4. NO RESALE OR COMMERCIAL USE OF THE SERVICE

You acknowledge that content appearing on the STALLIONS Internet Site may be protected by copyrights, trademarks or other proprietary or personal rights and that your use of such content will be governed by the laws which create those rights and provide for their enforcement.
Your right to use the service is personal to you. You agree that without the prior written consent of STALLIONS you shall not resell the Internet Service or use the Service for the transmission of commercial solicitations or for the receipt of responses to commercial solicitations. You agree not to, for a commercial purpose, upload, transmit, reproduce, distribute or participate in the transfer or sale, or in any way exploit, any content obtained through the Service. You agree not to use the Service for the transmission of (or receipt of responses to) chain letters, lotteries, gambling or pyramid schemes of any kind. You agree not to use the Service to disseminate any message in a broad-based mailing without the prior written permission of STALLIONS. You agree not to forge communications or take any other action that would disguise the origin of communications transmitted by you through the Service. You agree not to permit another person to transmit communications that falsely identifies your account as the origin of such communication.

5. REGISTRATION FOR MEMBERSHIP

Registration is required to use the Service provided by STALLIONS. Basic registration is free and does not obligate you to purchase anything or release sensitive information such as credit card numbers or check information. The Registration form requires you to provide with certain true, complete and accurate information about yourself so that you may safely use the Service. Upon acceptance of your registration, you will receive a welcome letter via email containing your password. Transmission times depend on your Internet Service Provider, but it typically takes less than a half hour to receive your password. Without a valid email address and password, you will not be eligible to bid on and purchase nominations or merchandise on the STALLIONS Service.

Members will receive electronic mailings and/or other information relevant to the completion of a sales or purchase transaction. Members will receive electronic mailings as required to be notified of changes to the existing Membership Terms of Agreement. Members may opt-out of receiving the Newsletter and/or other notifications of promotional events offered by STALLIONS. STALLIONS will only use your personal membership information in accordance with our Privacy Statement.

Registered members may request their membership to be closed at any time, however, STALLIONS will not process the request for any member currently holding the highest bid on an open auction until such time that the member loses status as the high bidder or the auction closes. Additionally, sellers with open listings may not close their account and request a refund of their account balance until all current auctions are ended. To request your account to be closed and request a refund of your account balance, send an email request to administration@stallions.com.au including your registered email address and reason for the request.

6. FEES FOR USE OF THE SERVICE

Basic registration with STALLIONS is free.

7. OBLIGATIONS OF A MEMBER

You expressly agree to:
(1) provide certain current, complete, and accurate information about yourself as prompted to do  so by the Service
(2) maintain and update this information as required to keep it current, complete and accurate. All information requested on original sign up shall be referred to as registration data ("Registration Data"). Furthermore, you grant to STALLIONS the right to disclose to third parties certain Registration Data in the aggregate; provided, however, that such disclosures will exclude name, mailing address, email address, account and phone number, unless:
(1) you expressly direct, or any other person you may designate directs, STALLIONS to disclose such information through the Service as provided by the Service; or
(2) STALLIONS is required to disclose such information by applicable law or by subpoena.
You should review the Privacy Policy for further information concerning the collection and usage of Member information.
If any information provided by you is incomplete or inaccurate, STALLIONS retains the right to terminate your rights to use the Service. You agree as a Member of the Service and in your use of the Service not to use a false or misleading name or a name that you are not authorised to use. Fraudulent supplication of Member information will be prosecuted to the fullest extent of the law.
Membership is non-transferable. You may change information on existing membership account only to update your member account.
You acknowledge and agree that STALLIONS does not endorse any of the stallion nominations entitlements that are transferred through the Service. You acknowledge and agree that STALLIONS in no way functions as either a buyer or seller of STALLIONS nominations. You acknowledge and agree that STALLIONS is merely a facilitator and provides transactional assistance to its members and is not a principal to any transaction. STALLIONS shall not and does not take title or ownership of any property or funds held by it. Title to such property or funds shall belong to the seller or buyer, as the case may be, and shall be held and disposed of in accordance with the terms and conditions contained in these Terms of Agreement. Any disputes and/or disagreements between buyer and seller must be addressed between buyer and seller and you expressly agree not to look to, nor hold responsible, STALLIONS in any way or in any manner.
You acknowledge and agree that STALLIONS is not responsible for any misrepresentations and/or breaches of contract by either buyer and/or seller. You acknowledge and agree that any dispute involving STALLIONS shall be settled by arbitration.

