Five Star Racing Club

1. Definitions and Interpretation

1.1 In these Terms and Conditions, unless the context otherwise requires:

1.1.1 “Allocation” means a membership participation allocation offered by the Club for the Campaign, being Inner Circle, Silver Allocation or Bronze Allocation.

1.1.2 “Club” means Five Star Racing Club Ltd (Company No. SC879014), incorporated in Scotland.

1.1.3 “Club Manager” means Jack Campbell, or such other individual as may be appointed by the Club to manage day-to-day operations of the Campaign.

1.1.4 “Distributable Prize Money” means prize money actually received by or credited to the Club, excluding

VAT, less: (a) race entry fees; (b) supplementary fees; (c) transport costs to and from races; (d) prescribed amounts due to the trainer, jockey and groom under the Rules of Racing; and (e) any other direct race-related deductions properly attributable to the relevant run.

1.1.5 “Horses” means Naana’s Shadow, Cotai Starlight, Dandy Magic and Summerstorm’s Dream, together with any reserve or replacement horse introduced in accordance with these Terms and Conditions.

1.1.6 “Inner Circle”, “Silver Allocation” and “Bronze Allocation” mean the participation categories offered by the Club, as described in clause 4.1.1.7 “Member Allocation Basis” means the basis on which the relevant Allocation participates in any prize-money distribution, as determined by the Club’s current membership structure and relevant membership materials at the time of purchase.

1.1.8 “Owners’ Badges” means badges or tickets issued by racecourses to owners or authorised representatives, together with any related hospitality access, in each case subject to racecourse rules and availability.

1.1.9 “Participant” / “you” means the individual whose membership allocation is accepted by the Club and who participates in the Campaign.

1.1.10 “Participation Fee” means the fees payable by a Participant for their Allocation, as set out in clause 5.

1.1.11 “Rules of Racing” means the Rules of Racing of Great Britain issued and amended from time to time by the British Horseracing Authority.

1.1.12 “Summerstorm” means Summerstorm Bloodstock Ltd or such affiliated entity as leases the Horses to the Club from time to time.

1.2 Headings are for convenience only and do not affect interpretation.

2. Nature of the Club and Campaign

2.1 The Club offers Participants the opportunity to be part of a managed Racing Club campaign for the Horses, including communications, race-day attendance opportunities and, where applicable, participation in distributions of Distributable Prize Money in accordance with these Terms and Conditions.

2.2 The Horses are leased to the Club by Summerstorm. Participants do not acquire any legal, beneficial or equitable ownership interest in any horse by purchasing an Allocation.

2.3 Participation is primarily an experience-led Racing Club membership. There is no guarantee of profit, return, or prize-money distribution, and Participants may receive no distribution at all.

3. Eligibility and Joining the Club

3.1 Participation is strictly limited to individuals aged 18 years or over.

3.2 Membership Allocations are personal to the named Participant and are not transferable, assignable or resellable without the Club’s prior written consent.

3.3 The Club may refuse, cancel or terminate a Participant’s participation where required to comply with law, racing authority requirements, the Rules of Racing, or where the Club reasonably considers it necessary in the best interests of the Club and Participants, including for conduct reasons.

4. Allocations and What They Include

4.1 The Club offers three Allocations: Inner Circle, Silver Allocation and Bronze Allocation.

4.2 Specific benefits may vary during the Campaign and are always subject to availability, racing schedules, trainer or racecourse restrictions, weather, horse welfare and performance considerations, and other factors outside the Club’s control.

4.3 Owners’ Badges, hospitality and race-day access are subject to racecourse availability and racecourse rules. Allocation of any such access is at the sole discretion of the Club in accordance with clause 8.

4.4 The Club intends to provide an Inner Circle event for Inner Circle Participants. The timing, venue and format remain at the discretion of the Club.

4.5 The Club may attempt to offer stable visits where feasible. Any such visits are subject to trainer availability and operational constraints and cannot be guaranteed.

5. Participation Fees and Payment

5.1 The Participation Fees for the Campaign are as follows:

5.1.1 Inner Circle: £5,449 payable in full; or £3,949 upfront plus £250 per month for May to October inclusive.

5.1.2 Silver Allocation: £1,299 payable in full; or £849 upfront plus £75 per month for May to October inclusive.

5.1.3 Bronze Allocation: £349 payable in full; or £199 upfront plus £25 per month for May to October inclusive.

5.2 The Club accepts payment by bank transfer and may require a specific payment reference to support reconciliation. The Club is not obliged to confirm participation until the relevant payment has been received in cleared funds.

5.3 Where a staged payment plan is selected, all instalments must be paid on time in order to maintain participation and eligibility for any prize-money distribution.

