THE JOCKEY CLUB’S TERMS AND CONDITIONS OF USE FOR REGISTRY.JOCKEYCLUB.COM
PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCESSING OR USING REGISTRY.JOCKEYCLUB.COM. BY ACCESSING OR USING REGISTRY.JOCKEYCLUB.COM OR THOROUGHBREDCONNECT.COM, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH BELOW. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS AND CONDITIONS, YOU MAY NOT ACCESS OR USE TJCTIP.COM. THE JOCKEY CLUB MAY MODIFY THIS AGREEMENT AT ANY TIME, AND SUCH MODIFICATIONS SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING OF THE MODIFIED AGREEMENT ON REGISTRY.JOCKEYCLUB.COM. YOU AGREE TO REVIEW THE AGREEMENT PERIODICALLY TO BE AWARE OF SUCH MODIFICATIONS AND YOUR CONTINUED ACCESS OR USE OF REGISTRY.JOCKEYCLUB.COM SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.
1 TERMS AND CONDITIONS OF USE
1.1 The Jockey Club (“TJC”) provides you with The Jockey Club Interactive Registration™, registry.jockeyclub.com, subject to these Terms and Conditions of Use. These Terms and Conditions apply to the websites thoroughbredconnect.com and tjctip.com and when used herein, all references to “registry.jockeyclub.com” within these Terms and Conditions also include thoroughbredconnect.com and tjctip.com. As noted above, TJC may change these Terms and Conditions of Use from time to time without providing you with notification of any such changes. You can always obtain the most current version of these Terms and Conditions of Use here. Additionally, when using any particular service on registry.jockeyclub.com, you may be subject to special guidelines or rules posted in connection with any such service; all such guidelines or rules are hereby incorporated by reference into these Terms and Conditions of Use.
1.2 You understand that, except for information, products or services clearly identified as being supplied by TJC, TJC does not operate, control or endorse any information, products or services on registry.jockeyclub.com in any way. Except for TJC-identified information, products or services, all information, products and services offered through registry.jockeyclub.com or on the Internet generally are offered by third parties. You also understand that TJC cannot and does not guarantee or warrant that files available for downloading through registry.jockeyclub.com will be free of infection or viruses, worms, Trojan horses, spyware or other code that manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to registry.jockeyclub.com for the reconstruction of any lost data.
1.3 TJC provides the capability to search and display horse names, along with other indicative information for horses, to facilitate the running of registry.jockeyclub.com. Use of this service for reasons other than as required by breeders and owners or their agents to conduct registration-related business with The Jockey Club is strictly prohibited and shall be considered a material breach of these Terms and Conditions of Use. Through tjctip.com, TJC also allows you to obtain a T.I.P. Number to be eligible for TJC’s Thoroughbred Incentive Program (“T.I.P.”). Use of tjctip.com for reasons other than facilitating application for a T.I.P. Number or looking up a T.I.P. Number in connection with a horse show (including, but not limited to, attempts to harass, humiliate or disparage a specific individual, individuals or entity), is strictly prohibited and shall be considered a material breach of these Terms and Conditions of Use.TJC also provides the capability to search and display horse tattoo and microchip numbers to facilitate the identification of horses. Use of this service for reasons other than identifying a horse based on its tattoo or microchip number is strictly prohibited and shall be considered a material breach of these Terms and Conditions of Use. Through Thoroughbred Connect, TJC also allows you to attach your contact information to a Thoroughbred you are interested in providing aftercare or other assistance for (“Aftercare”) in the event that Thoroughbred is in need of such care, or to request contact information for persons interested in providing Aftercare for a Thoroughbred in your possession or supervision. Use of Thoroughbred Connect for reasons other than for facilitating Aftercare for Thoroughbreds (including, but not limited to, attempts to harass, humiliate or disparage a specific individual, individuals or entity), is strictly prohibited and shall be considered a material breach of these Terms and Conditions of Use. TJC explicitly disclaims any responsibility for the content or availability of information contained in TJC’s search indexes or directories. TJC also disclaims any responsibility for the completeness or accuracy of any directory or search result.
