Websites can consist of a vast and complex array of material including text, images, music, audio-visual, webcasts, webinars, special-effects of all types and perhaps also visitor/user-generated comment, opinions, blogs etc. all of which we see on our computer, tablet, mobile and every other type of device which we constantly view throughout our daily lives.
Websites also consist of the unseen material created by software, including metatags, links, “cookies” and other electronic and digital material and devices which makes the webpages appear on screen the way that they do and allows the website to be found by users, electronic search programs (“spiders”, “robots”) and search engines. Without doubt, websites are the “shop window” of every business and a major asset to every owner and user.
Since the outset of the “dot com” revolution of the late 1990s, websites have been a serious commodity especially those with a large numbers of users/visitors/customers/subscribers, some of which have been sold for millions and multi-millions of dollars. In such cases, the purchaser/assignee would obviously want to pay the consideration into an escrow account pending completion of the necessary transfers and re-registration documents.
In order to transfer the ownership of such an asset when purchased, all the intellectual property in the multifarious aspects which make up a website, including or especially its domain name (i.e. its URL or the name by which it is found on the internet) as well as all design rights, database rights, moral rights and other IPRs must be assigned to the purchaser.
The assignment must also secure the rights to any enhancements, modification or other variations which the seller/assignor may have created or is capable of creating especially if it is in competition with the website being assigned.
Finally, the website has been created through the seller/assignor’s know-how and expertise as well as his/her/their understanding of “internet culture” which has made the website worth buying, so it is important to secure the seller’s continued help in understanding the intricacies of the website being purchased as well as to secure any patent and other registerable rights of ownership.