Athena Herd Foundation CIC is located
at High Lees Farmhouse, Wagon Lane, Paddock Wood, TN12 6PT (“Athena” “Athena
Herd” “Athena Herd Foundation” or “We” or “Us” or “Our”).

Concordia
Equestrians™ is trading name of the Athena Herd Foundation CIC.  Concordia
International™, Concordia Equestrians™, Concordia International Equestrian
Magazine™ are all recognised trade marks of the Athena Herd Foundation™.

Athena Herd
Foundation is a centre of excellence Leading local and International Training Centre,
provider of Equine Interactions (known in the market for example as Equine
Facilitated, Assisted, Psychotherapy, Groundwork). 

The
Athena Herd Foundation has three trading arms; “Awarding”, “Learning” and
“Community”. 

Athena
Herd Foundation Awarding holds the Athena Herd Foundation Accredited
Practitioner Register™ and awards qualifications, Athena Herd Foundation
Learning delivers Equine Interactions through Training Centres/Recognised
Training Centres and Athena Herd Foundation Community garners funding and
delivers community projects. Alternatively, you can book a session, day or an
event with Us.

All enquiries
can be made by telephone or through our Website and, where applicable (Athena
Herd Foundation Accredited Practitioner Register™, Organisational Membership
any application to join a specific Training Programme, individual and private
sessions as well as enquiries in relation to Concordia Equestrians™), these
Terms and Conditions along with any applicable policies and procedures shall
apply to all provisions of those services whether you (“Customers” or “You”)
book with Us directly or through Our Website which are confirmed by the Athena
Herd Foundation (“Services”).

For the
avoidance of doubt all Training Centre and Recognised Training Centre
relationships shall be governed by a Services Agreement together with all
applicable policies and procedures that are part of the same.

Athena
Herd Foundation and the Customer are referred to individually as a “Party”
or collectively the “Parties”.

1.     Definitions
and Interpretation

Adequacy
Decision: a finding under Article 25(2) of the Data Protection Directive
that a country or territory ensures an adequate level of protection within the
meaning of Article 25 of the Data Protection Directive, while such finding
remains in force pursuant to Article 45(9) of the General Data Protection
Regulation, or (as applicable) a finding under Article 45(1) of the General
Data Protection Regulation that a country, a territory or one or more specified
sectors within that country, or the international organisation in question
ensures an adequate level of protection within the meaning of Article 45 of the
General Data Protection Regulation;

Agreement: has the
meaning given under clause 7 below;

Applicable
Law: in England any and all applicable laws, regulations and industry
standards or guidance and any applicable and binding judgment of a relevant
court of law;

Athena
Herd Training Programmes: this includes for example ACCPH accredited
Equine Facilitated Interactions Certificate and Equine Facilitated Practitioner
Diploma;

Booking: is the
making by You of a booking for the provision of Services from Us either through
the Website or with Us directly.  For the avoidance of doubt the completion and
submission to us of an application form on our Training Programmes constitutes
a Booking.

Booking
Confirmation: is the confirmation sent to You by Us upon acceptance of Your
Booking for Services.  For the avoidance of doubt this includes payment of
non-refundable payments (where stipulated) and Deposits to secure your place on
Athena Herd Foundation Training Programmes.  Save for applicable law, once you
begin a course with Us, you are no longer eligible for a refund nor can you
withhold amounts due and payable as it is unlikely that the Athena Herd
Foundation, due to the small and limited nature of the places available on its
Training Programmes, would be able to recover the loss by offering your
cancelled place to a replacement learner.  This is a genuine estimate of loss.
We will take reasonable steps to reduce our loss.

Breach of
Duty: the breach of any: (i) obligation arising from the express or
implied terms of a contract to take reasonable care or exercise reasonable
skill in the performance of the contract; or (ii) common law duty to take
reasonable care or exercise reasonable skill (but not any stricter duty) and/or
(iii) policy and procedure;

Business
Day: means any day (other than a Saturday or a Sunday) on which banks
are open in the City of London for the transaction of normal banking business;

Business
Hours: 09:00am until 17:00 on Business Days by appointment only;

Charges: the charges
payable by You to the Athena Herd Foundation for Our provision to You of the
Services, as set out in each Booking Confirmation sent to You by Us, and
otherwise on the Website at the time that you make a Booking with Us and We
provide You with Booking Confirmation in relation to the same;

Controller: has the
meaning given in the GDPR;

Confidential Information: any
information in any form or medium obtained by or on behalf of either Party from
or on behalf of the other Party in relation to these Terms and Conditions which
is expressly marked as confidential or which a reasonable person would consider
to be confidential, whether disclosed or obtained before, on or after the date
of these terms and conditions, together with any reproductions of such
information or any part of it;

Data
Protection Directive: Directive 95/46/EC on the
protection of individuals with regard to the processing of personal data and on
the free movement of such data;

Data
Protection Laws: the Data Protection Act 2018, GDPR, and any relevant law
implemented as a result of GDPR and E Privacy Law;

