How to buy a Telegram channel

In today’s world, Telegram channels with a stable audience are becoming a valuable asset that can not only promote ideas and projects but also generate significant income through advertising placements. Given the growing popularity of this platform, many entrepreneurs and companies are eager to acquire such channels to expand their influence and increase their revenues.

However, the process of buying a Telegram channel requires special attention and caution. It is important to remember that there are fake channels or channels with artificially inflated subscriber counts on the market, so one must know how to protect their interests and avoid unpleasant situations.

In this material, our lawyers will share recommendations for the safe purchase of a Telegram channel. We will discuss key points to pay attention to when finalizing the deal, as well as provide a sample contract that will help minimize risks.

For your convenience, you can download the contract template using the link:

 

How to conduct a deal for buying a Telegram channel?

One way to make such a purchase is to turn to specialized marketplaces and exchanges where channel owners post their sales offers. However, this approach comes with certain risks and drawbacks.

Marketplaces often do not take responsibility for the execution of transactions, which creates favorable conditions for dishonest sellers. As a result, you may find yourself in a situation where the channel you purchased turns out to be fake.

Additionally, one cannot forget about financial aspects: exchanges usually charge a commission on the transaction value, which further increases the buyer’s costs.

The most promising option is to conclude a deal directly with the channel owner. This approach minimizes risks associated with dishonest practices. If you find a suitable channel, it is advisable to establish contact with its owner and discuss the terms of the deal directly. Concluding a sales contract will clearly define the rights and obligations of the parties and protect the interests of both the buyer and the seller.

How to conclude a contract if the seller and buyer are from different countries?

If the two parties to the contract are in different countries, their relationship is governed by the norms of international private law. This means that when formalizing such relationships, it is necessary to consider the specific features inherent in the legal systems of various states.

In this context, you can remotely conclude an international contract that will serve as a legal basis for regulating your obligations.

In the case of buying and selling a Telegram channel, it is advisable to use a contract for the assignment of exclusive rights to intellectual property results. This choice is based on the fact that a Telegram channel, as a product of the digital environment, is a result of its creator’s intellectual activity. Therefore, from a legal standpoint, it cannot be considered an ordinary commodity.

Why can’t a classic sales contract be concluded? The fact is that it implies the transfer of ownership rights to tangible items or goods. This does not correspond to the essence of a Telegram channel, which is an intangible asset possessing exclusive rights to use content and other elements associated with it.

How to choose applicable law

Modern international contracts allow the parties to choose the applicable law themselves.

Applicable law is the legislation that the parties of an international contract select to govern their relationships. Choosing applicable law enables the parties not only to define the rules that will regulate their obligations but also to minimize legal risks.

Thus, selecting applicable law becomes a critically important step for the successful resolution of disputes. Incorrectly determining jurisdiction can lead to serious consequences, so we strongly recommend consulting qualified lawyers who can help you choose the most appropriate jurisdiction considering your personal preferences and circumstances.

To illustrate, let’s provide an example of how different rules for the sale and purchase of Telegram channels are stipulated in different countries and jurisdictions.

In the laws of European Union states, there is a provision stating that it is prohibited to alienate a person’s exclusive rights to their remuneration. Therefore, if you have copyrighted content in your Telegram channel, the channel owner – the author of the text – under EU law will not be able to grant you the right to remuneration for the distribution of that text. If you decide to include such a condition in the contract, it will make it vulnerable.

There is also a peculiarity in U.S. law – there, all rights related to the creation of software belong to the employer (legal entity). Therefore, if you developed a chatbot for a Telegram channel as part of your job assignment and specified U.S. law as applicable law, you risk losing rights to that program.

This contrast underscores the necessity for a careful approach to choosing the law that will protect your interests.

Essential terms of the contract

Essential terms of the contract are those provisions of your international contract without which the contract will be considered unformed and will not entail any legal consequences.

The list of essential terms of the contract depends on the legislation you have chosen as applicable law.

However, regardless of this, in all countries around the world, an essential term will always be the subject of the contract – that is, the objects that are transferred from the seller to the buyer of the Telegram channel.

When purchasing a Telegram channel, the subject of the contract will include:

  • the channel itself (its name, URL)
  • content posted on the channel
  • the right to use the logo, brand, or other related assets (if they exist for this channel)
  • chatbots (if they exist for this channel)

The main part of the URL is the domain name. This is a unique set of characters that allows for the individualization of an internet resource. When purchasing a Telegram channel, you should also include the domain name as part of the contract’s subject, as a unique domain will help distinguish your Telegram channel among hundreds of others.

