Terms of service

Proaliant Consulting Limited T/A Equideq (“Equideq”, “We”)
Equideq Terms of Service (Updated 8th February 2021)
IMPORTANT
Please read this Terms of Service ("Agreement") carefully before clicking the "I Agree" button or using the Equideq service and platform (the "Platform"). This is a legal agreement between the individual or entity (“You” or “Your”) that accesses or uses the Platform and Equideq. By clicking the "I Agree" button or using the Platform, You are agreeing to be bound by the terms and conditions of this Agreement. If You do not agree to the terms of this Agreement, do not click on the "I Agree" button and do not access or use the Platform.
Each horse lease is subject to a conditions of lease agreement. The conditions of lease agreement is a separate agreement from this Agreement but still conditional on Your acceptance of this Agreement. The Equideq role in any conditions of lease agreement is limited to the provisions of the technology and service to facilitate the lease as per this Agreement and Equideq is otherwise not a party to the conditions of lease agreement.
Each horse equity sale is subject to a conditions of sale agreement. The conditions of sale agreement is a separate agreement from this Agreement but still conditional on Your acceptance of this Agreement. The Equideq role in any conditions of sale agreement is limited to the provisions of the technology and service to facilitate the sale as per this Agreement and Equideq is otherwise not a party to the conditions of sale agreement.
1 DEFINITIONS
“Vendor” means the individual or entity that sells an equity share(s) in the horse. This also includes the “Original Vendor” who is the individual or entity that sells equity shares in the horse for the first time as part of the initial offering.
“Purchaser” means the individual or entity that purchases an equity share(s) in the horse
“Equity Holder” means the Purchaser that holds an equity share(s) in the horse
“Lessor” means the individual or entity that sells a racing lease share(s) in the horse. This also includes the “Original Lessor” who is the individual or entity that sells racing lease share(s) in the horse for the first time as part of the initial offering.
“Lessee” means the individual or entity that purchases a racing lease share(s) in the horse
“Leaseholder” means the Lessee that holds a racing lease share(s) in the horse
“Group” means the group of Equity Holders or Leaseholders
“Agent” means the individual or entity who is managing the horse on behalf of the Group
“Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs)
2 LICENCE AND RESTRICTIONS
2.1 This Platform is controlled and operated by the Equideq. In accessing the Platform, You do so at Your own risk and on Your own initiative, and are responsible for compliance with local laws, to the extent any local laws are applicable. You assume complete responsibility for, and for all risk of loss resulting from, Your use of, or referring to or relying on the content of or any other information obtained from Your use of this Platform. You agree that Equideq will not be liable for damages arising out of Your use or Your inability to use the Platform, and You hereby waive any and all claims with respect thereto, and whether based on contract, tort or other grounds.
2.2 You agree not to use the Platform to engage in any unlawful activities including without limitation, activities which,
i infringe the proprietary or intellectual property rights of Equideq or its licensors and/or third parties;
ii compromise the privacy of others;
iii are immoral, illegal or advocating of illegal activity;
iv destroy the integrity of any data or other computer based information;
v violate local, state, or national laws of any country;
vi reveal trade secrets, unless you own them or have the permission of the copyright owner;
vii infringe on any privacy or publicity rights of others;
viii impersonate another person.
2.3 You also agree not to
i interfere with or disrupt (or attempt to interfere with or disrupt) the Platform or servers or networks connected to the Platform, or to disobey any requirements, procedures, policies or regulations of networks connected to the Platform;
ii provide any information to Equideq that is false or misleading, that attempts to hide your identity or that you do not have the right to disclose;
iii use the Platform in any manner which could damage, disable, overburden or impair the Platform or interfere with any other party’s use and/or enjoyment of the Platform;
iv attempt to gain unauthorised access to the Platform or any accounts, computer systems and networks connected to any Equideq website, its facilities and/or services through hacking, password mining or any other means;
v use the Platform to impersonate any person or entity, or otherwise to misrepresent your affiliation with a person or entity.
You hereby agree to indemnify and hold harmless Equideq against any claims, proceedings and actions taken and all damages (including costs) that may be awarded or agreed to be paid to any third party in respect of any claim or action arising as a result of your breach of this condition or any of the items listed at i to xiii above.
3 REGISTRATION
3.1 Registration must be completed by the person applying for the account. You must be over 18 years of age and registration must be completed with Equideq, on the Platform only. To complete Your registration we will require certain information from you, which you authorise us to verify via third parties, including information that we in our sole and absolute discretion determine is necessary to meet our obligations under the Criminal Justice (Money Laundering and Terrorist Financing) Acts 2010 to 2018. You warrant and represent to us that all information provided to us during your registration and use of the Platform is true and accurate in all respects. You agree to promptly update such information if it changes.
