horsehlp Terms and Conditions

Updated Terms of Service

We’ve made recent updates to our (1) Terms of Service and (2) Privacy Policy (collectively, the “Terms”), which took effect on June 8, 2020. Your continued use of the Service (as defined below) from that date forward will be governed by these revised Terms.

If you created an account on or after May 28, 2018, the updated Terms apply to you. Please review them carefully.

horsehlp TERMS OF SERVICE

IMPORTANT NOTICE: PLEASE READ CAREFULLY. These Terms contain critical details regarding your legal rights, responsibilities, and obligations. This is a legally binding contract between you and horsehlp (as defined below). By using the Service, you acknowledge and agree to comply with these Terms. If you do not agree, please discontinue use of the Service immediately.

Attention: Section 13 includes an arbitration clause and a waiver of class actions that apply to all users. These provisions impact how disputes with horsehlp will be resolved. By accepting these Terms, you agree to abide by these dispute resolution mechanisms. Please review this section carefully.

Last updated: June 8, 2020.

1. SCOPE OF SERVICES & ADDITIONAL TERMS

1.1 Service Overview: These Terms form an agreement between you and horsehlp Association, Inc., a Kentucky-based corporation (“horsehlp,” “we,” “us,” or “our”). They govern your use of horsehlp-branded platforms, including but not limited to horsehlp.com (collectively referred to as the “Website”), along with any related services offered through the Website, such as sales portals, mobile and tablet applications, and APIs (collectively, the “Service”).

Throughout these Terms, references to “affiliates” include our employees, directors, officers, contractors, owners, subsidiaries, and agents. The terms “you” and “your” apply to all individuals or entities that access or use the Service.

By visiting, using, or accessing the Service, you confirm that you have read, understood, and agreed to these Terms, both for yourself and any party using the Service under your credentials. If you do not agree with these Terms, please discontinue use of the Service immediately.

1.2 Additional Terms: Certain sections and features of the Service may have specific terms, guidelines, or policies that apply in addition to these Terms. In the event of a conflict, the additional terms applicable to a particular feature or service will take precedence, unless otherwise stated.

For example, participation in Thoroughbred auctions is subject to the Conditions of Sale specific to that event.

2. CHANGES TO THESE TERMS

horsehlp reserves the right to modify, update, or revise these Terms at any time. If changes occur, we will post the updated Terms on the Service and revise the “Last Updated” date at the top of this page.

In certain cases, we may also notify you via email prior to the effective date of the revised Terms. If you do not accept the changes, you may discontinue your use of the Service and close your horsehlp Account. Continued use of the Service after the changes take effect constitutes your acceptance of the updated Terms.

3. PRIVACY POLICY

Your privacy is our priority. As you engage with our Service, you may be asked to share specific details with us. The way we collect, use, and protect your data is detailed in our Privacy Policy, which is fully incorporated into these Terms by reference.

Our Privacy Policy outlines key disclosures about how we handle your personal information and content. We strongly encourage you to review it carefully so you can make informed choices about your data. You can access our Privacy Policy here.

4. ELIGIBILITY, SERVICE USAGE, ACCOUNT VERIFICATION & ADDITIONAL TERMS

4.1 Eligibility: You must be at least 18 years old and legally capable of entering into binding agreements to access and use the Service or create a horsehlp Account. By using the Service, you confirm that you meet this requirement and have the legal authority to enter into this agreement.

4.2 Service Usage: horsehlp reserves the right to impose additional conditions or requirements for accessing or using certain parts of the Service. This may include completing verification steps or meeting specific eligibility criteria (such as a credit check).

4.3 Account Verification: Online identity verification can be complex, and while we strive for accuracy, we do not guarantee confirmation of any user’s identity. However, for security, transparency, and fraud prevention purposes, horsehlp may (but is not obligated to) request additional identity verification information, as permitted by law.