Deposits:
payment of deposits or payments made to the Athena Herd Foundation
on the acceptance by the same of a Booking or application and are taken on a non-refundable
basis.  The retention of a deposit or payment by the Athena Herd Foundation is
a genuine estimate of loss.  We will take reasonable steps to reduce our loss,
however, administrative charges need to be covered and places are limited;

E Privacy
Law: Directive 2002/58/EC concerning the processing of personal data
and the protection of privacy in the electronic communications sector, as
amended by Directive 2009/136/EC and any relevant law implementing or
superseding Directive 2002/58/EC;

Event
Outside Our Control: any act or event beyond Our
reasonable control, including pandemics, strikes, lock-outs or other industrial
action by third parties, civil commotion, riot, invasion, terrorist attack or
threat of terrorist attack, war (whether declared or not) or threat or
preparation for war, fire, explosion, storm, flood, earthquake, subsidence,
epidemic or other natural disaster, or failure of public or private
telecommunications networks;

GDPR: Regulation
(EU) 2016/679 on the protection of natural persons with regard to the
processing of personal data and on the free movement of such data;

Intellectual
Property Rights: copyright and related rights, trade marks and service marks,
trade names and domain names, rights under licences, rights in get-up, rights
to goodwill or to sue for passing off or unfair competition, patents, rights to
inventions, rights in designs, rights in computer software, database rights, rights
in Confidential Information (including know-how and trade secrets) and any
other intellectual property rights, in each case whether registered or
unregistered and including all applications (or rights to apply) for, and
renewals or extensions of, such rights and all similar or equivalent rights or
forms of protection which subsist or will subsist now or in the future in any
part of the world;

Liability:
liability in or for breach of contract, Breach of Duty, torts (including
negligence and intentional torts), deliberate breach (including deliberate
personal repudiatory breach), misrepresentation, restitution or any other cause
of action whatsoever relating to or arising under or in connection with these
Terms and Conditions and/or any Booking made under the same, including
liability expressly provided for under these Terms and Conditions and/or any Booking
made under the same or arising by reason of the invalidity or unenforceability
of any term between Us (and, for the purposes of this definition, all
references to “these Terms and Conditions” shall be deemed to include
all of Our policies and notices);

Non-adequate
Country: a country or territory which is outside the European Union and
in respect of which there has not been an Adequacy Decision.  For the purposes
of these Terms and Conditions, “Non-adequate Country” includes the
United States of America;

Portable
Copy: a copy of Personal Data in such form as to enable the Customer
to comply with its obligations under Article 20 of the GDPR;

Processor:
has the meaning given in the General Data Protection Regulation;

Website:https://athenaherd.org
(Concordia Equestrians: https://concordiaequestrians.org/)

References
to “Clauses” are to clauses of these Terms and Conditions.

The
headings in these Terms and Conditions are inserted for convenience only and
shall not affect the interpretation or construction of these Terms and
Conditions.

Words
imparting the singular shall include the plural and vice versa. Words imparting
a gender shall include the other gender and the neutral, and references to
persons shall include an individual, company, corporation, firm or partnership.

Reference
to “written” or in “writing” includes the
electronic form.

References
to “includes“, “including“, “in
particular” or “for example” or like words shall be
deemed to be followed by the words “without limitation“; and
references to any statute or statutory provision shall include any subordinate
legislation made under it, any provision which it has modified or re-enacted
(whether with or without modification) and any provision which subsequently
supersedes it or re-enacts it (whether with or without modification).

2.     Age
Restriction

By making
a Booking with Us, you warrant that you are at least 18 years of age.

3.     Terms and
Conditions

These
Terms and Conditions shall apply to all use of Our Website and Bookings placed
by You and the Athena Herd Foundation reserves its right to provide you with a
Booking Confirmation in relation to the same. When you submit a Booking to Us,
this shall always constitute your unqualified acceptance of these Terms and Conditions.

These
Terms and Conditions shall prevail over any separate terms put forward to Us by
You. Any conditions that you submit, propose or stipulate in whatever form and
at whatever time, whether in writing or orally, are expressly waived and
excluded.

4.     Entire
Agreement

These
Terms and Conditions shall apply to all Bookings made by You to Us and
confirmed by Us with a Booking Confirmation in writing along with Our Data
Protection Policy, Cookie Policy and any other Athena Herd Foundation Policy
applicable to the provision of the Services.  This constitutes the entire
agreement between You and Us. You acknowledge that you have not relied on any
statement, promise or representation made or given by or on behalf of Us which
is not set out in these Terms and Conditions.

5.     Authority

In the
event that you make a Booking on behalf of a business, You confirm that you
have authority to bind any business on whose behalf you use the Website to
submit a Booking.

6.     Conflict

In the
event of any conflict between the provisions of these Terms and Conditions and the
provisions of the Booking, then the following order of precedence shall apply:

–       the Booking
Confirmation prevails over

–       these Terms
and Conditions.

7.     Placing a
Booking and Forming an Agreement

7.1       By contacting
Us either through the Website or directly, you will be able to select those
Services in relation to which you would like to submit a Booking to Us.