3.2 If you do not provide to us all appropriate information and documentation, you will not be permitted to use the Platform. Equideq retains full and absolute discretion as to whether we allow you to register and continue to use the Platform.
3.3 You must always keep your password confidential and secure. You are responsible for all information and activity on the Platform by anyone using your account. Any breach of security, loss, theft or unauthorised use of an email address, password or security information must be notified to us immediately using the contact details in Section 30 of this Agreement.
3.4 You may change your password at any time by accessing the “Account Settings” section of the Platform. In the event that You forget Your Password, You can click on the “Forgot Password” link in the “Log in” screen. We may contact you on the phone number provided to answer a security question before sending You a password reset link.
3.5 There are no fees payable to set up an account. However, transaction fees and subscription charges will be payable when transacting on the Platform in accordance with Section 15.
4 DEPOSITING FUNDS
4.1 Once You have completed the registration and the account setup process, then you may deposit funds into the segregated bank account that we maintain at a licensed credit institution for holding your funds (a “Equideq Funds Account”). You can do this by bank transfer in accordance with the bank account details and instructions on the Platform.
4.2 Funds can be deposited to Your account by following the instructions on the Platform. It is important that you always use Your unique reference when You are depositing funds. Deposits that do not include Your unique reference may be subject to delay or incur an additional handling fee.
4.3 Your bank account must be in Your name and match the name You provided during the Equideq registration process.
4.4 Once our bank notifies us that your funds have been received in the Equideq Funds Account, the corresponding amount will be shown in your account. Your account will then be activated.
4.5 The minimum amount you can deposit to your account is €50 euro. There is also currently a limit on the maximum amount you can deposit of €800 euro.
4.6 Equideq is not responsible for any currency conversion or other charges that your financial institution may apply when depositing funds.
5 WITHDRAWING FUNDS
5.1 Funds can be withdrawn from Your account to Your designated bank account only by following the instructions on the Platform. Equideq is not responsible for any omissions or errors you make in providing us with Your bank account details for Your designated bank account. It is Your sole responsibility to ensure that these details are correct before you withdraw funds.
5.2 The minimum amount You can withdraw is €50 euro (with the exception of when an account closure request is processed).
5.3 There is a Equideq charge of 25 cents for withdrawing funds. This charge is subject to change, in accordance with Section 15.5. Equideq is not responsible for any other charges that your financial institution may apply when withdrawing funds.
5.4 Equideq retains the right to withdraw funds from your account that were deposited to Your account or transferred to Your account from another account in error. If this should occur, then you will be notified by Equideq.
5.5 Equideq retains the right to request that you first verify your identity before we process a withdrawal request. This is necessary in order to meet our obligations under the Criminal Justice (Money Laundering and Terrorist Financing) Acts 2010 to 2018. To prove Your identify we will require a form of personal identification such as a valid passport or drivers licence and a recent utility bill (no older than 3 months) for your current home address.
6 VOUCHERS
6.1 Valid vouchers from our partners may be used to apply a credit rebate to your account, at the discretion of Equideq.
6.2 Vouchers can only be used in accordance with the strict terms and conditions of the partner.
6.3 Any queries or disputes in relation to the validity or use of vouchers is between You and the partner who issued the Voucher. Equideq will not be liable to You or the partner in connection therewith.
7 HORSES AND HORSE DETAILS
7.1 An overview of information related to the horse can be viewed in either list format or tile format in the “Horses” section of the Platform. Key information provided here includes the name of the horse, the Group You will be joining if you decide to purchase lease or equity shares, the share, which is a four letter symbol that represents the horse shares in the market and the market status. There are three stages of the market such as "Planned" where horse shares can be reserved, "Initial Offer" where you can order shares and the "Exchange" where shares can be traded. The market status will always tell you what market stage a horse is available in.
7.2 More detailed information related to the horse can be viewed in the horse detail page which is accessed by clicking on the name of the horse. This information includes but is not limited to,
i Horse silks (if relevant) and summary
ii Horse age, colour, best rating (if relevant), sire, dam, dams sire
iii The Original Lessor (for lease only), the Original Vendor (for equity only), the breeder, the Group, the Agent and the trainer (if relevant)
iv The share symbol, the share option, the market status, the number of shares, the capex (for equity only), the opex, the lease period and lease period remaining (for lease only)
v Horse pedigree page, conditions of sale (for equity only), conditions of lease (for lease only).
vi Horse images
7.3 Information related to the horse, before and during the initial offering period is provided by and is the responsibility of the Original Vendor for an equity sale and the Original Lessor for a lease sale. Information related to the horse, following the conclusion of the initial offering is provided by and is the responsibility of the Agent. Equideq is not responsibility and will not be liable for the accuracy or any omissions or errors in the information provided on the Platform.