5. ACCOUNT REGISTRATION

5.1 Creating a horsehlp Account: To access certain features, such as sales portals, you must create a horsehlp Account. If registering on behalf of a business or legal entity, you confirm that you have the authority to bind that entity to these Terms and grant all necessary permissions.

5.2 Providing Accurate Information: You agree to provide truthful, current, and complete information during registration and to keep your account details updated at all times.

5.3 Security and Confidentiality: You are responsible for maintaining the security of your account credentials. You must not share your login details with any third party. If you suspect unauthorized access, loss, or misuse of your credentials, you must notify horsehlp immediately. You are liable for any activity on your account unless it occurs without your authorization and is not due to your negligence (such as failing to report suspicious activity).

6. CONTENT

6.1 Intellectual Property Rights: The Service and all content within it, in whole or in part, are protected by copyright, trademark, and other intellectual property laws. You acknowledge that all rights to the Service, including related intellectual property, belong exclusively to horsehlp or its licensors.

You agree not to remove, alter, or obscure any copyright, trademark, service mark, or other proprietary notices displayed on or associated with the Service. All trademarks, logos, trade names, and other source identifiers belonging to horsehlp are either registered trademarks or proprietary assets of horsehlp in the United States. Third-party trademarks used within the Service are for identification purposes only and remain the property of their respective owners.

6.2 Restricted Activities: You may not reproduce, alter, adapt, modify, create derivative works from, distribute, license, sell, transfer, publicly display, perform, transmit, or otherwise exploit any part of the Service.

No implied or express rights are granted to you under any intellectual property laws owned or managed by horsehlp or its licensors, except for a limited right to (i) access and use the Service on your personal devices, and (ii) view available content strictly for personal, non-commercial purposes.

6.3 Content License: When you create, upload, post, send, store, or otherwise make content available through the Service, you grant horsehlp a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the maximum legal duration), sublicensable, and transferable license to use that content.

This includes, but is not limited to, the right to access, use, store, copy, modify, create derivative works, distribute, publish, transmit, stream, broadcast, and otherwise utilize your content in any medium or platform to support and promote the Service.

6.4 User Responsibilities: You take full responsibility for all content you post, upload, or share through the Service. By doing so, you affirm that:

(i) You are either the sole owner of the content or have the legal rights, permissions, and licenses necessary to grant horsehlp the usage rights outlined in these Terms.
(ii) Your content, as well as its posting, transmission, and publication, does not violate any third-party copyrights, trademarks, patents, trade secrets, moral rights, or privacy laws. Furthermore, it must comply with all applicable legal and regulatory requirements.

6.5 Prohibited Content: You are strictly prohibited from posting or distributing any content that:

(i) Is false, misleading, or deceptive (including omission of relevant updates).
(ii) Contains defamatory, libelous, obscene, vulgar, or offensive material.
(iii) Encourages discrimination, bigotry, racism, harassment, or harm toward any individual or group.
(iv) Promotes violence or incites harm against others.
(v) Advertises or endorses illegal activities or harmful substances.
(vi) Violates any applicable horsehlp policies or standards.

horsehlp reserves the right to remove or restrict access to any content deemed inappropriate, in violation of these Terms, or potentially harmful to users, third parties, or horsehlp itself.

6.6 Copyright Protection: horsehlp respects copyright laws and expects its users to do the same. If you believe that any content on the Service infringes upon copyrights you own, please notify us immediately by following the guidelines in the Contact Us section.

7. User Conduct Guidelines

horsehlp requires all users to act in accordance with legal and ethical standards. While using the Service, you agree to comply with all relevant laws, regulations, and community standards.

Failure to adhere to these rules may result in account suspension or termination. If we receive reports or detect violations involving posted materials, messages, or actions taken through the Service, horsehlp reserves the right (but not the obligation) to remove the offending content and take appropriate action.

Any behavior or usage that breaches these Terms constitutes a material violation and may result in restricted access to the Service.

