THE JOCKEY CLUB’S TERMS AND CONDITIONS OF USE FOR REGISTRY.JOCKEYCLUB.COM
PLEASE READ THESE TERMS AND CONDITIONS OF USE (“TERMS”) CAREFULLY
BEFORE ACCESSING OR USING REGISTRY.JOCKEYCLUB.COM (the “WEBSITE”).
BY ACCESSING OR USING REGISTRY.JOCKEYCLUB.COM, YOU AGREE TO BE
BOUND BY THESE TERMS [INCLUDING,
WITHOUT LIMITATION, THE BINDING ARBITRATION AND DISPUTE RESOLUTION PROVISIONS
CONTAINED IN SECTION 15.8 OF THESE TERMS] AND BY OUR PRIVACY
POLICY, ACCESSIBLE VIA registry.jockeyclub.com/registry.cfm?page=dotIRprivacynotice. IF YOU
DO NOT WISH TO BE BOUND BY THESE TERMS [INCLUDING, WITHOUT LIMITATION, THE
BINDING ARBITRATION AND DISPUTE RESOLUTION PROVISIONS CONTAINED IN SECTION 15.8
OF THESE TERMS] AND THE PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THE WEBSITE.
THE JOCKEY CLUB MAY MODIFY THESE TERMS AT ANY TIME, AND YOUR
CONTINUED ACCESS TO THE WEBSITE WILL BE CONDITIONED UPON YOUR ACCEPTANCE OF THE
MODIFIED TERMS OF THIS AGREEMENT. YOU AGREE TO REVIEW THESE TERMS
PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE
OF THE WEBSITE SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE
MODIFIED TERMS.
BY ACCESSING OR USING THE WEBSITE, YOU AGREE THAT YOU HAVE READ
AND UNDERSTAND THE PRINCIPAL RULES AND REQUIREMENTS OF THE AMERICAN STUD BOOK
(“RULES”) (LOCATED AT: registry.jockeyclub.com/registry.cfm?page=tjcRuleBook) AND YOU
AGREE TO BE BOUND BY THE RULES. To the extent there is any conflict between the
Rules and these Terms, the Rules govern.
This Website is maintained by The Jockey Club at registry.jockeyclub.com (also
known as Interactive RegistrationTM) for the purposes of
facilitating registration-related business with The Jockey Club Registry. This
includes submission of registration forms, checking of registration status,
assignment of Digital Certificates Managers and movement of Digital
Certificates of Foal Registration, browsing of the Online Names Book and other
services.
Please be advised that The Jockey Club is
a pedigree registry for Thoroughbred horses, not an ownership or title
registry. Accordingly, any information presented by this Website or
otherwise presented or displayed by The Jockey Club concerning the “owner” of a
horse is based solely upon information provided by others to The Jockey Club
and such information is in no way warranted or otherwise offered by The Jockey
Club as being an accurate representation of who is the actual owner or title
holder of a particular Thoroughbred. In no event should you rely upon the
information presented by this Website as evidence of ownership of or title to
any horse.
For the purposes of these Terms and Conditions of Use, the terms
below have the following meanings:
“Certificate of Foal Registration” means the official identification document for a Thoroughbred
registered by The Jockey Club, which may be a printed document or it may be in
a digital format.
“Certificate Manager” means a person who has been
authorized to control the disposition of a Digital Certificate until such time
as that Certificate Manager designates another person or entity as Certificate
Manager.
“Digital Certificate” means a Certificate of Foal
Registration in digital format.
“Owner” means a person or entity that has been, from time to time,
identified by a customer of the Registry as an “owner” of a particular
Thoroughbred and the term does not mean (a) that such “owner” actually maintains
legal title over the particular horse or (b) that the person identified as
“owner” has the right to manage a particular horse’s Digital Certificate unless
such person is the Certificate Manager for that horse.
1 TERMS
AND CONDITIONS OF USE
1.1
The Jockey Club (“TJC”, “we” or “our”) provides you with access to The Jockey
Club Interactive Registration™ via the Website subject to these Terms. These Terms
also apply if you accessed the Website via registry.jockeyclub.com/registry.cfm?page=dotIRprivacynotice,
thoroughbredconnect.com,
tjctip.com or
otherwise.
