Terms & Conditions
THE ATTENTION OF ALL POTENTIAL MEMBERS IS DRAWN PARTICULARLY TO THE BOLD, UNDERLINED WORDING IN THESE TERMS & CONDITIONS.
THE ATTENTION OF POTENTIAL MEMBERS INTENDING TO PURCHASE AN INTEREST IN AN ‘EXPERIENCE HORSE’ IS ALSO DRAWN TO THE SECTION AT THE END OF THESE TERMS AND CONDITIONS HEADED ‘EXPERIENCE HORSES’.
YOU SHOULD PRINT A COPY OF THESE TERMS OR SAVE THEM TO YOUR COMPUTER FOR FUTURE REFERENCE.
The following words shall have the meanings set out below:
the business of forming, marketing and managing horse syndicates as carried on by the company under the trading names “Event Horse Owners Syndicate” and “EHOS”.
Event Horse Owners Syndicate (a private company limited by shares incorporated in England and Wales with company number 12897787).
“horse” or “event horse”
any horse acquired by the company for the purpose of forming a syndicate.
all industrial and intellectual property rights now or subsequently owned by or licensed to the company (including without limitation) domain names, patents, trade marks and service marks (whether registered or unregistered), registered designs, unregistered designs and copyrights (and any applications for any of the same) which are used in connection with the business and all confidential information owned and used.
all such persons in one syndicate who own shares in the same horse for whom that syndicate was formed. The term “Member” shall relate to one person in such a syndicate.
means an equal division of the ownership of a horse as determined by the company in its absolute discretion.
a horse syndicate formed, marketed or managed by the company for the purpose of the business.
“Terms and Conditions”
means the terms and conditions set out in this document.
- The company carries on the business of forming, marketing and managing event horse syndicates under the trading names “Event Horse Owners Syndicate” and “EHOS”.
- We are Event Horse Owners Syndicate Limited, a private company limited by shares incorporated in England and Wales under company number 12897787 and with our registered office at Regents Court, Princess Street, Hull, United Kingdom, HU2 8BJ.
- If you wish to contact us for any reason, including because you have any complaints, you can contact us by telephoning [ ] or by e-mailing us at [ ].
- If we have to contact you or give you notice in writing, we will do so by e-mail or by pre-paid post to the address you provide to us in your application to purchase Share(s).
CONTRACT AND USE OF INFORMATION
- The Terms and Conditions form the basis of the contract between the company and the Member. An application by a person to join a syndicate shall be deemed to be an offer to become a Member pursuant to the Terms and Conditions and such application shall only be deemed to be accepted when the company issues a written acknowledgement (such as the issuing of a certificate of ownership) confirming that the person is a Member and that the syndicate has been formed.
- The syndicate and all matters associated with it shall be managed by the company whose decisions shall be final and binding on the syndicate’s Members and not open to query or appeal, and nor shall the company have any liability, save for liabilities that cannot be excluded by law, in relation to its management of the syndicate and all matters associated with it. If any person considering becoming a Member is not happy with this, they should please not proceed with their application to become a Member.
- The company reserves the right, from time to time, to seek advice and guidance from such persons as riders, vets and stud managers to help reach decisions.
- The choice of rider, horse name and syndicate name will be the company’s decision alone.
- Paragraphs 7 to 10 inclusive are intended to protect the company from any possibility of any person or persons attempting to take the syndicate into alternative ownership. It also helps protect Members from being approached by anyone who offers a personal view, claiming expertise in matters relating to the business of training, riding and keeping, an event horse.
- A share buys you into the life of a horse for a fixed period of time. Whilst some event horses turn out to be star performers and increase in value, the majority do not and therefore the purchase of a share must not be treated as an investment opportunity, and the syndicates are intended to be excluded from the scope of Collective Investment Schemes pursuant to section 235 of the Financial Services and Markets Act 2000. It is an entertainment. Furthermore, because a horse is a living creature, there can never be any guarantee that he or she will perform sufficiently well enough to win competitions or to even make event appearances. A Share cannot be sub-divided.
- You can pay for the Share(s) using PayPal, a debit card, cheque or by direct payments into our bank account. Payment details will be supplied on the company’s website.
- The company alone determines how many Shares are to be offered in a horse or horses.
- When the company accepts an applicant’s offer to purchase a Share, it shall grant the ownership of that Share to that applicant, subject to the Terms and Conditions.
- Shares shall not in any way be transferred, transmitted, given, offered for sale or offered as a gift or otherwise disposed of except as expressly provided in the Terms and Conditions. The Shares may not be charged or offered or granted as security to anyone other than to the company. The Shares may not be subject to any third party rights or interests.