7.2       On submitting
a Booking to Us we will contact you in relation to Your requirement and once we
are happy with the details We will provide You with the Booking Confirmation in
writing with details of how to make a payment to Us.  Unless otherwise
stipulated on the Website or agreed in writing by Us, all Deposits and Charges
are payable in the currency agreed between Us.

7.3       The Deposits
and Charges are payable by You in advance as specified in the Booking Confirmation.
 Payment of Deposits and Charges must be made to Us only in accordance with
that agreed and identified between us. We shall not be bound to supply any
Services to You until we have received the necessary cleared funds in full.

7.4       When You
submit a Booking to Us, You agree that you do so subject to these Terms and
Conditions current as at the date on which you submit your Booking. It is your
responsibility to review the latest Terms and Conditions and the relevant applicable
policies each time You submit a Booking to Us.

7.5       Making a Booking
to Us is an offer to book Services from Us, and it remains an offer until We
issue Our Booking Confirmation to You or when We receive Your notice that you
would like to cancel your Booking, whichever is earlier.

7.6       We shall
not be obliged to provide any Services to You until we have accepted Your Booking
for those Services through our provision to You of a Booking Confirmation. We
may refuse to accept Your Booking for any reason (at our absolute discretion).
By Us sending a Booking Confirmation to You, whether by email, letter or by any
other media, an Agreement will be formed between Us and become legally bound to
provide the Services to You in accordance with these Terms and Conditions. Such
acceptance takes place when we expressly accept your Booking by sending you a Booking
Confirmation, whether by email, letter or any other media. A Booking Confirmation
shall take effect when it has been sent to You by Us.

7.7       We may
send you an invoice at any time after we have sent you a Booking Confirmation
confirming Your Booking with Us.

7.8       Until we
have sent You a Booking Confirmation, we reserve the right to refuse to process
your Booking, and You reserve the right to cancel your Booking. If We or You
cancel your Booking before We have sent you a Booking Confirmation, then we
will arrange for You to be refunded any Charges that you have already paid in
respect of that Booking.

7.9       If, after
submitting your Booking, you realise that you have made a mistake in your Booking,
please contact us as soon as possible either directly or through the Website.

7.10    When you
submit a Booking to Us You agree that you do so subject to these Terms and Conditions
and the relevant policies current as at the date on which you submit your Booking.
It is your responsibility to review the latest Terms and Conditions and Our
applicable policies on the Website each time you submit a Booking to Us.

7.11    Your Booking
is an offer to purchase Services from Us, and it remains an offer until We
issue our Booking Confirmation or when we receive Your notice that You would
like to cancel your Booking, which needs to be a reasonable amount of time in
advance of the Services to be provided otherwise we reserve our right not to
provide a refund due to the loss incurred to us as a business because we are
not reasonably able to transfer your place to someone else, whichever is
earlier.

7.12    We shall
not be obliged to provide any Services to You until we have accepted Your Booking
for those Services. We may refuse to accept Your Booking for any reason (at our
absolute discretion). A Booking Confirmation may contain a Booking number and
details of your Booking. An Agreement will be formed when we accept Your Booking
and become legally bound to provide the Services to You. Such acceptance takes
place when we expressly accept Your Booking by sending you Booking Confirmation,
whether by email, letter or any other media, which shall state that We are
accepting your Booking. A Booking Confirmation shall take effect when it has
been sent to You by Us.

8.     Provision
of the Services

8.1       Term: following
the date of the Booking Confirmation, these Terms and Conditions will continue
in force until otherwise terminated in accordance with these Terms and
Conditions or superseded as notified by Us from time to time.

8.2       Services:
We warrant that:

–  We shall
use Our reasonable skill and care in providing the Services;

–  Our
employees, agents, contractors and subcontractors have the necessary skill to
provide the Services;

–  the
Services will be provided in a professional, competent and workmanlike manner;

–  We have
all necessary consents, rights and permission to enter into, and perform Our
obligations under, these Terms and Conditions; and

–  We shall
comply with all Applicable Laws in relation to the exercise of Our rights and
performance of Our obligations under these Terms and Conditions.

8.3       No
warranty

We do not
warrant that the Services will meet Your individual requirements. We are not
responsible for any people, equipment, deliverables or services that we are not
expressly stipulated to provide under these Terms and Conditions. You are
responsible for any people, equipment, deliverables and services that you need
to obtain from someone other than Us. Except for any matter in relation to
which we specifically agree in writing to advise or do, We shall not be
responsible, or have any Liability (subject to Clause 13.2) for advising on, or
failing to advise on, or doing, or failing to do, anything else.

8.4       No
guarantee

We do not
warrant that the Services will meet Your individual requirements. Whilst We use
our reasonable endeavours to make the Services available, We shall not have any
Liability (subject to Clause 13) if for any reason the Services are unavailable
for any time or for any period.

8.5       Improvements

We
reserve the right, at any time, to carry out repairs, maintenance or introduce
new facilities and functions in respect of all or any part of the Services.

