Cheltenham & SW Syndicate Contract 2018-2020

CHELTENHAM & SOUTH WEST SYNDICATE

Details of the 2018/20 Jockey Club Ownership Cheltenham & South West Syndicate.

j) Owners & Trainers badges will be allocated by random draw. Members can apply online or by telephone. In addition, each Member will be entitled to one complimentary Members’ badge whenever our horses run at one of the Racecourses.If Members require any further additional badges, they will be asked to pay for this at the normal rate. 4. Duration of the Club Subject to the fulfilment or waiver by the Manager of the Condition Precedent and to theTermination clause below, this Contract shall continue for a fixed term expiring on 31 July 2020 (the “Term”) when the Contract will come to an end. 5. Joining Fee a) The Member shall pay a one off fee of £2,950 inclusive of any applicable VAT (the “Joining Fee”).The Joining Fee shall be payable immediately on signature of this Contract and, save as set out in Condition Precedent, shall not be refundable in any circumstances other than standard consumer cooling-off rights which for the purpose of this agreement are 14 days following purchase. The Member shall not be entitled to any benefits under this Contract until the Joining Fee has been paid in full.The Manager shall not seek further funds from the Members in excess of the Joining Fee irrespective of whether the Manager incurs additional costs in administering the Club. b) The Joining Fee shall cover the costs of the following: (i) Full Annual Membership of the Racecourses: for the 2018/19 and 2019/20 Jump Racing seasons at Cheltenham, Exeter, Warwick and Wincanton (ii) All training fees (iii) Jockeys’ fees (iv) Entry fees (v) All veterinary expenses (including any surgery) (vi) Farriery (vii) Travelling and race expenses (viii) Stable staff gratuities (ix) The costs incurred by the Manager or any Jockey Club company in assisting the Manager in marketing and administering the Club; (x) Horse insurance.

1. Defined terms In this Contract, the following definitions apply:

Club: the horse racing syndicate operated by the Manager in accordance with this Contract. Condition Precedent: as defined in clause 2. Contract: the contract between the Manager and the Member for the supply of the rights and benefits to the Member as set out herein. Deductions: Horse sales commission and such other expenses that the Manager in its absolute discretion decides should be treated as a Deduction. Manager: Jockey Club Ownership (SW2018) Limited, a company limited by guarantee, with company number 11238031 whose registered office is at Prestbury Park, Cheltenham, Glos. GL50 4SH. Member: the person or firm who acquires the rights and benefits under this Contract by signing this Contract below. 2. Condition for Contract to become binding This Contract shall not come into force until a minimum of 175 persons have entered into irrevocable legally binding contracts in accordance with these terms (the “Condition Precedent”). If the Condition Precedent has not been satisfied or waived by the Manager in its absolute discretion by 6.00pm on 1 August 2018, this Contract shall cease to have effect immediately after that time on that date and the Manager shall refund in full the monies paid by the Member.The Manager shall not be liable to pay interest on any refunded monies. In the event that less than 250 persons join the Club, the remaining shares between the number sold and 250 will be held on behalf of The Jockey Club. Horse(s): the horses purchased and owned by the Manager pursuant to this Contract. Member’s Pro Rata Share: as defined in clause 7 (Expiry of the Club) below. Racecourses: Cheltenham, Exeter, Warwick and Wincanton Racecourses. Term: as defined in clause 4.

3. Club Benefits The Member shall be entitled to the following benefits:

c) The Member acknowledges and accepts that:

(1) the Manager may pay charges to other companies within the Jockey Club group in consideration for services provided by such companies in connection with the marketing or administration of the Club;

a) The opportunity to follow every Club Horse.

b) The Club will have its own bespoke racing colours.

c) The right to the Member’s Pro Rata Share if any.

(2) he/she shall not be or become a shareholder or member of the Manager.

d) Membership of the Racecourses subject to the standard terms and conditions on membership of those racecourses. e) Access to a private facility which is exclusive to members of the Club at The Festival™ at Cheltenham Racecourse in March each year. f) When possible (subject to availability) access to a private facility when one of the Horses runs at one of the Racecourses. g) A full calendar of social events and stable visits, details to be confirmed at the discretion of the Manager. h) The Member will be kept informed of the progress of the Horses. Newsletters will be circulated by the Manager periodically. i) When the Club has a runner, the Member will be notified at the entry stage & the declaration stage and the Manager will keep the Member informed of running plans via a circular e-mail and via our website.

6. Management of the Club a) The Club will be administered by a committee to be appointed and removed by the Manager in its absolute discretion (“Committee”). The Manager reserves the right to administer the Club asit in its absolute discretion sees fit including: (i) the acceptance, refusal and termination of membership; (ii) the purchase and sale of Horses including the timing thereof; (iii) the right to select the trainer for the Horses; and (iv) the right to manage the racing careers of the Horses. b) The Manager may invite 2 members of the Club to join the Committee to represent and offer the views of the membership.

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