- In acquiring a Share a Member does not acquire a share in the company or the company’s business. The legal and beneficial ownership of the business shall at all times remain vested with the company absolutely.
- A Member must only use his/her Share for personal enjoyment and must not use the Share for any commercial purpose, regardless of whether or not it is a profit-making venture.
Shares as gifts
- Where a Share is being purchased as a gift for someone else, the donor of the gift is required to nominate a recipient (at the time of payment) and at the point of purchase, the nominated recipient shall automatically become the owner of the Share and shall be bound by the Terms and Conditions, a copy of which is included in the gift package. All ownership rights shall belong to the nominated recipient of the gift. This means that payments from the company, including but not limited to a share of prize money (where applicable) will become due to the recipient, even though the recipient did not make the purchase.
Formation of the syndicate
- Wherethe syndicate is in the process of being formed and the number of Shares allocated to Members is less than the number required to form the syndicate (as determined by the company in its absolute discretion), the company reserves the right not to proceed with forming the syndicate and shall return all monies paid by the applicants. Alternatively, the company may decide to re-advertise the syndicate, and or to change the structure/financing of the proposed syndicate. No person shall own a Share or have any other right to or interest in the horse until the company notifies that person that he is a Member and that the syndicate has been formed.
- The price payable by the Member for the Share, covers all costs associated with competing and training the horse, for the duration of the term of the syndicate.
- The Member has the right to cancel any new contract with the company for the purchase of a Share within 14 days of the date the company receives payment for a Share in cleared funds, whereupon the Member (or the applicant, if the syndicate has not yet been formed) shall, if relevant, return their Share documentation within 14 days of becoming a Member, and the company will refund their payment in full.
- Where the company decides to proceed with the syndicate but not all of the Shares have been sold, the company, at its absolute discretion, may sell Shares at a higher or lower sum than the original offer price.
- There are a number of factors that can affect the value of a horse, including but not limited to illness and/or poor performance at competitions. The value of a horse may increase if the horse performs well or other horses related in the family perform well. As such, any changes to the value of a horse will be reflected in the share price at the earliest available opportunity, upon the absolute discretion of the company.
Death of a Member
- In the event of the death of a Member prior to the dissolution of the syndicate, all rights and liabilities attached to that Share shall pass to the personal representatives of that Member’s estate.
Expiry of syndicate and formation of new syndicate
- Before the syndicate period is due to expire, the company will give an opinion in the form of a guide to Members as to whether or not, in the company’s absolute discretion, the horse should be retained and a new syndicate formed. Members will then be invited to make a decision whether or not to continue into the next syndicate period.
- Where the company, in its absolute discretion, decides that the quantity of owners wishing to renew into the next syndicate period has reached a sufficient quantity to warrant continuation, the company may decide to restructure the syndicate to cater for a significantly reduced quantity of owners, rather than sell the horse and disappoint those who chose to renew. For example, in a 2,000 Share syndicate, if 750 Shares are renewed, we then estimate how many of the other 1,250 relinquished Shares we think we can re-sell, for example, we may estimate 250 shares. The Company then ‘stands’ (takes on) the 250 shares, in anticipation of their re-sale. The syndicate would then become half the size (in this example), and the percentage of the horse owned by each renewed Share would then double.
- The quantity of Shares being sold in the new syndicate will be the same as the previous one, save for occasions when an insufficient number of Shares are renewed and a new structure is then formed for the new syndicate.
- Members who opt to retain their ownership interest in the horse may, at the company’s absolute discretion, pay a lower price than the original cost that Member paid per share, as it is the company’s intention to reward existing syndicate Members with a discount for Share(s) in the new syndicate, taking into account the capital (as opposed to the expenses of looking after the horse) purchase element that Member has already paid in their initial purchase of Share(s).
- Members who have not renewed their Share(s) before the end of the syndicate period will cease to retain access to the horse’s online profile and activities and will not have any liability for, or involvement in, the relevant Share(s) in the new syndicate period.
- Where a Share and/or offer period is active, the sale of Shares may, at the company’s absolute discretion, be suspended or offered on a limited basis, such as when a horse is being rested for whatever reason.
- Existing members of the syndicate may, at the company’s absolute discretion, be given the opportunity to purchase relinquished shares, subject to availability.
- In the event of all of the relinquished Shares have not been purchased by the existing syndicate owners, the company will make a commercial decision whether or not to stand the financial liability of unsold shares and market them through its normal commercial channels. Normally, where a recommendation to retain a horse for a further syndicate period has already been made by the company, it follows that unless the company deems that there was an unacceptably large number of unsold relinquished shares, the renewed syndicate period will continue as normal and the horse will not have to be offered for sale.