8. OBLIGATIONS OF STALLIONS

STALLIONS agrees to act with respect to each transaction in accordance with these Terms of Agreement.

The duties and responsibilities of STALLIONS shall be limited to those expressly set forth in these Terms of Agreement and it shall not be subject to, or obliged to recognise, any other agreement between, or direction or instruction of, any or all of the parties to any such transaction.
In the event that STALLIONS shall be uncertain as to its duties under these Terms of Agreement in regard to a transaction or shall receive instructions, claims or demands from any party to such transaction which, in its opinion, conflict with any of the provisions of these Terms of Agreement, it shall be entitled to refrain from taking any action, and its sole obligation shall be to keep safely all funds or property held until it shall be directed otherwise in writing by all of the parties to such transaction or by a final judgment of a court of competent jurisdiction. At its option, STALLIONS may deposit any property or funds held by it with a court of competent jurisdiction pending the decision of the court upon whose decision is entitled to rely. STALLIONS shall not incur any liability for following the instructions herein contained or expressly provided for, or written instructions given by all of the parties to any such transaction. You acknowledge and agree that STALLIONS’s duties are ministerial in nature and neither it or its affiliates shall incur any liability whatsoever except for wilful misconduct or gross negligence. STALLIONS shall also be fully protected in relying upon any written notice, demand, certificate or document which it in good faith believes to be genuine.

9. MEMBER ACCOUNT, PASSWORD, AND SECURITY

Once you become a member of the Service, you will receive a user ID and a password. You are entirely responsible if you do not maintain the confidentiality of your user ID and password. Furthermore, you are entirely responsible for any and all activities, which occur under your user ID and password. You agree to immediately notify STALLIONS of any unauthorised use of Member's user ID or any other breach of security known to Member.

10. MEMBER CONDUCT

You are solely responsible for the contents of your transmissions through the Service. Your use of the Service is subject to all applicable state, national and international laws and regulations. You agree:
(1) not to use the Service for illegal purposes;
(2) not to interfere or disrupt networks connected to the Service; and
(3) to comply with all regulations, policies and procedures of networks connected to the Service.
You agree not to transmit through the Service any unlawful, harassing, libellous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. You further agree not to transmit any material that encourages conduct that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable state, national or international law or regulation. Attempts to gain unauthorised access to other computer systems are prohibited.
You further agree not to use the Service in a manner that violates any Commonwealth, or state laws or statute including but not limited to the sale of regulated substances to minors or the filing of fraudulent insurance claims.
STALLIONS retains the right, at its sole discretion, to determine whether or not your conduct is consistent with the letter and spirit of these Terms of Agreement and may, at its sole discretion, immediately terminate your use of the Service if your conduct is found to be inconsistent with these Terms of Agreement.

11. FURTHER OBLIGATIONS AND ACKNOWLEDGEMENTS

Members agree to refrain from sending unsolicited offers to purchase goods, chain letters or other commercial email to other users. Users may not "harvest" or use "robots" to gather email addresses from the STALLIONS Service for solicitation or other offers.
Members agree that their use of the service, including bidding activity, listing, purchase and sale of items, will not violate any applicable local, state, federal and/or international laws, statutes, ordinances and/or regulations. The solicitation, advertisement, sale, exchange or auction of counterfeit goods and other illegal items are expressly prohibited.
STALLIONS reserves the right to refuse service to anyone. STALLIONS will exercise this right with buyers who make a habit of winning auctions and not buying and sellers who list an item and do not sell. In addition, STALLIONS reserves the right to refuse service to Members whose member account information is incomplete, inaccurate or untrue. If a Member is suspended by STALLIONS, that individual may not register again. Please help make this a marketplace that everyone can trust and enjoy. STALLIONS may, at its sole discretion, terminate Service should Member's conduct fail to conform to these Terms of Agreement.
The Internet can be an unstable and, sometimes, insecure marketplace. At times the service may not be available or bids may not be processed or may not be accepted for reasons beyond our control. In these circumstances we accept no responsibility. STALLIONS will not post a bid on your behalf. Disclaimer of Warranties for further information.
STALLIONS reserves the right to remove listings as appropriate.
STALLIONS cannot guarantee that it will notice or be able to prevent any illegal or inappropriate use of the site nor can STALLIONS guarantee that it will give notice of any illegal or inappropriate use of the Site.
STALLIONS cannot guarantee the preservation of any record and may delete information at its sole discretion and without notice.

