Justin Cooke

June 19, 2012

Wouldn’t it be nice if it were that easy?

I really wish there was an answer to this…a tried and true backlinking strategy for niche sites that has and will continue to stand the test of time.  Unfortunately, the SEO game simply doesn’t work that way.

Some of our most popular posts are when we explain our backlinking strategy.  (Part 2 of our Niche Site Backlinking Strategies has over 100 comments…you can check it out here.)  While we’re happy to lay out exactly what it is we’re doing and the reasons we’re doing it, we’re far from experts and a LARGE majority of those that claim to be aren’t either.  So what gives?  Who can you trust when it comes to solid SEO strategy and advice?

We wanted to point you towards a few of the resources we’re happy to turn to when we want to brush up on our SEO skills.

SEOMoz

Check them out at SEOMoz.org

Some complain Rand Fishkin’s content is a bit too whitehat and/or Google friendly, but that’s exactly the kind of SEO content you really should be reading.  Unless you’re well past the beginner level, forget about the shortcuts or the promised riches of ebook-pushing wannabe’s…SEOMoz lays it out as it should be and gives interviews with “real” SEO experts, giving you the fundamentals you need to be dangerous.  Nobody knows for sure exactly how the search engines work, but these guys are about as close to figuring it out as you’re going to get.

Interesting Posts:

Ultimate Study On Duplicate Content Post-Panda

How Google Makes Liars Out Of The Good Guys In SEO

Interesting Penguin Recover Case Study – Another on a larger site here.

Search Engine Land

Check them out at SearchEngineLand.com

Danny Sullivan has turned Search Engine Land into a monster site, bringing together many of the top SEO’s in their respective spaces as contributors.  Search Engine Land is the site many employed SEO’s turn to when they’re looking for the real deal as it applies to Google updates, case studies, and more.  There’s a bit of industry news mixed in that may or may not be of interest to you, but you’ll find some real value at SEL.

Edit:  Here’s an interesting rant from Danny Sullivan regarding today’s linkbuilding climate.  Funny stuff!  (Thanks to Jeff for pointing this out!)

Interesting Posts:

Working At Google Doesn’t Make You An SEO Expert

Why Difficult Links Should Be Your Target

Backlink Analysis From 30 Professional Backlinkers

David Mihm

Check him out at DavidMihm.com

I know that some of you are targeting geo-specific keywords and if that’s the case, David Mihm puts out some quality content you really should be checking out.  There are others in Local Search that are worth mentioning (Greg Sterling, Mike Blumenthal, etc.) but he really has his finger on the pulse of the Local SEO space and puts out some fantastic tips for getting sites like duiattorneyssandiego DOT org ranked.  He mixes in some industry news that helps to give fresh ideas on areas or niches you might want to be targeting.  Excellent stuff here.

Interesting Posts:

Local Search Ranking Factors Vol. 5 – He curates the best information from the top Local SEO’s and breaks each factor down for you…awesome stuff here.

Well…Great!  Now what about the Internet Marketing SEO’s?  To be honest with you, an overwhelming majority of them are fraudsters or snake-oil salesmen.  This is one of those areas or industries that is extremely important for those looking to get exposure, isn’t clearly defined or understood, and is ripe for over-confident and under-knowledgeable scheisters to make a living.

There are a couple I know of, though, that are worth checking out:

Jonathan Leger

Check him out at JonathanLeger.com

Sharp guy who created The Best Spinner.  His site’s not a pitch-fest like some others though…he puts out some really interesting SEO information, especially for Internet Marketers.  I particularly like how he shares his analysis along with his findings.  This part is critical…everyone has an opinion, but it’s so much more helpful when it’s backed up!

Interesting Posts:

Anchor Text Optimization – How Much Is Too Much?

Ranking In Google After Penguin

Joseph Archibald

Check him out at JosephArchibald.com

You might remember him from an interview we did with him regarding backlinking.  He’s a quirky, interesting guy that really pays attention to SEO in the IM space and methodically tests through new strategies himself and shares them with you.  I really like the fact that he freely shares and links out to others who are posting interesting information, so his site is a great “hub” to find out what other IMers are up to.  He has a strong community of readers and some great information comes through in the comments.  Definitely worth checking out.

Interesting Posts:

Using Google Images To Drive More Traffic

Top Money-Making eBook…And Post! – A great example as to how he’ll point to content from others (AdSenseFlippers and Steve Scott) when we put out good info!