8.6       Timescales

We shall
use Our reasonable endeavours to perform our obligations under these Terms and
Conditions within any timescales set out between Us. For the avoidance of
doubt, time is not of the essence and, in particular, subject to Clause 13.2, We
shall not have any Liability for any delays or failures to accurately perform Our
obligations:

–  if We
have used those endeavours; or

–  if caused
by any failure or delay on Your part or by any breach by You of these terms or
conditions or any other agreement between Us and You.

–  if there
is any slippage in time, We shall use our reasonable endeavours to reschedule
delayed tasks to a mutually convenient time.

9.     Exclusions

9.10.1  Except
as specifically stipulated in these Terms and Conditions, We shall not be
responsible for providing or achieving any particular results or outcomes within
a particular time frame.

9.10.2  Except
where expressly stated in these Terms and Conditions, We exclude all
conditions, warranties, terms and obligations, whether express or implied by
statute, common law or otherwise, to the fullest extent permitted by law in
respect of the Services.

10.  Your Obligations

10.1       
Correct information

You must
only submit to Us or the Website information (whether contact details or
otherwise) which is accurate and not misleading and you must keep it up-to-date
and inform Us of any changes.

10.2       
Your responsibilities

You must
immediately on becoming aware:

10.2.1    co-operate
with Us;

10.2.2    provide Us
with any information We reasonably require in respect of the Services from time
to time;

10.2.3    report
any faults or suspected faults with or in the Services to Us;

10.2.4    report to
Us any abuse of the Internet (including spam, hacking and phishing) that you
consider to have taken place through the use of the Services by any person, and
you shall include in such report as much information as you are able to provide
to Us relating to the type of abuse that you have witnessed;

10.2.5    be
responsible for ensuring that You have the knowledge and expertise necessary to
access and make use of the Services;

10.2.6    be
responsible for ensuring and you hereby warrant and undertake to Us that, Your
use of the Services:

a)     does not
infringe the privacy rights or Intellectual Property Rights of any third party;

b)     does not
harm Us or bring Us or Our name into disrepute;

c)     is not
for the purposes of sending spam or other unsolicited emails;

d)     is not
for the purposes of breaching or circumventing the security of any network or
Internet user;

e)     does not
impose an unreasonable or disproportionately large load on Our infrastructure
or the Services (whether or not the Services have “unlimited”
elements, such as in relation to Internet traffic or disk usage);

f)      does not
interfere with another user’s use of the Services or similar services;

g)     is not
defamatory, obscene, abusive, malicious, indecent, harassing or discriminatory;

h)     conforms
in all respects will all Applicable Law; and

i)      does not
contain any material detrimental to Us or any other user of the Services or
similar services, including any viruses, trap doors, back doors, Trojan horses,
time bombs, easter eggs, worms, cancelbots or other computer programming
routines that are intended to detrimentally interfere with, damage, expropriate
or surreptitiously intercept any system, data or personal information;

10.2.7    promptly
comply with Our reasonable requests from time to time in connection with these
Terms and Conditions;

10.2.8    ensure
that the Services are sufficient and suitable for Your purposes and meet Your
individual requirements;

10.2.9    at all
times, use strong processes and controls to protect the security of Personal
Data; such controls must enforce access to Personal Data on a need-to-know
basis and also protect against unauthorised observation, change, deletion,
corruption, contamination, acquisition or transmission, while at rest or in
transit;

10.2.10 where applicable have
plans and processes in place for maintenance, oversight and continuous
improvement within your organisation; management and responsibility for
information security must be a clear priority within Your organisation; and

10.2.11 where applicable ensure
that all Your staff are appropriately aware and trained in information security
processes and protocols as may be considered reasonable in your industry and
operations.

10.3       
Restrictions

You must
not, whether yourself or in conjunction with anyone else:

10.3.1    manipulate
Bookings or transactions in ways that are unfair to Us or other users of the
Website and/or the Services; and

10.3.2    use or
access the Website and/or the Services in contravention of any Applicable Law.

10.4       
Indemnity

You shall
indemnify and hold us harmless against all liabilities, costs, expenses,
damages and losses (including any direct or indirect consequential losses, loss
of profit, loss of reputation and all interest, penalties, fines and legal and
other reasonable professional costs and expenses) suffered or incurred by Us
arising out of or in connection with any breach by You under these Terms and
Conditions. This indemnity shall apply whether or not you have been negligent
or at fault.

10.5       
Insurance

Where
applicable, You shall take out and maintain in force at Your own cost during
the Term of the Agreement between Us and for a period of 6 (six) years after
the termination or expiry of the Services such insurance as would usually be
effected and maintained by a reasonably prudent person performing equivalent
functions and services to You including without limitation (i) Professional
indemnity insurance of no less than five million pounds sterling (£5,000,000)
for any one claim arising out of a single event and without limit as to the
number of claims during the period of insurance; (ii) Public Liability
Insurance of no less than two million pounds sterling or the amount specified
in an Booking whichever is greater; (iii) Employer’s Liability Insurance of no
less than ten million pounds sterling (£10,000,000); (iv) Cyber Insurance; (v)
Data Protection Law breach Insurance.

