This Domain Lease Agreement (the “Agreement”) is made and entered into as of the date of the introductory payment being made, by and between Brian Marketing Group, LLC (“BMG”), and the organization applying for this lease (the “Lessee”) (collectively referred to as the “Parties”).
1.1 BMG agrees to lease the phone number section on listed state pages found on either of the below listed domain(s) (the “Domain(s)”) to the Lessee:
a) alcoholaddictions.com [ ] b) drugaddictions.com [ ]
c) alcoholdetoxes.com [ ] d) drugdetoxes.com [ ]
e) drughelp.com [ ] f) helpwithdrugs.com [ ]
g) anxietyhelpline.com [ ] h) depressionhelpline.com [ ]
i) mentalhealthhelpline.com [ ]
1.2 The phone number listed on Domain(s) shall be used exclusively in the State that the lessee is leasing.
2. Lease Term
2.1 The lease term shall commence on the date of purchase and continue for a period of twelve (12) months
2.2 The lease shall automatically renew for successive terms of twelve (12) months, unless terminated as provided in this Agreement.
3. Lease Payment
3.1 The Lessee shall pay a recurring flat fee of the agreed upon amount per month for the first lease term of the Domain.
3.2 All lease payments are due on the first day of each month, and are to be paid by credit or debit card, drafted automatically on such date.
3.3 The lease payment will increase each term at a rate of 125% of the pervious years lease amount.
4. Representations and Warranties
4.1 The company represents and warrants that they have ownership valid right to the Domains and are authorized to make this Agreement.
4.2 The Lessee acknowledges that the amount of traffic generated by the Domains, if any, may vary depending upon conditions that are not within the control of the Company.
4.3. The Company makes no specific warranty as to the performance of any product or service anticipated under this Agreement.
5. Use of Domains
5.1 The Lessee agrees to use the Domains solely for lawful purposes.
5.2 The lease of the Domains is not intended, nor does it, constitute a referral service or lead generation platform of any kind.
5.3 The Lessee shall comply with all applicable federal, state, and local laws and regulations governing the use of the Domains.
6.1 The Lessee shall indemnify and hold the Company harmless from any claims or liabilities arising from the use of the Domains by the Lessee.
7. Transferability and Assignment
7.1 The lease agreement may not be assigned or transferred by the Lessee, without express consent in writing by the Company. A new lease agreement will be required before the subject Domain may be leased to another party within the same state following termination of this Agreement by the Lessee.
7.2 The Company reserves the right to sell or transfer domain use, ownership, or interest in this lease at the sole discretion.
8.1 The Lessee shall be responsible for the total balance of all monthly payments at all times under the Agreement.
8.2 The Company may terminate this Agreement upon written notice to the Lessee of a missed monthly payment and the Lessee’s failure to make payment within five (5) days after receiving notice of such breach. In the case of termination for non-payment by the Lessee, the Lessee shall remain liable to the Company for any remaining balance under the Agreement. In this instance the Company is entitled to one hundred percent of the balance of the lease to be paid in-full within thirty days of initial breach.
8.3 The Company may at it’s sole discretion revoke or terminate this lease agreement for any reason they deem fit, or without reason all together.
9.1 The Company agrees to maintain the strict confidentiality confidential information exchanged between the Parties.
9.2 The Company and lessee agree that in the process of working together certain information may be collected that requires both parties to transfer information in a HIPPA compliant fashion.
10. Ownership and Intellectual Property
10.1 Notwithstanding anything to the contrary in this Agreement, the Domains and it’s content shall remain the property of the Company.
10.2 The Lessee acknowledges that it is only leasing the Domains for the lease term and under the terms of this Agreement and that no title or ownership rights are transferred to the Lessee.
11. Alternative Dispute Resolution
11.1 Any dispute arising out of or relating to this Agreement shall be submitted to voluntary mediation. Either party may send a written demand for mediation to the opposite party who shall respond within twenty (20) days with their acceptance or rejection of the demand. The parties shall mutually agree to a particular mediator.
11.2 In the event mediation results in an impasse, the dispute shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association [https://www.adr.org/]. Such arbitration may occur remotely and, if physical presence is required by the Arbitrator, then the proceeding shall occur in Palm Beach County, Florida.
12. Merger Clause
12.1 This Agreement constitutes the entire understanding between the Parties and supersedes all prior agreements, oral or written, relating to the subject matter herein.
13.1 If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.
14. Electronic Execution
14.1 This Agreement may be executed electronically, and any electronic signature of a party shall be deemed an original “ink” signature for all lawful purposes.
15. Legal Review
15.1 The Lessee confirms that they have been afforded an opportunity to review this Agreement with the legal counsel of their choice to confirm that its terms are in substantial compliance with the laws of the state where the Lessee conducts business.
15.2 The Lessee acknowledges that they have either been advised by counsel that the Agreement is in compliance with their state’s laws or have voluntarily chosen not to have the Agreement reviewed by counsel, assuming the risk that the Agreement may not comply with all applicable laws