Terms & Conditions

In these Terms:

• “Member” means a person who holds an active TruShare membership;
• “Membership” means your subscription to follow a Thoroughbred on the Platform, as described in clause 6;
• “Thoroughbred” means a racehorse made available on the Platform for Members to follow;
• “Reward” means a prize or benefit a Member may receive under a Reward Draw;
• “Reward Draw” means a promotional draw conducted under the Rewards Schedule;
• “Cohort Draw” means a Reward Draw relating to a particular Thoroughbred in which one eligible Member following that Thoroughbred is selected, as described in clause 11.5;
• “Loyalty Draw” means any Reward Draw that is not a Cohort Draw, including platform-wide draws and draws offered to Members of one or more specified tiers as a loyalty benefit, as described in clause 11.6;
• “Rewards Schedule” means the document setting out the promotional period, draw dates, entry periods, eligibility requirements, draw method, prizes, Reward values or the methodology for determining Reward values, notification arrangements and other mechanics applying to Reward Draws. The Rewards Schedule may only be varied in accordance with applicable law and, where required, with the prior approval of the relevant regulator.
• “TRU Fund” means the thoroughbred welfare fund described in clause 5, funded by an allocation of ongoing membership fees and directed to the retirement, rehabilitation, and retraining of Thoroughbreds after racing, including through facilities operated by or on behalf of TruShare;
• “EDGE” means EDGE Thoroughbreds, the entity described in clause 4;
• “Greyed” has the meaning in clause 8;
• “TruShare Bucks” has the meaning in clause 12.

2.1 Membership Membership is a consumer entertainment and information product. It gives you access to insights, content and experiences in relation to a Thoroughbred you choose to follow.

2.2 No Ownership Interest No ownership interest is conferred. You do not acquire, and Membership does not give you, any ownership interest, equity, share, beneficial interest, or any right, title, or interest in any Thoroughbred, in any horse’s winnings, or in TruShare’s or EDGE’s racing operations or assets.

2.3 Not a Financial Product Membership is not a financial product, an investment, a security, an interest in a managed investment scheme, a wagering or betting product, or a horse syndication arrangement. Member fees are not pooled to generate or share financial returns. Membership carries no expectation of profit, income, capital growth, or return of any kind.

2.4 Nature of Rewards Any Reward is funded by TruShare from its own corporate funds and general operating revenue, is promotional in nature, and is awarded by chance. Member fees are not pooled to fund Rewards. A Reward is not a share of, claim on, or distribution of any Thoroughbred’s prize money, racing income, or winnings, and is not linked to any wager. Where the value of a Reward is determined having regard to a race outcome, that outcome is used solely as an objective benchmark for determining the promotional value of a chance-based Reward and does not give any Member any interest in, or entitlement to, any Thoroughbred, its prize money, or TruShare’s or EDGE’s racing income.

2.5 No Management Rights You have no right to participate in, influence, or direct any decision about any Thoroughbred, including its training, racing, entry, management, insurance, sale, welfare, or retirement. All such decisions remain solely the responsibility of TruShare and EDGE.

3.1 Information Only Content on the Platform is provided for general information and entertainment only and does not constitute financial, investment, legal or other professional advice. You should not rely on any content on the Platform as a basis for making financial, investment, legal or betting decisions.

3.2 Platform Availability We do not guarantee that the Platform or its content is accurate, complete, reliable, or available at all times.

3.3 Third-Party Services The Platform may include links to third-party websites or services. We do not control and are not responsible for their content, availability or practices, and inclusion does not imply endorsement.

3.4 Internet Security You acknowledge that the internet is not completely secure and we do not guarantee the security of information transmitted via the Platform.

4.1 Ownership and Operation The Thoroughbreds made available on the Platform are owned and managed by EDGE Thoroughbreds, a thoroughbred racing business related to TruShare through common ownership. TruShare operates the membership Platform. EDGE owns and manages the Thoroughbreds.

4.2 Relationship with EDGE Your Membership is with TruShare only. It does not create any contract, relationship, or interest between you and EDGE, and confers no rights in respect of EDGE or any horse it owns.