Reader Suggestions

We asked you for a few of the SEO sites you’ve found helpful and you did not disappoint!  We wanted to point to a few of those resources here as a thank-you for your suggestions:

QuickSprout – This is Neil Patel’s blog, one of the founders for both Crazy Egg and KISSmetrics.  He puts out some great information on social media, SEO, and traffic generation and has a very engaged audience of readers and commenters.  Definitely worth checking out.  Thanks for the recommendation to Ralph, Marcus, and Kris!  Interesting Posts: Twitter Power Users, 2 Tier Linkbuilding, and Marketing With Pinterest.

SEOBook – Interesting and useful resource for those just starting off in SEO.  Thanks to Steve Wyman for this one!  He also recommended Internet Marketing Secrets and SEO By The Sea – SEO for advanced/intermediates here.

Point Blank SEO – Robert from the ToolTester Network mentioned this post that I have actually read before.  Here’s an interesting post on linkbuilding strategies you should check out.

Alright, if you’re looking for the best SEO strategies for niche websites, that should be PLENTY to get you started!  Still…I know I’ve missed others who are putting out some high-quality information.  Who do you recommend and read regularly?  Let us know in the comments below!  Please include the Site Name, why you think they should be included, and a link or two to your FAVORITE posts!



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Discussion

Leave a comment
  1. Sudarmajilamiran says:

    Thank for those very useful resources.
    GBU!

    • JustinWCooke says:

      No problem!

      Have any others you could share? I’ve seen your case studies…you must have some stuff you can share with us! :-)

  2. Joseph Archibald shares absolutely everything he knows. His blog is like a forum. He provides even more value in the comments.

    • JustinWCooke says:

      Absolutely, Cristina.

      Probably not as well known as some of those other sites, but I get quite a bit of value from his blog and his community, for sure…

  3. Kevin Hutto says:

    Jerry West is one of the smartest guys out there i know who is really working on his own sites and not just pitching. http://www.webmarketingnow.com/

    Also, Leslie Rohde knows a lot… not always as actionable as Jerry’s content but he is one of the best too…

  4. Ralph says:

    Jo’s site is great, exactly as Cristina says – like a form for SEO IMers. SEOMoz, yes a bit goody twoshoes SEO but whiteboard fridays are awesome.

    My new favorite is QuickSprout by Neil Patel. Really great, uniue SEO info. Grt bis ebook its great.

    Thanks for the list guys!

    • JustinWCooke says:

      Thanks for stopping by, Ralph!

      QuickSprout, eh? Checking it out now…I really like his title: QuickSprout – I’m Kind Of A Big Deal – LOL!

      http://www.quicksprout.com/

      Any particular posts that you thought were extremely useful?

      • JustinWCooke says:

        Ahhh…

        So this is the guy that created CrazyEgg and KISSmetrics…sweet! We’ve used CrazyEgg before (Joe did, anyway) I just didn’t know this was the guy that started the company. Will definitely be checking out even further…

  5. Joseph is a very good guy and I like him a lot. He’s such a guy who is down to earth and knows the SEO game especially when he has taken some bottles of beers….

    Sheyi

  6. Marcus says:

    Neil Patel at Quicksprout is one of the top bloggers I follow for advice on SEO and social media marketing. He’s a genius at getting website traffic. Neil is one of the few bloggers who’s worked with big clients like Amazon, Viacom, and NBC.

    Whenever something gets hot–Pinterest for example–other bloggers will write quickie worthless posts. Neil will write a detailed breakdown with screenshots and explain step-by-step on how to exploit a new traffic source. Hard-hitting and tactical.

    For really high-level conceptual stuff, check out SEO by the Sea by Bill Slawski. He has a law degree, and his angle is to track search engines’ patent filings and white papers. Very deep technical content that most bloggers won’t touch. Good for getting an idea for what direction the search engines are going.

  7. There isn’t a definite solution to Penguin yet, because it’s still too early. It will probably take a few more months until we see some real results and start to figure things out.

    I have found some sweet things, but I still need to test them to see if it wasn’t a fluke.

    I also recommend reading Neil Patel’s Quicksprout. He has some awesome posts about SEO. Real high-level content.

    • JustinWCooke says:

      Thanks, Chris!

      Agreed about the Penguin stuff…although most agree that effectively diversifying your links away from only exact match (to domains, partial matches, “click here’s”, etc.) seems to at least be a part of it.