8. Public Profiles & Forums

8.1 User Profiles & Public Forums: If enabled, you may share content, including personal details, images, and other materials, through your Profile on our Service or via our social media pages. Additionally, our Service may offer public discussion spaces, such as forums, where users can share their thoughts, media, and opinions (collectively referred to as "Forums").

The same conduct rules outlined in these Terms apply to both Profiles and Forums. You may not use these features for commercial promotions, advertisements, or solicitations without explicit prior written consent from horsehlp. This includes attempts to direct users to external commercial services, subscriptions, or organizations.

8.2 Limitation of Liability for User-Generated Content: Information found within Profiles and Forums is provided by third-party users and may be incorrect, misleading, or deceptive. horsehlp, its affiliates, and associated personnel do not endorse, verify, or take responsibility for any opinions, advice, or statements made by users in these spaces.

horsehlp and its affiliates will not be held liable for any damages or losses resulting from your reliance on user-generated content. The views expressed within Profiles and Forums solely represent the individuals who posted them and do not necessarily reflect the opinions of horsehlp.

8.3 Public Content Disclaimer: By engaging with Forums or other public spaces on our Service, you acknowledge that any information you share may be used, re-published, or misused by third parties. horsehlp does not assume responsibility for such use.

IF YOU CHOOSE TO SHARE PERSONALLY IDENTIFIABLE INFORMATION PUBLICLY THROUGH YOUR PROFILE, A FORUM, OR ANY SOCIAL MEDIA ASSOCIATED WITH OUR SERVICE, YOU DO SO AT YOUR OWN RISK.

9. DISCLAIMER OF WARRANTIES

9.1 "As-Is" Service: While we take measures to ensure security and stability, we cannot guarantee uninterrupted, error-free, or completely secure operation of the Service. THE SERVICE IS PROVIDED ON AN "AS-IS" BASIS.

9.2 Warranty Disclaimer: TO THE MAXIMUM EXTENT PERMITTED BY LAW, horsehlp AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We make no guarantees regarding the accuracy or completeness of content on the Service or third-party websites linked to it. We assume no responsibility for:

(i) Errors, inaccuracies, or omissions in the content;
(ii) Personal injury or property damage resulting from access to or use of the Service;
(iii) Service interruptions or failures in data transmission;
(iv) Viruses, malware, or other harmful software introduced by third parties; or
(v) Any losses or damages incurred due to user-generated content shared via the Service.

YOU USE THE SERVICE AT YOUR OWN RISK.

10. LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES SHALL horsehlp, ITS AFFILIATES, OR ANY OF THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, OWNERS, OR AGENTS BE HELD LIABLE FOR ANY FORM OF DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS). THIS INCLUDES DAMAGES RESULTING FROM:

(i) Any inaccuracies, errors, or omissions in the content;
(ii) Any personal injury or property damage caused by access to or use of the Service;
(iii) Any service interruptions, disruptions, or transmission failures;
(iv) Any viruses, malware, Trojan horses, or other malicious code that may be introduced by third parties through the Service;
(v) Any loss or damage incurred due to content posted, transmitted, or otherwise made available through the Service, whether based on contract, tort, negligence, or any other legal theory.

THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT ALLOWABLE BY LAW. IF ANY PART OF THIS LIMITATION IS FOUND TO BE INVALID, ILLEGAL, OR UNENFORCEABLE, THE MAXIMUM LIABILITY OF horsehlp, ITS AFFILIATES, AND THEIR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, OWNERS, AND AGENTS SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). PLEASE NOTE THAT CERTAIN JURISDICTIONS MAY NOT ALLOW SOME OF THESE EXCLUSIONS OR LIMITATIONS, SO THEY MAY NOT APPLY TO YOU.

11. Indemnification

You agree to indemnify, defend, and hold harmless horsehlp, its affiliates, and their respective employees, officers, directors, owners, and agents from any claims, damages, liabilities, costs, or expenses—including but not limited to reasonable legal and accounting fees—that arise from:

(i) Your violation of these Terms;
(ii) Your misuse of the Service or any of its features;
(iii) Your breach of any applicable laws, regulations, or the rights of third parties.