8 PLANNED OFFERS AND RESERVATION PROCESS
Prior to an initial offering, a horse may be made available as a planned offering on the Platform at the discretion of the Original Vendor/Original Lessor. The planned offering is purely for promotional purposes to gauge the level of interest in a horse. Reserving shares in a planned offering is therefore purely an expression of interest and neither the Original Vendor/Original Lessor, Purchaser/Lessee is under any obligation to proceed with the ordering, purchase or sale of shares following the planned offering. Anyone who reserves shares in a horse as part of a planned offering may, at the discretion of the Original Vendor/Original Lessor, be invited to a private initial offering in advance of the public initial offering.
8.1 A reservation can be made by clicking the “Reserve” button and specifying the number of shares You wish to reserve. A representative from Equideq or the Original Vendor/Original Lessor may contact You to gather further information and discuss the options with you.
8.2 Details of Your reservations are visible in Your “Portfolio” section. There is no charge for You reserving shares and reservations can be cancelled at any time during the planned offer.
9 INITIAL OFFERS AND ORDERING PROCESS FOR LEASE SHARES
The initial offering is a primary market where Opex Shares in the horse are made available for sale for the first time by the Original Lessor and can be ordered and purchased by the Lessee. The purchase of lease shares in an initial offering does not guarantee that those shares can ever be traded on the exchange.
9.1 The initial offering period will start and finish on dates specified by the Original Lessor.
9.2 If a subscription target is applied, then it will be displayed on the platform before and during the initial offer period. The subscription target must be achieved in order for the initial offering to be successful. The subscription target may be increased or decreased during the initial offer period at the discretion of the Original Lessor. If no subscription target is displayed, then none applies.
9.3 The initial offering period may be reduced or cancelled at the discretion of the Original Lessor.
9.4 Lessees may order Opex Shares in a horse during the initial offering period by following the instructions on the Platform. Before you Click the “Order” button, to order shares, You must first read and accept the Conditions of Lease. If you do not accept these Conditions of Lease, then do not order shares. You must also have read and accepted this Agreement.
9.5 When a Lessee orders an Opex Share then the Opex payment and relevant taxes and charges will be debited from the Lessee account and held in the Equideq Funds Account but without interest. Placement of an order by the Lessee does not guarantee that the order will be fulfilled and is subject to approval and successful conclusion of the initial offering process.
9.6 You can cancel Your order within 24hrs at no charge by contacting customersupport@equideq.com. The receipt date and time of your email cancellation request must be within 24hrs of the timestamp of when the order was placed on the Platform. After 24hrs all orders are non-refundable except in the instance where your order is not approved, or an initial offering does not conclude successfully.
9.7 If an order is not approved or the initial offering does not conclude successfully, then the Lessees Opex payment, taxes and charges will be credited back to the Lessee account in full but without interest. The Opex Share(s) will remain in the ownership of the Original Lessor.
9.8 If the initial offering concludes successfully, then the Lessees Opex payment will transfer to the Agent and the Opex Share(s) will transfer into the ownership of the Lessee who now becomes a Leaseholder.
10 INITIAL OFFERS AND ORDERING PROCESS FOR EQUITY SHARES
The initial offering is a primary market where Capex Shares in the horse are made available for sale for the first time by the Original Vendor and can be ordered and purchased by the Purchaser. The purchase of equity shares in an initial offering does not guarantee that those shares can ever be traded on the exchange.
10.1 The initial offering period will start and finish on dates specified by the Original Vendor.
10.2 If a subscription target is applied, then it will be displayed on the platform before and during the initial offer period.The subscription target must be achieved in order for the initial offering to be successful. The subscription target may be increased or decreased during the initial offer period at the discretion of the Original Vendor. If no subscription target is displayed, then none applies.
10.3 The initial offering period may be reduced or cancelled at the discretion of the Original Vendor.
10.4 Purchasers may order shares in a horse during the initial offering period by following the instructions on the Platform. Before you Click the “Order” button, to order shares, You must first read and accept the Conditions of Sale. If you do not accept these Conditions of Sale, then do not order shares. You must also have read and accepted this Agreement.