As noted above, TJC may modify these Terms from time to time without providing
you with notification of any such changes. You can always obtain the most
current version of these Terms here. Additionally, when using any particular
service on the Website, you may be subject to special guidelines or rules
posted in connection with any such service including, without limitation, the
Rules (identified above); all such guidelines or rules are hereby incorporated
by reference into these Terms. To the extent that there is a conflict between
these Terms and any other rules presented to you via another service of ours,
the terms of such additional rules shall govern.
1.2
You understand that, except for information, products or services clearly
identified as being supplied by TJC, TJC does not operate, control or endorse
any information, products or services on the Website in any way. Except for
TJC-identified information, products or services, all information, products and
services identified via the Website or on the Internet generally are offered by
third parties.
1.3 You
also understand that TJC cannot and does not guarantee or warrant that files
available for downloading through the Website will be free of
infection or viruses, worms, Trojan horses, spyware or other code that manifest
contaminating or destructive properties. You are responsible for implementing
sufficient procedures and checkpoints to satisfy your particular requirements
for accuracy of data input and output, and for maintaining a means external to
the Website for the reconstruction of any lost data.
1.4 TJC
provides the capability of inputting information, documents or other materials (collectively,
“Information”) to TJC via the Website and making changes to information
presented via the Website. Whenever you undertake any such activity or use the
Website in any capacity, you represent and warrant the following to TJC:
(a) That
you have full authority to transmit such Information to TJC;
(b) That
you have full authority to input such Information and/or make any changes to
such Information within the Website;
(c)
That all Information you supply is truthful, current, complete and
accurate in all respects;
(d) That
you will maintain all Information and promptly update it in the event of any
changes or incorrect information;
(e) To
the extent you are to receive any documents or other materials from TJC or its
agents, you are authorized to receive the same;
(f) That
you have read, understand, have complied with and agree to be bound by these
Terms as well as the Rules;
(g) You
agree, with respect to all issues regarding the horses(s) related in any way to
TJC, to be subject to and bound by Rule 19 (Deceptive Practices), Rule 20
(Appeals and Hearings), and Rule 21 (General Rules); and
(h) That
your use of the Website is a permitted use under these Terms and the Rules and
that any other use is a material breach thereof.
1.5 The
Website provides users with access to a rich collection of Thoroughbred-related
registration data and services. Some services we offer gratis and others are
provided for a fee. The Website is intended for the exclusive use of conducting
registration-related business with TJC, confirming the identity of
Thoroughbreds via the use of markings and photographs officially recorded by TJC
or via tattoo numbers or microchip numbers, or facilitating aftercare
arrangements for Thoroughbreds via Thoroughbred Connect. Any other use of the
Website is strictly prohibited, including, without limitation, obtaining
pedigree information or other registration-related information from the
Website. The Website may include advertisements; these advertisements are
necessary for TJC to provide you with the Website. Unless specifically noted to
the contrary, any new features or enhancements to the Website shall be subject
to these Terms. You understand and agree that the Website is provided to you on
an "as is" basis and TJC assumes no
responsibility for the timeliness, deletion, mistaken delivery or failure to
store any Information provided by you or provided by any third party. TJC
explicitly disclaims any responsibility for the content or availability of
information contained in TJC’s search indexes or directories. TJC also
disclaims any responsibility for the completeness or accuracy of any directory
or search result.
1.6 Use
of Thoroughbred Connect for reasons other than for facilitating Aftercare for
Thoroughbreds (including, but not limited to, attempts to harass, humiliate or
disparage a specific individual, individuals or entity) or use of the Website
for any non-permitted use under these Terms is strictly prohibited and is a
material breach of these Terms.
