Syndicate Terms & Conditions
Definitions
The following words shall have the meanings set out below:
“business”
the business of forming, marketing and managing racehorse syndicates as carried on by the company Claymore Racing Ltd.
“company”
Claymore Racing Ltd (company no: SC766704)
“general terms and conditions”
the terms and conditions set out in this document which govern all syndicates.
“horse” or “racehorse”
any horse acquired by the company for the purpose of forming a syndicate.
“Intellectual Property”
all industrial and intellectual property rights now or subsequently owned by or licensed to the company (including without limitation) domain names, patents, trademarks 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 so owned and used.
“Members”
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.
“Share”
means an equal division of the ownership of a racehorse as determined by the company at its absolute discretion.
“syndicate”
a racehorse syndicate formed, marketed or managed by the company for the purpose of the business.
“syndicate terms and conditions”
all such terms and conditions issued by the company that govern one specified syndicate alone and are described by the company as being specific to that syndicate.
“Terms and Conditions”
means both the general terms and conditions and syndicate terms and conditions in relation to any one syndicate.
The Company
The company carries on the business of forming, marketing and managing racehorse syndicates Claymore Racing.
CONTRACT
When someone applies to join a syndicate, their application is considered an offer to become a Member according to the Terms and Conditions. The Terms and Conditions serve as the foundation of the contract between the company and the Member. Acceptance of the application will only occur when the company provides written confirmation, such as the issuance of an order confirmation and/or a certificate of ownership, verifying that the person is a Member and that the syndicate has been established.
THE SYNDICATE
i. The company will have complete control over the management of the syndicate and all its affairs, and its decisions will be conclusive, binding, and not subject to dispute or appeal by the syndicate’s Members. Anyone interested in joining the syndicate but disagreeing with this arrangement is advised not to proceed with their application. The company may seek advice and guidance from experts such as trainers, vets, and stud managers to assist in its decision-making process. The company exclusively owns the business and its Intellectual Property, deriving its revenue from managing the syndicate. The Members are highly valued clients of the company, and all information pertaining to them is kept strictly confidential. The Data Protection Act 1998 protects data related to the company’s clients. Any attempt to gain unauthorised access to the client database or obtain personal information about the Members (including but not limited to names, addresses, or other personal data) by any means is strictly prohibited. It is crucial for the company to safeguard itself from any possibility of a person or persons taking the syndicate away and to prevent clients from being solicited by individuals claiming expertise in the field of training, racing, and maintaining racehorses.
ii. The choice of racing silks and the syndicate name will be the company’s decision alone.
THE SHARES
i. When you purchase a share in a racehorse, you are gaining access to the experience of being involved with the horse for a predetermined period. Although certain racehorses may exceed expectations and increase in value, most do not, and it’s important to recognise that buying a share is not a reliable investment opportunity. It is intended as a form of entertainment. Additionally, as a living creature, there is no guarantee that the horse will perform well enough to win races or even make a racecourse appearance.
ii. The division of a Share is not allowed. Those who are under 18 years old cannot purchase a Share. The number of Shares offered in a horse or horses is determined solely by the company. When an applicant’s offer to purchase a Share is accepted by the company, ownership of that Share is granted to the applicant, subject to the Terms and Conditions.
iii. Member’s shares cannot be transferred, given away, sold, or used as security, except as expressly stated in the Terms and Conditions. Third-party rights or interests cannot be applied to Shares. The purchase of a Share does not grant a Member any ownership in the company or its business. The company retains legal and beneficial ownership of the business and horses at all times. A Member may only use their Share for personal entertainment and cannot use it for commercial purposes.
iv. If a share is purchased as a gift, the person buying the gift must specify a recipient at the time of payment. The recipient must be at least 18 years old and will automatically become the owner of the share. They will also be subject to Claymore Racing’s Terms and Conditions and will have full ownership rights. This means that any payments from Claymore Racing Ltd, such as a share of prize money, will be owed to the recipient, even if they did not purchase the share themselves.
v. In the event that the number of Shares allocated to Members during the formation of a syndicate is less than the number required to establish the syndicate (as determined by the company), the company retains the right to not proceed with the formation of the syndicate and will refund all payments made by applicants. Alternatively, the company may choose to re-advertise the syndicate or alter the structure or financing of the proposed syndicate. Until the company informs a person that they have been accepted as a Member and that the syndicate has been formed, no individual shall possess a Share or any other right or interest in the horse.
