NEXUS RACING CLUB, INC.
TERMS AND CONDITIONS
By executing below, the undersigned hereby applies for membership in and to Nexus Racing Club, Inc., a Kentucky nonstock, nonprofit corporation (the “Corporation
”) and agrees to be bound by the following terms and conditions:
- Purpose of Corporation. The purpose of the Corporation is to operate a Thoroughbred racing club that introduces young adults with an interest in Thoroughbred horseracing to each other and to the Thoroughbred horseracing industry by partnering with leading Thoroughbred horse owners to lease interests in certain racing privileges of certain Thoroughbred racehorses which are owned by such owners (the “Horses”).
- No Profit. The Corporation is organized and shall be operated exclusively for pleasure, recreational and other noprofitable purposes and no part of the net earnings of which shall inure to the benefit of any member. As a result, the undersigned is not applying for membership in the Corporation with any profit motive or any expectation for any profit or any refund of any membership dues.
- Payment of Dues. In the event the undersigned is admitted as a member of the Corporation, the undersigned shall pay an initiation fee of $__100__ and dues for the current calendar year in the amount of $__100___. In the event the undersigned is admitted as a member and elects to renew his or her membership for additional years, the undersigned will owe dues for such renewal years in amounts and at times determined by the Board of Directors at such time.
- Rules and Regulations. At all times throughout any membership in the Corporation, the undersigned agrees to comply with and abide by any and all rules and regulations established by the Board of Directors from time to time and also by any racing officials with respect to behavior and activities at any racetracks where any Horses are training or racing.
- Articles of Incorporation and Bylaws. Membership in the Corporation is governed the Articles of Incorporation and Bylaws of the Corporation, as the same shall be in effect from time to time. The undersigned agrees to comply with and abide by such Articles of Incorporation and Bylaws at all times throughout the undersigned’s membership in the Corporation.
- Management of Corporation. All decisions with respect to the management of the Corporation shall be made by the Board of Directors. The undersigned acknowledges and agrees that members shall not be entitled to vote on any matters with respect to the management of the Corporation.
- Management of Horses. The interests in the Horses are leased pursuant to racing leases entered into between the Corporation and the respective owners of the Horses. Pursuant to these leases, any and all decisions with respect to the Horses shall be made by the owners of the Horses and the Corporation shall have no authority with respect to any decisions regarding the management of the Horses. All income and any and all prizes, trophies and other awards earned by the Horses shall be for the benefit of the respective owners and any and all expenses incurred by the Horses shall be borne by the respective owners.
- Access to Racetracks. The undersigned acknowledges and agrees that membership in the Corporation does not guarantee access to restricted areas of the racetrack or to any tickets for any racing events. The Corporation will coordinate with the racetracks to conduct organized group tours of the backstretch, visits with the trainers and owners of the Horses and other industry professionals and when available, access to the saddling paddock, reserved seating areas and the winners’ circle. However, in the event Horses are racing on days when such access is unavailable, the undersigned will not be granted such access based on the undersigned’s membership in the Corporation. The undersigned shall be responsible for purchasing any reserved seats to any races at his or her own expense.
- Release. The undersigned acknowledges and agrees that hazards and risks are inherent in leasing, owning, training, racing and otherwise dealing with Thoroughbred racehorses and interests therein and related activities. The undersigned, on behalf of himself or herself and his or her respective heirs, successors and assigns, hereby releases and forever discharges the Corporation, the owners and trainers of the Horses and each of their respective officers, directors, employees, affiliates, agents, and representatives and their heirs, successors and assigns from any and all liability whatsoever arising from the undersigned’s participation in the Corporation. Further, the undersigned waives all claims of all kinds against all and any of the foregoing arising from participation in the Corporation.
- Miscellaneous. This Membership Application (a) together with the Articles of Incorporation Bylaws and the documents referred to herein and therein, constitutes the entire agreement between the parties hereto as to the subject matter hereof and supersedes all other prior agreements and understanding, both written and oral between the parties, and the same shall not be altered, modified, or amended except by an instrument in writing executed by the parties hereto, (b) may be executed in any number of counterparts, each of which shall be deemed an original, and all of which taken together shall constitute one and the same instrument, and may be delivered by facsimile transmission, and (c) shall be binding upon and inure to the benefit of the undersigned and the Corporation and their respective heirs, successors and assigns. The undersigned agrees to take such further actions as may be necessary or reasonably requested to effectuate the transactions contemplated by this Membership Application.