10.6       
Suspension of the Services

We
reserve the right to suspend Our provision of the Services to You if Your use
of the Services is having a detrimental impact on Our other customers.
Following the decision to suspend any Services, We will contact You with
details of the suspension and invite You to remedy the situation if
appropriate.

10.7       
Charges

In consideration of the provision
and performance of the Services to the Customer, the Customer shall pay the Athena
Herd Foundation by bank transfer to the account identified by the Athena Herd Foundation
from time to time by the due date as stated on the invoice.  If any amount, in
the absence of a dispute, is not paid to the Athena Herd Foundation by the due
date identified in the invoice the Customer, in the case of a business, shall
pay statutory interest (Late Payments of Commercial Debts (Interest) Act 1998)
on such sum to the Athena Herd Foundation as identified and invoiced to the
Customer by the Athena Herd Foundation.  In the case of the Customer being a
consumer Athena may also charge interest on any balance outstanding at the
annual rate of four per cent. above the Bank of England base rate.  We will
email you to let you know if we intend to do this pursuant to clause 10.8 below.
The Athena Herd Foundation expressly reserves its right to do so at any stage
from the due date.  Please also see the Athena Herd Foundation Fees and Costs
Policy.

10.8       
Late payment

We will
send you a reminder for payment of Charges following Us sending an invoice to You.
If you have not paid any invoice within 14 days of Us having sent that reminder
to You, We will have the right, subject to the application of interest pursuant
to clause 10.7 Charges above, to either suspend or terminate the provision of
the Services with You without notice in accordance with these Terms and
Conditions.  Other Athena Herd Foundation policies shall also apply including
the Athena Herd Foundation Sanctions Policy.

10.9       
Increase in Charges:

We may
increase any Charges at any time on notice to You of 3 (three) Business Days,
with the increase taking effect from the next payment date for the Charges in
accordance with Clause 10.7 and the Athena Herd Foundation Fees and Costs
Policy. For the avoidance of doubt this shall include annual increases to the
Services.  If You do not accept the increase notified to You, You have the
right to terminate the provision of Services between Us in accordance with these
Terms and Conditions.

10.10     VAT

The price
of the Services as listed on the Website or quoted by email excludes VAT,
however where applicable you will be charged VAT at the applicable current rate
chargeable in the UK. If Your use of the Services is for business purposes and
your business is located in a country either in or outside of the European
Union that is not in the UK, it is your responsibility to assess and submit VAT
(or any local equivalent) to the appropriate authority.

11.  Data
Protection

11.1       
Data Controller and Data Processor

The
Parties acknowledge that, for the purposes of Data Protection Laws, we are an
independent Data Controller with respect to the processing of billing,
utilisation, usage/patterns/counts/statistics, traffic data and other account
related information related to You (to the extent it is Personal Data) which is
necessary for Us to perform our obligations under these Terms and Conditions,
or with respect to any Personal Data held for general business purposes. To the
extent that we Process Personal Data on Your behalf under this Agreement, the
Parties acknowledge that, for the purposes of Data Protection Laws, You are the
Data Controller and We are the Data Processor of any Personal Data. The nature
and purpose of Processing is set out in our Privacy Policy, as may be updated
by Us from time to time at our reasonable discretion.

11.2       
Registrations and notifications

Each
Party confirms that it holds, and during the term of these Terms and Conditions
will maintain, all registrations and notifications required in terms of the
Data Protection Laws which are appropriate to its performance of the
obligations under these Terms and Conditions.

11.3       
Legal Compliance

Each
Party confirms that, in the performance of these Terms and Conditions, it will
comply with Data Protection Laws.

11.4       
Our obligations

We will:

11.4.1    Process
Personal Data during the Term only on documented instructions from You, unless
required to do so by Data Protection Laws or any other applicable law to which We
are subject; in such a case, we shall inform You of that legal requirement
before Processing, unless that law prohibits us to so inform You;

11.4.2   
ensure that persons authorised to Process the Personal Data in
accordance with these Terms and Conditions are subject to binding obligations
of having committed themselves to confidentiality or are under an appropriate
statutory obligation of confidentiality;

11.4.3    take all
measures required pursuant to Article 32 of the GDPR in respect of security of
Processing;

11.4.4    subject
to Clause 11.12 and Clause 11.13, not commission any subcontractor in respect
of Processing Personal Data without your prior written consent (such consent
not to be unreasonably withheld or delayed), and ensure that any such
subcontractor we commission complies with the provisions of this Clause 11 as
if it was a Party;

11.4.5    taking
into account the nature of the Processing, assist you by putting in place
appropriate technical and organisational measures, insofar as this is possible,
for the fulfilment of your obligation to respond to requests for exercising the
Data Subject’s rights laid down in Data Protection Laws, to the extent that
such requests relate to this Agreement and our obligations under it;