  8. Joseph says:

    Yeah, that dude Joseph Archibald is knowledgeable and fun – particularly when he’s got a beer in one hand and a cigar in the other :-)

    Thanks guys for mentioning me here in the post, and thanks to everyone for the positive feedback!

    Jo

  9. paul says:

    hey justin im not sure if you have heard about this yet as i think its quite new but im using it myself as i went to the world internet summit and it was being previewed there and its pretty good. its called webfire and here is a link , hope its ok that its an affiliate link, .

    Edit: Sorry…no affiliate links…and if I’m being honest, those are the types of resources we’re looking to AVOID here, Paul.

  10. Steve Wyman says:

    Hi Guys

    Good to see Jo represented on your list.

    I’d have though Arron at SEObook.com would be appropriate as well as

    http://www.internetmarketingsecrets.com/ – Michael Campbell ( the grandfarthe rof the linkwheel/ anchor layer etc)

    Bill Slawski at http://www.seobythesea.com/ [not exactly strategy but a must read for seo and link building etc]

    • JustinWCooke says:

      Hey Steve!

      SEObook is good too, but I found it secondary to SEOMoz and Search Engine Land. Definitely taking a look at the two above. I’ll be adding some to this post in the next day or so!

  11. Thanks for this post! Have you checked out PointBlankSEO’s link building list? One of the best resources ever: http://pointblankseo.com/link-building-strategies

  12. Sunil from The Extra Money Blog wrote a great post back in January explaining exactly how he uses something he calls the pyramid model when creating the back end structure for his niche sites. According to him, this is supposed to really help with SEO. This may not apply completely for micro niche sites.. but I am trying to follow the model as best I can with my first micro niche site. Here is the post… http://www.easyextramoneyonline.com/blog/2012/01/website-structure/

  13. oddsagainst says:

    Can you explain what the SEO value for the Niche Site Gold newsletter actually means? How is it calculated?

    • JustinWCooke says:

      Hey there!

      SEO Value on the Niche Site Gold newsletter is this:

      # Exact match searches X $CPC X 1% = SEO Value.

      i.e. 1,000 X $1.50 X 1% = $15.00

      This is an EXTREMELY rough estimate on how much “value” the site could make for us monthly. More than an estimate, it acts as a standard with which we can compare potential keywords. If they’re both a 4 on Chance To Rank, I may default to the SEO Value in selecting that keyword for the week…if that makes sense.

  14. Leny Pearson says:

    After Adsenseflippers.com I rely on SEO tips from smartpassiveincome.com, Joseph Archibald, SEO Book has some cool tools and good advice as well

  15. […] Adsense Flippers SEO List […]

  16. […] Report May 2012 Best SEO Resources For Niche Sites In Defense Of Google Traffic I Want Your […]

  17. Rob S says:

    I am trying to find a location where you discuss on page SEO tactics. Things like whether you have links to authority/wiki sites from your posts etc. am I missing it in the guide or site somewhere?

  18. Rabby says:

    Hi guys, I was thrilled after watching your webiner on youtube and quickly downloaded your book (it’s great). These were the first organised set of instructions I found after I started this January. I’ve built around 20 sites following your model and 2 of them earned, some are ranking around the 30s and some didn’t rank at all. I must be doing something wrong and I believe it takes some time to get the hang of things. I noticed you get traffic even if you don’t rank for the keyword, I didn’t get that lucky though! I wanted to thank you guys as my achievements so fur isn’t bad at all for me :) And it would help if you made a post about getting long tail traffic or image traffic.

    • JustinWCooke says:

      Hey Rabby!

      Your success levels are definitely low, comparatively, but it’s hard for me to say why. Know that our first 15 sites or so were COMPLETELY messed up as we were targeting broad not exact match for the keywords, heh. My guess is that your reading of the first page of competition is a bit off and you’re still learning…hard to say for sure, though.

      A post on long tail traffic and image traffic is interesting…will consider!

  19. J. Waldron says:

    Pat Flyn has a great website at http://www.smartpassiveincome.com/
    Very informative, very transparent.

  20. […] site that you own – not only can you reach out to your current audience, you’ll also be able to drive SEO traffic to your new offering through your existing […]

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Seller Terms of Use Agreement

Effective Date: April 1st, 2016

Introduction

Welcome to Empire Flippers. We take the friction out of buying and selling websites.

