Unique Legal Questions

[ZOOM360]

Here's the run-down:

Two years ago I was engaged as an independent consultant by a national organization to devleop a website representing a campaign (offshoot) from their main website. Initially they weren't sure if they were going to fund this new campaign, so they asked me to register the domain under my own name and at my expense (which I did.)

After a year into the project the new website was already up and running. At that time they decided, due to budgetary constraints, that they no longer would use my services. Instead the site would be maintained internally. Later it was told to me that the word was out within the organization that I had been "fired" for charging too much. I was never an "employee" to begin with and had always performed stellar work at competitive rates for them, so you can imagine how annoyed I was that they would characterize my departure in such a way.

This month the domain name (which I own) is due for re-registration. The website is still quite active and, in fact, is now a major campaign of theirs. Part of me wants to negotiate a price for the name either to lease back to them on an annual basis or to sell to them outright, but I'm not sure of the legal ramifications. They haven't legally trademarked the name, but they have been using it on a national basis.

Do I have any special rights since I registered the name at the outset based on their request because they weren't committed to it and didn't want to assume the risk? They currently control the website and the domain is parked with them, but I can change servers and disconnect them at will. What would happen if I did? Do I have a negotiating leg to stand on?

Thanks in advance for any insight you can provide.

 

[VYFX]

First, I'm not a lawyer and this isn't official legal advice by any means.

There is absolutely nothing they can do to you in my opinion. You have full legal control and registrant status over the domain name, and the name was apparently registered before this major campaign started (which is a plus for your case). Since you also said there is no trademark on the name then they can't come after you for violating their trademark.

I'd personally say go ahead and offer them a deal. If you have paperwork stating they requested that you register the name then I don't think they have any leg to stand on.

 

[Kate]

It's not only a legal issue but an ethical one too.
Technically you are the owner. But if you mess with the domain they could get nasty and even sue you for breach of trust. Don't forget you've been a consultant so try to preserve your reputation and not alienate a possible reference.
My advice: transfer the domain to them (change of ownership) and ask for reasonable compensation for the costs incurred.

 

[evertonian7uk]

my advice:

this goes two ways, firstly, they do the dirty on you and say your fired for over charging,

secondly, you have the power to really mess them up,

so what is better for you, mess them up, or have them re-instate you?

you have to think clearly here, dont just jump in feet first, take a day or two, then contact them and let them know legally, you own the domain since you paid for it, they paid you to work on it, but none the less you paid for it, or did you sign some kind of agreement stating you would transfer to them, or was transfer to them part of the deal??

im no laywer, but my best advice is be clear and consistant with what you want from them, make your offer and stand by it, but be prepared to fight for it.

sounds to me like they got what they wanted from you then figured its time to get rid since the site is up, its a shame this tends to happen alot out there,

go for what you want, but be fair, but firm imo

 

[ZOOM360]

Thanks for all the interesting responses

my advice:

this goes two ways, firstly, they do the dirty on you and say your fired for over charging,

secondly, you have the power to really mess them up,

so what is better for you, mess them up, or have them re-instate you?

you have to think clearly here, dont just jump in feet first, take a day or two, then contact them and let them know legally, you own the domain since you paid for it, they paid you to work on it, but none the less you paid for it, or did you sign some kind of agreement stating you would transfer to them, or was transfer to them part of the deal??

im no laywer, but my best advice is be clear and consistant with what you want from them, make your offer and stand by it, but be prepared to fight for it.

sounds to me like they got what they wanted from you then figured its time to get rid since the site is up, its a shame this tends to happen alot out there,

go for what you want, but be fair, but firm imo

I'm not looking to mess anyone up. We had no paper contract whatsoever; they agreed to pay me a certain amount per hour until they didn't need my services anymore. I had no problem either with them telling me that they wanted to maintain their website internally and would no longer need me. That's how consulting is: one day you're in and the next day you're out. What I didn't like was the way they protrayed it afterward, as if I had done something wrong. This isn't a case where they'll be asking me back in again: they let a year go by while I did work for them, paying my bills faithfully, when someone up the chain of command finally added up all the invoices and said "Whoa, we've been paying this guy a lot of money over time! Let's do it ourselves and save money." I also suspect that someone got in trouble there for approving my invoices so freely. They really did get good service out of me, which is another reason it peeves me to hear the term "fired" from certain individuals who work there as it pertains to me.

Incidentally, it's been a year since I stopped consulting to them and am not looking to be "reinstated." I only raise the issue now because the domain name is up for renewal this month and I am the one holding the renewal card. It would be nice to make a few bucks for the name itself.

This will be interesting to see how it all shakes out.

 

[evertonian7uk]

renew the name and put up a personal site, you control the name after all,

it sounds to me like you would like to go this route, otherwise you wouldnt of asked this question

and I am the one holding the renewal card. It would be nice to make a few bucks for the name itself

thats the kicker, you want to make money from the domain, in this instance, agression is the only way you will either:

A: you take the DNS server and point it elsewere
B: tell them the name is yours and you want XXX for it.

either way you need to be proactive to get what you want, renew the name and then contact them with your request, renew first then its yours as you'v e paid for it 2 years running.

