Buying a domain name? Always opt for a purchase agreement

Do you want to acquire a domain name from another holder? Always formalize the transfer in a written purchase agreement. A verbal agreement or a casual email offers insufficient legal basis: only with a signed agreement can you prove to the current holder and the registrar (the party that registers and manages the domain name) that you are entitled to the domain name. This way, you avoid costly legal proceedings and ensure that the transfer is actually completed.

What is a purchase agreement for a domain name?

A domain name purchase agreement is a written contract in which the current holder and the buyer agree to transfer the domain name for an agreed price. Strictly speaking, you are not buying the domain name itself, but the transfer of the registration: the right to be registered with the registrar as the new holder. The agreement regulates who does what, for what amount, and within what timeframe, and serves as evidence should a dispute arise later.

Why a domain name purchase agreement is so important

For many entrepreneurs, a domain name is a valuable business asset: it carries your brand, your visibility, and often your email addresses as well. Anyone who buys such a domain name from someone else is actually buying the transfer of the registration. You cannot arrange this transfer yourself with the registrar without proof; you need the cooperation of the current holder, or a document demonstrating that they have agreed.

This is precisely where things go wrong in practice. The seller withdraws, asks for more money afterwards, or is unreachable once the money has been paid. With a good purchase agreement, you are in a strong position: you have in writing what was agreed, for what price, and who needs to initiate the transfer.

Buying a domain name in 5 steps

Do you want to acquire a domain name from someone else? Then follow these steps to arrange the purchase safely:

1. Find out who the holder is. For .nl domain names, you can check with the registrar or the managing authority who holds the domain name and how to contact that party.
2. Approach the holder and negotiate. Ask if the holder is willing to sell and agree on a price. Keep your business interests in mind and do not let yourself be rushed.
3. Record the agreements in a purchase agreement. Put the price, domain name, transfer obligation, guarantees, and a term in writing and have both parties sign.
4. Link payment to transfer. Agree that (part of) the payment will only take place once the transfer has been initiated at the registrar.
5. Complete the transfer with the registrar. The holder cooperates with the technical transfer; thereafter, you will be registered as the new holder.

Beware of malicious phone calls about your domain name

In early 2018, the AVROTROS program Opgelicht?! focused on entrepreneurs who were called by a company claiming that a third party had their domain name in its sights. On the phone, it was suggested that unwanted or offensive content would be placed on the domain name, with the aim of pressuring the entrepreneur to quickly purchase an additional extension (such as the .com variant) for a longer period at high rates. Later, the consumer program Kassa. According to these programs, it involved deception.

The lesson for entrepreneurs: do not let yourself be pressured by a telemarketer who operates with haste and threats. Whether you want to register a specific extension is a business decision you make calmly yourself, not something you decide in a panic phone call.

There is no “first registration duty”

One of the arguments used was a so-called “first registration right”: because you already had the .nl extension, you would automatically have the first right to the .com variant. Legally, such a right does not exist. Ownership of the .nl domain name does not give you automatic priority over other extensions. Anyone claiming this over the phone to induce you to make a purchase is providing you with incorrect information.

What can you do if someone else has your domain name?

If you do not have an automatic right, that does not mean you are out of luck. There are two main routes to acquiring a domain name held by someone else.

1. Negotiating and buying via a purchase agreement

The fastest and often cheapest route is the amicable way: you approach the current holder and buy the domain name. The holder receives compensation, and you avoid legal proceedings. It is a win-win, provided you properly document the agreements. Without a signed agreement, you run the risk that the holder backs out later or that the registrar refuses to cooperate with the transfer.

2. A legal procedure

If you are unable to reach an agreement, you can, in certain cases, take legal action or, for .nl domain names, use a dispute resolution procedure. Your position is generally strongest when you are the holder of a trademark or trade name and the domain name infringes upon it or causes confusion. Governments and well-known organizations have also successfully claimed domain names containing their names in the past.

It is important to realize that legal proceedings are no guarantee of success. The outcome depends heavily on the facts. Sometimes a judge rules that a less drastic measure suffices and that transfer of the domain name is not necessary at all. If you do not hold trademark or trade name rights, achieving a positive result is more difficult. Therefore, have your situation legally assessed before starting proceedings.

How does the transfer of a domain name work?

At its core, a court ruling or a dispute decision forms the basis for a forced transfer: the registrar acknowledges the decision and finalizes the transfer, without the current holder being able to prevent it. With a voluntary sale, you achieve the same result based on agreements rather than a judgment.

If you enter into a purchase agreement with the holder, that agreement serves as proof of the arrangement. If the holder subsequently ceases to cooperate, you can turn to the registrar with the agreement. However, a condition is that you can prove the existence and content of the agreement. Therefore, a written document and signature by both parties are indispensable.

What should be included in a domain name purchase agreement?

A strong domain name purchase agreement stipulates at least the following:

• The parties: who is selling and who is buying, with full company and contact details.
• The domain name itself: exactly which domain name(s) and extension(s) are being transferred.
• The purchase price and payment: the amount, the time of payment, and the link between payment and transfer.
• The obligation to transfer: that the seller cooperates with the actual transfer at the registrar, with a clear timeframe.
• Guarantees: that the seller is the rightful owner and that no third-party rights or attachments rest upon it.
• A penalty clause: a sanction if the seller fails to honor the agreements, giving you extra leverage.

With these components, you prevent disputes afterwards and are in a stronger position should the transfer unexpectedly go smoothly. Are you unsure whether your draft is complete? Then have it reviewed by a lawyer specializing in contract law.

Frequently asked questions about buying a domain name

As the holder of the .nl domain name, am I entitled to the .com variant?

No. There is no automatic “right of first registration”. Owning one extension does not give you legal priority over another extension. If you want the .com variant, you must register it separately or acquire it.

Is a verbal agreement to buy a domain name valid?

An oral agreement can be binding in principle, but it is often difficult to prove its contents. You are in a much stronger position vis-à-vis a registrar or in a dispute with a signed, written purchase agreement. Therefore, always record agreements in writing.

What if the seller does not cooperate with the transfer after payment?

With a signed purchase agreement, you can enforce compliance and turn to the registrar to finalize the transfer. A penalty clause in the agreement increases the pressure on the seller to honor their obligations. Without supporting evidence, this is considerably more difficult.

Can I claim a domain name that contains my brand name?

As the holder of a trademark or trade name, you are often in a stronger position to claim a domain name that infringes or causes confusion. However, a favorable outcome is not guaranteed; the facts of your situation are decisive. Therefore, have your position legally assessed beforehand.

Do I always have to go to court to acquire a domain name?

No. In many cases, an amicable purchase via a purchase agreement is faster and cheaper than legal proceedings. A legal route is primarily appropriate if the holder is unwilling to sell or if your rights are being infringed.

How much does it cost to transfer a domain name?

That varies greatly from case to case. The price depends on how desirable the domain name is, what the holder is asking for it, and whether a trademark or trade name is involved. For a standard .nl registration, the annual registration fees are limited, but for acquiring an existing, valuable domain name, you pay the price you agree upon with the holder. Always have that agreement recorded in a purchase agreement.

Transfer a domain name safely? We can help you

Do you want to buy or transfer a domain name? Don't leave the agreements to chance. Our legal experts will draft a watertight domain name purchase agreement for you or review your draft. Are you dealing with a dispute regarding a domain name, or is there an infringement of your trademark or trade name? We will assist you in those situations as well.

Would you prefer to brainstorm about your situation? Schedule a no-obligation intake and we will calmly explain the best course of action.