10.5 When a Purchaser orders a share then the Capex payment, Opex payment and relevant taxes and charges will be debited from the Purchaser account and held in the Equideq account but without interest. Placement of an order by the Purchaser does not guarantee that the order will be fulfilled and is subject to approval and successful conclusion of the initial offering process.
10.6 You can cancel Your order within 24hrs at no charge by contacting customersupport@equideq.com. The receipt date and time of your email cancellation request must be within 24hrs of the timestamp of when the order was placed on the Platform. After 24hrs all orders are non-refundable except in the instance where your order is not approved, or an initial offering does not conclude successfully.
10.7 If an order is not approved or the initial offering does not conclude successfully, then the Purchasers Capex payment, Opex payment, taxes and charges will be credited back to the Purchaser account in full but without interest. The share(s) will remain in the ownership of the Original Vendor.
10.8 If the initial offering concludes successfully, then the Purchasers Capex payment will transfer to the Original Vendor, the Opex payment will transfer, in full to the Agent and the share(s) will transfer into the ownership of the Purchaser who now becomes an Equity Holder.
11 THE EXCHANGE AND THE TRADING PROCESS FOR LEASE SHARES
The Equideq exchange or secondary market is a bulletin board that allows Lessees and Lessors to buy and sell racing lease shares for personal entertainment through the Agent. The submission of a buy order or sell offer does not guarantee that a trade transaction will be executed. A Lessor cannot sell an Opex Share unless there is a corresponding approved and executed buy order for that Opex Share. A Lessee cannot purchase an Opex Share unless there is a corresponding approved and executed sell offer for that Opex Share. The purchase of lease shares in an initial offering does not guarantee that those shares can ever be traded on the exchange.
11.1 The exchange will open and close at the discretion of Equideq on dates and times determined by Equideq, in consultation with the Agent.
11.2 The Agent is responsible for determining what the appropriate Opex will be for the horse.
11.3 When the exchange is open, any existing Leaseholder, acting as a Lessor can place a sell offer for a specified number of Opex Shares, ONLY at the Opex.
11.4 Any Lessee can place a buy order for a specified number of Opex shares, ONLY at the Opex. When a Lessee places a buy order, then the Opex payment and relevant taxes and charges will be debited from the Lessee account and held in the Equideq Funds Account but without interest.
11.5 You can cancel Your sell offer or buy order within 24hrs at no charge by contacting customersupport@equideq.com. The receipt date and time of your email cancellation request must be within 24hrs of the timestamp of when the respective offer or order was placed on the Platform. After 24hrs all offers and orders are non-refundable except in the instance where your offer or order is not approved, or a matching trade has not occurred after the exchange closes.
11.6 Any settlement of submitted sell offers and buy orders are subject to review and approval at the full and final discretion of the Agent.
11.7 The Platform will automatically prioritise, and match submitted, and approved sell offers and buy orders according to the time they were submitted.
11.8 A settlement occurs, when a buy order and sell offer are approved, matched and executed on the exchange. The Lessees Opex payment will transfer to the Lessor (or to the Agent if it is the Original Lessor selling shares on the exchange) and the Opex Share(s) will transfer from the Lessor into the ownership of the Lessee. The Lessor account will also be debited the relevant taxes and charges payable to Equideq. For clarification and the avoidance of doubt, the Lessor is selling the share to the Agent and the Lessee is buying the share from the Agent. Both the Lessor and Lessee are legally transacting with the Agent and the identities of the Lessor and Lessee will not be disclosed to each other.
11.9 If a buy order is rejected or unmatched and a settlement does not occur, then the Lessees Opex payment, taxes and charges will be credited back to the Lessee account in full, but without interest.
11.10 Any outstanding number of Opex Shares which are part of a sell offer or buy order, that have been approved but are still unmatched will remain on the exchange until they are matched and executed or until the exchange closes. If they are not settled after the exchange closes, then the transaction will be cancelled and all payments refunded to the relevant Parties, in full, but without interest within 48hrs of the exchange closing.
11.11 Note: The percentage of shares settled for the Original Lessor, as a percentage of the total number of shares settled for each settlement cycle should approximately, not exceed the percentage shareholding of the Original Lessor. i.e., If the Original Lessor has a 20% shareholding during a settlement cycle, then the percentage of shares settled for the Original Lessor for that settlement cycle, by the Agent, should not exceed, approximately 20%. This does not apply in the instance where the only buy orders or sell offers remaining to fulfil a settlement cycle belong to the Original Lessor. Clause 11.11 is only a guideline and the Agent should make a reasonable effort to adhere to this guideline.