12. BUYING AND BIDDING ON AN ITEM

Bidding on an nomination is an irrevocable offer to buy the nomination at the bid price. The winning bidder is the one who places the highest bid that meets or exceeds the minimum bid price set by the seller, or, if the auction contains a reserve, that meets or exceeds the reserve price set by the seller.
The winning bidder is obligated to complete the transaction.
Bids may not be retracted except under certain situations such as an obvious typographical error or a material change to the auction listing or availability of the stallion for service as advised by the seller.  STALLIONS will not retract a bid on an auction that has already closed.
A losing bidder may choose to complete the transaction, if offered the item by the STALLIONS, but the losing bidder is under no obligation to do so.
Ask questions. If you are a bidder, you are required to read carefully the entire listing for information about the item as provided by STALLIONS, including the description section and any addendum posted. Do not rely solely on the title of the item for a complete description of the terms and conditions of the nomination. Be certain that you understand the payment terms set by the seller, including any addendum to those terms as outlined in the item's description. Your bid is considered an irrevocable offer to purchase the nomination at your bid and under the terms set by the seller. If you have any questions about the item or what may be included in the auction, you should have them answered by STALLIONS prior to making your bid. All bids are made in increments and are subject to a minimum bid, as posted for each item. In addition, STALLIONS offers a feature for proxy bidding called ProxyBID™. To use ProxyBID™, simply enter a bid for the maximum amount you are willing to pay for the item. ProxyBID™ will monitor all bids on the auction. Each time a new bid is placed, your bid will automatically increase to ensure that you remain the high bidder, until your maximum price is reached. ProxyBID™ will continue to bid for you until you reach the maximum amount in your original bid. You may increase your ProxyBID at any time.
We keep track of your unsuccessful bids. If a problem occurs with a winning bid in an open auction and that bid is retracted, STALLIONS may reinstate your currently unsuccessful bid to currently winning status at your last bid price. You are responsible for tracking the status of your auction activity and following through on any successful closed auction where you are either the seller or the highest bidder.
STALLIONS is not responsible for bids that are unable to be processed or accepted due to technical difficulties. In addition, STALLIONS will not post a bid on your behalf.
Bid manipulation of any kind is expressly forbidden. You may not bid on an item for the purpose of maximising other Members' bids. Shill bidding or the use of secondary registrations, associates or aliases to artificially raise the bidding on an item is strictly prohibited. Buyers are prohibited from communicating with each other with the purpose of manipulating the final purchase price of an item.
Members found engaging in any form of bid manipulation will be permanently suspended from the STALLIONS Service, including all associated secondary and re-registered membership accounts.
A seller may place one bid on their own item using their corresponding registered email address for the sole purpose of ending an auction that has bid activity. A seller may remove their nomination from auction only if the stallion becomes unavailable due to accident, sickness, disease or transport difficulties or if the listing was erroneously listed twice.  The seller is responsible for contacting STALLIONS to inform them that the nomination is no longer available.
Fraudulent bidding. It is illegal to make bids in a false name or with invalid membership even if our software initially accepts such a bid. Please don't ruin the service for everyone by testing our auctions with false bids. This puts you at substantial personal legal risk. Fraudulent bidders will be prosecuted to the fullest extent of the law. You will be reported to your Internet Service Provider.

13. SELLING AND LISTING AN ITEM

Placing a nomination for auction with STALLIONS is an irrevocable offer to sell an item to the highest bidder subject to any reserve price. Please consider carefully whether you want to place an item for auction. Your opening bid must be the minimum bid that you would accept as a final sales price unless you have established a reserve price for your auction.
If your listing receives one or more bids at or above your stated minimum price, or at or above the reserve price in the case of a reserve auction, you are obligated to complete the transaction with the high bidder. There are exceptions to this under certain situations, such as the buyer failing to meet the payment or contract terms.

Commission fees and GST payments to STALLIONS for its services are non-refundable. The sales commission fee and GST charged by STALLIONS will be based on the actual sales price realised and will be billed when the service fee becomes due and payable. For a comprehensive schedule of fees to use the Service provided by STALLIONS.
When the winning bidder does not buy: If the winning bidder does not buy or complete a successful auction or For Sale sale, STALLIONS is allowed to contact the second highest bidder (and so on) to offer the item at the bid offered by that bidder.
STALLIONS should allow a reasonable time - three days - for the buyer to respond to email.

Ending an Auction Early. A seller may only remove their nomination from auction if the stallion becomes unavailable for service for any reason or if a For Sale listing was erroneously posted twice. The seller is responsible for contacting STALLIONS to inform them that the item is no longer available. So that the item does not accept further bids, the seller must send an email request to administration@stallions.com.au
  to end the auction early including details of the nominations and the reason for the request.
 