This is our Seller’s Terms of Use Agreement (“Agreement”) and it contains important provisions regarding your use of this website, including provisions regarding your sale of a website, app, or other online business (“Asset”). You should review this Agreement carefully before deciding whether to list an Asset for sale through Empire Flippers. If you do not agree to the terms contained within this Agreement, you should not sell an Asset through Empire Flippers.

This Agreement is being entered by and between you, the user, and Empire Flippers, LLC (“Broker”). Broker is the owner of an online marketplace for buying and selling websites (“Services”), which are provided subject to the terms of this Agreement. You are referred to as “You”, “Your”, or “Seller”. The person or entity buying the Asset is referred to as Buyer. Buyer and Seller are collectively referred to as the Parties.

The person or entity buying your Asset is referred to as the Buyer. Buyers must agree to the Buyer’s Terms of Use Agreement available here, and incorporated into this Agreement.

BY AGREEING TO THIS AGREEMENT YOU ARE MAKING A FORMAL OFFER TO SELL AN ASSET “AS IS” AND WITHOUT ANY CONTINGENCIES EXCEPT AS OTHERWISE EXPRESSLY PROVIDED. ONLY AGREE TO THESE TERMS AND CONDITIONS IF YOU ARE WILLING AND ABLE TO COMPLETE THE SALE.

THIS AGREEMENT IS A LEGALLY BINDING CONTRACT AND YOU HAVE A DUTY TO READ THIS AGREEMENT BEFORE USING THE WEBSITE OR SERVICES. WHEN YOU LIST YOUR ASSET FOR SALE, YOU MANIFEST YOUR ASSENT TO THE TERMS AND CONDITIONS CONTAINED WITHIN THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST IMMEDIATELY CEASE YOUR USE OF THE WEBSITE OR SERVICES. BROKER RESERVES THE RIGHT TO MODIFY, AMEND, REPLACE, SUSPEND, OR TERMINATE THIS AGREEMENT AT ANY TIME AND WITHIN ITS SOLE DISCRETION. IN THE EVENT BROKER MODIFIES, AMENDS, OR REPLACES THIS AGREEMENT, THE EFFECTIVE DATE, LOCATED ABOVE, WILL CHANGE. YOUR USE OF THE WEBSITE OR SERVICES AFTER A CHANGE IN THE EFFECTIVE DATE CONSTITUTES YOUR ACQUIESCENCE TO AND ACCEPTANCE OF ANY MODIFICATION, AMENDMENT, OR REPLACEMENT.

A. Offer to Sell and Purchase Price. You have made an offer to sell an Asset through your decision to list the Asset for sale though Broker’s Services.

The first step to listing an Asset for sale is paying a non-refundable listing fee (“Listing Fee”) to Broker. Upon your payment of the Listing Fee and submission of your Asset details, Broker will perform its review of your Asset. Broker, in its sole discretion, will approve or reject your Asset for listing on the Broker’s website and participation in the Services. Broker reserves the right to reject any Asset submission for any reason or no reason at all.

You are also agreeing to provide any ancillary services, including training, as detailed on the listing page of your Asset on Broker’s marketplace.

B. Eligibility. By using the Empire Flippers’ website or Services, you warrant and agree that you are either above the age of majority in your nation, state, province, territory, or city, or the age of eighteen (18), whichever is greater. You warrant that you are of sound mind, have the capacity to contract, and agree to the terms and conditions contained within this Agreement. If you are using the Services on behalf of a business entity or third party, you warrant that you have actual authority to act as an agent of that business entity and third party and have the right and ability to agree to the terms of this Agreement on behalf of that third party or business entity.

C. Seller Warranties. Seller warrants that:

  • Seller has the full power and legal authority to execute this Agreement;
  • Seller has clear and unencumbered title to the Asset and all related assets to be sold through the Broker’ Marketplace, including all intellectual property rights;
  • Seller has not placed the Asset to be sold subject to a mortgage, pledge, lien, or encumbrance, except for those taxes which shall be prorated as of the date of the Completed Migration;
  • There are no bankruptcy or reorganization proceedings currently filed against Seller that would impede its ability to complete this Agreement;
  • To the best of Your knowledge, there is no lawsuit or pending charge against your Asset; and,
  • Seller makes no other express or implied warranties with respect to Seller.


