Consequently, PLEASE READ THIS SERVICE AGREEMENT CAREFULLY BEFORE ACCESSING OR USING WTC OR eNICKS. BY ACCESSING OR USING WTC OR eNICKS, YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE WTC OR eNICKS. REMEMBER THAT WTC AND eNICKS MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF WTC AND ENicks SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.

2. DESCRIPTION OF SERVICE

WTC and eNicks are online services of thoroughbred industry information. Unless explicitly stated otherwise, any new features that augment or enhance current WTC Services shall be subject to the SA. You understand and agree that WTC Services is provided "AS IS" and that we do not assume responsibility for the timeliness, deletion, non- and mis-delivery or failure to store any user provided content, communications, or personalization settings.

In order to use the WTC Services, you must contact us directly, or you must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, you must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device.
 

3. YOUR REGISTRATION OBLIGATIONS

Use of the WTC Services may require you to complete a registration process. Your registered account is for your sole, personal use. You may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity.

In return for our enabling you to use WTC Services, you agree to: (a) provide true, accurate, current and complete information about yourself when necessary or as prompted by the WTC Service's registration form and (b) maintain and promptly update your registration data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the WTC Service (or any portion thereof). Any unused prepaid eNicks will be refunded to user in the event of termination of service under this provision.
 

4. FEES FOR SERVICES RENDERED/PRODUCTS PURCHASED

By accessing and using the WTC Services, you represent and warrant that, upon purchase of services or products from us: (i) any credit information you supply is true and complete; (ii) charges incurred by you will be honored by your credit card company; and (iii) you will pay the charges incurred by you at the posted prices, including any applicable taxes.

If you are not completely satisfied with the service(s) or product(s) purchased, upon receiving written notification from you, such written notification to be provided at the address below and within 30 days from your purchase, we will refund any fees collected for the WTC Services.
 

5. PRIVACY POLICY

eNicks is a service of Werk Thoroughbred Consultants, Inc. Our address is 3315 Seldon Ct., Fremont, CA 94539. We can be reached by calling (510) 490-111 or via email at wtc@werkhorse.com. We collect information from users during the registration process and, through the use of our services, as well as at other times, including surveys.

The individual user-specific information we collect is used for internal review, to improve the content of our Web page and is never shared with other organizations, except that WTC reserves the right to share aggregated demographic information with our partners.

With respect to email: WTC reserves the right to share user’s email address and broodmare identification with participating stud farms in such cases when user is accessing the Werk Nick Rating for free, compliments of the specific stud farm involved. We regularly send email to users, including without limitation order information, newsletters, and other notifications. If you do not want to receive emails about new products, services, promotions, or other noteworthy news, you must so inform WTC by email at the above address. WTC fully complies with the requirements of the Federal CAN-SPAM Act.

With respect to cookies: We use cookies to record user-specific information on what pages users access or visit, record past activity in order to provide better service when visitors return to our site, and allow our subscribers easier use of our site. We also employ cookie technology to help subscribers move more quickly through our site. When a user signs on, we pass cookies to that user's computer. A cookie is a string of information that's sent by a Web site and stored on a hard drive or temporarily in a computer's memory. This avoids the potentially time-consuming task of checking the registration database each time a page is requested.

With respect to Ad Servers: We do not partner with or have special relationships with any ad server companies. All advertising on the Web site is produced and provided in-house.

From time to time, we may use customer information for new, unanticipated uses not previously disclosed in this privacy notice. If our information practices change at some time in the future we will post the policy changes to our Web site to notify you of these changes and provide you with the ability to opt out of these new uses. If you are concerned about how your information is used, you should check back at our Web site periodically. Customers may prevent their information from being used for purposes other than those for which it was originally collected by sending us e-mail at the above address. Upon request we will provide site visitors with access to their own unique identifier information (e.g., customer number or password) that we maintain about them, or a description of information that we maintain about them. Consumers can access this information by e-mailing us at the above address. Consumers can have this information corrected by sending us e-mail at the above address, calling us at the above telephone number, or writing to us at the above address. With respect to security: We take every precaution to protect our users' information. When users submit sensitive information via the website, your information is protected both online and off-line. We have appropriate security measures in place in our physical facilities to protect against the loss, misuse or alteration of information that we have collected from you at our site.

If you send us personal correspondence, such as e-mails or letters, or if other users or third parties send us correspondence about your activities, we may collect such information into a file specific to you.

Acceptance of Privacy Policy Terms and Conditions: By using this site, you signify your agreement to the terms and conditions of this Privacy Policy. If you do not agree to these terms and conditions, you may not access this site or use the WTC Services. We reserve the right, at our sole discretion, to change, modify, add to, or remove portions of this policy at any time. Please check this page periodically for any changes. Your continued use of our Web site following the posting of any changes to these terms shall mean that you have accepted those changes. If you have any questions or concerns, please e-mail us at wtc@werkhorse.com. If you feel that this site is not following its stated information policy, you may contact us at the above addresses or phone number.
 

