Selling

What a seller still owes after closing

What the holder who has sold an onchain TLD still owes the buyer: the handover file, names beneath it, silence under the NDA, a bounded period of answers.

What a seller still owes after closing

The sale of an onchain TLD has an unusually clean ending. Closing runs through escrow, the token leaves your wallet, the funds arrive, and the public record shows a new holder. Nothing is pending at a registrar and no transfer code is waiting to expire. It is tempting to treat that moment as the end of the file.

It is the end of your ownership. It is not the end of what you owe. A buyer has paid for more than a token: it has paid for a namespace it can understand and run, for the silence you promised, and for the assurance that the previous holder will not keep acting as if nothing had changed. Most of that is delivered after closing, and most of it costs you very little if you prepared it before.

This article is written for the holder who has just sold, or is about to. It covers the duties that survive the transfer: handing over records and context, settling the names you kept or passed on, staying quiet under the NDA, ceasing to use the name, and answering the buyer’s questions for an agreed period. It also says where those duties stop.

Why a seller’s obligations outlast the transfer of the token

A Freename TLD exists as a token, written onchain and kept in a wallet. Closing moves that token to the buyer’s wallet. From that transaction on, the buyer is the only party who can issue names under the TLD, set their price or manage the TLD in any way, because management belongs to the holder alone and cannot be delegated.

That technical fact has two consequences for you. The first is a relief: you cannot be asked to keep running anything. There is no period in which you operate the TLD on the buyer’s behalf, since you no longer hold it. The second is the reason for this article: everything the token does not carry has to travel some other way. It does not carry your reasons for pricing names as you did, the correspondence you had with people who registered names, the files behind a website, or the knowledge of which questions you already asked the registry and what it answered.

Your remaining duties come from two sources, and it helps to keep them apart.

The first is the sale agreement and the NDA. These are written, and they say what you promised: usually a handover of defined materials, cooperation for a defined period, confidentiality, and an undertaking about the names you hold beneath the TLD.

The second is ordinary good practice between two parties in a small market where conduct is remembered. Nobody can enforce it, but it explains why a careful seller forwards a message that arrives after the support period has ended.

Where the two diverge, the written agreement decides. Contract rules differ from one country to another, so if the wording is unclear, ask your own counsel before you rely on memory.

The handover file: records and context the token does not carry

The handover file is the set of materials you deliver so that the buyer can run the TLD without calling you. It is best assembled before closing and delivered at closing or within days of it. A file built afterward, from memory, is thinner and leads to more questions later.

The table sets out what a complete file holds. A TLD that never had a name issued under it has a short file, and that is fine.

Item What you hand over Why the buyer needs it
Registry account context Program terms you accepted, and the registry’s written answers To know which conditions apply to it
Names issued A list of names under the TLD, with your notes on each To tell your names from third parties’
Pricing history The prices you set and when you changed them To explain past registrations
Correspondence Exchanges with registrants and with parties who approached you To continue relationships, not restart them
Content Source files of any site or page published under the TLD To republish under its own control
Open matters Anything unanswered, promised or disputed To avoid being surprised by it

Three points about this file deserve more than a table cell.

Context is the part sellers forget

Records are easy: you export them. Context is what you know and never wrote down. Why did you hold back certain names? Did someone ask for a name and get refused, and on what ground? Was a price set high to discourage registration rather than to earn from it? A buyer who inherits a namespace without this reads your decisions as accidents. A page or two of plain notes, stating what you did and why, is worth more than an export of data the buyer cannot interpret.

Personal data needs care before it changes hands

Correspondence with registrants may contain personal data: names, contact details, sometimes more. Whether you may pass it to the buyer, and on what basis, depends on the privacy rules that apply to you and to the people concerned, and those rules vary by country. Settle this with your counsel before closing. Where you cannot pass the correspondence itself, a summary without personal details often serves the same purpose.