D. Exclusive Listing. Once your Asset is listed on the Broker’ Marketplace, you agree this is an exclusive listing for a period of six months (“Listing Term”). Specifically, you agree that Broker is the exclusive permissible method to sell your Asset during the Listing Term. You may not, directly or indirectly, list, solicit offers, or attempt to sell your Asset using any other service, person, or agent for the duration of the Listing Term. If you violate this provision, you agree to pay Broker a commission of fifteen percent (15%) of the total sale price of your Asset to Broker, plus any costs and attorney fees Broker incurs in connection with enforcing this Agreement.

E. Maintenance of the Business During the Listing Period. During the Listing Period, you agree to maintain your Asset as it was prior to the Listing Period, to the best of your ability. This includes, but is not limited to, maintaining third-party links on the Asset to be sold and other websites and any marketing, advertising, or other referral source, if applicable. During the Listing Period, you also agree to maintain accurate and up-to-date business records and to provide the same to Broker upon request.

F. Sale Terms. If Broker, in its sole and absolute discretion, approves your Asset for listing in the Broker’s marketplace, Broker will suggest a listing price. Once you agree to that listing price, as evidenced by the listing of your Asset at that price on Broker’s marketplace, you are obligated to accept full listing price offers from Buyers. To be clear, by agreeing to this Agreement, you are deemed to have accepted any full listing price offers on your Asset. Any written confirmation of your acceptance of the listing price, while not required, is incorporated into this Agreement.

G. Migration Process & Inspection Period.
  • Subsequent to Buyer’s acceptance of Buyer’s Terms of Use Agreement, which is incorporated into this Agreement in whole, and payment of the Purchase Price to Broker, the process to transfer the Asset to the Buyer begins (“Migration Process”). The Parties understand and agree that the Migration Process typically takes 2 - 4 weeks to complete, but could take substantially longer. The Parties acknowledge and agree that Broker cannot guarantee a specific timeframe for the Migration Process.
  • The Migration Process is completed when the Buyer confirms sole control and ownership of the Asset or when Broker has confirmed, in its sole and absolute discretion, that Buyer is in control and has ownership of the Asset (“Completed Migration”).
  • Buyer shall have a period of fourteen (14) days from the Date of the Completed Migration to fully inspect the operation of the Asset (“Inspection Period”) upon the following terms and conditions:
    • During the Inspection Period, Buyer shall have the opportunity to confirm the Asset’s Post-Migration Monthly Net Revenue is consistent with the Asset’s Average Monthly Net Revenue.
    • Post-Migration Monthly Net Revenue is defined as the Assets’ monthly gross revenue after the Completed Migration less normal and customary expenses associated with the historical operation of the Asset as provided in the Average Monthly Net Revenue.
    • Average Monthly Net Revenue is defined as the most current information regarding the Asset’s average monthly net revenue made available on the Broker’s website.
    • Buyer shall have the right to request termination of this Agreement to cancel the sale and obtain a refund of the Purchase Price if the Post-Migration Monthly Net Revenue is less than seventy-five percent (75%) of the Average Monthly Net Revenue during the Inspection Period (“Substantive Deviation”). If the Post-Migration Monthly Net Revenue is seventy-five percent (75%) or more of the Average Monthly Net Revenue, Buyer shall have no right to request to terminate or cancel this Agreement.
    • To enforce his ability to request termination of this Agreement based on a Substantial Deviation, Buyer must 1) notify Broker in writing of his request to terminate this Agreement within the Inspection Period at support@empireflippers.com or the Zendesk ticket already being used and 2) provide evidence of the Substantial Deviation and Post-Migration Monthly Net Revenue through screenshots or providing Broker access to the Asset.
    • If Buyer requests termination of this Agreement consistent with the provisions above, Broker will conduct an investigation into the matter. The Parties agree and understand this investigation could take 2-4 weeks to complete or longer depending on the circumstances (“Broker’s Investigation Period”). Broker may require additional information from the Parties to conduct its investigation and the Parties agree to reasonably comply with such requests.
    • If Broker confirms the presence of a Substantial Deviation, Broker will cancel the sale, the Asset will be returned to Seller and the Purchase Price will be returned to Buyer. The Parties agree to cooperate to complete these actions.
    • If Broker confirms no Substantive Deviation exists, the sale will close as contemplated consistent with paragraph 7, iv.
    • Broker retains full and sole authority to determine the presence or absence of a Substantial Deviation.
    • If Buyer fails to provide written notification of his request to terminate this Agreement within the Inspection Period, Buyer is deemed to have freely and voluntarily waived any and all contingences in connection with his purchase of the Asset, including any discrepancies, fluctuations, or changes in the performance of the Asset and specifically its gross revenue, net revenue, expenses, traffic, and other metrics of performance, including any discrepancies, fluctuations, or changes in the performance of the Asset during the Migration Process or during the Inspection Period.
    • The Parties are free to waive the Inspection Period and close the sale consistent with paragraph 7, iv at any time.
  • Upon expiration of the Inspection Period, or if applicable the Broker’s determination regarding a Substantial Deviation, Broker will release eighty-five percent (85%) of the Purchase Price to Seller, which constitutes the Purchase Price minus Broker’s Commission (“Net Purchase Price”). Broker will retain the Commission.
  • The Parties agree to provide Broker all necessary information upon request to facilitate the Migration Process.