vi. In the event that not all shares have been sold but the company chooses to proceed with the syndicate, the company reserves the absolute right to sell any remaining shares at a price either higher or lower than the original offer price. Please note that there are various factors that can influence the value of a horse, such as poor performance or illness on the racecourse, and that the value of the horse may increase or decrease based on its racecourse performance or other related family members’ performances. Any changes to the horse’s value will be reflected in the share price at the earliest available opportunity; however, immediate adjustment may not be feasible and will be at the sole discretion of Claymore Racing Ltd.
vii. The Owners, when funding their participation in the Syndicate, are not purchasing goods or services and are not consumers for the purposes of Consumer Protection Legislation.
viii. In the event of the retirement, rehoming, reselling, or non-sale of a horse at the end of a syndicate term, the business shall be entitled to receive the proceeds of any sale, as the horse is leased in periods of 12 months per syndicate term, with each member’s share being limited to the same period. In the event that a horse is sold or rehomed during an ongoing syndicate period, members shall be entitled to a pro-rata refund of the management and racing costs for the remaining duration of the syndicate term. The amount of the refund shall be at the sole discretion of the business.
ix. If a Member passes away before the syndicate is dissolved, all the rights and liabilities linked to their Share will transfer to their personal representatives.
x. The Share price encompasses all expenses linked to training and racing the racehorse throughout the syndicate’s term.
xi. Prior to the expiration of the syndicate period, the company will provide a recommendation (a guide) on whether to retain the horse and establish a new syndicate. Subsequently, members will have the opportunity to determine whether or not to proceed into the next syndicate period.
xii. If the number of owners interested in renewing the syndicate is sufficient, management may restructure the syndicate instead of selling the horse to avoid disappointing those who chose to renew. For instance, in a 2,000 share syndicate, if 750 shares are renewed, the company estimates how many of the other 1,250 shares they can resell, say 250 shares, and stands for them. Thus, the syndicate would become half the size, and the company would purchase the relinquished shares at a reduced pro-rata payment based on the percentage reduction of the extended syndicate period size. For example, if the new syndicate size is 50% less than the previous, the capital value payment for each relinquished share will be reduced accordingly.
xiii. The syndicate structure change may also include reducing the syndicate period, but since the number of shares has decreased, the renewed share percentage will increase without extra cost to the owner. For instance, if a syndicate previously had 2,000 shares and was reduced to 1,000 shares, the renewed share percentage would double.
xiv. The new syndicate will usually have the same quantity of shares as the previous one, except in cases where there are not enough renewed shares, resulting in a new structure for the syndicate. Members who choose to retain their ownership interest will typically pay a lower price per share since the ownership capital has already been paid. If a Member wishes to continue into the new syndicate but owns multiple shares, they are not required to keep all of them.
xv. If a Member fails to renew their share(s) before the end of the syndicate period, they will not receive any share of prize money won by the horse in races after that date and will not be liable or involved in the relevant share(s) in the new syndicate period. The company will try to sell any relinquished shares on their behalf, and if successful, will credit the owner’s account with a sum proportional to the achieved whole capital value of the horse, except as specified in the terms xii and xiii.
xvi. If a share and/or offer period is active, the company may, at its discretion, suspend the sale of shares or offer them on a limited basis, such as when the horse is being rested for any reason.
xvii. If a Member is entitled to a share of the prize money, the amount will be shown in their general account at the end of the syndicate period and can be claimed at the end of the syndicate term or put it towards the purchase of extended or new syndicate shares. Existing syndicate members will have first refusal on any relinquished shares, subject to availability. If there are unsold shares, the company will decide whether to absorb the financial liability or sell them through normal commercial channels. If the syndicate is recommended for extension and there is insufficient interest, any renewal payments made will be refunded. If a horse is sold or rehomed during the syndicate period, members will receive a pro rata refund of management and racing costs. The company has sole discretion to sell a horse or send it to auction and determines its capital value at all times. A £2 fee will be charged for account credit payments. When a horse is sold (at auction or a private offer is accepted), the sales sum (subject to terms viii.) will be retained by Claymore Racing Ltd.
THE COSTS
Where the company’s fees relating to syndicate management and racing/training, amount to a sum greater 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 racing and training the racehorse, for the duration of the term of the syndicate, save for any costs involved in racing outside of Great Britain (racehorse transport, race entry fees/supplements, trainer/jockey/groom/the Claymore Racing representative expenses) and Group/Listed/Graded race entry fees in Great Britain, which shall be deducted (at cost price) from the total net prize money accrued by the horse.