4.3 Horse Welfare Each Thoroughbred is cared for by EDGE across its racing life, and TruShare maintains a welfare-led approach to the horses on the Platform, including support for horse welfare and post-racing life. Members have no welfare or management role or right.

5.1 Purpose TRU is TruShare’s commitment to thoroughbred welfare beyond racing. Through the TRU Fund, TruShare directs resources to the retirement, rehabilitation, and retraining of Thoroughbreds once their racing lives end, including by establishing and operating its own welfare facilities over time.

5.2 Funding TruShare currently allocates an amount equal to 12 cents in every dollar of ongoing membership fees it receives to the TRU Fund (the “TRU Allocation”). The TRU Allocation is calculated by reference to ongoing membership fees received from Members, net of GST and of any refunds, reversals or chargebacks, and does not apply to joining fees. The TRU Allocation is funded from TruShare’s own corporate funds and general operating revenue.

5.3 Application and Accumulation TruShare determines, at its discretion, how, when, and in what amounts the TRU Fund is applied, including how much is granted or spent in any period and how much is retained and carried forward. The TRU Fund may be applied to, without limitation:

• supporting sanctuaries, retirement farms, and other facilities that provide lifelong care for retired thoroughbreds;
• veterinary care and rehabilitation for horses transitioning out of racing;
• programs that retrain thoroughbreds for second careers, including equestrian sport and equine-assisted therapy; and
• acquiring, developing, and operating land, property, and facilities, including a retirement or spelling farm, owned or operated by or on behalf of TruShare for the care of thoroughbreds.

TruShare may accumulate and carry forward TRU Allocations across periods, including in order to fund the acquisition or development of such facilities.

5.4 No Member Interest Consistent with clause 2, the TRU Fund is funded from TruShare’s own corporate funds and general operating revenue. Member fees are not held on trust for Members and are not pooled to generate or share any financial return. Neither the TRU Fund nor the TRU Allocation confers on you any ownership, equity, beneficial interest, entitlement, or any right, title, or interest in the TRU Fund, its assets, any facility it funds, or any horse or organisation it supports, and neither gives you any right to direct or influence how the TRU Fund is applied.

5.5 Structure and Administration TruShare may administer the TRU Fund directly, through a related entity, or through third-party partners, and may in future establish, or transfer the TRU Fund to, a not-for-profit or other dedicated structure. TruShare is not obliged to do so. Amounts allocated to the TRU Fund are applied to thoroughbred welfare purposes and are not returned to Members.

5.6 Discretion and Variation The TRU Allocation and the operation of the TRU Fund are at TruShare’s discretion. TruShare may from time to time vary the rate of the TRU Allocation, the initiatives and facilities the TRU Fund supports, and the way the TRU Fund is administered, at any time. TruShare may share information about the TRU Fund from time to time but is not obliged to report on it.

6.1 Following a Thoroughbred Your Membership is held in respect of one Thoroughbred that you select to follow. You may hold more than one Membership if you choose to follow more than one Thoroughbred.

6.2 Membership Availability Membership numbers per Thoroughbred are limited. We do not guarantee that any Thoroughbred will be available for you to follow, or that places will remain available. Membership in each Thoroughbred is capped and strictly limited. Once the cap for a Thoroughbred is reached, no further Memberships in that Thoroughbred are available.

6.3 Membership Content Following a Thoroughbred includes access to a selection of the following, as we make them available from time to time: performance and form information, training and stable updates, trainer insights, health and analytics content, community features such as voting and polls.

6.4 Experiences Membership may also include race-day passes, mounting yard access, stable visits, and similar experiences. All such experiences are subject to availability, capacity, venue rules, and operator and trainer approval, and may be limited, varied, or withdrawn. They are not guaranteed and do not form an essential part of the Membership.

6.5 Reward Draw Eligibility Ancillary to the base Membership benefits, holding a membership also grants you eligibility to participate in Reward Draws in accordance with clause 11 and the Rewards Schedule.

6.6 Changes to Membership Benefits We may change, add to, or remove Platform features and content from time to time, provided we do not materially reduce the core benefits of a paid Membership without reasonable notice.