- Where the company recommends a syndicate for extension and Members are invited to renew their interest by joining for the new syndicate period, any renewal payment made will be refunded in the event that there is insufficient interest and the company decides, at a later date, not to continue with the extended period for this, or any reason.
- Where a horse is sold or re-homed after the start of the new syndicate period, Members will receive a pro rata refund of the training costs for the remainder of the syndicate period. The refund period will be calculated from the date the horse moves to its new home.
Sale of a horse – decision of company
- The decision whether or not to send the horse to the sales (or to offer for sale privately or to retire) shall be the company’s alone and not open to negotiation or debate.
- The company alone will determine the capital value of the horse at any point in time. This will not be open to negotiation or debate.
- The company reserves the right to offer the horse for sale at public auction for any reason whatsoever and at any time, and the company is deemed irrevocably appointed as the Members’ agent to carry out the above.
- Subject to paragraph 40, when a horse is sold, the company will charge and deduct a commission of 50% + VAT of the sale price. The balance will then be distributed equally amongst the Members, proportionate to the number of Shares held.
- The commission deducted in paragraph 39 (and therefore the balance to be distributed among Members) is calculated after the deduction of auction costs, rider commission charges, transport, and training fees accrued outside of the syndicate period.
Sale of a horse – private offer
- Where a private offer is made to purchase a horse during a syndicate period and the company, in its absolute discretion, considers the offer to be sensible, the Members will be asked to vote on whether or not to accept the offer and sell the horse. Where 55% or greater of votes received by the specified deadline are in favour of selling, the company will charge and deduct a commission of 50% + VAT of the sale price. The balance will then be distributed equally amongst the Members, proportionate to the number of shares held, together with a pro rata refund of the training and competition costs for the remainder of the syndicate period.
- Each share held by an owner in the relevant horse counts as 1 vote. Therefore, as an example, 5 shares owned would count as 5 votes. The majority of syndicated horses are normally fully sold out, however, where the company is standing shares for whatever reason, each unsold share held, shall in all circumstances entitle the company to 1 vote per unsold share held. Where a tie occurs and a casting vote is required, this shall be decided by the company.
- Where the company’s fees relating to syndicate management and competition/training, amount to a sum less than the company’s actual costs, the Members shall not be entitled to any refund. Conversely, Members are not asked for any additional payments where the company incurs costs greater than the price paid by the Members during each term of the syndicate. The price payable by the Member for the Share covers costs associated with competing and training the horse for the duration of the term of the syndicate, save for any costs involved in competing outside of Great Britain (horse transport, entry fees/supplements, rider/groom/company representative expenses), which shall be deducted (at cost price) from the total net prize money accrued by the horse. In the event that the costs for competing outside of Great Britain are not covered by overall prize money won by the relevant horse in the syndicate period, the loss will be absorbed by the company and therefore no further payment will be required from any Member, in any event, beyond the purchase price for the Share(s) for each term of the syndicate.
Breakdown of costs covered by each Share
- The price of each horse share sold by the company, includes an equal division of the following:
- Capital purchase price of the horse. This is the sum the company originally paid for the acquisition of the horse, including any commission and initial vetting/transport.
(Note: Where the capital value of the horse is deemed, by the company, to have increased or decreased since the date the company purchased the horse, the price of a Share may be adjusted prior to the sale of a Share.)
- 10% capital risk.
(Note: When the company purchases a horse, a considerable financial risk is taken by the company. The company stops selling Shares in a horse if the horse should no longer be in a fit enough state to remain competing. The capital risk is set at 10% of the capital purchase price paid for the horse (please see the first bullet point in this paragraph 44 above) and is non-refundable.)
- All training costs. This includes training fees, entry fees , veterinary fees and all other competition/horse costs.
(Note: Where the actual costs incurred by the company are greater than the set sum, no extra payment is sought from Members and, conversely, where the actual costs are less than the set sum, no refunds are made to Members.)
- Management and service provision fee. This figure includes managing, servicing and marketing the syndicate and it also includes the production and delivery of a monthly newsletter.
- Mortality, Veterinary Cover and where appropriate Loss of Use insurance. This amount varies per horse, depending on its capital value at the beginning of the syndicate period.
- The all-inclusive cost includes insurances for the horse during the syndicate period. The insured sum shall amount to the value attributed to the horse by the company at the start of the relevant syndicate period. This sum shall not be adjusted upwards during the syndicate period regardless of whether or not the value of the horse is deemed to have increased. However, where the company decides that a horse’s value has significantly reduced, the insured sum may be reduced for the remainder of the syndicate period.