11.4.6    assist
you in ensuring compliance with your obligations pursuant to Articles 32 to 36
(as applicable) of the GDPR taking into account the nature of Processing the
Personal Data and the information available to us;

11.4.7    at Your
option, delete (to the extent practicable) or return all the Personal Data to
you after termination of these Terms and Conditions and/or any Booking entered
into under the same or otherwise on your request, and delete existing copies
(to the extent practicable) unless applicable law requires our ongoing storage
of the Personal Data;

11.4.8    make
available to You all information necessary to demonstrate our compliance with
this Clause 11, and allow for and contribute to audits, including inspections,
conducted by you or another auditor mandated by you; and

11.4.9    inform You
on becoming aware if, in our opinion, an instruction from you infringes (or, if
acted upon, might cause the infringement of) Data Protection Laws.

11.5       
Notification of Personal Data Breaches

Each
Party will notify the other Party as soon as is reasonably practicable if it
becomes aware of a Personal Data Breach relating to either Party’s obligations
under these Terms and Conditions and take all reasonable steps to mitigate the
risk of any similar Personal Data Breach occurring in the future.  Not disclose
any information about or in connection with any Personal Data Breach other than
to each other and/or with the express written approval or as required to be
disclosed by Applicable Law or by a regulatory/supervisory authority or by
court Booking only to the extent that and for the purpose for which such
disclosure is required and provided that the other Party shall provide as much
notice as is reasonable in the circumstances.

11.6       
Impact assessments:

You shall
undertake appropriate data protection impact assessments to ensure that
Processing of Personal Data complies with Data Protection Laws. We will provide
You with reasonable assistance, where necessary and upon Your request, in
carrying out any data protection impact assessment and undertaking any
necessary prior consultation of the Supervisory Authority.

11.7       
Data protection principles

It is Your
responsibility to ensure that Personal Data is dealt with in a way that is
compliant with Article 5(1) of the GDPR.

11.8       
Your obligations:

You shall
ensure that:

11.8.1    You are
able to justify the Processing of Personal Data in accordance with Article 6(1)
of the GDPR (including, where applicable, obtaining any and all consents of
Data Subjects required in Booking to commence the Processing), and that you
have recorded or documented this in accordance with the record keeping
requirements of the GDPR;

11.8.2    where
Personal Data falls within the Special Categories of Personal Data, Article
9(2) of the GDPR applies to that Personal Data before Processing takes place;

11.8.3    where
Article 9(2) of the GDPR does not apply to any Personal Data falling within the
Special Categories of Personal Data, no such data will be sent to Us; and

11.8.4    You have
all necessary appropriate consents and notices in place to enable lawful
transfer of the Personal Data to Us for the duration and purposes of these
Terms and Conditions and any Booking entered into under the same.

11.9       
Our responsibility for compliance

In the
event that we:

11.9.1    comply
with Your instructions in respect of Processing, We shall not have any
Liability (subject to Clause 14 (as applicable)) for any damage caused by
Processing that Personal Data, or for any consequences in the event that such
Processing otherwise infringes Data Protection Laws, to the extent that such
damage or consequences result from our compliance with such instructions;
and/or

11.9.2    refuse to
comply with your instructions in respect of Processing due to concerns that
compliance will cause a breach of Data Protection Laws, We shall not have any
Liability (subject to Clause 14 (as applicable)) for any failure to follow such
instructions.

11.10     Indemnity

You agree
to indemnify Us and keep Us indemnified and defend Us at your own expense,
against all costs, claims, damages, fines or expenses incurred by Us or for
which we may become liable, due to any failure by You or Your employees or
agents to comply with this Clause 11.

11.11     Data
Protection and Cookies Policy:

Please
see our Data Protection, the Athena Herd Foundation Awarding and Learning
Privacy Notice and Cookies Policy which form part of these Terms and Conditions
and/or any Booking entered into under the same.

11.12     Subcontractors
for Processing

You
authorise Our engagement of third parties as subcontractors for the purposes of
Processing; in the event that we contract with such subcontractors in
accordance with the requirements of Data Protection Laws. Your entry into these
Terms and Conditions including any Booking entered into under the same will
constitute your prior written consent to that subcontracting by Us in respect
of the relevant Processing.

11.13     New
subcontractors for Processing

In the
event that we engage any new subcontractor for the purposes of Processing
during the Term of these Terms and Conditions, we will inform you at least 1 (one)
month in advance of the engagement commencing, together with relevant
information relating to that subcontractor and its operations. You may object
to that engagement by contacting us, and, as your sole and exclusive remedy for
such engagement, terminate these Terms and Conditions and/or any Booking
entered into under the same.

11.14     Intellectual
Property Rights

11.14.1 What We
own: You acknowledge that Athena owns all Intellectual Property
Rights in the Services and any rights arising out of any works arising in
connection with the Services;

11.14.2 Athena grants to You a
non-exclusive non-transferable licence to Use the Services to the extent
necessary for You to receive the provision of the Services from Us.