6.7 Racing Risks Thoroughbred racing carries inherent risks. A Thoroughbred may, at any time and without notice, be spelled, injured, retired from racing, sold, or may die. TruShare does not guarantee that any Thoroughbred will race, will continue to race, will perform to any standard, or will remain available to follow for any period.

6.8 Substitution of a Thoroughbred Temporary unavailability. Where the Thoroughbred you follow is expected to return, for example after a short spell or an injury layoff, it remains your Thoroughbred and you remain in your cohort. During that period TruShare may arrange for another horse (a stand-in horse, which we may refer to as a ghost horse or a guest horse) to participate on the cohort’s behalf. Reward Draws continue during that period in accordance with the Rewards Schedule, and any additional rewards for such periods are offered on separately announced terms. Your Thoroughbred returns to you when it becomes available.

Permanent unavailability. Where the Thoroughbred you follow becomes unavailable for any reason, including any event described in clause 6.7, TruShare may substitute or reallocate the Thoroughbred you follow at its discretion. We will notify you when this occurs. Your Membership continues on the same terms, including your ongoing membership fee, throughout any such event and any transition.

Transfer Options

At the time of transition, we will offer you a free transfer into a selection of available Thoroughbreds (our “Open Stable”). You may:

• accept a free transfer into any of the Thoroughbreds we offer, with no additional joining fee, while retaining your loyalty tier and priority standing;
• choose to follow a different Thoroughbred that is not part of the offered selection, in which case a new joining fee will apply (although we may, at our discretion, offer TruShare Bucks towards that fee); or
• cancel your Membership at any time through the standard cancellation process, with no further membership fees payable after the end of your current paid membership period.

If you do not respond to a transfer offer within 14 days after we notify you, we may transfer your Membership to an available Thoroughbred of our choosing. Your Membership will continue on the same terms, and you will retain your loyalty tier and priority standing. You may subsequently choose another Thoroughbred from the offered selection or cancel your Membership at any time in accordance with these Terms.

6.9 Continuity The Thoroughbreds offered under clause 6.8, and any goodwill offered (which may include TruShare Bucks), are determined by TruShare at its discretion and may vary according to the circumstances of the event and the length of your Membership. Where the Thoroughbred you follow is retired or becomes unavailable within a shorter period after you join, TruShare may offer additional continuity options, at its discretion. Nothing in this clause requires you to pay a further joining fee to accept a transfer offered under clause 6.8(a).

6.10 Duplicate Memberships You may hold only one Membership in a particular Thoroughbred. We may take reasonable steps to identify duplicate Memberships in the same Thoroughbred, including by reference to your name, date of birth, mobile number, and payment method, and we may refuse, merge, cancel, or refund any Membership we reasonably believe breaches this clause. Where a Reward is claimed, we verify the winner’s identity under the Rewards Schedule before payment and may invalidate an entry or Reward and conduct a redraw where verification shows a breach of this clause.

7.1 Joining a Membership To take up a Membership you must pay a one-off initial joining fee (from $150) and an ongoing membership fee (from $1 per day), as described at the point of sign-up.

7.2 Ongoing Membership Fees The ongoing membership fee is billed every 30 days (currently $30 per 30-day period) through our third-party payment provider until cancelled in accordance with these Terms. You authorise us, and our payment provider, to charge the applicable fees to your nominated payment method on a recurring basis.

7.3 Fees and GST All fees are in Australian dollars and include GST where applicable. The initial joining fee is consideration for taking up your Membership and the benefits it provides. It is not a contribution towards the purchase of, or an interest in, any horse.

7.4 Changes to Fees We may change our fees on reasonable notice. If you continue your Membership after a fee change takes effect, you accept the new fees.

7.5 Joining Fee Refunds The joining fee is a one-off fee for establishing your Membership. Except to the extent a refund is required under the Australian Consumer Law, it is not refundable in the event of any substitution, reallocation, retirement, sale, or death of a Thoroughbred, or on cancellation of your Membership. Where a Thoroughbred becomes unavailable, your continuity options, including a free transfer into another Thoroughbred, are set out in clause 6.8.

7.6 Membership Fee Refunds Membership fees already paid are not refundable for any part-period, except to the extent a refund is required under the Australian Consumer Law.

