Transferring Domain Names Can
Get Tricky
By Martin Paskind
Let's suppose that you are the
owner of Cutesy-Poo Inc. Your store sells clothing, furniture,
baby supplies and toys for infants and toddlers.
Several years ago, you put the
company on-line. Customers can visit your Website, look over
your catalog, get product information, and order using credit
cards. Your site, naturally, is http://www.cutesy-poo.com. You
liked the name and you registered it with InterNIC, which exists
to handle such details.
By now, Cutesy-Poo experiences
real revenue from the World Wide Web. You have customers
nationally and in many foreign countries. Your home page is
important and probably will grow rapidly in importance as time
passes.
For you, however, time is up.
Your spouse announces that you will retire, smell some flowers,
visit some grandkids and do some travel. So you find a buyer,
John Cribbuster, who is even more enthusiastic about Internet
commerce than you are.
Cribbuster wants the furniture,
fixtures and equipment, your inventory, your lease and, of
course, the right to use Cutesy-Poo in cyberspace.
LESS COMPLEX THAN TAXES
You can take heart. Transferring domain names isn't as
complicated as filing taxes. All but total disorganization marks
the Web. The only organized part of it registers domain names.
Network Solutions, or InterNIC,
of Herndon, Va., registers domain names. That's where you go to
find out about transferring Cutesy-Poo to Cribbuster. Network
Solutions works under a government contract. It's not surprising
that as the Web grows, InterNIC's bureaucratic attitudes grow
right along with it.
Most of the time, a simple
document called an "assignment" transfers intangible
rights such as those to a domain name. This is usually a
preprinted form which takes just a few minutes to complete. Your
lawyer can do it, and it won't cost much.
SHOT DOWN
However, your lawyer may spend hours figuring out how to
transfer Cutesy-Poo. Count on spending hundreds, maybe thousands
of dollars. Fortunately, there's help.
The official InterNIC process
for selling domain names includes only five steps. The catch is
that you must do them 100 percent correctly or InterNIC will
shoot you down.
If that happens, Cribbuster
probably will sue you. He paid good money for Cutesy-Poo, and he
won't be happy when InterNIC interferes with his big plans.
Step One is easy. You and the
buyer agree to sale and purchase of http://www.cutesy-poo.com.
The buyer pays the price, or part of it. Since the rule calls
for payment, the domain name's transfer probably will take place
after the rest of the deal closes. That means your deal will
need lots of contractual language governing what happens if
attempts to sell the Cutesy-Poo domain name fall through.
Closing the deal occurs when all
the papers necessary to complete a transaction are ready for
signature. As a rule, it's the last step in a transaction. Tasks
to be done after closing, however, aren't all that unusual.
DEALING WITH REJECTION
Pay attention, because this is where it gets tricky.
In Step Two, Cribbuster, the buyer, gets on his computer and
applies for the domain name. You absolutely must submit this
application on the e-mail version of the InterNIC form.
If the two of you do this right,
InterNIC rejects Cribbuster's application because you already
own the domain name. However, InterNIC sends out a
"tracking number," which is key.
Step Three is a biggie: The
Domain Name Registration Agreement. You may need help from your
accountant and your mother-in-law on this one. To get this form,
access http://rs.internic.net/templates/domain-template.txt.
When you request the registration agreement, you'll get two
messages, one of them a number.
InterNIC regulations require
that you ignore the second message, so we won't bother with it.
MORE FORMS
Next, download a second big form, the Registration Name
Change Agreement. Look for it at http://rs.internic.net/reg-change/agreement.html.
Then fill out the first form, and Parts 1 and 3 of the second.
Then sign the forms before a notary public.
Cribbuster then fills out the
rest of the form and off it goes by mail only to InterNIC in
Virginia. E-mail or faxes aren't accepted.
InterNIC accepts these documents
only at 505 Huntmar Park Drive, Herndon, Va. 20170, Attn:
Registrant Change Group.
In Step 4, once Network
Solutions has the forms, perfectly filled in, it verifies them
and makes necessary changes in its database. These changes are
expected to hit the Internet in a few days. InterNIC will send
Cribbuster an invoice, which if not paid, blows the whole
process.
Finally, in Step 5, InterNIC
requires that you stop using the Cutesy-Poo domain name and to
stop completely. You must toss all your old business cards,
letterheads, company baseball caps, and all the rest of that
stuff. Cribbuster now can use the domain name as he pleases.
This whole process is new. It
shouldn't take the average lawyer, mother-in-law or accountant
more than six or eight months to get through it, unless, of
course, InterNIC changes the rules again.
Martin Paskind is an Albuquerque
lawyer. His practice emphasizes legal services to small
businesses. Questions or comments can be mailed to him in care
of the Albuquerque Journal, P.O. Drawer J, Albuquerque, N.M.
87103. This column is not intended to provide legal advice to
any specific person, or with respect to any particular problems
or situations.
For advice on specific problems and circumstances, contact your
attorney.
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