- Events typically impose restrictions on the number of owners permitted into the owner’s facilities per horse, for health and safety reasons. When the number of Members who want to attend exceed the event’s figures, a ballot will be held to determine place allocation and any complimentary badges supplied by the event will be given away to Members. Entry costs to the event for those without complimentary badges are the responsibility of the Member.
- Members are not permitted to gather at the rider’s lorry, even if they are in possession of an owner’s badge, but whenever possible a meeting point will be arranged by a company representative for attending Members to meet with the rider.
- Stable visits are organised from time to time and are published in advance in the monthly newsletter and on the company’s website (‘Events’ page). These stable visits can sometimes become oversubscribed, particularly with top riders. A ballot will usually be held for each visit. Therefore, no guarantee of a place can be made. In a ballot, there will be no priority for early applications, so you can apply up until the published ballot closing date. A Member can bring one guest (more at some visits) but there is an entrance charge for each guest. Some stable visits are not entirely suitable for disabled visitors and therefore accessibility needs to be checked prior to booking.
- The company may from time to time take photographs or video footage at competitions or at a stable event. By attending such an event, Members accept that such photography may take place and that it may be used by the company in the public domain with no payment made to any participant. Members not wishing to appear, need to position themselves behind the camera but there are still no guarantees of exclusion. Members also need to be aware that various television companies will show live or recorded scenes at the events or at a rider’s yard.
- Where a horse is withdrawn from an event, the company will endeavour to relay this information to owners as soon as possible, but there could be occasions where we are unable to do this. All decisions relating to participation entries are made by the rider, meaning a horse becoming withdrawn is beyond the control of the company. Therefore, the company cannot accept any responsibility or liability in relation to a horse not participating. A horse can be withdrawn from a competition for a number of reasons, including the health/fitness of the horse, or a change to the ‘going’ (ground conditions).
- All Intellectual Property, including, without limitation, relating to the image and name of any horse, the ‘Event Horse Owners Syndicate’ and ‘EHOS’ names and logo(s) from time to time are and shall remain legally and beneficially vested in the company alone.
- All text created by the company (including, but not limited to, all horse reports and the Terms and Conditions), as well as all photographic images, transmitted both still and moving, including written and spoken words, are subject to copyright law and cannot be copied or transmitted by any Member in any format. This restriction includes the placing of any such copyrighted material within social media sites, such as, but not limited to, Facebook and Twitter.
- All riders have individual prize money agreements with the company detailing the distribution between owner(s), rider and groom. The share of prize money won at Intermediate level and below which would otherwise be payable to Members will be utilised to purchase “treats” for the horse, instead of being distributed among Members. The share of prize money won at Advanced or International Level of competition that is payable to Members is distributed amongst the Members of the syndicate concerned at the end of each syndicate term.
- Where applicable, a colt may be gelded, normally upon the advice of the rider. The company will make the final decision following such advice without calling for a vote from the Members.
- Where a horse does not live up to expectations, or fails to ever make it to competition, the Members shall not be entitled to any refund. However, where prolonged training is not in the best interest of the welfare of the horse, the company will recommend premature closure of the syndicate and in rare cases, the company may, in its absolute discretion, decide to call for a vote amongst the Members of that syndicate concerning the closure of the syndicate
- With regard to paragraph 55, when a horse is deemed to have little or no residual value, or when, in the opinion of the company, it’s in the best interests of the horse to be retired, the current policy is to gift the horse for re-homing to a rehabilitation centre or appropriate home. If the syndicate is prematurely closed, as well as any returned capital value (if applicable), Members will receive a pro rata refund of the expenses incurred detailed in the third, fourth and fifth bullet points of paragraph 44.
- If the company decides to retire a horse (normally with little or no residual value) to a rehabilitation centre (or anywhere), full legal and beneficial ownership in all shares in the horse (i.e. all rights of ownership) shall pass from all Members of that syndicate to the new owner. In these circumstances, the company is deemed to be irrevocably appointed as the Member’s agent to transfer the legal and beneficial ownership in the horse to the rehabilitation centre (or new owner). In this event, Members will receive a pro rata refund of the expenses incurred detailed in the third and fifth bullet points of paragraph 44.
- When a horse is retired, it will either be sold or gifted, depending on the circumstances. Priority is normally given to the Members of the syndicated horse. If any syndicate Member wishes to be considered for the gifting or purchase of any particular horse that is being retired, an application needs to be made in writing, specifying the facilities available for keeping the horse and details of the applicant’s experience with horses. The premises will need to be checked and a non-compete agreement signed, barring the horse from ever participating in eventing again.