To transfer all rights to the content in a Telegram channel, it needs to be documented. This can be done through screenshots that capture the content of interest. The screenshots can be attached to the contract.

A question arises: can screenshots really be recognized as evidence in case of a dispute? Yes, most countries around the world accept screenshots as evidence.

For example, the legislation of the United Arab Emirates allows the use of screenshots in court, provided they are «valid and authentic». In some other countries, it is required to notarize screenshots to prove that they are not forged. If you want to be cautious, we recommend having the screenshots notarized.

Content also includes materials created using Telegraph (the article editor from the Telegram team). Instructions and articles on Telegraph that are posted in the purchased Telegram channel are protected by copyright. If they are important to you and hold value, make sure to document them and include a clause about this in the contract.

In some jurisdictions, there is a provision for issuing a protective document for certain exclusive rights—such as a copyright certificate in the U.S. Sometimes such a certificate of exclusive rights from the state is mandatory – for example, in Venezuela.

Why is this important? If you have such a protective document for material created using Telegraph, you should specify its details in the text of the sale contract for the Telegram channel to maximize your protection.

How to transfer a chatbot in a Telegram channel via contract

When purchasing a Telegram channel, it is important to include a clause in the contract regarding chatbots, which may also hold value for you. Legally, a chatbot is considered software and thus falls under exclusive rights. Document in the contract which specific chatbot you wish to acquire along with the Telegram channel.

However, a question arises: how do you protect the chatbot from illegal copying? It all depends on the applicable law chosen by the parties.

For example, if you have chosen U.S. law as applicable law, you will need to refer to precedents to protect the chatbot.

A well-known precedent is Computer Assocs. Int’l v. Altai. In this case, the court formulated the «abstraction, filtration, comparison» test, which can help protect your rights to chatbots in a Telegram channel in case of illegal copying. By studying and comparing the purpose of the chatbot, its structure, algorithms, and source code, the court will determine whether these elements were copied and whether you deserve legal protection under the sale contract for the Telegram channel.

If you have chosen another jurisdiction as applicable law, the method of protecting the chatbot from illegal copying will depend on the specifics of local law.

How to safely transfer rights to a Telegram channel?

After signing the contract, it is important to ensure the safe execution of its terms to avoid potential fraudulent actions by the seller and guarantee the transfer of the Telegram channel.

One of the most effective and common ways to secure the transaction is to involve an escrow agent – a third party trusted by both the buyer and the seller. This escrow agent can be a professional lawyer, and we are also ready to act as intermediaries in this transaction, providing maximum protection for the interests of all parties involved.

The procedure for a safe transaction includes several stages:

  1. At the first stage, the escrow agent initiates the creation of a separate chat in Telegram, which includes all participants in the transaction: the seller, the buyer, and the escrow agent. This ensures transparency in communication and records all actions of the parties.
  2. At the second stage, the buyer transfers money to the escrow agent (intermediary). This step is crucial, as the funds remain under the control of a neutral party until all obligations are fulfilled.
  3. After receiving the funds, the seller completes all sessions in the Telegram channel and changes the linked phone numbers to the buyer’s number. To confirm this action, the seller sends screenshots to the escrow agent as evidence of the completion of the transfer process.
  4. The buyer must check their access to the account and change the password to a new one. At this stage, it is important to ensure that all terms of the transaction have been met.
  5. Once the buyer confirms to the escrow agent that the seller has fulfilled their obligations, the escrow agent transfers the money to the seller. This process concludes the transaction.

It is worth noting that the escrow agent may charge a small fee for their services. However, this is a necessary condition for conducting a safe transaction. Based on the practice of international purchase agreements for Telegram channels, involving an escrow agent is the only way to minimize risks for both parties.

What can we offer you?

As you may have noticed, drafting an international contract for purchasing a Telegram channel requires careful and thorough attention to all legal details.

Incorrectly drafting even the smallest condition can lead to serious consequences, including a lack of legal protection. In case of disputes or discrepancies in the terms of the contract, you risk losing not only your financial investments but also your ability to protect your interests.

We offer you to take advantage of our professional lawyers’ services, who have experience in international private law and know all the nuances of transactions involving intellectual property. Our specialists will carefully examine your needs and help draft a competent contract that meets all legal requirements and protects your interests.

With our experience and knowledge, you will be able to easily and safely acquire a Telegram channel, minimizing risks and ensuring reliable legal protection for yourself.