14. THE AUCTION

Types of SALES:  Nominations may be offered for sale using one of the following formats:

RESERVE Auction. The Reserve Auction allows a seller to list a nomination with a low starting bid amount to generate interest and bids on the item, however, the seller is not obligated to sell the item until their reserve price is met. The reserve amount is not revealed to the bidder. The Reserve Auction is denoted with a red "R" following the title in the auction listings. When the bidding reaches the reserve amount, a “RESERVE NOW MET” box will appear.

UNRESERVED Auction. The Unreserved Auction allows a seller to list a nomination with the seller obligated to sell the item once a bid is made.  The Unreserved Auction is denoted with a green "U" following the title in the auction listings.

FOR SALE Listing. A For Sale listing is a fixed-priced sales format that closes immediately with the first bid placed on the item (i.e the purchaser accepts the sellers price), unless there are multiple items available in the case of a For Sale sale.

THE SECOND CHANCE OPTION. If an auction expires without bid activity or with bid activity below the reserve price, the auction can be extended if the seller originally opted for the free Second Chance run at the time the auction was originally listed. The Second Chance option simply extends the same auction for the same timeframe as the original run. The second running of an auction retains all bid history from the original run of the auction.

CLOSING TIMES: Auctions close at the scheduled closing time or five minutes after the last bid, whichever is later. That means that as long as people are bidding within five minutes of each other, the auction does not end. This rule is intended to prevent buyers from being locked out of an auction due to a slow connection, and to protect sellers from receiving a lower price than the buyer is willing to pay. Auction closing times are approximate, and STALLIONS reserves the right to close an auction earlier or later than the scheduled time. This rule does not apply to For Sale transactions.

Buyers and sellers must ensure that participation in the auction does not violate any applicable local, state, federal or international laws or Regulations or the rules of the applicable stallion syndicate agreement. By this we mean that you must check that you are entitled to sell or buy the relevant nomination and that you are not prohibited from doing so by any law or regulation. If you are not sure whether you are entitled to sell or buy you should take professional advice.

STALLIONS reserves the right to close an auction or listing if STALLIONS, in its absolute discretion, determines it is in violation of this policy.

MEMBER DISCOUNTS: STALLIONS may offer to STALLIONS members a percentage discount on the listed sale price of certain For Sale Listing nominations as may be the case from time to time.

15. PAYMENT AND EXCHANGE OF CONTRACTS

When the auction closes, the seller and the winning bidder are notified by an automated email from STALLIONS. The Closed Auction Notice will contain the item number, title of the item, final selling price, and payment terms. In addition, the seller's Closed Auction Notice includes commission charged, and the GST on those charges. This Notice is a courtesy that we do for you. If you do not receive a Closed Auction Notice, you are still responsible for tracking the status of your auction activity and following through on any successful closed auction where you are either the seller or the high bidder. If you are bidding on an item, you are responsible for checking your status on the auction to see if you have won.

On a successful Reserved, Unreserved or For Sale transaction, buyer(s) are responsible for contacting STALLIONS to confirm the sale and make arrangements for payment and exchange of service contracts, within 3 days of the close of the auction. If applicable the purchaser should as soon as practicable advise STALLIONS of the name of the mare for whom it is proposed to use the nomination subject to condition sixteen.

The integrity and success of and its community of members depends on swift email communications between STALLIONS, buyers and sellers as well as the timely completion of sales transactions. Those who do not comply are in jeopardy of losing their status as members on the STALLIONS Service.

16. STANDARD MARE QUALIFICATIONS

Nominations shall unless otherwise stated require the purchaser to breed a thoroughbred filly or mare which qualifies as a “Standard Mare” as defined below.  The purchaser of any nomination will submit the name of such “standard” mare no later than August 1 of the breeding season for which the nomination is applicable together with any information with respect to the mare in order to determine the qualifications of said mare as a “Standard Mare” and within fourteen days of date of the sale execute a Stallion Service Agreement as provided by STALLIONS. If the date of sale is after August 1 in any Calendar year the purchaser shall provide the name of the Standard Mare within 7 days of the date of the sale.
A “Standard Mare” shall mean any thoroughbred filly or mare which is seventeen years of age or less during the appicable breeding season for which the stallion nomination is to be used, has a negative EIA test and meets any one of the following requirements.

