, and also indemnities benefiting the licensor in the event of unlawful use or the loss of the domain name through the default of the licensee.
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