1.4 In connection with your use of registry.jockeyclub.com, you agree you will not:
(a) Transmit any message, information, data, text, software or images, or other content ("Material") that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable or that may invade another's right of privacy or publicity;
(b) Impersonate any person or entity, including, but not limited to, a TJC official, or falsely state or otherwise misrepresent your affiliation with a person or entity;
(c) Post or transmit any Material that you do not have a right to reproduce, display or transmit under any law or under contractual or fiduciary relationships (such as, but not limited to, nondisclosure agreements);
(d) Knowingly post or transmit any Material that contains an infection or viruses, worms, Trojan horses or other code that manifest contaminating or destructive properties;
(e) Delete any author attributions, legal notices or proprietary designations or labels that you upload to any communication feature;
(f) Take any action that imposes, or may impose, in TJC’s sole discretion, an unreasonable or disproportionately large load on TJC’s infrastructure and/or that adversely affects the availability of its resources to other users;
(g) Post or transmit any unsolicited advertising, promotional materials, "junk mail", "spam," "chain letters," "pyramid schemes" or any other form of solicitation or any non-resume information such as opinions or notices, commercial or otherwise;
(h) Violate any applicable local, state, national or international law;
(i) Upload or transmit any Material that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
(j) Delete or revise any Material posted or transmitted by any other person or entity without their expressed authorization;
(k) Manipulate or otherwise display, database, modify, frame, create derivative works from or otherwise distribute any content of registry.jockeyclub.com either electronically or manually;
(l) Register, subscribe, attempt to register, attempt to subscribe, unsubscribe, or attempt to unsubscribe, any party for any TJC product or service if you are not expressly authorized by such party to do so;
(m) Use any robot, spider, scraper, automated query program, web crawler, scripts, inquiries or any other automated means, by whatever name known, to post, transmit and/or access registry.jockeyclub.com for any purpose without TJC expressly providing, in an authorized writing, such permission;
(n) Bypass measures we may use to prevent or restrict access to registry.jockeyclub.com, or;
(o) Otherwise violate the limited scope of permission hereby expressly granted
1.5 TJC may, from time to time, audit the activities of users of registry.jockeyclub.com to detect patterns of abuse and non-compliance with these Terms and Conditions of Use and TJC has the right to suspend or terminate your use of registry.jockeyclub.comand refuse to you any and all current or future use of registry.jockeyclub.com if, in the sole judgment of TJC and without notice to you, such abuse or non-compliance with these Terms and Conditions is detected.
2 DESCRIPTION OF REGISTRY.JOCKEYCLUB.COM
2.1 Registry.jockeyclub.com provides users with access to a rich collection of Thoroughbred registration data and services. Some services we offer gratis and others are provided for a fee. Registry.jockeyclub.com is intended for the exclusive use of conducting registration-related business with The Jockey Club, confirmation of identity of Thoroughbreds via the use of markings officially recorded by The Jockey Club or via tattoo numbers or microchip numbers or the facilitation of Aftercare arrangements for Thoroughbreds via Thoroughbred Connect or to facilitate proof of eligibility for purposes of T.I.P. via tjctip.com. Any other use of registry.jockeyclub.com is prohibited, including obtaining pedigree information or other registration-related information from registry.jockeyclub.com. Registry.jockeyclub.com includes advertisements; these advertisements are necessary for TJC to provide you with registry.jockeyclub.com. Unless specifically noted to the contrary, any new features or enhancements to registry.jockeyclub.com shall be subject to these Terms and Conditions of Use. You understand and agree thatregistry.jockeyclub.com is provided to you on an "as is" basis and TJC assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any information.
2.2 As a user of registry.jockeyclub.com you understand that you are responsible for obtaining access thereto and that such access may involve third party fees, such as Internet service provider fees. You understand that you are responsible for these fees. Additionally, you understand that it is your responsibility to provide for all of the necessary equipment and software in order for your computer to be able to access registry.jockeyclub.com.
2.3 TJC reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently,registry.jockeyclub.com (or any part thereof) with or without notice. You agree that TJC shall not be liable to you or to any third party for any modification, suspension or discontinuance of registry.jockeyclub.com.