8.1 Payment Obligations Your membership fee must be paid when due. Your status and your eligibility for any Reward Draw are assessed at the time each draw is conducted.

8.2 Greyed Status If a membership payment fails or is not made when due, your Membership becomes “Greyed”. While Greyed, you remain a Member and continue to follow your Thoroughbred, but you are not eligible to be entered into any Reward Draw and cannot receive any Reward.

8.3 Reinstatement You have 14 days from the failed or missed payment to bring your account fully up to date. If you do not, your Membership is cancelled in accordance with clause 10.

8.4 Reward Draw Eligibility Eligibility is determined to the moment of the relevant draw. If you are Greyed at the time a draw is conducted, you are not entered into that draw, even if you later bring your account up to date.

9.1 Membership Tiers Memberships may carry a tier (for example, Bronze, Silver, or Gold). Tiers recognise and reward engagement and loyalty.

9.2 Effect of Membership Tiers Tiers affect only the perks, recognition, discounts, experiences, loyalty benefits and Loyalty Draw eligibility available to a Member. Tiers do not affect a Cohort Draw. Each eligible Member following the relevant Thoroughbred receives one entry and has an equal chance of winning. No tier, fee or payment increases a Member’s entries or odds in a Cohort Draw. A Member’s tier may determine eligibility for a Loyalty Draw where that draw is expressly offered to one or more specified tiers. Within each Loyalty Draw, all eligible entries have an equal chance.

9.3 Changes to Membership Tiers We may vary tier names, thresholds, and benefits on reasonable notice.

10.1 Cancellation You may cancel a Membership at any time through your account. Cancellation stops future billing and takes effect at the end of your current paid 30-day period.

10.2 Effect of Cancellation Because each Membership relates to one Thoroughbred, cancelling a Membership ends your following of that Thoroughbred and your eligibility for Rewards in relation to it.

10.3 Priority Window For 30 days after a Membership ends, your tier and priority standing are retained. If you take up a new Membership in another Thoroughbred within that (30) thirty-day window, you keep your tier and priority standing. If you do not, your tier and priority standing lapse.

10.4 Joining Fee Refunds The initial joining fee is non-refundable except where a refund is required by the Australian Consumer Law.

10.5 Effect of Cancellation on Rewards On cancellation, you cease to be eligible for any Reward Draw, and any entries you would otherwise have had are lost. Status and any unredeemed TruShare Bucks are forfeited after 30 days. Reward that has already been validly awarded to and claimed by you before cancellation is not affected.

11.1 Nature of Rewards Rewards are a promotional feature of the Platform. They are ancillary to your Membership and are not the primary purpose of, or the consideration for, Membership.

11.2 Promotional Campaigns Reward Draws are conducted under one of the following promotional campaigns, as further described in the Rewards Schedule:

• the Cohort Rewards Promotion, comprising scheduled Reward Draws relating to individual Thoroughbreds; and
• the Loyalty Rewards Promotion, comprising scheduled platform-wide, tier-specific or other loyalty Reward Draws.

Each promotional campaign is a single trade promotion conducted over the promotional period specified in the applicable Rewards Schedule and may comprise multiple scheduled draws during that period. Each draw forms part of the relevant promotional campaign and is not a separate trade promotion, unless required by law.

11.3 Automatic Entry For each Reward Draw, eligible Members who satisfy the requirements of clause 11.4 and the Rewards Schedule are automatically entered. Each eligible Member receives one entry per Draw, and all eligible entries have an equal chance of being selected. No separate fee is payable to enter a Reward Draw. Membership fees are paid solely as consideration for the Membership and its associated content, services, experiences and other benefits. They are not consideration for entry into a Reward Draw, and no Member may purchase additional entries or otherwise improve their chances of winning a Reward Draw.

11.4 Eligibility To be eligible for a Reward Draw you must, at the time of the draw, hold an active Membership that is paid and not Greyed, be aged 18 years or over, be a resident of Australia, and meet any further criteria prescribed in the Rewards Schedule. Residents of the Australian Capital Territory are not eligible to be entered into or to win any Reward Draw.