H. Default and Termination. Broker reserves the right to terminate the Migration Process at any point for any reason or no reason at all. If Broker terminates the sale, it agrees to return the Purchase Price to Buyer and the Asset to Seller.

I. Remedies for Material Breach. The Parties, including the Broker, understand and agree that monetary damages would not be a sufficient remedy for any breach of this Agreement and that, in addition to monetary damages and all other rights and remedies available at law or according to the terms of this Agreement, the non-breaching Party, including the Broker, shall be entitled to equitable relief, including injunctive relief, specific performance and/or the granting of an immediate restraining order or preliminary injunction (without posting bond) enjoining any such breach or reasonably anticipated breach as a remedy. Such equitable remedies shall not be the exclusive remedies available to the Parties, including the Broker, for breach of this Agreement, but shall be in addition to all other remedies available at law, equity or according to the terms of this Agreement. At all times, Broker retains complete discretion to cancel any sale and/or Migration Process.

J. Non-Compete Agreement. Seller agrees not to create or operate an Asset that would directly compete with the Asset for at least three years.

K. Indemnification of Buyer.
  • Seller agrees to indemnify Buyer from all liabilities arising out of Seller’s operation of the Asset prior to the Completed Migration;
  • Buyer has agreed to indemnify Seller from all liabilities arising out of Buyer’s operation of the Asset after the Completed Migration; and
  • The Parties agree to indemnify Broker from and against any and all claims, demands, judgments, liabilities, costs, and fees, including attorneys' fees, arising out of or related to this Agreement. The Parties’ obligation to defend Broker will not provide the Parties with the ability or right to control Broker’s defense, and Broker reserves the right to control its defense, including, but not limited to, the choice to litigate or settle and the choice of counsel.


L. Limitation of Liability

YOU AGREE THAT THE SERVICES ARE PROVIDED ON AN AS-IS BASIS AND WITHOUT WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, NON-INFRINGEMENT, AND TITLE. YOU AGREE THAT BROKER WILL NOT BE HELD RESPONSIBLE OR LIABLE FOR ANY CLAIMS, DAMAGES, JUDGMENTS, CHARGES, OR FEES ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, COMPENSATORY DAMAGES, CONSEQUENTIAL DAMAGES, SPECIAL DAMAGES, INCIDENTAL DAMAGES, PUNITIVE DAMAGES, EXEMPLARY DAMAGES, COSTS AND ATTORNEYS’ FEES, DAMAGES ARISING OUT OF ERRORS OR OMISSIONS, AND DAMAGES ARISING OUT OF THE UNAVAILABILITY OF THE EMPIRE FLIPPERS’ WEBSITE OR SERVICES OR OTHER DOWNTIME. YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT BROKER’S LIABILITY IS LIMITED TO THE AMOUNT THAT YOU PAID TO USE THE WEBSITE OR SERVICES OR $1,000, WHICHEVER IS LESS.

M. Indemnification of Broker.

You agree to hold harmless, defend, and indemnify Broker from and against any and all claims, demands, judgments, liabilities, costs, and fees, including attorneys’ fees, arising out of or related to: (1) the use of the Empire Flippers’ Website; (2) the use of any Service; (3) the review and listing of your website for sale; (4) the violation of any term or condition of this Agreement; (5) the violation of the rights of third parties, including rights of privacy or publicity or intellectual property rights; and (6) the violation of any law, statute, regulation, ordinance, or treaty, whether local, state, provincial, national, or international. Your obligation to defend and indemnify Broker will not provide you with the ability or right to control Broker’s defense, and Broker reserves the right to control its defense, including, but not limited to, the choice to litigate or settle and the choice of counsel.