6. MEMBER ACCOUNT, PASSWORD AND SECURITY
When the particular service you use requires you to register as described above, you will also receive a password and account designation upon completing the WTC Service's registration process. You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify WTC of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. WTC cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
 

7. WTC's RIGHTS AND REPRESENTATIONS

(a) WTC reserves the right to deny access to you or any group of users to the WTC Services, at its sole discretion, at any time. WTC also reserves the right to remove any listings or other information or Content from the Service at any time and at its sole discretion.

(b) WTC cannot and does not guarantee or warrant that files available for downloading through the WTC Services will be free of infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties. User is responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to the Service for the reconstruction of any lost data.

(c) WTC DOES NOT MAKE ANY WARRANTIES, REPRESENTATIONS OR ENDORSEMENTS WHATSOEVER, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE (INCLUDING WITHOUT LIMITATION WARRANTIES OF TITLE OR NONINFRINGEMENT, OR THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE) WITH REGARD TO WTC SERVICES, ANY MERCHANDISE, INFORMATION OR SERVICE PROVIDED THROUGH THE SERVICE, OR ANY MERCHANTS LISTED ON THE SERVICE, AND WTC SHALL NOT BE LIABLE FOR ANY COST OR DAMAGE ARISING EITHER DIRECTLY OR INDIRECTLY FROM ANY SUCH TRANSACTION. WTC DOES NOT WARRANT THAT WTC SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. THE SERVICE IS PROVIDED ON AN "AS IS, AS AVAILABLE" BASIS. IN NO EVENT WILL WTC (OR ITS DIRECTORS, OFFICERS, EMPLOYEES, SUPPLIERS, AGENTS, REPRESENTATIVES, DISTRIBUTORS OR AFFILIATES) BE LIABLE FOR (I) ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT OR SPECIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR INFORMATION, AND THE LIKE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE, OR ANY INFORMATION, OR TRANSACTIONS PROVIDED ON THE SERVICE OR DOWNLOADED FROM THE SERVICE, EVEN IF WTC OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE, INCLUDING WITHOUT LIMITATION ANY INFORMATION DISPLAYED OR DOWNLOADED THROUGH WTC SERVICES. USERS AGREE TO HOLD WTC HARMLESS FROM ANY AND ALL RISKS ASSOCIATED WITH USING INFORMATION PROVIDED BY WTC SERVICES. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH STATES, WTC’s LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

(d) BY ACCESSING OR USING THE WTC SERVICES, YOU EXPRESSLY AGREE TO INDEMNIFY AND HOLD HARMLESS WTC, ITS OFFICERS, AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, AND REPRESENTATIVES FROM ANY LOSSES, COSTS, LIABILITIES, AND EXPENSES, INCLUDING ATTORNEY’S FEES, RELATING TO OR ARISING FROM YOUR USE OF THE WTC SERVICES, INCLUDING ANY BREACH OF THE SA BY YOU.  

8. MODIFICATIONS TO SERVICE

WTC reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, WTC Services (or any part thereof) with or without notice. You agree that WTC shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
 

9. TERMINATION

You agree that WTC, in its sole discretion, may terminate your password, account (or any part thereof) or use of WTC Services, and remove and discard any Content within the Service, for any reason, including, without limitation, for lack of use or if WTC believes that you have violated or acted inconsistently with the letter or spirit of the SA. WTC may also in its sole discretion and at any time discontinue providing WTC Services, or any part thereof, with or without notice. You agree that any termination of your access to WTC Services under any provision of this SA may be effected without prior notice, and acknowledge and agree that WTC may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or WTC Services. In such case, any fees for unused prepaid eNicks will be refunded to you. Further, you agree that WTC shall not be liable to you or any third party for any termination of your access to WTC Services.
 

10. WTC's PROPRIETARY RIGHTS

You acknowledge and agree that the WTC Services and any necessary software used in connection with the WTC Services ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other Federal, State, and local laws. You further acknowledge and agree that any content contained in information presented to you (“Content”) through WTC Services is confidential non-public information, whether so marked or not. Except as expressly authorized by WTC, you agree not to copy, publish, transmit, display, perform, modify, rent, lease, loan, sell, distribute or create derivative works based on the Service, the Software or the Content, in whole or in part.

The compilation of the Content is protected under the United States copyright laws. The owner of the copyright is WTC. WTC grants you a personal, limited, non-transferable, revocable, non-sublicenseable, and non-exclusive right and license to print and download portions of the Content or other information found on the Service solely for your own non-commercial use. Any other copying, redistribution, retransmission, display or publication of any downloaded information is strictly prohibited without the express written consent of WTC.
 