2.4 The information returned by the Tattoo Identification Service is based upon a comparison between the expected tattoo number as indicated by our registration records and the tattoo information submitted by each user of the service. In some cases, such as in instances of tattoer error, international horses, and other less common circumstances, the information returned by the service may not reflect the actual tattoo number on the upper lip of the horse in question.
2.5 Thoroughbred Connect is provided as a service to owners and breeders to assist in facilitating the provision of Aftercare to Thoroughbreds following the conclusion of their racing and/or breeding careers. THE JOCKEY CLUB DOES NOT SCREEN POTENTIAL OWNERS LISTED IN THOROUGHBRED CONNECT TO DETERMINE SUITABILITY OR APPROPRIATENESS FOR THOROUGHBRED OWNERSHIP OR FOR PROVIDING AFTERCARE. IT IS THE RESPONSIBILITY OF THE CURRENT OWNER TO DECIDE WHICH, IF ANY, POTENTIAL OWNERS OR PROVIDERS OF AFTERCARE TO CONTACT FROM THE THOROUGHBRED’S LISTING IN THOROUGHBRED CONNECT AND TO INVESTIGATE SUCH PERSONS AND ANY POSSIBLE FUTURE HOMES FOR THE THOROUGHBRED. The Jockey Club makes no warranties or guarantees related to or arising out of Thoroughbred Connect or the use thereof, including, but not limited to, (i) that a current owner will contact a name in a listing, (ii) that an individual or entity attached to a horse in Thoroughbred Connect will be suitable, willing or able to take the horse, or (iii) that the horse will be made available for free.
3.1 If you purchase products and/or access information or services on registry.jockeyclub.com, you agree to:
a. Provide true, accurate, current and complete information as required by registry.jockeyclub.com’s registration form ("Registration Information"); and
b. Maintain and promptly update the Registration Information to keep it true, accurate, current and complete.
3.2 If you provide any information that is known to you to be untrue, inaccurate, incomplete, or outdated or if TJC has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete, or outdated or if you are otherwise in material breach of these Terms and Conditions of Use TJC has the right to suspend or terminate your use of registry.jockeyclub.com and refuse to you any and all current or future use of registry.jockeyclub.com.
3.3 Upon registration you will receive a username and password, both of which will be chosen by you or assigned to you, in accordance with parameters set by TJC. You are responsible for maintaining the confidentiality of your username and password, and are fully responsible for all activities that occur under your username and password. You agree to:
(a) Maintain your username and password in strict confidence.
(b) Immediately notify TJC of any unauthorized use of your username and/or password or any other breach of security; and
(c) Ensure that you log off from your account at the end of each session.
3.4 You agree that TJC, in its sole and absolute discretion, may terminate your username and/or password at any time and for any reason, including, without limitation, for lack of use or if TJC believes that you have violated or acted inconsistently with the letter or spirit of these Terms and Conditions of Use.
3.5 TJC cannot and will not be liable for any loss or damage arising from your failure to comply with Subsection 3.4.
3.6 Your username and password may be stored in a cookie on you personal computer. Any functionality of your browser that permits usernames and/or passwords to be auto-completed or automatically retained should be rendered inactive when accessingregistry.jockeyclub.com.
5 SPECIAL ADMONITIONS FOR INTERNATIONAL USE
Recognizing the global nature of the Internet, you agree to comply with all local rules, including, without limitation, rules about the Internet, data, email, and privacy. And all other rules regarding online conduct. Specifically, you agree to comply with all applicable laws regarding the electronic transmission of data.
6 NO RE-DISTRIBUTION OF REGISTRY.JOCKEYCLUB.COM
Without having first obtained TJC's written permission to do so, you agree not to reproduce, duplicate, copy, sell, or resell,
(a) any information obtained from registry.jockeyclub.com,
(b) use of registry.jockeyclub.com, or
(c) access to registry.jockeyclub.com. Notwithstanding the foregoing, you may print and download material from the different areas of registry.jockeyclub.com as it relates to and is consistent with the intended use of registry.jockeyclub.com as described in Section 2.1.