11.5 Cohort Rewards Draws For each Cohort Draw, one eligible Member following the relevant Thoroughbred will be selected at random to receive the applicable Reward. The Reward offered for each Draw may vary in value, but will be determined in accordance with the methodology, minimum amount, maximum amount and other parameters published in the Rewards Schedule before the applicable promotional campaign commences. Tier has no effect on eligibility, entries, odds or Reward value in a Cohort Draw.

11.6 Loyalty Rewards Draws Loyalty Draws include platform-wide promotions, guest Thoroughbred promotions, ticket, merchandise and experience promotions, and promotions offered exclusively to Members of one or more Membership tiers. Eligibility, Rewards and draw mechanics are determined by the applicable Rewards Schedule. Where eligibility is restricted to particular Membership tiers, all eligible Members within those tiers have an equal chance of winning.

11.7 Funding of Rewards Rewards are funded by TruShare from its own corporate funds and general operating revenue in the ordinary course of its business. Rewards are not funded from any pool of Member contributions, are not held on trust for Members, and are not determined having regard to the amount of Membership fees received. Rewards are promotional in nature, awarded by chance, and do not represent a share of, claim upon, or distribution of any Thoroughbred’s prize money, racing income or winnings. Where the value of a Reward is determined having regard to a race outcome, that outcome is used solely as an objective benchmark for determining the promotional value of the Reward and does not confer on any Member any proprietary, equitable or beneficial interest in any Thoroughbred, its prize money or any racing income. Being selected to receive a Reward on one occasion gives no continuing entitlement to any future Reward.

11.8 Rewards Schedule The Rewards Schedule sets out, for each promotional campaign:

• promotional period;
• participating jurisdictions;
• licence numbers (where applicable);
• eligibility requirements;
• entry periods;
• draw dates, times and locations;
• draw methodology;
• Rewards;
• Reward values or the methodology for determining Reward values;
• minimum and maximum Reward values;
• where applicable, the maximum total Reward pool for the promotional campaign, or where Reward values are determined in accordance with a published methodology rather than predetermined, the minimum and maximum Reward values and the methodology used to determine each Reward;
• winner verification requirements;
• notification arrangements;
• publication requirements;
• claim periods;
• unclaimed Reward procedures; and
• redraw arrangements.

To the extent of any inconsistency relating to the conduct of a Reward Draw, the applicable Rewards Schedule prevails, subject always to applicable law and any regulatory approval or permit.

11.9 Invalid Entries and Recovery of Rewards We may invalidate entries, or withhold or recover a Reward, where we reasonably suspect fraud, misconduct, or a breach of these Terms or the Rewards Schedule.

11.10 Correction of Errors We may correct any error or omission in the conduct or publication of a Reward Draw, including in the selection or notification of a winner, acting reasonably and in accordance with applicable law.

11.11 Notification and Unclaimed Rewards We will notify provisional winners within the period specified in the applicable Rewards Schedule. Winners must verify their eligibility and claim their Reward within the claim period specified in the applicable Rewards Schedule. If a Reward remains unclaimed, or a provisional winner is found to be ineligible, TruShare may conduct an unclaimed Reward draw or redraw at the date, time and place specified in the applicable Rewards Schedule, subject to applicable law and any required regulatory approval.

11.12 Publication and Verification Reward Draws are trade promotions conducted under applicable State and Territory trade promotion laws and any required permits. We may verify a winner’s identity, age, and residency before paying a Reward. Where required by law, winner details will be published in accordance with the applicable Rewards Schedule and regulatory requirements.

11.13 Draw Conduct Each Reward Draw will be conducted on the date, at the time and at the location specified in the applicable Rewards Schedule. Where required by law, the draw will be witnessed by an appropriately qualified independent scrutineer. Winners will be selected using a random electronic drawing system approved or accepted by the relevant regulator where such approval or acceptance is required.

12.1 Nature of TruBucks TruShare Bucks (or “TruBucks”) are promotional credits that we may award from time to time. They have no monetary value, are not legal tender, and are not a stored-value or payment product.

12.2 Permitted Use TruBucks may only be applied towards the joining fee for an additional Membership unless otherwise expressly stated. They cannot be redeemed for cash, cannot be transferred, and cannot be applied to ongoing membership fees.