12 THE EXCHANGE AND THE TRADING PROCESS FOR EQUITY SHARES
The Equideq exchange or secondary market is a bulletin board that allows Purchasers and Vendors to buy and sell equity shares through the Agent. The submission of a buy order or sell offer does not guarantee that a trade transaction will be executed. A Vendor cannot sell a Capex Share unless there is a corresponding approved and executed buy order for that Capex Share. A Purchaser cannot purchase a Capex Share unless there is a corresponding approved and executed sell offer for that Capex Share. The purchase of equity shares in an initial offering does not guarantee that those shares can ever be traded on the exchange.
12.1 The exchange will open and close at the discretion of Equideq on dates and times determined by Equideq in consultation with the Agent.
12.2 The Agent is responsible for determining what the appropriate Opex price will be for the horse.
12.3 The exchange Fair Market Value “FMV” of the horse Capex share is calculated based on the Agents appraisal.
12.4 When the exchange is open, any existing Equity Holder, acting as a Vendor can place a sell offer to sell a specified number of Capex shares at a price within a limited range of the FMV.
12.5 When the exchange is open, any Purchaser can place a buy order to purchase a specified number of Capex shares at a price within a limited range of the FMV. When a Purchaser places a buy order, then the Capex payment, Opex payment and relevant taxes and charges will be debited from the Purchaser account and held in the Equideq account but without interest.
12.6 You can cancel Your sell offer or buy order within 24hrs at no charge by contacting customersupport@equideq.com. The receipt date and time of your email cancellation request must be within 24hrs of the timestamp of when the respective offer or order was placed on the Platform. After 24hrs all offers and orders are non-refundable except in the instance where your offer or order is not approved, or a matching trade has not occurred after the exchange closes.
12.7 Any settlement of submitted sell offers and buy orders are subject to review and approval at the full and final discretion of the Agent.
12.8 The Platform will automatically prioritise, and match submitted, and approved sell offers and buy orders according to price priority first and then time priority.
12.9 A settlement occurs, when a buy order and sell offer are approved, matched and executed on the exchange. The Purchaser Capex payment and Opex payment will transfer to the Vendor. The Vendor account will also be debited the relevant taxes and charges payable to Equideq. The Capex Share(s) will also transfer from the Vendor into the ownership of the Purchaser. For clarification and the avoidance of doubt, the Vendor is selling the share to the Agent and the Purchaser is buying the share from the Agent. Both Parties are legally transacting with the Agent and the identities of the Vendor and Purchaser will not be disclosed to the corresponding Purchaser and Vendor.
12.10 If a buy order is rejected or unmatched and a settlement does not occur, then the Purchaser Capex payment, Opex payment, taxes and charges will be credited back to the Purchaser account in full, but without interest.
12.11 Any outstanding number of Capex Shares which are part of a sell offer or buy order, that have been approved but are still unmatched will remain on the exchange until they are matched and executed or until the exchange closes. If they are not settled after the exchange closes, then the transaction will be cancelled and all payments refunded to the relevant Parties, in full, but without interest within 48hrs of the exchange closing.
13 DELISTING FOR LEASE
The de-listing of the horse and the dissolution of the Group will occur at the conclusion of the lease period or in accordance with Section 14.1 in the Conditions of Lease agreement.
14 DELISTING FOR EQUITY
The de-listing of a horse will usually occur at the conclusion of a horse’s career or when the horse is sold on behalf of the Group. The timing of the de-listing will always and ultimately be the decision of the Agent. Following a de-listing, the value of the horse (if any), less any outstanding expenses, will be returned to the Equity Holders, followed by the dissolution of the Group. Any de-listing settlement paid to an Equity Holder will be directly proportional to an Equity Holder’s percentage equity holding in the horse at the time of de-listing. The de-listing of the horse can also occur in accordance with Section 14.1 in the Conditions of Sale agreement
15 PAYMENTS, TAXES AND CHARGES
15.1 There are no fees payable to set up an account. However, transaction fees and subscription charges will be payable to Equideq when transacting on the Platform.
15.2 There is no charge for submitting or cancelling a reservation in a planned offering.
15.3 The payments, taxes and charges payable to Equideq by You related to the purchase of lease shares as part of an initial offer and the trading of lease shares on the exchange are detailed in the Conditions of Lease agreement.
15.4 The payments, taxes and charges payable to Equideq by You related to the purchase of equity shares as part of an initial offer and the trading of equity shares on the exchange are detailed in the Conditions of Sale agreement.