7 YOUR DEALINGS WITH ADVERTISERS ON REGISTRY.JOCKEYCLUB.COM
Your participation, correspondence or business dealings with third parties, including but not limited to advertisers, or participation in promotions of third parties found on or through registry.jockeyclub.com, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third parties. You agree that TJC shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties on registry.jockeyclub.com.
Registry.jockeyclub.com may provide, or third parties may provide, links to other Internet sites or resources. Because TJC has no control over such sites and resources, you acknowledge and agree that TJC is not responsible for the availability of such external sites or resources, and you acknowledge that TJC does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that TJC shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
9 PROPRIETARY RIGHTS
9.1 You acknowledge and agree that registry.jockeyclub.com and any necessary software used in connection therewith ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that information contained in sponsor advertisements or information presented to you throughregistry.jockeyclub.com or its advertisers is or may be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by TJC or advertisers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on registry.jockeyclub.com or the Software, in whole or in part.
9.2 TJC grants to you a personal, non-transferable, non-exclusive and terminable right and license to use the object code of its Software on a single computer; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to registry.jockeyclub.com. You agree not to access registry.jockeyclub.com by any means other than through the interface that is provided by TJC for use in accessingregistry.jockeyclub.com.
9.3 Domestic and international copyright and trademark laws protect the entire contents of registry.jockeyclub.com. The owners of the intellectual property, copyrights and trademarks are TJC, its affiliates or other third party licensors. UNLESS SPECIFICALLY PERMITTED ON DIFFERENT AREAS OF REGISTRY.JOCKEYCLUB.COM, YOU MAY NOT MODIFY, COPY, REPRODUCE, REPUBLISH, UPLOAD, POST, TRANSMIT, OR DISTRIBUTE, IN ANY MANNER, THE MATERIAL ON REGISTRY.JOCKEY.COM, INCLUDING TEXT, GRAPHICS, CODE AND/OR SOFTWARE. You may print and download portions of material from the different areas of registry.jockeyclub.com provided that you agree not to change or delete any copyright or proprietary notices from the materials.
9.4 You agree to grant to TJC a non-exclusive, royalty-free, worldwide, sub licensable, perpetual license, with the right to sub-license, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products and services) you submit to registry.jockeyclub.comor by e-mail to TJC by all means and in any medium now known or hereafter developed. You agree that you shall have no recourse against TJC for any alleged or actual infringement or misappropriation of any proprietary right in your communications to TJC.
10 LIMITATION OF LIABILITY AND INDEMNIFICATION
10.1 You understand that by using registry.jockeyclub.com, you are agreeing that TJC will not, under any circumstances, be liable in any way for any information contained therein, including, but not limited to, for any errors or omissions in the information, or for any loss or damage of any kind incurred as a result of the use of any information contained therein.
10.2 TJC and its licensors shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available via registry.jockeyclub.com, either directly or indirectly, and shall not be responsible or liable for decisions made based on such information. For the avoidance of doubt, TJC does not make any covenants, representations or warranties regarding the individuals or entities which offer to take a Thoroughbred horse through Thoroughbred Connect and TJC shall not have any liability arising out of or related to a horse being placed with an individual or entity listed in Thoroughbred Connect.
10.3 You acknowledge that TJC is not responsible for notifying you of any upgrades, fixes or enhancements to registry.jockeyclub.comor for any compromise or loss of data transmitted across computer networks or telecommunications facilities, including, but not limited to, the Internet.
10.4 YOU EXPRESSLY UNDERSTAND AND AGREE THAT TJC SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER LOSSES (EVEN IF TJC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE REGISTRY.JOCKEYCLUB.COM; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM REGISTRY.JOCKEYCLUB.COM; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON REGISTRY.JOCKEYCLUB.COM; (v) THE USE OF THOROUGHBRED CONNECT OR TJCTIP.COM; OR (vi) ANY OTHER MATTER RELATING TO REGISTRY.JOCKEYCLUB.COM.