A. If not currently in foal from the prior season, the mare must have had a live foal, exclusive of twin or twins, to stand and nurse in each of the seasons immediately prior thereto, or

B. If the mare is currently in foal with a last service date prior to November 15 or has not been bred back since producing a live foal to stand and nurse, exclusive of twin or twins, during the foaling season for which the nomination is applicable, she must have had a live foal to stand and nurse exclusive of twin or twins, in either of the two seasons immediately prior thereto, or

C. If not currently in foal with a last service date prior to November 15 she must not have been bred back since producing a live foal to stand and nurse, exclusive of twin or twins, during the season immediately prior thereto - that being her first season at stud, or

D. If the mare is currently in foal with a last service date prior to November 15, or has not been bred back since producing a live foal to stand and nurse, exclusive of twin or twins, during the foaling season for which the nomination is applicable, she must have had a live foal to stand and nurse, exclusive of twin or twins in either or both of the two seasons immediately prior thereto or,

E. If the mare is currently in foal with a service date prior to November 15, or has not been bred back since producing a live foal to stand and nurse exclusive of twin or twins during the foaling season immediately prior thereto - that being the mares first season at stud, or

F. A maiden mare which is three years of age or older and has been out of training prior to
September 1 of the breeding season for which the nomination is applicable.

17. DEFAULT

Should a purchaser fail to comply with conditions fifteen and sixteen above, or fail to make payment when dueSTALLIONS may in its absolute discretion pursue any remedy available against the defaulting purchaser including but not limited to the resale of the nomination by private treaty or by auction for account of the defaulter.  In any such case the defaulter shall be liable for any deficit in his account after charging to his account all costs of maintainance and resale, including but not limited to service charges, legal fees, cost of litigation and damages available to STALLIONS.

18. RELEASE AND INDEMNIFICATION

You hereby waive, release, forgive, discharge and relinquish any and all claims that you now have or may have against STALLIONS, its affiliates, subsidiaries, parents, shareholders, directors, officers, employees, agents and representatives which are connected with, arise out of, relate to or are incidental to any transaction.

You hereby agree to indemnify, defend and hold STALLIONS, its affiliates, subsidiaries, parents, shareholders, directors, officers, employees, agents and representatives harmless from and against any and all claims, loss, damage, tax including GST, liability and/or expense that may be incurred by STALLIONS, its affiliates, subsidiaries, parents, shareholders, directors, officers, employees, agents and representatives arising out of or in connection with the performance of its duties as described in this Agreement (except as caused by its gross negligence or wilful misconduct) including the legal costs, fees and expenses of defending itself against any claim by any or all of the parties to any transaction and/or by any other person and/or as a result of you taking any action or refraining from taking any action or instituting or defending any action or legal proceeding.

You further agree to indemnify and hold STALLIONS, its affiliates, subsidiaries, parents, shareholders, directors, officers, employees, agents and representatives harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the Service, the violation of these Terms of Service by you, or the infringement by you, or other user of the Service using your ID, of any intellectual property or other right of any person or entity.

19. DISCLAIMER OF WARRANTIES

You expressly agree that use of the service is at your sole risk. The service is provided on an "as is" and "as available" basis. STALLIONS expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness of a particular stallion. STALLIONS makes no warranty as to the results that may be obtained from the use of any stallion service.  STALLIONS makes no warranty that the stallion service will meet your requirements. STALLIONS makes no warranty that the internet service will be uninterrupted, timely, secure, or error free; nor does or as to the accuracy or reliability of any information obtained through the internet service or that defects in the software will be corrected. No advice or information, whether oral or written, obtained by you from or through the service shall create any warranty not expressly made herein.

20. LIMITATION OF LIABILITY

STALLIONS shall in no way be liable for any direct, indirect, incidental, special or consequential damages, resulting from the use or the inability to use the internet service, or for cost including GST of procurement of substitute goods and services or resulting from any goods, or services purchased or obtained, or messages received or transactions entered into through the service or resulting from unauthorised access to or alteration of your transmissions or data, including but not limited to, damages for loss of profits, use, data or other intangible, even if STALLIONS has been advised of the possibility of such damages.

21. TERMINATION

STALLIONS reserves the right to terminate your enrolment with the Service.
Should you object to any of these Terms of Service or any subsequent modifications thereto or become dissatisfied with the Service in any way, your only recourse is immediately to:
(1) discontinue use of the Service;
(2) terminate Service membership; and
(3) notify STALLIONS of termination.

22. DEFINITION OF GOODS & SERVICES TAX (GST)

GST means GST as defined in the A New Tax System (Goods and Services Tax) Act 1999, Commonwealth, Australia.