15.5 Equideq reserves the right to waive or reduce any of our fees under this Agreement from time to time in our sole and absolute discretion. We also reserve the right to introduce new fees, or increase any of our fees under this Agreement from time to time, but we will only do so by giving you notice in accordance with Section 25.
15.6 Compliance with applicable tax law is Your responsibility. We take no responsibility, and shall not be liable, for the deduction of any such taxes. It is Your sole responsibility to account for any taxes that may be payable to the appropriate authorities in respect of Your activity on the Platform.
16 THE ROLE OF EQUIDEQ
16.1 Each horse sale or lease is subject to a conditions of sale or conditions of lease agreement respectively, which is a separate agreement from this Agreement but still conditional on Your acceptance of this Agreement. The Equideq role in any conditions of sale or conditions of lease is limited to the provisions of the technology and service to facilitate the sale and management of shares as per this Agreement and Equideq is otherwise not a party to any conditions of sale or conditions of lease agreement. Equideq is not responsible for any disputes, errors or omissions arising out of the sale or management of the shares.
16.2 Equideq does not make investment recommendations to you. No communications from Equideq, through the Platform or any other medium, should be construed as an investment or purchase recommendation. Equideq does not provide legal, financial or tax advice of any kind. If you have any questions with respect to legal, financial or tax matters relevant to your interactions with Equideq, you should consult a professional adviser.
17 ACCOUNT TERMINATION
17.1 If you are currently not an Equity Holder or Leaseholder, you may terminate your account by writing to customersupport@equideq.com
17.2 We may terminate or suspend your account or seek any other appropriate remedy (including but not limited to damages) at any time and for any reason, including but not limited to:
i breach of the any provisions of this Agreement;
ii breach of any sale or lease agreement to which You are a party;
iii we suspect that You have committed fraud, been involved in money laundering or other criminal activities; or
iv You are currently not an Equity Holder or Leaseholder and there has been no transaction activity in your account within the immediately preceding 12-month period.
17.3 Equideq may cease to offer certain features or functionality within the Platform, or cease to operate the Platform, in our sole and absolute discretion, in which case your account will terminate and the administration of the horse for the Group will continue to be the responsibility of the Agent. In this event, we will provide you an electronic statement of any of Your existing lease share holdings and/or equity share holdings in horses that You purchased on the Platform.
17.4 On termination, we will pay you any funds in your account to which you are entitled, either by bank transfer to your nominated bank account or by cheque to the address last provided by you. We reserve the right to verify the details of your nominated bank account before making such a payment.
17.5 Termination of your Platform account will not result in a termination of any existing sale or lease agreement to which you are a party at that time.
18 WARRANTIES
18.1 You warrant, that in the purchase of equity or lease shares, that You fully understand the associated risks and financial obligations and that You may lose all or a significant amount of Your original outlay. You also understand that the purchase of any equity or lease shares on the Platform is final and non-refundable.
18.2 You warrant, that the purchase of equity or lease of shares is entirely at Your own risk, and before purchasing or leasing shares, that You are responsible for ensuring that You apply Your own necessary due diligence in the research and valuation of the horse and seek your own professional legal, tax or financial advice as necessary, in advance of any purchase.
18.3 We make no warranty or representation as to the suitability of any horse for the stated purpose or the ability of any Agent to manage the horse or administer the funds on behalf of the Group.
18.4 All information on the Platform, whether provided by Equideq or by Original Vendors, Original Lessors or Agents is provided “as is” for information purposes only and does not constitute any advice, invitation, solicitation, recommendation or endorsement in respect of any sale or lease agreement. We make no representation or warranty either as to the accuracy or reliability of data or information on the Platform, or as to whether such data or information is up to date or error free.
18.5 We do not warrant, represent, or guarantee that shares purchased or leased in an initial offering can be traded on the exchange. Trading on the exchange is subject to the exchange been opened at the discretion of Equideq, trades been approved by the Agent and trades been matched with a corresponding buy order or sell offer. Equideq reserves the right, in its absolute discretion to never open the exchange for the trading of any or all horses.
18.6 You accept that Equideq is not obligated to provide the Platform or its services when we believe that this will violate any new or existing laws, regulations, court decision or binding advice as these are expressed from time to time.