11.14.3 Athena is the absolute
legal and beneficial owner of the name, logo and any other name or logo owned
by the same and used by the Athena Herd Foundation from time to time including “Concordia
Equestrians™” and the Concordia International Equestrian Magazine™ (“Athena Herd
Foundation Trade Marks”).  Please also note the Athena Herd Foundation
Brand Protection Policy (available on request).  You shall not have any right
to use or reproduce any Athena Herd Foundation Trade Mark save for a licence
expressly granted either pursuant to these Terms and Conditions or applicable
Services Agreement, policies and procedures.

11.15     Termination
by us on Notice

11.15.1 We may
terminate these Terms and Conditions and/or any Booking entered into under the
same between us in relation to the provision of Services at any time by giving You
not less than 30 (thirty) day’s notice.

11.15.2 We may provide You with immediate
Notice to terminate these Terms and Conditions and/or any Booking entered into
under the same between Us in the event that You:

a)     do not
make any payment to Us when it is due and you still do not make payment within
14 (fourteen) days of Us reminding you that payment is due;

b)     do not,
within a reasonable amount of time of Us asking for it, provide Us with
information that is necessary for Us to provide the Services;

c)     are in
breach of any of Your obligations under these Terms and Conditions including
any Policies and Procedures including for example Our Sanctions Policy included
within the same;

d)     are
unable to pay Your debts when they fall due;

e)     have a
petition for administration or winding up proceedings;

f)      have a
receiver or manager appointed over any of Your property or assets;

g)     are the
subject of a bankruptcy petition;

h)     enter
into any composition with creditors generally; and/or

i)      take or
suffer any steps preparatory to the situations set out in Clauses 10.15.2c to 10.15.2h,
or if any distress or execution is levied or threatened on any of your property
or assets.

11.16     Event
Outside Our Control

We may
terminate these Terms and Conditions and/or any Booking entered into under the
same in accordance with Clause 16.2.

12.  On
termination

12.1  In the
event that these Terms and Conditions and/or any Agreement including our
Service Agreement between us in relation to the provision of Services is
cancelled or terminated:

12.1.1    we will
cease to provide any relevant Services to You, any licenses specifically with
regard to use of any Athena Herd Foundation Trade Marks shall also cease; and

12.1.2    the
accrued rights, remedies, obligations and liabilities of Us and You as at
cancellation or termination shall not be affected, including the right to claim
damages for any breach of these Terms and Conditions and/or any Booking entered
into under the same which existed at or before the date of cancellation or
termination.

13.  Post-termination

Termination
of these Terms and Conditions shall not affect the coming into force, or
continuance in force, of any provision which is expressly or by implication
intended to come into or continue in force on or after such termination.

14.  Limitation
of Liability

14.1  This
Clause 14 prevails and sets forth Our entire Liability, and your sole and
exclusive remedies, in respect of performance, non-performance, purported performance,
delay in performance or mis-performance of these Terms and Conditions and/or
any Booking entered into under the same.

14.2  We shall
not exclude or limit our Liability for:

–  our
fraud; or

–  death or
personal injury caused by Our Breach of Duty; or

–  any
breach of the obligations implied by Section 12 of the Sale of Goods Act 1979
or Section 2 of the Supply of Goods and Services Act 1982; or

–  any other
Liability which cannot be excluded or limited by applicable law.

14.3  Subject
to Clause 14.4, we do not accept and hereby exclude any Liability for Breach of
Duty other than any Liability arising pursuant these Terms and Conditions
and/or any Booking entered into under the same.

14.4  For the
avoidance of doubt, We exclude any Liability in respect of any:

14.4.1    indirect
or consequential losses, damages, costs or expenses;

14.4.2    loss of
actual or anticipated profits;

14.4.3    loss of
contracts;

14.4.4    loss of
use of money;

14.4.5    loss of
anticipated savings;

14.4.6    loss of
revenue;

14.4.7    loss of goodwill;

14.4.8    loss of
reputation;

14.4.9    loss of
business;

14.4.10 ex gratia payments;

14.4.11 loss of operation time;

14.4.12 loss of opportunity;

14.4.13 loss caused by the
diminution in value of any asset; or

14.4.14 loss of, damage to, or
corruption of, data;

whether
or not such losses were reasonably foreseeable or We or Our agents or
contractors had been advised of the possibility of such losses being incurred.
For the avoidance of doubt, Clauses 14.4.2 to 14.4.14 (inclusive) apply whether
such losses are direct, indirect, consequential or otherwise.

14.5  Subject
to Clause 14.2, our total aggregate Liability arising out of or in connection
with all claims in aggregate (including warranty claims and losses relating to
the breach of warranty) shall be limited to the greater of:

–  100% of
all amounts paid in aggregate, by You to Us under these Terms and Conditions
and any Agreement between us in the 12 months prior to the date on which the
claim first arose; or

–  £4,000.

The limitation
of Liability under this Clause 14.5 has effect in relation both to any
Liability expressly provided for under these Terms and Conditions and/or any Booking
entered into under the same and to any Liability arising by reason of the
invalidity or unenforceability of any term of these Terms and Conditions and/or
any Booking entered into under the same.

