Blue Sky Racing Limited (registered company number 05430116) of 233 Gloucester Road, Bristol, BS7 8NR is a company that purchases, trains, races and sells racehorses. It also intends to operate a Racing Club ("Racing Club") for the interest and benefit of its members ("Club Members"). These Terms and Conditions set out the terms of membership and the benefits available to You as a Club Member.
By submitting an application to become a Club Member You will be confirming your agreement to accept these Terms and Conditions of Membership. Before submitting the application therefore, You should read the Terms and Conditions carefully.
1. Membership of the Racing Club
1.1 To subscribe for membership of the Racing Club for a period of 12 (twelve months) You must complete a Racing Club Application Form and submit it to Blue Sky Racing together with the subscription fee, being £2000 for the first twelve-month membership period.
1.2 The benefits of membership (as described in Condition 2 below) will only be available to You and other Club Members when the Racing Club has at least 50 Club Members.
1.3 On receipt of Your application form and subscription fee Blue Sky Racing will write to you and confirm either:
1.3.1 that the Racing Club has at least 50 Club Members and that the benefits of membership are immediately available to You; or
1.3.2 that the Racing Club has less than 50 Club Members and that the benefits of membership are not immediately available to You. Blue Sky Racing will subsequently notify You when the Racing Club has 50 or more Club Members and the benefits of membership are available to you.
1.4 The twelve month membership period shall begin when Blue Sky Racing notifies You that the benefits of the Racing Club are available to You. Once You have received notification of membership Your subscription fee will not be refundable except in the circumstances set out in Condition 1.7 and Condition 4.1.
1.5 Blue Sky Racing will write to You before the end of the first twelve month membership period to invite You to apply to renew Your membership of the Racing Club and notify You of any changes to the subscription fee and the terms and conditions of membership that will apply to any renewed membership period.
1.6 Blue Sky Racing reserves the right to decline any application to renew Your membership of the Racing Club if You have abused or misused any of the benefits available to You.
1.7 From time to time Blue Sky Racing may want to vary the Terms and Conditions of membership to the Racing Club and will notify You of any proposed changes. If You do not wish to accept the new terms and conditions You have the right to cancel Your membership and receive a refund of a proportionate part of the subscription fee for the unexpired period of Your membership.
2. Benefits of subscription to the Racing Club
2.1 In return for You paying the subscription fee to Blue Sky Racing, Blue Sky Racing will make available to you the benefits set out in this Condition 2 together with any other membership benefits that may be detailed on the Racing Club website or notified to you in writing from time to time.
2.2 Blue Sky Racing will maintain the Racing Club website to update Club Members on Racing Club news and opportunities.
2.3 From time to time Club Members will be able to attend stable visits and be admitted to the owner enclosures at racing events. Such opportunities cannot be made available to all Club Members and will be allocated to Club Members by ballot.
2.4 Blue Sky Racing reserves the right to suspend or withdraw one or more of the benefits of the Racing Club if You abuse or misuse any of the benefits available to You or if Blue Sky Racing is unable to continue providing those benefits, either temporarily or permanently, due to circumstances beyond its reasonable control.
3. No Investment
3.1 Membership of the Racing Club is for the purposes of sharing in the enjoyment of the Blue Sky Racing's horses and subscribing to the benefits of the Racing Club and not for investment. The subscription fee is payable in consideration of the benefits offered by the Racing Club as described in Condition 2 above. You will have no legal or beneficial interest in the ownership of Blue Sky Racing or any horses owned by Blue Sky Racing or in any proceeds arising from a race or sale of such horses. Becoming a Club Member does not mean that You become a shareholder or partner of Blue Sky Racing and You will have no legal entitlement to any "dividend" or other financial return as a result of Your membership of the Racing Club.
3.2 From time to time but not earlier than two years from the time that the benefits of the Racing Club first become available Blue Sky Racing will review the success of the horses owned by Blue Sky Racing and any profits made by Blue Sky Racing. Blue Sky Racing may at its absolute discretion decide to award a bonus payment or a whole or partial rebate of a subscription fee to the then current Club Members or it may offer the then current Club Members the opportunity to renew their membership to the Racing Club at a reduced or zero fee. In any event, Blue Sky Racing will either award a bonus payment and/or make some form of discretionary award, allowance or concession to the then current Club Members on the second or any subsequent anniversary of the time that the benefits of the Racing Club first become available if the conditions in Clause 3.3 are satisfied. Such award, allowance or concession will be equal for all Club Members and will be at a level set by Blue Sky Racing at its absolute discretion.
3.3 The conditions which must be satisfied for a payment, award, allowance or concession to be made by Blue Sky Racing under Clause 3.3 on the second or any subsequent anniversary of the time that the benefits of the Racing Club first become available are that Blue Sky:
3.3.1 has 7 (seven) or more horses in training at that time; and
3.3.2 has made net profit in excess of £500,000 (five hundred thousand pounds) for the relevant period. For these purposes:
"net profit" means the revenue received by Blue Sky Racing, prize money and sale of horses less all costs of administering, operating and managing the Racing Club (including, but not limited to, purchase and livery of horses and the fees and expenses of the Racing Club administrator, jockeys and trainers) during the relevant period. In the case of the second anniversary of the time that the benefits of the Racing Club first become available, the costs deductible will include any such costs incurred prior to the date the benefits of the Racing Club first become available). "relevant period" means, in the case of the second anniversary, the previous 2 (two) years and, in the case of any subsequent anniversary, the previous 12 (twelve) months.
4. Discontinuation of the Racing Club
4.1 If the Racing Club is discontinued at any time in the future Blue Sky Racing will notify You as soon as reasonably practicable of the intended discontinuation. Following discontinuation of the benefits of membership of the Racing Club will cease to be available and Blue Sky Racing will repay to You a proportionate part of the subscription fee for the unexpired period of Your membership.
5. General
5.1 All decisions relating to the purchase, training and sale of horses and when and where horses will compete will be at the absolute discretion of Blue Sky Racing and the trainers appointed by it.
5.2 Membership of the Racing Club is personal to You and You will not be entitled to sell or transfer Your membership of the Racing Club.
5.3 These Terms and Conditions will be governed by and construed in accordance with English Law.