 

[Ronald Regging]

I think it could be argued ethically and possibly legally, that the domain should rightfully belong to them. You may have registered it and even paid for it, but you were doing so under their direction as a consultant. Therefore, if not for that request, you would have never registered the domain in the first place. You registered with the distinct thought that you would be developing their project in the future and that this was a registration for them and their project.

Now a year goes by and you're thinking, hey, maybe theres some money to be made here... As you said, you're a consultant. You did your job and you got paid, then move along, thats how it goes. Just because a few employees mention something about you charging too much, doesn't really give you any justification to seek retribution... Maybe someone up the ladder did think they were overpaying you and cut the cord. It's nothing personal, thats how business works.

Personally I think the right thing to do is just to give them the domain. Maybe ask for compensation for unpaid fees related to the domain (initial registration cost and your time to manage/transfer it).

Realistically speaking, if you try to get money from them, they'll probably see it as a form of extortion and depending on the size/money of the company, you might find yourself looking at some nasty legal battles. You may be the legal registrant, but that doesn't necessarily mean you'd win a court battle, as I am sure their are laws governing independent contractors and they may not lean in your favor. Though I am not a lawyer...

So I guess it really just comes down to what you think is right and how much risk you're willing to take...

 

[Dave_Z]

I think it could be argued ethically and possibly legally, that the domain should rightfully belong to them.

I've heard arguments for both sides of that exact issue in my previous life. It's
never fun telling one to talk to the other if the latter is listed as the registrant
of the domain name itself...or seek legal advice.

Essentially, registrars don't care what went on "behind" the scenes when and
after the domain name was registered. Neither are they interested in knowing
what are the legalities of various jurisdictions all over the planet, save for the
one they're doing business in.

Without necessarily going into that, let me just say that whoever the domain
name should "rightfully" belong to depends on what the two parties have more
or less agreed on in the first place. Or if they haven't touched on that, then it
might be wise to do so ASAP...unless someone wants to force the issue.

You pretty much know the risks, ZOOM360. I agree with Ronald it's up to you
to decide.

 

[Rochemontagne]

You can also do nothing and just let the name expire.

 

[FreshAvails.com]

Let us not forget that this could be an act of goodwill that could translate into more consulting work. Why don't you use this opportunity to contact someone high up in the organization or in a differnet section, about a critical matter to their business. Leverage this issue, and your handing it over with an opportunity to evaluate all their online assets. You could argue that as an outsider with expertise, you might be able to uncover and identify similar issues. Also you worked for their company and might know where to begin looking. Also you then might be able to ask, if they could give you: More Business, A business Lead, A reference you could publish/use, access to their software, something else. Get creative.

By screwing with their business and website, you just look petty and slimy.

Turn those lemons into lemonade.

 

[ZOOM360]

Let us not forget that this could be an act of goodwill that could translate into more consulting work. Why don't you use this opportunity to contact someone high up in the organization or in a differnet section, about a critical matter to their business. Leverage this issue, and your handing it over with an opportunity to evaluate all their online assets. You could argue that as an outsider with expertise, you might be able to uncover and identify similar issues. Also you worked for their company and might know where to begin looking. Also you then might be able to ask, if they could give you: More Business, A business Lead, A reference you could publish/use, access to their software, something else. Get creative.

By screwing with their business and website, you just look petty and slimy.

Turn those lemons into lemonade.

Their using a domain name that I own isn't "screwing with their business." I will indeed consult with an attorney, but from my perspective I've always viewed domain names the same as I would a physical address (just like a dwelling.) Just because I let someone stay in my dwelling for a short while it doesn't grant them automatic ownership of it.

There are other facts here that shouldn't be overlooked. When I was asked to acquire the domain, I was not on their payroll nor had I been paid for any consulting fees up until well after I registered the domain. It was a couple of months afterward that they finally agreed to pay me for my hourly services (without a contract.) Several months into the project, I raised the question about the domain registration with their Marketing department because I didn't want to have it hanging over my head. I was told by them that they were not interested in owning the registration because they had no plans on making the campaign a permanent one. Simply put, nobody there wanted it tied to their particular department's budget. Here it is two years after the project was launched and the campaign is stronger than ever.

I honestly don't think it's "petty and slimy" to exercise ownership rights. What I do consider to be "petty and slimy" is when someone decides to tarnish someone else's name due to his or her own oversights.

 

[verbster]

Just because the domain is coming up for registration doesn't mean you need to do anything other than renew it....you can then deal with moral or business decisions without haste. Do not let it expire...not because it helps you, but because it may cause the site users a ton of anguish...and may be something you regret.

I didn't see much in your post about them asking you for the domain. Have they?

 

[Dave_Z]

Their using a domain name that I own isn't "screwing with their business." I will indeed consult with an attorney, but from my perspective I've always viewed domain names the same as I would a physical address (just like a dwelling.) Just because I let someone stay in my dwelling for a short while it doesn't grant them automatic ownership of it.