12. Contact Us

If you have any questions regarding these Terms, please contact:

horsehlp Association, Inc.

4201 Versailles Road

Lexington, KY 40510

USA

Email: [email protected] (for privacy-related inquiries) or [email protected] (for general inquiries).

Phone: (800) 456-3412

13. Dispute Resolution

13.1 Agreement: Unless otherwise stated under horsehlp’s Conditions of Sale, you and horsehlp agree that any dispute, claim, or legal matter arising from or relating to these Terms, including interpretation, obligations, and rights, will be resolved in accordance with one of the following methods or as otherwise mutually agreed upon in writing.

13.2 Governing Law & Jurisdiction: Except where otherwise stated under horsehlp’s Conditions of Sale, these Terms and any disputes related to the Service shall be governed by the laws of the Commonwealth of Kentucky, without regard to conflict of law principles. Unless stated otherwise under this Dispute Resolution section, you agree to the exclusive jurisdiction and venue of the Fayette Circuit Court or the U.S. District Court for the Eastern District of Kentucky, both located in Lexington, Fayette County, Kentucky.

BY ACCEPTING THESE TERMS, YOU ALSO WAIVE YOUR RIGHT TO A JURY TRIAL.

13.3 Arbitration: Except as outlined in horsehlp’s Conditions of Sale, any disputes ("Claims") will be subject to final and binding arbitration overseen by a single arbitrator in Lexington, Kentucky, following the rules and procedures established by the American Arbitration Association for arbitrator selection and issue resolution. The arbitration proceedings shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16. This arbitration agreement is supported by sufficient consideration, which is hereby acknowledged.

If arbitration is initiated, any disputes regarding whether the Claim is arbitrable shall be resolved by the arbitrator, not a court. The arbitrator's decision will be binding, final, and conclusive, with a judgment enforceable in any applicable court. This arbitration agreement applies to and is binding upon the parties’ heirs, legal representatives, successors, assigns, and transferees.

The arbitrator, either at their own discretion or upon written request from a party, may issue instructions regarding the scope and timeline for discovery. If the arbitrator determines that the dispute can be settled through review of written records without a hearing, each party waives their right to an in-person proceeding. The arbitrator shall provide a written decision outlining the factual findings and legal conclusions. Remedies available in arbitration may include injunctive relief, equitable relief, and monetary damages.

Any allegations of fraud, coercion, or other contract-related defenses that could revoke these Terms will not invalidate this arbitration agreement unless those claims directly challenge this arbitration provision. This clause shall be interpreted in alignment with the separability doctrine established in Prima Paint Corp. v. Flood & Conklin Mfg. Co., 388 U.S. 395 (1967).

13.4 Waiver: Both you and horsehlp agree that no Claims covered under this arbitration agreement shall be pursued through class action or class-wide arbitration. BY ACCEPTING THESE TERMS, YOU WAIVE YOUR RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER IN ANY CLASS CLAIM AGAINST US, INCLUDING CLASS ARBITRATION OR THE CONSOLIDATION OF INDIVIDUAL ARBITRATIONS.

13.5 Improperly Filed Claims: Any Claims that fall within this Dispute Resolution section must be resolved as per its terms. Claims filed in violation of this provision will be deemed improperly filed. If you initiate a Claim outside these agreed-upon terms, horsehlp reserves the right to seek reimbursement for reasonable attorneys' fees and associated costs, provided that horsehlp notifies you in writing about the improper filing and you fail to withdraw the Claim promptly.

13.6 Survival: Subject to Section 15.1, this Dispute Resolution section will survive the termination of these Terms and continue to apply even if you discontinue use of the Service or delete your horsehlp Account.