N. General Provisions.
  • Fair Market Value. The Parties each acknowledge the Purchase Price represents fair market value.
  • Costs. The Parties agree to pay their own costs and expenses incurred with respect to this Agreement.
  • Valid and Binding Agreement. This Agreement represents a binding legal obligation and is enforceable in accordance with its terms and is binding and shall inure to the benefit of each Parties’ respective heirs, legal representatives, successors, and assigns.
  • Confidentiality. The Parties agree to maintain complete confidentiality regarding this Agreement.
  • Waivers. A waiver by either Party to any provision of this Agreement does not constitute a waiver of any other provision of this Agreement.
  • Notices. Any notice to Broker required under this Agreement shall be in writing and shall be deemed properly given when emailed to XXX.
  • No Third-Party Beneficiaries. Except as otherwise provided, nothing in this Agreement will provide any benefit to any third party or entitle any third party to any claim, cause of action, remedy, or right of any kind. This Agreement is not a third-party beneficiary contract.
  • Sections and Headings. The sections and headings in this Agreement are for organization and clarification purposes only and should not be interpreted as part of this Agreement.
  • Choice of Laws and Venue. Parties and Broker agree that any and all claims arising out of or related to this Agreement brought by or against Broker, including its validity, interpretation, breach, violation, or termination, shall be brought in the exclusive forum of the Kalamazoo County Circuit Court and pursuant to Michigan law. The Parties expressly consent to personal and subject matter jurisdiction in this forum. The prevailing party is entitled to payment of its costs, expenses, and attorney fees by the non-prevailing party for actions, disputes, or litigation arising out of or related to this Agreement.
  • Entire Agreement. Except as otherwise provided, this Agreement is the entire agreement between the Parties. This Agreement supersedes any prior written or oral agreement between the Parties.
  • Severability. If any provision of this Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.
  • Amendments. This Agreement may be amended in writing if both Parties sign and date in writing.
  • Effective Date. The Effective Date of this Agreement is the date it is agreed to by Buyer.

Depositor Terms Of Use Agreement

Effective Date: April 1st, 2016

Introduction

Welcome to Empire Flippers. We take the friction out of buying and selling websites.

This is our Depositor’s Terms of Use Agreement (“Agreement”) and it contains important provisions regarding your use of this website, including provisions regarding your deposit of money in connection with a potential purchase of a website, app, or other online business (“Asset”). You should review this Agreement carefully before deciding whether to deposit money with Empire Flippers. If you do not agree to the terms contained within this Agreement, you should not deposit money or purchase an Asset through Empire Flippers.

This Agreement is being entered by and between you, the user, and Empire Flippers, LLC (“Broker”). Broker is the owner of an online marketplace for buying and selling websites (“Services”), which are provided subject to the terms of this Agreement. You are referred to as “You”, “Your”, or “Depositor”. Collectively, Depositor and Broker are referred to as the Parties.

THIS AGREEMENT IS A LEGALLY BINDING CONTRACT AND YOU HAVE A DUTY TO READ THIS AGREEMENT BEFORE USING THE WEBSITE OR SERVICES. WHEN YOU ACCEPT THESE TERMS, YOU MANIFEST YOUR ASSENT TO THE TERMS AND CONDITIONS CONTAINED WITHIN THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU MUST IMMEDIATELY CEASE YOUR USE OF THE WEBSITE OR SERVICES. EMPIRE FLIPPERS RESERVES THE RIGHT TO MODIFY, AMEND, REPLACE, SUSPEND, OR TERMINATE THIS AGREEMENT AT ANY TIME AND WITHIN IT SOLE DISCRETION. IN THE EVENT EMPIRE FLIPPERS MODIFIES, AMENDS, OR REPLACES THIS AGREEMENT, THE EFFECTIVE DATE, LOCATED ABOVE, WILL CHANGE. YOUR USE OF THE WEBSITE OR SERVICES AFTER A CHANGE IN THE EFFECTIVE DATE CONSTITUTES YOUR ACQUIESCENCE TO AND ACCEPTANCE OF ANY MODIFICATION, AMENDMENT, OR REPLACEMENT.