18.7 THE PLATFORM IS AVAILABLE TO YOU “AS IS” AND, TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, THIS PLATFORM IS MADE AVAILABLE WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. EQUIDEQ MAKES NO REPRESENTATIONS, WARRANTIES OR UNDERTAKINGS THAT THE PLATFORM, OR THE SERVER THAT MAKES IT AVAILABLE, WILL BE FREE FROM DEFECTS, INCLUDING, BUT NOT LIMITED TO VIRUSES OR OTHER HARMFUL ELEMENTS. EQUIDEQ ACCEPTS NO LIABILITY FOR ANY INFECTION BY COMPUTER VIRUS, BUG, TAMPERING, UNAUTHORISED ACCESS, INTERVENTION, ALTERATION OR USE, FRAUD, THEFT, TECHNICAL FAILURE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY, OR ANY EVENT OR OCCURRENCE BEYOND THE CONTROL OF EQUIDEQ, WHICH CORRUPTS OR AFFECTS THE ADMINISTRATION, SECURITY, FAIRNESS AND THE INTEGRITY OR PROPER CONDUCT OF ANY ASPECT OF THE PLATFORM. EQUIDEQ MAKES NO REPRESENTATIONS, WARRANTIES OR UNDERTAKINGS ABOUT THE SERVICE, FACILITIES AND/OR MATERIALS ON THE PLATFORM (INCLUDING WITHOUT LIMITATION, THEIR ACCURACY, THEIR COMPLETENESS OR THEIR MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE).
18.8 ALL USE BY YOU OF THE PLATFORM IS AT YOUR OWN RISK. YOU ASSUME COMPLETE RESPONSIBILITY FOR, AND FOR ALL RISK OF LOSS RESULTING FROM, YOUR DOWNLOADING AND/OR USING OF, OR REFERRING TO OR RELYING ON THE FACILITIES OR MATERIALS PROVIDED ON THE PLATFORM. YOU AGREE THAT EQUIDEQ AND PROVIDERS OF TELECOMMUNICATIONS AND NETWORK SERVICES TO EQUIDEQ WILL NOT BE LIABLE FOR DAMAGES ARISING OUT OF YOUR USE OR YOUR INABILITY TO USE THE PLATFORM, AND YOU HEREBY WAIVE ANY AND ALL CLAIMS WITH RESPECT THERETO, WHETHER BASED ON CONTRACT, TORT OR OTHER GROUNDS.
19 INDEMNITY
You agree to defend, indemnify and hold Equideq (and as applicable, its officers, directors, employees, agents, licensors, subsidiaries, affiliates and any of our third party information service providers) harmless against any and all demands, losses, expenses, damages and costs, including legal costs, and claims made by or liabilities to any third party resulting from any activities conducted under your account, your use or misuse of the Platform, including but not limited to posting content on the Platform, using the Platform, infringing any third party’s intellectual property or other rights, or otherwise arising out of your breach of this Agreement.
20 LIMITATION OF LIABILITY
To the maximum extent permitted by applicable law, neither Equideq nor any of its officers, directors, employees, agents, affiliates or other representatives will be liable for loss or damages arising out of or in connection with your use of the Platform including, but not limited to, direct, indirect, incidental, special or consequential loss or damages, loss of data, loss of income, profit or opportunity, loss of or damage to property and claims of third parties, even if Equideq has been advised of the possibility of such loss or damages, or such loss or damages were reasonably foreseeable. In no event shall Equideq nor any of its officers, directors, agents, employees, affiliates or other representatives be liable for any loss or damages whatsoever resulting from the statements or conduct of any third party or the interruption, suspension or termination of the Platform, whether such interruption, suspension or termination was justified or not, negligent or intentional, inadvertent or advertent. Without limiting the foregoing, under no circumstances shall Equideq or any of its officers, directors, agents, employees, affiliates or other representatives be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including, without limitation, internet failure, computer equipment failures, telecommunication failures, other equipment failures, electrical power failures, strikes, riots, interactions, civil disturbances, pandemic, shortages of labour or materials, fires, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, delays, losses, errors or omissions made by the postal or other delivery services or the banking system, or the non- performance of a third party. Equideq does not exclude liability for fraud or for death or personal injury caused by our negligence (or that of our employees or authorised representatives). In any event, your sole remedy under this Agreement will be the reimbursement to you of the monies paid by you in on the Platform.
21 INTELLECTUAL PROPERTY RIGHTS
You acknowledge that Equideq owns, or is an authorized licensee of, all rights, title, and interest in all Intellectual Property Rights in the Platform. The license granted to You pursuant to this license agreement does not convey any express or implied Intellectual Property Rights in the Platform.
22 FEEDBACK
Equideq will receive a royalty-free, worldwide, transferable, sub-licensable, irrevocable, and perpetual license to use or incorporate into the Platform any suggestions, enhancement requests, recommendations or other feedback provided by You.