14. Termination

14.1 Termination: horsehlp reserves the right to revoke your access to the Service at any time if it reasonably believes that you have violated these Terms or acted inconsistently with their intent. Should your access be terminated, you will immediately lose the right to use the Service.

You acknowledge that termination may occur without prior notice and that horsehlp may immediately deactivate or delete your account, user credentials, and associated data. Additionally, horsehlp is not obligated to restore your access or retain your information following termination, except where required by its Privacy Policy.

horsehlp is not liable for any damages resulting from the suspension or termination of your account. We reserve the right to take any necessary steps to enforce compliance with these Terms. Furthermore, horsehlp reserves the right to discontinue or modify the Service (or portions thereof) at any time, either permanently or temporarily, without being required to offer refunds, benefits, or compensation related to discontinued features or services.

14.2 Survival: Unless restricted by applicable law, any provisions of these Terms that are intended to remain in effect even after termination will continue to apply. This includes, but is not limited to, Sections 9 through 15.

14.3 Relevance to Privacy Policy: For clarity and avoidance of doubt, your rights concerning personal data, as detailed in our Privacy Policy, remain unaffected. This includes, but is not limited to, your right to request the deletion of your personal information and the option to close your horsehlp Account.

15. Miscellaneous

15.1 Severability: If any part of these Terms is deemed invalid or unenforceable, the remainder of the Terms shall continue in full force and effect without being impacted by the invalid provision.

15.2 No Modifications Without Written Agreement: Except as explicitly stated in a separate written agreement signed by an authorized representative of horsehlp, these Terms, including the Privacy Policy, constitute the complete understanding between you and horsehlp. Any changes to these Terms will be reflected in an updated version posted on this page or in a written document signed by an executive officer of horsehlp. These Terms override any previous discussions, proposals, or agreements—whether verbal or written—unless explicitly stated otherwise in a written agreement signed by both parties. These Terms do not establish any joint venture, partnership, franchise, or similar relationship beyond what is explicitly stated herein. Additionally, your use of affiliated services, third-party content, or third-party software may be subject to additional terms.

15.3 No Waiver of Rights: If horsehlp chooses not to enforce any provision of these Terms, such a decision shall not be construed as a waiver of that provision or any other rights under these Terms.

15.4 Statute of Limitations: Any claim or legal action arising from or related to your use of the Service or these Terms must be initiated within one (1) year of the date on which the claim or cause of action occurred. Failure to do so will result in the claim being permanently barred, unless a longer period is required by applicable law, in which case the longest permissible period shall apply.

15.5 Section Headings: The headings in these Terms serve only as a reference for organizational purposes and have no bearing on the interpretation or enforceability of any provision.

15.6 Compliance with Local Laws: horsehlp makes no representation that the content of the Service is lawful or appropriate outside of the United States. Accessing the Service from locations where its content may be illegal is done at your own risk. You are responsible for ensuring compliance with local laws in your jurisdiction.

15.7 Promotions and Contests: Any contests, sweepstakes, or similar promotions offered through the Service may be governed by separate rules. Participation in such promotions constitutes agreement to the respective rules, which will be provided alongside the promotion. We encourage you to review the applicable rules, as well as our Privacy Policy, which—along with these Terms—will govern any information you submit in connection with the promotion.

15.8 Third-Party Links and Resources: The Service may include links to third-party websites for your convenience, but such links should not be seen as an endorsement of the content, products, or services offered by those sites. horsehlp is not responsible for any information, transactions, or obligations that arise from your interaction with third-party sites.

We make no representations or warranties regarding third-party content or services and shall not be liable for any claims related to them. Linked sites may operate under different privacy policies and terms of service, and you acknowledge that your interactions with those sites are at your own risk. horsehlp also reserves the right to restrict or disable links to the Service at its sole discretion, without prior notice.

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THIRD-PARTY WEBSITES, CONTENT, PRODUCTS, OR SERVICES IS ENTIRELY AT YOUR OWN RISK AND SUBJECT TO THE TERMS OF THOSE THIRD PARTIES.