You
acknowledge and agree that We only provide the Services to You on the express
condition that we will not be responsible, nor shall we have any Liability
(subject to Clause 14.3) directly or indirectly for any act or omission of You
or any third party.

15.  Notices

15.1  Any
notice given to either Us or You by the other under or in connection with this
Agreement shall be in writing, addressed (as applicable) to Us at our
registered office or addressed to You at such address as you may have specified
to Us from time to time, and shall be delivered by email, personally, sent by
pre-paid first class post, recorded delivery or commercial courier.

15.2  A notice
shall be deemed to have been received: if sent by email or delivered
personally, when sent or left at the last notified address provided done on a
Business Day during Business Hours.  If not, the next Business Day shall be the
date of receipt.  If sent by pre-paid first class post or recorded delivery, at
9.00 am on the second Business Day after posting; and, if delivered by
commercial courier, on the date and at the time that the courier’s delivery
receipt is signed provided done on a Business Day during Business Hours.  If
not, the next Business Day shall be the date of receipt.

16.  Events Outside
Our Control

16.1  Subject
to Clause 14, We will not have any Liability or be responsible for any failure
to perform, or delay in performance of, any of our obligations under these Terms
and Conditions and/or any Booking entered into under the same between Us that
is caused by an Event Outside Our Control.

16.2  If an
Event Outside Our Control takes place that affects the performance of our
obligations under this Agreement:

16.2.1    we will
contact you as soon as reasonably possible to notify You of the Event Outside
Our Control; and

16.2.2    our
obligations under these Terms and Conditions and/or any Booking entered into
under the same will be suspended and the time for performance of Our
obligations will be extended for the duration of the Event Outside Our Control.
Where the Event Outside Our Control affects our performance of our
responsibilities under these Terms and Conditions and/or any Booking entered
into between Us under the same, we will restart the performance of those
responsibilities as soon as reasonably possible after the Event Outside Our
Control is over.

16.3  We shall have
a right to terminate these Terms and Conditions and/or any move any Booking made
under the same in the case of an Event Outside Our Control, in which case such termination
and/or rescheduling of any Booking by Us shall have immediate effect.

17.  Retention
of Records

We shall
keep a record of your Booking and these Terms and Conditions until 6 (six)
years after You submit Your Booking to Us through the Website. However, for
your reference in future, We recommend that You print and keep a copy of these
Terms and Conditions and/or any Booking entered into under the same including
the Booking Confirmation.

18.  Compliments
and Complaints Policy

We value
your satisfaction with the Website and the Services. If You have a compliment
or a complaint, please contact us either directly and/or through the Website
and we will send you over a copy of our Compliments and Complaints Policy and
Form. If You feel that Your complaint was not addressed to Your satisfaction,
then you may escalate pursuant to Our Compliments and Complaints Policy.

19.  General

19.1  A person
who is not Us or You shall not have any rights under or in connection with these
Terms and Conditions and any Booking entered into under the same.

19.2  These
Terms and Conditions are personal to You. You may not assign, transfer, charge
or otherwise encumber, create any trust over, or deal in any manner with, these
Terms and Conditions and/or any Booking entered into under the same or any
right, benefit or interest under it, nor transfer, novate or sub-contract any
of your obligations under it, without Our prior written consent (such consent
not to be unreasonably withheld or delayed).

19.3  We may
transfer Our rights and obligations under these Terms and Conditions and/or any
Booking entered into under the same to another organisation, and We will always
inform You if that happens, but this will not affect Your rights or Our
obligations under these Terms and Conditions and/or any Booking.

19.4  If We
fail to insist that You perform any of Your obligations under these Terms and
Conditions and/or any Booking entered into under the same, or if We do not
enforce our rights against You, or if we delay in doing so, that will not mean
that We have waived our rights against You and will not mean that You do not have
to comply with those obligations. If We do waive a default by You, We will only
do so in writing, and that will not mean that we will automatically waive any
later default by You.

19.5  Each of
the provisions of these Terms and Conditions operate separately. If any court
or relevant authority decides that any of them are unlawful, the remaining
provisions will remain in full force and effect.

19.6  Nothing
in these Terms and Conditions and/or any Booking entered into under the same shall
constitute a partnership or employment or agency relationship between Us and You.

19.7  Subject
to clause 19.9 below, any question, dispute or difference, which may arise
concerning the construction, meaning, effect or operation of these Terms and
Conditions and/or any Booking entered into under the same or any matter arising
out of or in connection with the same shall be escalated internally between the
Parties to resolve the matter in the first instance.

19.8  These
Terms and Conditions and/or any Booking entered into under them and any dispute
or claim arising out of or in connection with the same (including
non-contractual disputes or claims) shall be governed by and construed in
accordance with English law.

19.9  Subject
to the dispute resolution procedure provided for under clause 19.7 above, You
submit to the exclusive jurisdiction of the English courts to settle any
dispute or claim arising out of or in connection with these Terms and
Conditions or its subject matter or formation.