5.4 All amounts are stated in pounds sterling. Any taxes applicable to a Participant in relation to participation or any distribution are the responsibility of that Participant unless expressly stated otherwise.

6. Cooling-Off and Refunds

6.1 If you are a consumer, you may have a statutory right to cancel within 14 days of entering into this Agreement. To exercise that right, you must notify the Club in writing before the cancellation period expires.

6.2 If you validly cancel within the statutory cooling-off period and have expressly requested that the Club begin supplying services during that period, the Club may deduct a proportionate amount for services actually supplied up to cancellation, but only to the extent permitted by applicable law.

6.3 Except as required by law or expressly stated in these Terms and Conditions, Participation Fees are non-refundable.

7. Prize Money, Costs and Distribution

7.1 Prize money is not guaranteed and is not relied upon by the Club as essential year-one solvency funding.

7.2 Where prize money is received by or credited to the Club, the Club will first calculate Distributable Prize Money in accordance with clause 1.1.4.

7.3 Where the Club elects to make a distribution, each eligible Participant will receive the proportion attributable to that Participant’s Allocation in accordance with the Member Allocation Basis applicable to that Allocation.

7.4 Any element of Distributable Prize Money attributable to membership capacity that is unsold, unused, withdrawn or otherwise not allocated to a Participant shall remain with the Club and shall not be redistributed among Participants unless the Club expressly decides otherwise.

7.5 A Participant who is in payment default, suspended, terminated or in material breach of these Terms and Conditions forfeits participation in any prize-money distribution.

7.6 The Club will provide a written statement showing the basis of any prize-money distribution and the timing of any payment.

7.7 The Club may set off any unpaid sums owed by a Participant to the Club against any amount otherwise payable to that Participant.

8. Owners’ Badges, Race-Day Access and Events

8.1 Owners’ Badges are limited and controlled by racecourses. The Club will use reasonable endeavours to obtain Owners’ Badges where possible, but cannot guarantee availability.

8.2 Badge allocation is at the sole discretion of the Club and may take into account operational considerations, fairness over the Campaign, race-day logistics, tier level, prior attendance and the best interests of the Club and Participants.

8.3 Where access is issued for named individuals, it is personal to the named Participant and is not transferable.

8.4 Where an Inner Circle Participant does not receive an Owners’ Badge for a race day, the Club will use reasonable endeavours to arrange complimentary general admission entry, provided that the Participant notifies the Club at least 48 hours in advance and subject always to racecourse procedures and requirements.

8.5 If a race is abandoned, rescheduled, a Horse becomes a non-runner, or a meeting is cancelled for any reason, the Club has no obligation to provide replacement access, refunds, or reimbursement of travel, accommodation, clothing or incidental expenses incurred by Participants.

9. Horses, Welfare, Reserve and Replacement

9.1 The Club and will prioritise horse welfare at all times. Training, race planning and running decisions are made by the relevant trainer and owner connections in the interests of welfare and performance.

9.2 Training arrangements, trainer appointments and any changes to them shall be at the discretion of the Club and may be notified to Participants from time to time.

9.3 The Club may activate a reserve or replacement horse at its discretion where a Horse is unavailable due to injury, illness, death, sale, welfare considerations or other operational reasons, or where the Club considers replacement to be in the best interests of the Club and Participants.

9.4 The reserve and replacement horse policy is intended to mitigate operational downside risk within the Racing Club structure, but does not constitute insurance and does not guarantee a replacement horse of equivalent value, profile or performance.

9.5 The identity of any reserve or replacement horse may remain confidential until the Club considers disclosure appropriate.

10. Term, Extension and Renewal

10.1 The Campaign is intended to run during the 2026 flat-racing campaign period, including broadly March to October 2026, subject to welfare, racing schedules, operational decisions and the continuing lease structure.

10.2 The Campaign term may be extended where the Club Manager considers an extension to be in the best interests of the Club and Participants, including where a Horse is entered to run later in the year.

10.3 Any renewal or season-two membership offering is conditional upon successful discussions and agreement by the relevant parties regarding the continuation, replacement or renewal of the relevant horse lease arrangements. No renewal is guaranteed.

11. Non-Payment, Default and Termination

11.1 You must pay all Participation Fees when due. If you are on a staged payment plan and you miss payments, your participation and eligibility are at risk.

11.2 If two instalments are unpaid, whether consecutive or not, the Club may terminate your participation immediately without refund.

11.3 The Club may also suspend or terminate participation for serious misconduct, material breach of these Terms and Conditions, misuse of Club branding or confidential information, harassment, or conduct that risks the Club’s reputation or operations.