1.7
In connection with your use of the Website, you agree you will not:
(a)
Transmit any message, information, data, text, software or images, or other
content ("Material") that is unlawful, harmful, threatening, abusive,
harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise
objectionable or that may invade another's right of privacy or publicity;
(b)
Impersonate any person or entity, including, but not limited to, a TJC
official, or falsely state or otherwise misrepresent your affiliation with a
person or entity;
(c)
Post or transmit any Material that you do not have a right to reproduce,
display or transmit under any law or under contractual or fiduciary
relationships (such as, but not limited to, nondisclosure agreements);
(d)
Knowingly post or transmit any Material that contains an infection or viruses,
worms, Trojan horses or other code that manifest contaminating or destructive
properties;
(e)
Delete any author attributions, legal notices or proprietary designations or
labels that you upload to any communication feature;
(f)
Take any action that imposes, or may impose, in TJC’s sole and absolute discretion,
an unreasonable or disproportionately large load on TJC’s infrastructure and/or
that adversely affects the availability of its resources to other users;
(g)
Post or transmit any unsolicited advertising, promotional materials, "junk
mail", "spam," "chain letters," "pyramid
schemes" or any other form of solicitation or any non-resume information
such as opinions or notices, commercial or otherwise;
(h)
Violate any applicable local, state, national or international law;
(i)
Upload or transmit any Material that infringes any patent, trademark, trade
secret, copyright or other proprietary rights of any party;
(j)
Delete or revise any Material posted or transmitted
by any other person or entity without their expressed authorization;
(k) Manipulate or
otherwise display, database, modify, frame, create derivative works from or
otherwise distribute any content of the Website either electronically or
manually;
(l) Register,
subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt
to unsubscribe, any party for any TJC product or service if you are not
expressly authorized by such party to do so;
(m) Use any robot, spider, scraper,
automated query program, web crawler, scripts, inquiries or any other automated
means, by whatever name known, to post, transmit and/or access the
Website for any purpose without TJC expressly
providing, in an authorized writing, such permission;
(n) Bypass measures we
may use to prevent or restrict access to the Website; or
(o) Otherwise violate the
limited scope of permission herein expressly granted.
Any act or use by you that violates any of the above agreements is
strictly prohibited and shall be a material breach of these Terms.
1.8
TJC may, from time to time, audit the activities of users of the Website to
detect patterns of abuse and non-compliance with these Terms and TJC has the
right to suspend or terminate your use of the Website and refuse to
you any and all current or future use of the Website if, in the sole
judgment of TJC and without notice to you, such abuse or non-compliance with
these Terms is detected.
1.9 With
respect to Digital Certificates, Certificate Manager designations, Owner
designations, errors or required updates regarding the assignment of a Digital
Certificate, TJC reserves the right to make corrections based upon such evidence
and assurances as TJC may require.
1.10 If TJC becomes aware of conflicting information with
respect to the ownership of a horse, or other rights in or related to a horse or
a Digital Certificate ("Ownership Issues"), TJC may (but is not
obligated to) request additional information and TJC may defer action related
to the horse until the interested parties agree to resolve the Ownership Issues
or TJC may take action based upon a court order (see Rule 21(F) of the Rules)
or such other factors it deems appropriate in its sole and absolute discretion.
TJC shall have no obligation to any party arising out of its decision to defer
action or to take action.
1.11 You agree and acknowledge that (a) to the extent you are
not the designated Certificate Manager at a particular time, you will not be
accorded with the abilities to undertake the activities that are accorded to
Certificate Managers and (b) among the activities Certificate Managers are able
to undertake via the Website is changing the identification of the Owner of the
particular Thoroughbred to which the Digital Certificate relates.
1.12 For the avoidance of doubt, TJC does not make and
expressly disclaims any covenants, representations or warranties that (a) an
individual or entity listed as a Certificate Manager is the legal owner or
agent of the Thoroughbred to which a particular Digital Certificate relates, (b)
third party information associated with a Digital Certificate is complete or
accurate or (c) the Owner presented within the Website is the legal owner or
possessor of title of the subject horse. The fact that a person is
identified as Certificate Manager does not confer any additional rights on such
person, except that the person has the temporal right to affect assignment of the
subject certificate to other persons. Once a Digital Certificate has been assigned
by a Certificate Manager to a recipient Certificate Manager, the conveying
Certificate Manager will no longer be deemed to be the Certificate Manager for
the horse to which that Digital Certificate relates.