12.3 Expiry and Changes TruBucks may be subject to expiry dates and additional promotional conditions. TruShare may vary, suspend or withdraw the TruBucks program at any time. Any unredeemed TruBucks expire 30 days after cancellation of your final active Membership unless otherwise stated.

13.1 Grounds for Suspension or Termination We may Grey, suspend or cancel any Membership where you:

• breach these Terms;
• engage in fraud or unlawful conduct;
• interfere with the integrity or fairness of the Platform or any Reward Draw; or
• where we reasonably consider it necessary to comply with applicable law or a regulator’s direction.

13.2 Effect of Termination If we cancel your Membership under this clause, you immediately cease to be eligible for future Reward Draws. Any pending entries are cancelled and any unredeemed TruBucks are forfeited. A Reward already validly awarded and claimed before cancellation is not affected.

13.3 Australian Consumer Law Nothing in these Terms limits any rights you may have under the Australian Consumer Law.

14.1 Account Responsibilities You must:

• be at least 18 years of age;
• be an Australian resident;
• provide accurate information;
• keep your account information current;
• maintain the confidentiality of your login credentials; and
• promptly notify us of any unauthorised use of your account.

14.2 Prohibited Conduct You must not use the Platform for any unlawful purpose, or in any way that interferes with its operation, the conduct or fairness of any Reward Draw, or other Members’ use. This includes but is not limited to:

• interfering with or disrupting the operation of the Platform;
• uploading viruses, malware or other harmful code;
• attempting to gain unauthorised access to any part of the Platform;
• using the Platform for fraudulent, misleading or deceptive purposes;
• impersonating another person or misrepresenting your identity;
• engaging in any unlawful gambling;
• engaging in any conduct which may damage the reputation of TruShare or the Platform; or
• sending messages or making posts on the Platform that involve, or be reasonably perceived as involving:

• profanities, including misspellings or other representations of profanities;
• a breach of any laws, including infringement of another person’s rights or something that could be considered defamatory;
• false or misleading information;
• discriminatory or other offensive topics, including comments on matters such as race, ethnicity, age, religion, gender or disability;
• illegal, violent or unsocial conduct;
• violation of another person’s privacy rights, including disclosing personal or sensitive information;
• a threat, intimidation, harassment or any kind of bullying;
• spam or deliberate duplicate messaging;
• encouragement of irresponsible gambling, or other irresponsible behaviour or activity such as drinking or drug-taking.

15.1 Ownership of Content All content on the Platform (including text, images, video, data, analytics, and other materials) is owned by or licensed to TruShare and is protected by intellectual property laws.

15.2 Personal Licence You may access and use the Platform and its content for your personal, non-commercial enjoyment of your Membership.

15.3 Restrictions on Use You must not copy, reproduce, republish, modify, transmit, distribute, sell, or otherwise exploit any content from the Platform for any commercial purpose, or in any way that is inconsistent with your personal use of the Platform. You must not scrape, extract, or systematically collect data from the Platform.

15.4 Trademarks Our name, logo and branding are trademarks or branding assets of TruShare. You must not use them without our prior written consent.

15.5 User Content Licence By submitting content to the Platform (including, for example, in community features, votes, or competitions), you grant us a non-exclusive, royalty-free, worldwide licence (including a right to sub-licence) to use, reproduce, modify, adapt, publish and display that content for the purposes of operating and promoting the Platform.

15.6 Platform Data You have no rights in any data, analytics or insights generated by the Platform other than as made available to you for personal use.

16.1 Collection and Use of Personal Information We collect, use, and disclose your personal information in accordance with our Privacy Policy, available at trushare.com.au/privacy. Where we run Reward Draws, we retain related records for the period required by law (at least seven years).

16.2 Communications By creating an account you consent to receiving communications from us relating to your Membership and the Platform, including service messages, updates about your Thoroughbred, Reward Draw notifications, and promotional and marketing communications. You may opt out of marketing communications at any time using the unsubscribe function or by contacting us. We will continue to send you communications necessary to operate your Membership.