11.4 Upon termination, you must cease holding yourself out as a Participant and must not use any Club materials, branding or benefits.

12. Sale of Horses

12.1 Summerstorm Bloodstock Ltd or the relevant legal owner retains the right to sell any Horse at any time. Participants acknowledge that they have no ownership interest and no claim to sale proceeds.

12.2 If a Horse is sold during the Campaign, the Club may continue the Campaign with a reserve or replacement horse and will notify Participants of material changes.

13. Communications and Updates

13.1 The Club will communicate official notices and key updates by email to the address provided by the Participant and may also use supplementary channels, including WhatsApp, for community updates.

13.2 You are responsible for keeping your contact details up to date and for checking communications.

13.3 Messaging channels do not replace official email communications.

14. Accounts, Bank Account and Financial Controls

14.1 The Club will maintain a separate bank account dedicated to Racing Club activity.

14.2 Membership receipts, Club operating payments, prize money received by the Club and any founder support introduced for Club working capital will be clearly identifiable within that account and the corresponding accounting records.

14.3 The dedicated account is intended to support ring-fencing of Racing Club cash flows from unrelated business activity and to provide a transparent audit trail.

14.4 The Club will keep orderly accounting records, retain supporting documentation, perform regular reconciliations and monitor cash flow against forecast commitments.

15. VAT and Taxes

15.1 The Club is not currently VAT registered.

15.2 The Club will review rolling taxable turnover at least monthly and will obtain external professional advice on VAT registration, treatment and recoverability where appropriate.

15.3 The Club will register for VAT if and when required by law, or earlier if voluntary registration is considered appropriate following external advice.

15.4 Any taxes applicable to a Participant in relation to membership or any distribution are the responsibility of that Participant unless expressly stated otherwise.

16. Conduct, Confidentiality, Brand Protection and Publicity

16.1 Participants must behave respectfully at all times at racecourses, stables and Club events, and must comply with racecourse rules, staff directions and all applicable laws.

16.2 Information shared within the Club, including plans, non-public horse information, allocations and internal communications, may be confidential and must not be disclosed without the Club’s prior written consent.

16.3 The Club’s name, brand, logo, colours, materials and content are the property of the Club and must not be used, reproduced or adapted without the Club’s express written permission.

16.4 Participants must not publish content that is defamatory, misleading or damaging to the Club, Summerstorm Bloodstock Ltd, trainers, staff or other Participants.

16.5 By participating in the Club and attending race days or events, the Participant grants the Club a licence to use photographs, video and audio featuring the Participant that are captured in connection with the Club for promotional, reporting and marketing purposes in any media, without further notice or compensation.

17. Data Protection

17.1 The Club will process personal data in accordance with applicable data protection laws and for purposes including administration of participation, communications, race-day access, event arrangements and maintenance of membership records.

17.2 The Club may publish a separate Privacy Policy, which will form part of the Club’s overall information framework alongside these Terms and Conditions.

18. Regulatory Position and Gambling Separation

18.1 Participation in the Campaign is not the provision of gambling services, betting facilities or regulated wagering products by the Club.

18.2 Any betting activity undertaken by Participants is entirely separate, personal to the Participant and outside the scope of these Terms and Conditions. The Club is not responsible for any betting decisions or outcomes.

19. Liability and Disclaimers

19.1 Horse racing involves inherent risks. Participation is at your own risk and you are responsible for your own health, safety, travel arrangements and personal property.

19.2 The Club does not guarantee race entries, running plans, performance, results, access to Owners’ Badges, hospitality, or any level of prize-money distribution.

19.3 To the maximum extent permitted by law, the Club excludes liability for indirect or consequential loss, loss of profit, loss of enjoyment, loss of opportunity or disappointment, and personal travel or incidental expenses.

19.4 Nothing in these Terms and Conditions limits or excludes liability that cannot be limited or excluded under applicable law, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

20. Changes to Terms, Complaints and General

20.1 The Club may amend these Terms and Conditions where reasonably necessary to reflect changes in law, regulation, the Rules of Racing, operational requirements or to correct errors, provided that no change will materially reduce core member rights without appropriate notice.

20.2 If you have a complaint, please email help@fivestarracingclub.co.uk with full details.

20.3 No person other than the Club and the Participant shall have any rights to enforce these Terms and Conditions.

20.4 If any provision of these Terms and Conditions is held to be invalid or unenforceable, it shall be deemed modified to the minimum extent necessary and the remaining provisions shall remain in full force and effect.

20.5 These Terms and Conditions and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of Scotland, subject to any mandatory consumer rights applicable to the Participant.