In the event that the costs for Group/Listed/Graded races are not covered by overall prize money won by the relevant horse in the syndicate period, the loss will be absorbed by Claymore Racing Ltd and therefore no further payment will be required from any Member, in any event.
The price for each share sold by Claymore Racing Ltd includes the following:
Capital purchase price of the horse. This is the sum Claymore Racing Ltd 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 Claymore Racing Ltd purchases a horse, a considerable financial risk is taken by the company. Claymore Racing Ltd stops selling shares in a horse if the horse should no longer be in a fit enough state to remain in racing. The capital risk is set at 10% of the capital purchase price paid for the horse (point 1 above) and is non-refundable if this particular share sale does not result in a loss for Claymore Racing Ltd.
All racing costs, which include training fees, entry/declaration fees, vets fees and all other racing/horse costs. This amount is usually set at around £30 per share, per annum.
Note: Where Claymore Racing Ltd actual costs incurred are greater than the set sum, no extra payment is sought and, conversely, where the actual costs are less than the set sum, no refunds are made.
Management. This figure includes managing, servicing and marketing the syndicate and is usually set at £20 per annum per share. It also includes the social media/PR costs.
MISCELLANEOUS
For safety reasons, most racecourses limit the number of people allowed in the paddock and winner’s enclosure. If the number of Members who want to attend exceeds the limit, a ballot will be held to determine who gets in and any complimentary badges from the racecourse will be given to Members. Only those allocated an ’owners badge’ for a specific race can enter the paddock, and Members are responsible for their own entry costs.
However, Members cannot enter the pre-parade ring area, even with an owners badge.
Unauthorised entry to any area of the racecourse may result in a ban.
Stable visits are arranged and published in advance in the digital newsletter, once people have registered their interest, if the number of members wanting to come along is above the allocated number set by the trainer then a ballot system will be used to decide who will be given complimentary entry. Access for disabled visitors may be limited, so it is important to check beforehand. Claymore Racing Ltd. and the hosting trainer are not liable for any injuries incurred by anyone acting outside the yard rules and boundaries set by those working at the stables.
Claymore Racing Ltd may take photographs or video footage at racecourses or stable events, and Members attending such events accept that their image may be used in the public domain without payment. Members who do not wish to appear on camera can position themselves behind it, but there is no guarantee of exclusion. Television companies may also broadcast live or recorded scenes at racecourses or trainer’s yards.
If a horse is declared a non-runner in a race,
Claymore Racing Ltd will try to inform owners as soon as possible, but there may be situations where this is not possible. Decisions on entries and declarations are made by the trainer, so Claymore Racing cannot be held responsible or liable for a horse not running in a race due to reasons such as the health/fitness of the horse or changes in ground conditions.
All Intellectual Property related to the image and name of any horse, Claymore Racing Ltd name, logo, and racing colours belong solely to the company.
RACE PRIZE MONEY / TROPHIES
At the end of each syndicate term, the race prize money (which is paid in accordance with the rules of horse racing by Weatherbys) is distributed among the Members of the syndicate. If the sum exceeds £200,000, distribution will occur within a reasonable time after the company receives the payment from Weatherbys private banking.
If a winning horse receives a perpetual trophy, the company will decide whether to conduct a draw to award it to one Member, regardless of whether or not the recipient was presented with it at the racecourse or will keep possession of the trophy till the end of the Syndicate term. Note that some racecourses may charge for the perpetual trophy, but the company does not pay for them, and such sales are becoming less common. Additionally, an annual trophy may be awarded by draw, depending on its value and whether or not the recipient is willing to insure it for the duration.
THE HORSE
If a horse fails to perform well on the racecourse or never makes it there, the members will not be entitled to any refund. However, if continued training is not in the horse’s best interest, the company will recommend premature closure of the syndicate and will make a decision based on the advice of industry professionals (trainer/ vet/ bloodstock agent). If the syndicate is closed prematurely, members will receive a pro rata refund of the training and management costs associated with each Share.
If the company decides to retire a horse (usually with little or no residual value) to a rehabilitation centre or elsewhere, full ownership of all shares in the racehorse will pass from all members of the syndicate to the new owner.
In the unfortunate event of a racehorse passing (dies) in any circumstance (e.g. the racecourse, in the field or during transportation) then members will not be entitled to any form of refund. These unavoidable events happen within racing and if this situation were to occur it is not the company’s fault. The syndicate would end in this circumstance if the event were to occur.