There are other facts here that shouldn't be overlooked. When I was asked to acquire the domain, I was not on their payroll nor had I been paid for any consulting fees up until well after I registered the domain. It was a couple of months afterward that they finally agreed to pay me for my hourly services (without a contract.) Several months into the project, I raised the question about the domain registration with their Marketing department because I didn't want to have it hanging over my head. I was told by them that they were not interested in owning the registration because they had no plans on making the campaign a permanent one. Simply put, nobody there wanted it tied to their particular department's budget. Here it is two years after the project was launched and the campaign is stronger than ever.

I honestly don't think it's "petty and slimy" to exercise ownership rights. What I do consider to be "petty and slimy" is when someone decides to tarnish someone else's name due to his or her own oversights.

And people wonder why registrars don't get involved in ownership disputes like
this potential one. It's potentially messy enough as it appears to be.

Hopefully, you two can work something out. If not, expect the worst.

 

[evertonian7uk]

it sounds to me like the OP wants to take the domain, he's looking for justification to do so.

you wont get that here, but there's enough advice above for you to know what to do,

either take it, or give it to them, simple really.

 

[comicbookguy]

There your incorrect, The courts have already decided that domains are not like a dwelling, it doesnt matter in the end who phsically owns it, they take domains from people every day.Just based on what you tell us AND precedent they stand a better than 50% chance of winning if they sue AND getting damages fro you. Be careful , you stand to lose alot more than just the name and that includes your rep and the public perception of domainers while also losing a ton of money.

Their using a domain name that I own isn't "screwing with their business." I will indeed consult with an attorney, but from my perspective I've always viewed domain names the same as I would a physical address (just like a dwelling.) Just because I let someone stay in my dwelling for a short while it doesn't grant them automatic ownership of it.

There are other facts here that shouldn't be overlooked. When I was asked to acquire the domain, I was not on their payroll nor had I been paid for any consulting fees up until well after I registered the domain. It was a couple of months afterward that they finally agreed to pay me for my hourly services (without a contract.) Several months into the project, I raised the question about the domain registration with their Marketing department because I didn't want to have it hanging over my head. I was told by them that they were not interested in owning the registration because they had no plans on making the campaign a permanent one. Simply put, nobody there wanted it tied to their particular department's budget. Here it is two years after the project was launched and the campaign is stronger than ever.

I honestly don't think it's "petty and slimy" to exercise ownership rights. What I do consider to be "petty and slimy" is when someone decides to tarnish someone else's name due to his or her own oversights.

 

[evertonian7uk]

The courts have already decided that domains are not like a dwelling, it doesnt matter in the end who phsically owns it, they take domains from people every day

i cant see how thats right, if you buy the domain you own it, its just like hosting in a sense, there are people out there who use hosting companies to buy there domians, when the hosting goes belly up, the host usually keeps the name until it expires or the buyer manages to get it out of there.

courts will only take the domain if there is some tm infringment or maybe proof of theft, how can you steal what you bought, the op already stated there was no agreement in place when he regged the domain, so he owns it imo.

 

[comicbookguy]

The company asked him to purchase the domain on there behalf for there business, he was an employee at the time. Its there company name or whatever .com , they probally have a right to it whether or not he is the one who regged it. Dosent nessasarliy have to be TradeMarked if its there common business name. I have been an consultant before and I am right now. I sometimes have to purchase items for my job (software etc) but I know the buiness owns these things. it part of my employment.

 

[evertonian7uk]

the OP stated he wasnt employed by them at the time of regging the name

We had no paper contract whatsoever

no contract, no nothing really, as i said above it depends on what the op wants to do, he has two choices,

A: give them the name
B: keep the name

its really that simple, the problems come if he keeps the name, as its now his rep on the line depending on what he does.

 

[comicbookguy]

He working for them as a consultant (He was getting a paycheck so there was something in writing, you cant pay someone without something in writing and he said he was working for them ) and they asked him to reg it for the business. its a verbal agreement. I work as a consultant without a paper contract at times. it the same thing., he wasnt a stranger when they asked him to reg it. But the key words, they asked him to REG it for THEM. thats the agreement.
If he keeps it he will get sued and lose more than his rep, he might have to pay court cost etc (Saying if he loses) , they might even sue him for damages for trying to keep company property. he also states they control the name and its parked with them.

they agreed to pay me a certain amount per hour until they didn't need my services anymore..........

This is a verbal contract and he was an employee ( Independent or otherwise) what if they decided they didnt want to pay him after the year, they can say "Hey theres no contract" "Your not an employee" . that wouldnt fly , no court would go for that and its the same for him. he was a "Consulatant" being paid by them to do work and one of the jobs was regging the name.

 

[evertonian7uk]

prove a verbal contract!

its that simple.

if its not written down, your going to struggle its he said she said,

can you prove a verbal agreement??

he regged the domain, he paid for it, its in his account, prove we had a verbal agreement,

this is why registrars wont get involed, this grey area is so big its impossible to say who has what.