17.1 Australian Consumer Law Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy you have under the Australian Consumer Law that cannot lawfully be excluded. Where permitted, our liability for failure to comply with a consumer guarantee is limited to resupplying the relevant service or paying the cost of resupply.

17.2 Limitation of Liability To the maximum extent permitted by law:

• the Platform and its content are provided on an “as is” and “as available” basis;
• we do not warrant that the Platform will operate without interruption or error;
• we are not liable for any indirect, incidental, special or consequential loss, including loss of opportunity, revenue, profits, goodwill or anticipated savings arising from your use of the Platform or participation in any Reward Draw.

Nothing in this clause limits any liability that cannot lawfully be excluded.

18.1 Referral and Promotional Programs TruShare may offer referral, loyalty or promotional programs from time to time. Any such program will operate under separate terms published at the time the program is introduced. Those terms form part of these Terms while the relevant program operates.

19.1 Amendments We may amend these Terms and any Membership tier or program terms from time to time. We may amend the applicable Rewards Schedule only prospectively, in accordance with applicable law and any applicable trade promotion permit, licence or regulatory approval. We will not make any change that retrospectively disadvantages an entrant or alters the outcome of a completed entry period or Reward Draw. Material changes will be notified through the Platform, by email or by another reasonable means before they take effect. Continued use of the Platform after a notified change takes effect constitutes acceptance of the amended Terms.

20.1 Member Indemnity To the extent permitted by law, you are responsible for, and agree to compensate us for, any loss, liability, damage or expense (including reasonable legal costs) that we reasonably and actually incur to the extent it is caused by:

• your breach of these Terms;
• your fraudulent, unlawful, reckless, or wilful misconduct; or
• your misuse of the Platform.

20.2 Scope of the Indemnity Your liability under clause 20.1 is reduced to the extent that any act, omission or breach by TruShare or its personnel caused or contributed to the relevant loss. Nothing in this clause requires you to indemnify TruShare for any liability that cannot lawfully be passed on to you, nor does it limit any rights you have under the Australian Consumer Law.

21.1 Resolution Process If a dispute arises in connection with these Terms or the Platform, either party may give the other written notice setting out reasonable details of the dispute and the outcome sought. The parties will use reasonable endeavours to resolve the dispute in good faith before commencing court proceedings, unless urgent relief is required. Nothing in this clause limits either party’s right to:

• make a complaint to an applicable regulator;
• seek assistance from an external dispute resolution body where available; or
• commence proceedings where permitted by law.

21.2 Urgent Relief Nothing in these Terms prevents either party from applying to a court for urgent interlocutory, interim or injunctive relief.

22.1 Force Majeure and Reward Draws If a Reward Draw or any promotion cannot proceed as planned because of events beyond our reasonable control, including technical failures, system outages, cyber incidents, acts of God or other force majeure events, we may, subject to any written directions of a relevant regulator:

1. suspend, cancel or modify the affected Reward Draw;
2. invalidate affected entries where reasonably necessary;
3. conduct a replacement or supplementary draw; or
4. substitute a Reward with one of equal or greater value where permitted by law and any applicable regulatory approval.

22.2 Entire Agreement These Terms, the Privacy Policy, the applicable Rewards Schedule, and any Membership tier or promotional program terms, constitute the entire agreement between you and TruShare relating to your Membership and use of the Platform.

22.3 Assignment We may assign or novate these Terms to:

1. a related body corporate; or
2. a purchaser or successor in connection with a sale, merger or restructure of its business, provided that your rights under these Terms are not materially reduced.

You may not assign or transfer your Membership without TruShare’s prior written consent.

22.4 Severability If any provision of these Terms is found to be invalid, illegal or unenforceable, that provision will be severed to the minimum extent necessary and the remaining provisions will continue in full force and effect.

22.5 Governing Law These Terms are governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of the courts of New South Wales and any court hearing appeals from those courts.

23.1 Contact Details TruShare Pty Ltd (ABN 31 694 869 059), PO Box 1999, Kingscliff NSW 2487. Website: www.trushare.com.au. Email: racing@trushare.com.au.

23.2 Contacting Us If you have any questions about these Terms, your Membership or any Reward Draw, please contact us using the details above.