1.13 State/Provincial breeders associations and other entities
authorized by TJC to place logos on Digital Certificates (an “Entity”). If you
are an Entity that has been granted authorization by TJC to enable placement of
your Entity’s logos on Digital Certificates, you acknowledge and agree that
such authorization and placement is subject to these Terms as well as the
following:
(a) TJC will place the Entity’s
logo on the Digital Certificate of a Thoroughbred that the Entity has indicated
is enrolled in the Entity’s Incentive Program (“Logo”). When requested by the Entity, the Logo may include text
which will be displayed when an end user’s cursor hovers over the Logo (“Hover
Box”). Following a request by the Entity, TJC will send the Entity a report
indicating which horses are displaying the Logo.
(b)
To activate the placement of a Logo
for a specific Thoroughbred, the Entity must identify Thoroughbreds that are
enrolled in the Entity’s Incentive Programs through the Website. Upon login to
the Entity’s Interactive Registration account (using the Entity’s ID and
password), TJC will provide the Entity with the ability to cause the Entity’s
Logo to be affixed to the digital certificate(s) of the Entity’s choosing.
(c)
In the event the Entity needs to
remove that Entity’s Logo from a particular Thoroughbred’s certificate, the Entity
must remove the Logo through the Website following login to the Entity’s Interactive
Registration account (using the Entity’s ID and password).
(d)
On behalf of the Entity, you covenant
that the Entity shall maintain its username and password in strict confidence
and that the Entity’s username and password will only be provided to its
employees and agents in furtherance of the Entity’s business. On behalf of the Entity,
you hereby authorize TJC to rely upon any information entered into Interactive Registration
through the Entity’s username and password and the Entity hereby acknowledges
that TJC shall not, in any way, be liable as a result of TJC relying on any
such information provided through the Entity’s username and password.
2 DESCRIPTION
OF THE WEBSITE
2.1 As a user of the Website you understand that you
are responsible for obtaining access thereto and that such access may involve
third party fees, such as Internet service provider fees. You understand that
you are responsible for these fees. Additionally, you understand that it is
your responsibility to provide all of the necessary equipment and software in
order for your computer to be able to access the Website.
2.2 TJC reserves the right at
any time and from time to time to modify or discontinue, temporarily or
permanently, the Website (or any part thereof) with or without
notice. You agree that TJC shall not be liable to you or to any third party for
any modification, suspension or discontinuance of the Website.
2.3 The information returned
by the Tattoo Identification Service is based upon a comparison between the
expected tattoo number as indicated by our registration records and the tattoo
information submitted by each user of the Tattoo Identification Service. In
some cases, such as in instances of tattoo technician error, international
horses, and other less common circumstances, the information returned by the Tattoo
Identification Service may not reflect the actual tattoo number on the upper
lip of the horse in question.
2.4 The information returned
by the Microchip Lookup is based upon information submitted by third parties
and is not guaranteed to reflect the actual horse that is identified by the
Website.
2.5 Third party insignia (and other indicia of third party’s
involvement with a Digital Certificate) presented in association with a Digital
Certificate is merely representative of such third party’s involvement, subject
in all cases to such parties’ own requirements, terms and conditions and in no
way does inclusion of any such insignia on any Digital Certificate confer any
obligations on TJC or any rights or privileges to any persons with regard to TJC.
2.6 Registration applications and other materials of any
kind provided to TJC or its designee in connection with the registration of a
horse via this Website, or otherwise pursuant to the Rules, shall become the
sole and exclusive property of TJC for any and all purposes. TJC shall have no
obligation to return any such items to the owner of the horse or to any other
person or entity.
2.7 Thoroughbred Connect is provided as a service to owners
and breeders to assist in facilitating the provision of Aftercare to
Thoroughbreds following the conclusion of their racing and/or breeding careers.