When a Claymore Racing horse is retired, it will either be sold or gifted, with the final decision lying with the trainer. If a member wishes to be considered for the purchase or gifting of a retired horse, a written application specifying their facilities and experience with horses must be submitted. The premises will need to be inspected, and a non-racing agreement signed with the BHA barring the horse from ever participating in horse racing again.
THE TRAINER
The authority to select a trainer rests solely with the company. The company holds the right to switch trainers at their discretion, regardless of the reason. Typically, the trainer assumes responsibility for all decisions regarding the training and racing of the horse while under their care. (Note: The company believes that the appointed trainer is in the best position to make evaluations related to racing and animal welfare. As the company pays the trainer for their expertise, it generally refrains from intervening. However, the company retains the right to override any decision made by the trainer).
VOTING / DECISION MAKING
If a Member fails to submit their vote (where the company decides to hold a vote) by the specified deadline, they forfeit their voting rights for that particular vote. In the event of a tied vote, the company will hold the deciding vote.
Prevailing Terms
In case of any conflict between the general terms and conditions and the Syndicate Terms and Conditions, the latter shall take precedence.
Individuals who have been banned from entering a racecourse or ”warned off” by the British Horseracing Authority are not eligible to become clients of Claymore Racing Ltd.
Claymore Racing Ltd has implemented GDPR-compliant processes. Please refer to the ”Privacy Policy” on our website or request a copy for full information.
By registering, you guarantee that the details you provide are entirely accurate, truthful, and comprehensive, and that the funds used for any transactions have been obtained through legitimate means only.
Particulars of shares
Upon accepting these Terms and Conditions, you acknowledge the following:
You are participating in Claymore Racing solely for the purpose of fun and enjoyment and to connect with other racehorse owners who share similar interests.
You understand that racehorse ownership cannot be considered as an investment, and while it can be profitable, the risks of financial loss are high, and you may lose some or all of your initial investment.
You acknowledge that your involvement in a racehorse does not confer any ownership or proprietary interest in the horse(s) but entitles you to a pro-rata share in any prize money surplus generated by the horse during your involvement, less the costs incurred by Claymore Racing.
You understand that Claymore Racing retains ownership of the horse(s) for the purposes of the Rules of Racing and may hold a temporary or leasehold interest in the horse(s).
You acknowledge that Claymore Racing Ltd, a Limited Company formed in accordance with the Rules of Racing, is the registered owner of the racehorse(s) for the duration of your involvement.
You agree that Claymore Racing has complete authority over the management of the racehorse(s) during the Share Period, for the benefit of all participants, including yourself, who will share in the prize money surplus on a pro-rata basis according to their respective entitlements.
Claymore Racing provides access to information on Horses they lease or purchase from owners and may offer a percentage of winnings but does not grant any ongoing ownership claim to any Horse. When attending yard visits or races with Claymore Racing, as an Owner, you attend at your own risk and Claymore Racing will not be liable for any personal injury.
Children under 16 are not permitted in the parade ring at any racecourse according to racecourse rules.
To ensure proper conduct, badge allocation, and racecourse attendance, Claymore Racing expects all Owners to behave in an orderly and respectful manner when communicating with the company, at races, yard visits, or contacting the Helpdesk. Failure to comply with reasonable safety instructions and requests, or disruptive behavior at races or yard visits may result in suspension of your share and service without notice.
Any threatening, slanderous, or abusive communication may lead to immediate termination of your Account.
Each share is valid from the purchase date until the set end date, and there is no obligation to buy additional shares or for Claymore Racing to offer more shares in the same Horse after the Share Period has expired. Due to the unpredictable nature of the industry, no specific guarantees can be made regarding the performance or availability of any Horse during the Share Period. Horses may become injured, ill, or unable to race. Shareholders take the risk that their Horse may not meet expectations. Yard visits may be postponed, re-scheduled, or cancelled.
Claymore Racing holds full decision-making authority over Horses, trainers, administration, and general management.
Payment
You are required to pay the share purchase fee (referred to as the ”Fee”) that is applicable to the particular horse you are interested in, as per the fee amount notified to you during the time of purchase. Please note that all micro-share syndicate fees are inclusive of VAT.
The Fee will be automatically charged against the credit/debit card number provided by you in the registration form. Upon the successful debit of your credit/debit card, you will receive an email notification confirming your order stating that you have been granted access to the Service. This email will be considered as our acceptance of your request to access the Service. Our acceptance of your order will be considered complete and received by you at the date and time specified on the email. We are not responsible if you do not receive the email for reasons beyond our control.