10.5 You agree to indemnify and hold TJC, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (a) your use of registry.jockeyclub.com, (b) your connection to registry.jockeyclub.com, (c) your violation of these Terms and Conditions of Use, or (d) your violation of any rights of another.
10.6 TJC shall, at it sole option, have the right to reprocess information to correct any errors of which it is or becomes aware.
11 DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
(a) YOUR USE OF REGISTRY.JOCKEYCLUB.COM IS AT YOUR SOLE RISK. REGISTRY.JOCKEYCLUB.COM IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. TJC EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
(b) TJC MAKES NO WARRANTY THAT (i) REGISTRY.JOCKEYCLUB.COM WILL MEET YOUR REQUIREMENTS, (ii)REGISTRY.JOCKEYCLUB.COM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF REGISTRY.JOCKEYCLUB.COM WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH REGISTRY.JOCKEYCLUB COM WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OFREGISTRY.JOCKEYCLUB.COM IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR ANY LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TJC OR THROUGH OR FROM REGISTRY.JOCKEYCLUB.COM SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS OF USE.
12 EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 10 AND 11 MAY NOT APPLY TO YOU.
Notices to you may be made via email. Registry.jockeyclub.com may also provide notices of changes to these Terms and Conditions of Use or other matters by displaying notices or links to notices to you generally on registry.jockeyclub.com.
14 TRADEMARK INFORMATION
The Jockey Club®, Interactive Registration™ and Thoroughbred Connect™ The Jockey Club Thoroughbred Incentive Program, T.I.P. and other trademarks and service marks, and other TJC logos and product and service names are trademarks of The Jockey Club ("TJC Marks"). Without TJC’s prior permission, you agree not to display or use in any manner, the TJC Marks.
15.1 These Terms and Conditions of Use constitute the entire agreement between you and TJC with respect to the subject matter covered herein and govern your use of registry.jockeyclub.com, superceding any prior agreements between you and TJC with respect thereto. You also may be subject to additional terms and conditions that may apply when you use affiliate services, third-party content or third-party software. These Terms and Conditions of Use and the relationship between you and TJC shall be governed by the laws of the State of New York without regard to the conflicts of laws rules thereof. You and TJC agree to submit to the personal and exclusive jurisdiction of the courts located within the county of New York, in the State of New York.
15.2 TJC reserves the right to release current or past user information if TJC believes that a user’s account is being used to commit unlawful acts, if the information is subpoenaed and/or if TJC deems it necessary and/or appropriate.
15.3 The failure of TJC to exercise or enforce any right or provision of these Terms and Conditions of Use shall not constitute a waiver of such right or provision.
15.4 If any provision of these Terms and Conditions of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these terms and Conditions of Use remain in full force and effect.
15.5 You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use ofregistry.jockeyclub.com or these Terms and Conditions of Use must be filed within one year after such claim or cause of action arose or be forever barred.
15.6 The section titles in these Terms and Conditions of Use are for convenience only and have no legal or contractual effect.
15.7 You may terminate this Agreement at any time for any reason by calling TJC at 800-444-8521 Monday through Friday between the hours of 8:00 a.m. and 5:00 p.m., Eastern Time. The provisions of Sections 9 through 15 shall survive any termination of this Agreement.
15.8 THE LAWS OF THE STATE OF NEW YORK, USA, APPLICABLE TO AGREEMENTS EXECUTED AND PERFORMED WHOLLY WITHIN SUCH STATE, SHALL GOVERN THE VALIDITY, INTERPRETATION AND ENFORCEMENT OF THIS AGREEMENT. IT IS EXPRESSLY AGREED TO BY AND BETWEEN THE PARTIES HERETO AND ANY OTHER PERSON OR PERSONS SEEKING TO UTILIZE THE SERVICES PROVIDED FOR HEREUNDER, THAT ANY LAWSUIT BROUGHT AGAINST TJC SHALL BE COMMENCED AND ADJUDICATED ONLY IN THE UNITED STATES DISTRICT COURT OF THE SOUTHERN DISTRICT OF NEW YORK OR IN NEW YORK STATE COURTS LOCATED IN NEW YORK COUNTY