11. DISPUTE RESOLUTION

Any cause of action or claim you may have with respect to the WTC Services must be commenced within one year under California jurisdiction after the claim or cause of action arises or such claim or cause of action is barred. All such actions ALL DISPUTES, CONTROVERSIES OR CLAIMS, WHETHER BASED IN CONTRACT, TORT, STATUTE, FRAUD, MISREPRESENTATION OR ANY OTHER LEGAL THEORY, ARISING OUT OF OR RELATING TO THIS AGREEMENT AND WTC SERVICES ("DISPUTES") SHALL BE SETTLED BY FINAL AND BINDING ARBITRATION CONDUCTED IN SAN FRANCISCO BAY AREA, CALIFORNIA, BY A NEUTRAL ARBITRATOR, IN ACCORDANCE WITH THIS AGREEMENT AND THE THEN CURRENT COMMERCIAL ARBITRATION RULES OF THE AMERICAN ARBITRATION ASSOCIATION. The arbitrability of Disputes shall also be determined by the arbitrator. Each party shall bear its own expenses, except that the prevailing party may recover the filing costs and the expenses of the arbitrator from the other party. Any award of the arbitrator shall be in writing and shall state the reasons for the award. Judgment upon an award may be entered in any Court having competent jurisdiction. The arbitrator shall not have the power to order pre-hearing discovery of documents or the taking of depositions, but may compel attendance of witnesses and the production of documents at the hearing. The Federal Arbitration Act, 9 U.S.C. Sections 1 to 14, shall govern the interpretation and enforcement of this paragraph. The foregoing notwithstanding, this agreement shall not prevent the parties from seeking and obtaining temporary equitable remedies, including temporary restraining orders, from a court with jurisdiction over the parties and the subject matter. A request to a court for interim equitable relief shall not be deemed a waiver of the obligation to arbitrate.
 

12. TRADEMARK NOTICES AND PROPRIETARY INFORMATION

Werk Nick Rating, eNicks, CompuSire, and eCompuSire are trademarks and/or service marks of Werk Thoroughbred Consultants, Inc. Other WTC products, services and company names mentioned herein and or applicable Company Web sites may be the trademarks and/or service works of WTC.

The information provided by WTC Service is proprietary to WTC and is protected by intellectual property laws and international intellectual property treaties. Your access to WTC Services is licensed and not sold. The layout, design, concept and organization of WTC’s Site and the Service are subject to WTC’s copyrights, trade secrets and other intellectual property rights. All rights are reserved.

You understand and agree that all information displayed on www.werkhorse.com and www.enicks.com is proprietary to WTC and it is strictly for your personal use. You agree not to use any robot, spider, scraper or any other automated means, by whatever name known, to access www.werkhorse.com and www.enicks.com for any purpose without WTC’s expressly providing, in an authorized writing, such permission.

You agree not to engage in, nor permit or cooperate with third parties to engage in, any attempt to decompile, reverse engineer, disassemble, modify, reproduce, rent, lease, lend, license, distribute, market or otherwise dispose of any aspect of the Service.
 

13. MISCELLANEOUS

This Agreement shall all be governed and construed in accordance with the laws of the State of California applicable to agreements made and to be performed in California.
 

14. INFORMATION DISCLAIMER

In no event shall WTC be liable to the other for any special, indirect or consequential damages including, without limitation, loss of anticipated profits or other economic loss in connection with or arising out of the availability, existence, furnishing, or functioning of this web site or any information provided to you on this web site.

You understand and agree that with multiple processing of complex data, and with reliance upon information acquired from multiple sources, errors and omissions can and do occur despite commercially reasonable efforts to avoid them, and WTC expressly disclaims any responsibility or liability for any loss or consequential damages resulting to you or any third party from errors or omissions in any information or product provided to you on this web site. WTC shall not be liable for any loss or damage, delay in performance or nonperformance caused by equipment malfunction or breakdown, information unavailability, strikes or other labor disputes, riots, fire, insurrection, acts of terrorism, war, failure of carriers, the elements, accidents, acts of God, or any other causes beyond WTC control whether or not similar to the foregoing.

This website and all systems, programs, records, statistics, data, documentation, and any other material utilized or developed by WTC and any and all information supplied on this web site shall be and remain the sole property of WTC or its third party licensors. All rights, title to, and interest in, including copyrights and renewals thereof, all systems, programming, records, statistics, data, documentation, operator's manuals, components, and accessories comprising the system furnishing the services hereunder and provided by WTC shall remain the property of WTC or its licensor at all times.

If any provision of these Term of Use or their application is held to be invalid, illegal, or unenforceable in any respect, the validity, legality or enforceability of any of the other provisions and applications herein shall not in any way be affected or impaired.