THE JOCKEY CLUB DOES NOT SCREEN POTENTIAL OWNERS LISTED IN THOROUGHBRED CONNECT
TO DETERMINE SUITABILITY OR APPROPRIATENESS FOR THOROUGHBRED OWNERSHIP OR FOR PROVIDING
AFTERCARE. IT IS THE RESPONSIBILITY OF THE CURRENT OWNER TO DECIDE WHICH, IF
ANY, POTENTIAL OWNERS OR PROVIDERS OF AFTERCARE TO CONTACT FROM THE
THOROUGHBRED’S LISTING IN THOROUGHBRED CONNECT AND TO INVESTIGATE SUCH PERSONS
AND ANY POSSIBLE FUTURE HOMES FOR THE THOROUGHBRED. TJC makes no warranties or
guarantees related to or arising out of Thoroughbred Connect or the use
thereof, including, but not limited to, (i) that a current owner will contact a
name in a listing, (ii) that an individual or entity attached to a horse in
Thoroughbred Connect will be suitable, willing or able to take the horse, or
(iii) that the horse will be made available for free.
3 REGISTRATION
3.1 If you purchase products,
provide Information and/or access Information or services on the Website,
you represent
and warrant the following to TJC:
a. That you will provide
true, accurate, current and complete Information; and
b. That you will maintain
and promptly update such Information to keep it true, accurate, current and
complete; and
c. That you will comply and be bound by the Rules.
3.2 If you provide any Information
that is known to you to be untrue, inaccurate, incomplete, or outdated or if
TJC has reasonable grounds to suspect that such Information is untrue,
inaccurate, incomplete, or outdated or if you are otherwise in material breach
of these Terms TJC has the right to suspend or terminate your use of the
Website and refuse to you any and all current or future use of the
Website.
3.3 Upon registration you will
receive a username and password, both of which will be chosen by you or
assigned to you, in accordance with parameters set by TJC in our sole and
absolute discretion. You are responsible for maintaining the confidentiality
of your username and password, and are fully responsible for all activities
that occur under your username and password. You agree to:
(a) Maintain
your username and password in strict confidence;
(b) Immediately
notify TJC of any unauthorized use of your username and/or password or any
other breach of security; and
(c) Ensure
that you log off from your account at the end of each session.
3.4
You agree that TJC, in its sole and absolute discretion, may terminate your
username and/or password at any time and for any reason, including, without
limitation, for lack of use or if TJC believes that you have violated or acted
inconsistently with the letter or spirit of these Terms or the Rules.
3.5 TJC cannot and will not be
liable for any loss or damage arising from your failure to comply with
Subsection 3.3.
3.6 Your username and password
may be stored in a cookie on your personal computer. Any functionality of your
browser that permits usernames and/or passwords to be auto-completed or
automatically retained should be rendered inactive when accessing the
Website. TJC cannot and will not be liable for any loss or damage arising from
your failure to comply with this Subsection 3.6.
4 TJC
PRIVACY POLICY
For information on TJC’s privacy policy with respect
to the Website see our full Privacy Policy available at registry.jockeyclub.com/registry.cfm?page=dotIRprivacynotice.
5 SPECIAL
ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree
to comply with all local rules, including, without limitation, rules about the
Internet, data, email, and privacy, and all other rules regarding online
conduct. Specifically, you agree to comply with all applicable laws regarding
the electronic transmission of data.
6 NO
RE-DISTRIBUTION OF THE WEBSITE
Without having first obtained TJC's written permission to
do so, you agree not to reproduce, duplicate, copy, sell, or resell any of the
following:
(a) any information obtained from the Website,
(b) use of the Website, or
(c) access to the Website.
Notwithstanding the foregoing, you may print and download material
from the different areas of the Website as it relates to and is
consistent with the intended use of the Website as described in
Section 1.5.
7 YOUR
DEALINGS WITH ADVERTISERS ON THE WEBSITE
Your
participation, correspondence or business dealings with third parties,
including but not limited to advertisers, or participation in promotions of third
parties found on or through the Website, including payment and delivery of
related goods or services, and any other terms, conditions, warranties or
representations associated with such dealings, are solely between you and such
third parties. You agree that TJC shall not be responsible or liable for any
loss or damage of any sort incurred as the result of any such dealings or as
the result of the presence of such third parties on the Website.