Content published under the TLD

If you published a website under the TLD, the buyer receives the name but not automatically the working files behind the pages. A site built with Freename AI, the registry’s builder, is published to IPFS, a network that stores content by its fingerprint and not by its location, and is reached through the onchain name in browsers that support it. Agree in writing whether the content is part of the sale. If it is, hand over the source files. If it is not, take the site down.

One thing the handover file must never contain is access to your wallet. The buyer takes the token into a wallet it controls, never your keys, your recovery phrase or a login to your accounts. A handover that involves sharing a secret is a handover done wrong.

Names beneath the TLD: kept, transferred, or someone else’s

The names under the TLD are where sales most often leave a loose end. A name issued under a TLD sits with whoever it was issued to, and you should not assume that selling the TLD moves any of them by itself.

There are three situations, and the sale agreement should say which names fall in which.

Category What happens at closing What you owe afterward
Names you hold and agreed to transfer They move to the buyer, by agreement Complete the transfers on schedule
Names you hold and agreed to keep They stay in your wallet Use them only as the agreement allows
Names sold to third parties Nothing: they remain with their holders An accurate account of them, no more

Names you agreed to transfer

Names that you hold yourself under the TLD can pass to the buyer along with it, if the two of you agree. These transfers may be separate steps from the transfer of the TLD itself, and they may not all happen at the same moment; settle the mechanics with the registry or the venue before closing. If any name is still in your wallet after closing, completing its transfer is the first thing you owe. Confirm each one to the buyer with a reference to the public record, and do not change the records attached to a name between closing and transfer.

A name that points somewhere, for example to a wallet address that receives payments, should be handed over in a state you have agreed. Either clear its records before transfer or tell the buyer exactly what they point to. A buyer who finds pay.yoursector still resolving to the seller’s wallet a month later has a reasonable complaint.

Names you agreed to keep

Sometimes a seller keeps one or two names: a personal name, or one tied to a project that is not part of the sale. What you owe afterward is restraint. A kept name sits under a TLD that now belongs to someone else, and the buyer’s reputation is attached to everything beneath it. Use the name for the purpose you stated, do not present it as an official name of the namespace, and do not sell it on to a party the buyer would object to without checking what the agreement says about onward transfer.

Whether the holder of a TLD can withdraw or alter a name that has already been issued is decided case by case, and you should not assume the answer in either direction. A written term in the sale agreement about your kept names protects you better than an assumption about what the new holder can or cannot do.

Names that belong to third parties

Names you sold to other people before the sale are theirs, and they stay theirs when the TLD changes hands. You owe the buyer an accurate picture of them: how many, issued when, on what terms, and anything you promised their holders. If you made a promise that the buyer is expected to honor, such as a commitment about future pricing, it must be in the handover file in the words you used.

Do not contact registrants about the sale unless the agreement provides for it. Whether a change of holder is announced is the buyer’s decision.

Continued confidentiality under the NDA

The NDA that covered the negotiation does not expire at closing unless it says so. Most mutual NDAs keep their obligations alive for a stated period after the discussions end, and a sale agreement usually adds its own confidentiality clause. Read both and live by the stricter.

What stays confidential is normally broader than sellers expect. The price is the obvious item. The identity of the buyer is the next, and often the most sensitive, because a buyer may have acquired the TLD for a project it has not announced. The terms, the timetable, the existence of other interested parties and what the buyer told you about its plans are typically covered too.

There is one thing no NDA can make private. The transfer sits on the registry’s open record, where any visitor to a block explorer can see that the token moved and when. Your obligation is therefore not to hide the transfer, which you cannot do, but to add nothing to it. The record shows wallet addresses. It does not show who stands behind them or why the token moved. Those are the facts you hold and must keep.

Some people have a legitimate need to know. Your accountant, your tax adviser and your lawyer need the figures, and most NDAs permit disclosure to professional advisers who are themselves bound to confidence. Check the wording, because these exceptions are drafted differently from one agreement to the next.

Confidentiality also covers what you learned, not only what you signed. During the sale the buyer may have explained how it intends to use the namespace. Using that knowledge for yourself is conduct an NDA exists to prevent, whether or not you ever repeat a word of it.