23 AVAILABILITY
Although Equideq endeavours to ensure the Platform is available 24 hours a day, as determined by Equideq from time to time, there may be occasions when interruption to the Platform may occur, e.g. to allow maintenance, upgrades and emergency repairs to take place, or due to failure of telecommunications links and equipment that are beyond our control. You agree that Equideq shall not be liable to You for any loss incurred by you resulting from the modification, suspension, discontinuance of the Platform or the discontinuance of any feature of the Platform.
24 WEBSITE LINKS
Equideq makes no representations, warranties or undertakings about any content of or information on any other website referred to or accessed by hypertext link through the Platform or from which the Platform is referred to or accessed by hypertext link ("third party site"). Equideq does not endorse or approve the content of any third party site or partner site, nor will Equideq have any liability in connection with any third party site (including but not limited to liability arising out of any allegation that the content of or information on any third party site infringes any law or the rights of any person or entity). No judgment or warranty is made with respect to the accuracy, timeliness or suitability of the content of any third party site, and any and all liability which might arise out of, or in connection with, your use or reliance on the content of or information on, or the performance of, any third party site is excluded. Nor can Equideq guarantee that the controller of any third-party website will respect your privacy in the same manner as Equideq.
25 REVISIONS
Equideq reserves the right to change the content, offerings, processes, operations, presentation, performance, use and facilities and availability of any part of the Platform at its sole discretion and without liability to you, including these Terms of Service and you should check these Terms of Service regularly for any changes.
25.1 Equideq may update or amend this Agreement from time to time to comply with law or to meet our changing business requirements, in our sole and absolute discretion and without prior notice. In the event that any changes are made, the revised terms and conditions shall be posted on the Platform at www.equideq.com/legal By continuing to access the Platform, you agree to be bound by the terms of these updates and amendments.
25.2 Equideq also reserves the right to change the conditions of sale agreement and conditions of lease agreement at any time subject to notice. In the event that any changes are made, the revised terms and conditions shall be posted on the Platform at www.equideq.com/legal By continuing to access the Platform, you agree to be bound by the terms of these updates and amendments.
25.3 These terms and conditions were last updated on the 8th February 2021.
26 ENFORCEABILITY
The failure of Equideq to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. The Agreement represent the entire understanding and agreement between you and Equideq relating to use of the Platform, and supersede any and all prior statements, understandings or agreements whether oral or written.
27 DATA PRIVACY
We respect and protect the privacy of the individuals who access and use the Platform. For full details of the type of information We collect, how We use it and under what circumstances We disclose information, please read the Equideq Privacy Policy at www.equideq.com/legal, which is hereby incorporated into and forms part of this Agreement.
28 COMPLAINTS
If you want to make a complaint about the Platform you can email customersupport@equideq.com, with brief details of your complaint and your email address in use on the Platform. Our team will acknowledge your complaint and contact you within five business days to assist with your complaint.
29 GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the Republic of Ireland, and you hereby agree for the benefit of Equideq, and without prejudice to the right of Equideq to take proceedings in relation to this Agreement before any other court of competent jurisdiction, that the courts of the Republic of Ireland shall have jurisdiction to hear and determine any action or proceedings that may arise out of or in connection with this Agreement, and for such purposes you irrevocably submit to the exclusive jurisdiction of such courts.
30 ABOUT US
Proaliant Consulting Limited T/A Equideq is a company incorporated in Ireland, whose registered number is 637464 and whose registered office and principal place of business is at Republic of Work, 12 South Mall, Cork, Ireland, T12 RD43. Email info@equideq.com
31 GENERAL
31.1 You agree that all documents that we are entitled to send you electronically may be delivered to you on Your Platform account or to Your email address, including any notices we give you. You will also receive by email to your email address specified in your account regular communications in relation to the service and your use of the Platform.
31.2 All disclaimers, indemnities and exclusions in this Agreement shall survive termination of this Agreement for any reason.
31.3 In the event of a conflict between any part of this Agreement and the conditions of sale agreement or the conditions of lease agreement, then the Equideq Terms of Service shall prevail to the extent of such conflict.
32 EXECUTION
By clicking the "I Agree" button or using the Platform, You are agreeing to be bound by the terms and conditions of this Agreement. If You do not agree to the terms of this Agreement, do not click on the "I Agree" button and do not access or use the Platform.

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Proaliant Consulting Limited T/A Equideq|CRO 637464|Republic of Work, 12 South Mall, Cork, Ireland, T12 RD43
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