8 LINKS
The Website may provide, or
third parties may provide, links to other Internet sites or resources. Because
TJC has no control over such sites and resources, you acknowledge and agree
that TJC is not responsible for the availability of such external sites or
resources, and you acknowledge that TJC does not endorse and is not responsible
or liable for any content, advertising, products, or other materials on or
available from such sites or resources. You further acknowledge and agree that
TJC shall not be responsible or liable, directly or indirectly, for any damage
or loss caused or alleged to be caused by or in connection with use of or
reliance on any such content, goods or services available on or through any
such site or resource.
9 PROPRIETARY
RIGHTS
9.1 You acknowledge and agree
that the Website and any necessary software used in connection
therewith ("Software") contain proprietary and confidential
information that is protected by applicable intellectual property and other
laws. You further acknowledge and agree that information contained in sponsor
advertisements or information presented to you through the Website or
its advertisers is or may be protected by copyrights, trademarks, service
marks, patents or other proprietary rights and laws. Except as expressly authorized
by TJC or advertisers, you agree not to modify, rent, lease, loan, sell,
distribute or create derivative works based on the Website or the
Software, in whole or in part.
9.2 TJC grants to you a
personal, non-transferable, non-exclusive and terminable right and license to
use the object code of its Software on your computers and other devices;
provided that you do not (and do not allow any third party to) copy, modify,
create a derivative work of, reverse engineer, reverse assemble or otherwise
attempt to discover any source code, sell, assign, sublicense, grant a security
interest in or otherwise transfer any right in the Software. You agree not to
modify the Software in any manner or form, or to use modified versions of the
Software, including (without limitation) for the purpose of obtaining
unauthorized access to or use of the Website. You agree not to
access the Website by any means other than through the interface that
is provided by TJC for use in accessing the Website.
9.3 Domestic and international
copyright and trademark laws protect the entire contents of the Website.
The owners of the intellectual property, copyrights and trademarks are TJC, its
affiliates or other third party licensors. UNLESS SPECIFICALLY PERMITTED ON
DIFFERENT AREAS OF THE
WEBSITE, YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST,
TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON THE WEBSITE,
INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download
portions of material from the different areas of the Website provided
that you agree not to change or delete any copyright or proprietary notices
from the materials.
9.4 You agree to grant to TJC
a non-exclusive, royalty-free, worldwide, sub licensable, perpetual license,
with the right to sub-license, to reproduce, distribute, transmit, create
derivative works of, publicly display and publicly perform any materials and
other information (including, without limitation, ideas contained therein for
new or improved products and services) you submit to the Website or
by e-mail to TJC by all means and in any medium now known or hereafter
developed. You agree that you shall have no recourse against TJC for any
alleged or actual infringement or misappropriation of any proprietary right in
your communications to TJC.
10 LIMITATION OF
LIABILITY AND INDEMNIFICATION
10.1 You understand that by using the
Website, you are agreeing that TJC will not, under any circumstances, be liable
in any way for any information contained therein, including, but not limited
to, for any errors or omissions in the information, or for any loss or damage
of any kind incurred as a result of the use of any information contained
therein.
10.2 TJC and its licensors shall not be
responsible or liable for the timeliness, accuracy, usefulness or availability
of any information transmitted or made available via the Website, either
directly or indirectly, and shall not be responsible or liable for decisions
made based on such information. For the avoidance of doubt, TJC does not make
any covenants, representations or warranties regarding the individuals or
entities which offer to take a Thoroughbred horse through Thoroughbred Connect
and TJC shall not have any liability arising out of or related to a horse being
placed with an individual or entity listed in Thoroughbred Connect.
10.3 You acknowledge that TJC is not responsible
for notifying you of any upgrades, fixes or enhancements to the Website or
for any compromise or loss of data transmitted across computer networks or
telecommunications facilities, including, but not limited to, the Internet.