  1. Deposit Amount. You are agreeing to place on deposit with Broker the amount stated for the applicable listing (“Deposit”).
  2. Information. By making the Deposit with Broker, You will be given confidential information regarding the Asset, including but not limited to access to the URL (if applicable), detailed proof of earnings, and access to seller for questions.
  3. Confidentiality and Non-Disclosure.
    1. Depositor will be provided Confidential Information after making the Deposit. “Confidential Information” shall mean nonpublic proprietary information revealed by the providing party (whether in writing, orally or by any other means) to the Depositor including (a) information expressly marked or disclosed as confidential, (b) all forms and types of financial and/or business information, (c) any and all details relating to the Asset, including its URL, detailed sales and revenue details, and any other information related to the Asset.
    2. Confidential Information shall remain the property of the providing party and all applicable rights in patents, copyrights, trade secrets and similar intellectual property rights embodied in the Confidential Information shall remain in the providing party. The Depositor party agrees to treat all such Confidential Information as confidential and shall not disclose such Confidential Information to any third party; provided that the Depositor may disclose the Confidential Information to its Representatives (as defined below) who have a need to know such information in connection with the evaluation of the purchase of the Asset. The Depositor shall use at least the same degree of care to avoid disclosure of such Confidential Information as the Depositor uses with respect to its own confidential information of like importance.
    3. The Depositor shall not use Confidential Information for any purpose other than evaluation of the Asset for purchase and shall prohibit its agents, financial advisors, employees, officers and directors (collectively, “Representatives”) from using the Confidential Information for any purpose other than as specifically agreed upon by the parties hereto.
    4. This Agreement shall not apply to information that on the effective date of this Agreement has been or thereafter is: (a) developed by the receiving party independently of the providing party and not based upon or derived from information provided or delivered by the providing party to the receiving party; (b) rightfully obtained by the receiving party from a third party without restriction; or (c) publicly available other than through the receiving party in violation of the terms of this Agreement.
    5. In the event that the Depositor is required to disclose any Confidential Information, the Depositor will cooperate with the providing party and, when possible pursuant to statutory or regulatory authority, provide the providing party with prompt written notice so that the providing party may seek a protective order or waive compliance by the Depositor with the provisions of this Agreement.
    6. The Depositor acknowledges that the unauthorized disclosure of Confidential Information may cause irreparable injury to the providing party and that, in the event of a violation of any of the Depositor’s obligations hereunder, the providing party shall have no adequate remedy at law and shall therefore be entitled to seek enforcement of each such obligation by temporary or permanent injunctive relief without proving damages, and without prejudice to any other rights and remedies which may be available to the providing party at law or in equity.
  4. Right of First Refusal. If, at any time while Depositor’s Deposit is on account with Broker, the Seller associated with the listing connected to your Deposit receives a bona fide offer below list price from any party to purchase the Asset, Broker shall notify Depositor of the offer. If Depositor does not elect to match the offer in writing within twenty-four (24) hours, Seller may then sell the Asset to the first offeror, provided the sale is on the conditions specified in the offer sent to Depositor.
  5. Refund of Deposit. Depositor may request a refund of the Deposit at any time, for any reason, or no reason at all. Broker will refund the Deposit as soon as commercially possible.
  6. Deposit Not Used for Purchase. Should you choose to make a purchase of an Asset, your Deposit will be returned to you and will not be used as a potion of the Payment Price of the Asset.
  7. Wire Fees and Other Expenses. Broker does not charge Depositor any wire or transfer fees, however, certain fees and expenses may be charged by your financial institution and are solely your responsibility.
  8. Notices. All notices required under this Agreement shall be made to Broker at support@empireflippers.com.
  9. Choice of Laws and Venue. Parties and Depositor agree that any and all claims arising out of or related to this Agreement brought by or against Broker, including its validity, interpretation, breach, violation, or termination, shall be brought in the exclusive forum of the Kalamazoo County Circuit Court and pursuant to Michigan law. The Parties expressly consent to personal and subject matter jurisdiction in this forum. The prevailing party is entitled to payment of its costs, expenses, and attorney fees by the non-prevailing party for actions, disputes, or litigation arising out of or related to this Agreement.
  10. Entire Agreement. Except as otherwise provided, this Agreement is the entire agreement between the Parties. This Agreement supersedes any prior written or oral agreement between the Parties.
  11. Effective Date. The Effective Date of this Agreement is the date Depositor consents to the same.