Ceasing to use the name you no longer hold

Once you have sold, you stop using the TLD as if it were yours. In practice, traces of ownership are scattered across places you set up once and forgot.

Go through them in order:

  • How you describe yourself. Profiles, biographies, presentations and email footers that name you as the holder or operator of the TLD are out of date from the moment of closing. Remove the claim. Do not replace it with “former holder” unless the buyer has agreed that the sale may be mentioned at all.
  • Where the name appears as an address. If you gave out a name under the TLD as a way to pay you, and that name has moved to the buyer, people who saved it may still send funds to it. Tell your counterparties to use another destination, and tell the buyer if you expect stray payments so that they can be returned.
  • Materials you published. Pages, documents and posts that invite people to register names under the TLD through you should come down. An old page with old prices creates expectations the new holder must then manage.
  • Tools you connected. If you managed the TLD through an AI assistant connected to the registry’s MCP server, that assistant acted as the holder while you were the holder. Check what it can still reach in your account, and remove instructions or saved context that refer to the TLD you sold.
  • Accounts and inboxes. Any contact address you published for the namespace will keep receiving messages. Decide with the buyer whether you forward them, redirect them or close the address.

A second, quieter duty sits beside these: do not act against the asset you sold. Sale agreements differ widely here. Some restrict the seller from registering confusingly similar strings, some from approaching the registrants of the TLD, some say nothing. Where the agreement is silent, the law of your country may still imply limits, which is a question for your counsel. None of this stops you from holding other TLDs or continuing your other activities.

Answering the buyer’s questions for an agreed period

Even a good handover file leaves questions. The buyer finds a name whose purpose is unclear, or a message from a registrant referring to a conversation it never saw. A period after closing in which you answer such questions serves you as much as the buyer: it gives the questions a channel and an end.

Three things should be agreed before closing, and written down.

The length. A defined period, in weeks or months, starting on the closing date. The right length depends on how much has been issued under the TLD. What matters is that the period has a last day.

The channel. One address or one named contact on each side, and a reasonable time to reply.

The scope. What you answer and what you do not. The table gives a division that works in most sales.

Within the support period Outside it
Why a past decision was taken What the buyer should decide next
What a record or message refers to Operating or promoting the TLD
Who to ask at the registry, and what was asked before Negotiating with the registry for the buyer
Correcting an error in the handover file New work, such as building a site

The line between the two columns is the line between information and work. You owe what you know. You do not owe labor, and you could not supply the operational kind anyway, since only the holder can act on the TLD. If the buyer wants more, that is a separate engagement on separate terms. Putting a newly acquired TLD to work is a subject of its own, covered on the site under post-transfer activation.

Answer in writing, even briefly. A written answer is not asked twice, and it protects you if a later dispute turns on what you said. Say plainly when you do not know.

When the period ends, say so. A short message on the last day gives both sides a clean date.

The registry relationship after you have sold

Under Freename’s royalty program, part of the fee for each name registered beneath a TLD goes to its holder, on the registry’s terms and activation conditions. Taking part carries an annual cost that the registry sets, although older registration terms gave some TLDs the program for life. Whether those older terms follow the TLD to a new holder is a question to put to the registry before closing, not something to infer afterward. If you told the buyer anything about this during the negotiation, the registry’s written answer belongs in the handover file. If the question was never asked, say that.

After closing, two smaller matters remain. First, anything the registry sends you about the TLD, such as a notice or a query from its support team, should be passed to the buyer promptly, since you are no longer the party who can act on it. Second, any amount that accrued to you before closing but arrives after it, or the reverse, should be handled as the agreement says. The simplest rule is a cut-off at the closing transaction, chosen in writing.

When something reaches you that now belongs to the buyer

For some time after a sale, things addressed to the old holder will keep arriving.

An approach from someone who wants the TLD or a name under it. You cannot sell what you do not hold, and you cannot say who does. If the sale ran through an intermediary, pass the approach to it; otherwise pass it to the buyer’s contact and let the buyer decide whether to answer.