10.4 YOU EXPRESSLY UNDERSTAND AND AGREE THAT TJC
SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL,
CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR
LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER LOSSES (EVEN IF TJC HAS BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE
INABILITY TO USE THE
WEBSITE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES
RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED
OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE WEBSITE; (iii)
UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv)
STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; (v) THE
USE OF THOROUGHBRED CONNECT; OR (vi) ANY OTHER MATTER RELATING TO THE WEBSITE.
10.5
You agree to indemnify and hold TJC, and its subsidiaries, affiliates,
officers, agents, co-branders or other partners, and employees, harmless from
any claim or demand, including reasonable attorneys' fees, made by any third
party due to or arising out of (a) your use of the Website, (b) your
connection to the Website, (c) your violation of these Terms, or (d) your
violation of any rights of another. In addition to the foregoing, if you are an
Entity (as defined in Section 1.13), you agree to indemnify and hold TJC, and
its subsidiaries, affiliates, officers, agents, co-branders or other partners,
and employees, harmless from any claim or demand, including reasonable
attorneys' fees, made by any third party due to or arising out of (a) an
assertion that a Logo was displayed in error or was not displayed in error, or
(b) you providing items or information for inclusion in a Logo or hover box.
10.6
TJC shall, at its sole option, have the right (but not the obligation) to
reprocess information to correct any errors of which it is or becomes aware.
10.7 The
limitations specified in this Section 10 shall survive and apply even if any
limited remedy specified in these Terms is found to have failed of its
essential purpose.
11 DISCLAIMER OF
WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
(a) YOUR USE OF THE WEBSITE IS AT
YOUR SOLE RISK. THE
WEBSITE IS PROVIDED TO YOU ON AN "AS IS" AND "AS
AVAILABLE" BASIS. TJC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
(b) TJC MAKES NO WARRANTY THAT
(i) THE
WEBSITE WILL MEET YOUR REQUIREMENTS, (ii) THE WEBSITE WILL
BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE
OBTAINED FROM THE USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE,
(iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL
PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR
EXPECTATIONS, AND (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
(c) ANY MATERIAL
DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS DONE
AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY
DAMAGE TO YOUR COMPUTER SYSTEM OR ANY LOSS OF DATA THAT RESULTS FROM THE
DOWNLOAD OF ANY SUCH MATERIAL.
(d) NO ADVICE OR INFORMATION,
WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TJC OR THROUGH OR FROM THE WEBSITE SHALL
CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
12 EXCLUSIONS
AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION
OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR
INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS
OF SECTIONS 10 AND 11 MAY NOT APPLY TO YOU.
13 NOTICES
Notices to you may be made via email or any other contact
information you provide to TJC. The Website may also provide notices
of changes to these Terms or other matters by displaying notices or links to
notices to you generally on the Website.
14 TRADEMARK
INFORMATION
The Jockey Club®, Interactive Registration™ and
Thoroughbred Connect™ and other trademarks and service marks, and other TJC
logos and product and service names are trademarks of TJC ("TJC
Marks"). Without TJC’s prior permission, you agree not to display or use
in any manner, the TJC Marks.
15 MISCELLANEOUS
15.1
These Terms, including the Rules which are incorporated by reference, constitute
the entire agreement between you and TJC with respect to the subject matter
covered herein and govern your use of the Website, superseding any prior
agreements between you and TJC with respect thereto. You also may be subject to
additional terms and conditions that may apply when you use affiliate services,
third-party content or third-party software.
15.2
TJC reserves the right to release current or past user information if TJC
believes that a user’s account is being used to commit unlawful acts, if the
information is subpoenaed and/or if TJC deems it necessary and/or appropriate.
15.3
The failure of TJC to exercise or enforce any right or provision of these Terms
shall not constitute a waiver of such right or provision.
15.4
If any provision of these Terms is found by a court of competent jurisdiction
to be invalid, the parties nevertheless agree that the court should endeavor to
give effect to the parties' intentions as reflected in the provision, and the
other provisions of these Terms remain in full force and effect.