- The choice of rider shall be vested with the company alone. The company may decide to change rider for any reason whatsoever.
- All decisions relating to training and competition are normally placed in the charge of the rider whilst the horse is in his/her care, as the company believes that an appointed rider will be best placed to make assessments relating to competition and welfare issues. Indeed, the company pays the rider for his or her professional services and therefore normally does not interfere; however, the company reserves the right to override any decision made by the rider.
VOTING / DECISION MAKING
- When a vote relating to the syndicate is called for and a Member’s vote is not received by the company by the deadline date specified by the company, the Member’s right to vote is forfeited in that instance.
- When all votes received result in a split vote, the company will have the right to make a casting vote.
- Each of the paragraphs of the Terms and Conditions operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
- The company reserves the right at its discretion to amend or vary the Terms and Conditions from time to time and will supply the syndicate Members with copies of the latest revised version which shall apply with effect from the date stated in that latest version.
LAW AND JURISDICTION
- The contract (including for the avoidance of doubt the Terms and Conditions) is governed by English law. This means a contract for the purchase of Share(s) from the company and any dispute or claim arising out of or in connection with it will be governed by English law. You and we both agree that the courts of England and Wales will have non-exclusive jurisdiction. However, if you are a resident of Northern Ireland you may also bring proceedings in Northern Ireland, and if you are a resident of Scotland, you may also bring proceedings in Scotland.
EVENTS BEYOND OUR CONTROL
- Whilst the company is in the fortunate position of providing a large number of services online, there may be some occasions during an unexpected event (such as, but not limited to, outbreak of a disease or bad weather), that renders the company unable to provide some or all services. For example, events held at competitions, stables etc. may be subject to postponement or cancellation. However, the company has contingency plans in place and will do everything possible to continue to provide as many services as possible and keep owners updated, provided that the company shall not have any liability, save for liabilities that cannot be excluded by law, in relation to such events beyond its control and all matters associated with them.
OTHER IMPORTANT TERMS
- The company may transfer its rights and obligations under the Terms and Conditions to another organisation, but this will not affect your rights or our obligations under the Terms and Conditions. The company will always notify you in writing or by posting on its website if this happens.
- You may only transfer your rights or your obligations under the Terms and Conditions to another person if the company agrees in writing.
- Any contract formed under the Terms and Conditions is between you (whether as applicant or Member) and the company. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
- If thecompany fails to insist that you (whether as applicant or Member) perform any of your obligations under the Terms and Conditions, or if the company does not enforce its rights against you, or if the company delays in doing so, that will not mean that the company has waived its rights against you and will not mean that you do not have to comply with those obligations. If the company does waive a default by you, it will only do so in writing, and that will not mean that the company will automatically waive any later default by you.
- This section of the Terms and Conditions deals with terms specific to persons who are intending to purchase an ‘experience’ membership, which is a package offered by the Company in relation to horses which are retained in private ownership. If any provisions of paragraphs 1 to 70 inclusive of the Terms and Conditions at any time conflict with the provisions of this section headed ‘Experience Horses’, then the provisions of this section headed ‘Experience Horses’ will prevail.
- Persons buying an ‘experience’ membership, whether for themselves or as a gift, will share in the experience of a horse’s life for a year, and therefore, references to a ‘syndicate’ in the Terms and Conditions where an ‘experience’ membership is concerned shall be interpreted as references to a group of persons which the company, in its absolute discretion, deems large enough to make the running of such ‘experience’ membership viable for the company.
- A syndicate formed for the purpose of providing an ‘experience’ membership will be renewed at the company’s absolute discretion, and paragraph 29 concerning discounted rates for subsequent years of the syndicate shall not apply to ‘experience’ memberships.
- As the horse is in private ownership, paragraphs 36 to 42 inclusive relating to the sale of the horse do not apply to persons buying an ‘experience’ membership.
- The sums paid to the company by persons buying an ‘experience’ membership are not for the purpose of making a contribution to the costs detailed at paragraphs 43 to 45 inclusive, and such persons will not be asked to make such a contribution. The membership package is purely to share in the experience of the horse’s life for a year, as detailed more particularly on the company’s website.
- Persons buying an ‘experience’ membership will not have any entitlement to prize money, whether detailed in paragraph 53 or otherwise.
- There will be no refunds of sums paid for an ‘experience’ membership, whether under paragraph 56 or otherwise.
- As the horse is in private ownership, the choice of rider rests with the owners of the horse, and paragraph 59 does not apply to ‘experience’ horses.
- Persons buying an ‘experience’ membership do not have any of the voting rights conferred on Members in these Terms and Conditions.