A complaint about a name under the TLD. A third party may write to say that a name imitates its brand or is being misused. Forward it to the buyer without delay and without comment on its merits. Whether you carry any responsibility for conduct during your time as holder is a legal question that depends on the facts and the country, and your counsel should see the complaint.

A payment sent to you by mistake. Funds meant for the namespace, or sent to a name that used to resolve to your wallet, are not yours. Return them or pass them on as the buyer directs, and keep a record of what you did.

A discovery that something in the handover file was wrong. You may realize later that you omitted a name, misdescribed a promise to a registrant or handed over an outdated file. Tell the buyer when you find it. A seller who corrects its own error early is in a stronger position than one whose error is found by the other side. If the agreement sets out how inaccuracies are notified, follow it.

The seller’s own file: what you keep for yourself

Keep the signed agreement and the NDA, the references of the closing transactions as they appear on the public record, the handover file exactly as delivered, and every written answer you gave during the support period. Keep evidence of how and when you acquired the TLD and what it cost you, because the difference between that and the sale price is what a tax authority will ask about.

How the proceeds are taxed, and how they are recorded if you sold through a company, depends on your country and on how you held the asset. Give your accountant the documents early and let them decide.

Store this file somewhere that does not depend on the wallet you sold from, and keep it for as long as claims under the agreement can be brought, which your counsel can tell you.

Closing your side of the file in the first week

The duties above are easiest to discharge quickly, while the details are fresh and the buyer is paying attention.

A seller's first week after closing
  1. Confirm the recordLook up the TLD on a block explorer and note the closing transaction. Do the same for each name that was due to move with it.
  2. Finish the transfersSend any agreed name that is still in your wallet, in the state you agreed, and confirm each one to the buyer in writing.
  3. Deliver the handover fileSend the complete file through the agreed channel and ask the buyer to acknowledge receipt. Keep an identical copy.
  4. Remove your tracesTake the TLD out of your profiles, pages, payment details and connected tools, and take down any content that was not part of the sale.
  5. Fix the support periodRestate in one message the start date, the end date, the contact on each side and the scope, so nobody has to search the agreement for them.
  6. Brief your advisersGive your accountant and your lawyer the documents they need, and file your own copy of everything away from the wallet you sold from.

If you have not closed yet, the better moment to do most of this is before the transfer. Draft the handover file while you negotiate, agree the holding sentence for questions about the sale, and write the support period into the agreement with its three terms. The free TLD Readiness Score is a quick way to see which records a buyer will expect and which of them you are missing.

Where Hush Partners acts in a sale, the same named partner stays with the file up to closing, the mutual NDA applies to all of it, and the transfer goes through onchain escrow. The stages are set out on the how it works page, and the page about sell-side mandates is the one for a holder who wants a buyer found. The contact form is the way to reach us.

Questions people ask

Can the buyer ask me to take the TLD back if it changes its mind?

Not unless the agreement gives it that right. Treat a completed transfer as final in practice; a sale agreement ordinarily makes it final as a legal matter too, apart from the remedies it provides if a statement you made proves untrue. A buyer who simply regrets the purchase has an asset it can sell, not a claim against you. Your counsel can confirm how your agreement and your country’s law treat this.

May I say publicly that I once held the TLD?

Only if the agreement or the buyer allows it. The public record shows that a wallet held the token before the transfer, but it does not name you, and linking yourself to that wallet in public may reveal more about the sale than the NDA permits. Ask the buyer in writing before you mention it anywhere.

Do I owe anything to the people who registered names under the TLD while I held it?

You owe them whatever you promised them, and a sale does not release you from a promise that you personally made unless the buyer has taken it over and the registrant has been told. This is why any such promise must appear in the handover file and, where it matters, in the sale agreement itself. What the law adds to that varies by country.

The Hush Partners desk

Notes from the desk. Written by the people who run the files.

Tell us what you hold. Quietly.

One named partner reads every request. Holders start with a private valuation. Organizations start with a confidential brief.