15.5
You agree that regardless of any statute or law to the contrary, any claim or
cause of action arising out of or related to use of the Website or
these Terms must be filed within one year after such claim or cause of action
arose or be forever barred.
15.6
The section titles in these Terms are for convenience only and have no legal or
contractual effect.
15.7
You may terminate this Agreement at any time for any reason by sending TJC a letter
signed by a duly empowered signatory clearly stating that this Agreement is
being terminated. The provisions of Sections 9 through 15 shall survive any
termination of this Agreement.
15.8
Dispute Resolution.
(a) Except as otherwise provided under the Rules
(including, without limitation, Rules 19 and 20), you
and TJC agree that we will resolve any dispute
or question arising as to the interpretation of any clause of, or the rights
and liabilities of the parties under or in any manner relating to these Terms
and connected in any manner with use of the Website (a “Claim”) in accordance
with one of the subsections below or as TJC and you may otherwise agree in
writing.
(b) Except
as otherwise provided under the principal Rules and requirements of the
american studbook (including, without limitation, RULES 19 and 20), these
Terms and the relationship between you and TJC shall be governed by the laws of
the Commonwealth of Kentucky WITHOUT REGARD TO THE CONFLICTS OF LAWS RULES
THEREOF. Except as otherwise provided under the Rules (including,
without limitation, Rules 19 and 20), and except as otherwise provided
under this Dispute Resolution Section, you and TJC agree to submit to the
personal and exclusive jurisdiction AND PROPER VENUE of the Fayette
Circuit Court AND/OR the
Eastern District of Kentucky, in each case in Lexington,
Fayette County, Kentucky, and waive any right to trial by jury.
(c) Arbitration. Except as otherwise
provided under the Rules (including, without limitation, Rules 19 and 20), any
Claim shall be referred to final and binding
arbitration before a single arbitrator in Lexington, Kentucky, under the rules
and procedures of the American Arbitration Association relating to the
selection of arbitrators for the determination of issues. The arbitration
shall be governed by the United States Federal Arbitration Act, 9 U.S.C. §§
1-16. This agreement to arbitrate is supported by adequate consideration,
receipt of which is acknowledged. The decision of the arbitrator will be
binding, final and conclusive on the parties, and judgment on the arbitrator’s
decision may be entered in any court having jurisdiction thereof. This
agreement to arbitrate is binding upon the respective successors, heirs, legal
representatives, assigns and transferees of the parties. The arbitrator
may, sua sponte or upon the written request of a party, issue written
directions as to the scope and timetable for discovery. In the event that
the arbitrator should determine that the matter(s) in dispute may be resolved
by a review of a written record, and that a hearing is not necessary, each
party waives the right to a hearing. The arbitrator shall be charged to
render a written opinion reciting the facts as determined and the applicable
law as applied. The arbitrator may award injunctive and other equitable
relief, as well as an award of monetary damages. No claim of fraud,
duress or other basis for revocation of contract made with respect to these
agreed Terms shall limit or preclude the enforcement of this agreement to
arbitrate except as such fraud, duress or other basis for revocation shall
arise with particularity to this agreement to arbitrate, and each party
conclusively agrees that this provision shall be interpreted in a manner
consistent with the separability doctrine of Prima Paint Corp. v. Flood and
Conklin Mfg. Co., 388 U.S. 395 (1967).
(d) Waiver
of Class Action. Neither
you nor TJC will participate in a class action or class-wide arbitration for
any Claims covered by this agreement to arbitrate. YOU ARE GIVING UP YOUR RIGHT
TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM YOU
MAY HAVE AGAINST US INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY
CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.
(e) Improperly
Filed Claims. All
Claims brought under this Section, except as otherwise provided under the Rules (including,
without limitation, Rules 19 and 20), must be
resolved in accordance with this Dispute Resolution Section. All Claims filed
or brought contrary to this Section shall be considered improperly filed.
Should you file a Claim contrary to this Section, TJC shall be entitled to
recover its reasonable attorneys' fees and costs actually incurred, provided
that TJC have notified you in writing of the improperly filed claim, and you
have failed to promptly withdraw the claim.