TSC ELITE PROGRAM - TERMS & CONDITIONS

Effective Date: February 1, 2012

ELIGIBILITY. The TSC Elite Program is a free membership player reward program sponsored by Churchill Downs Incorporated ("the Company").  Membership in the TSC Elite Program ("Membership") is open to legal residents of the 50 United States and the District of Columbia who are of legal wagering age in their state or district of residence.  Employees of the Company and its subsidiaries may participate as outlined within the Company's Employee Wagering Policy.  The TSC Elite Program is void where prohibited or where restricted by law (including, without limitation, any jurisdiction that requires registration of the TSC Elite program with any governmental agency or the posting of a bond or other security).

By joining the TSC Elite Program you represent that you are of legal wagering age in and a legal resident of your state or district of residence and that you agree to the terms and conditions of the TSC Elite Program.  Photo identification and/or driver's license may be required at the time of enrollment into the TSC Elite Program as well as the time that any TSC Elite Program points are redeemed. 

On February 1, 2012, all active members of the Twin Spires Club, along with their account balances will be integrated into the TSC Elite Program.  The Twin Spires Club membership program will cease to exist at 12:01 a.m. February 1, 2012.  Members of the Twin Spires Club who wagered $25,000 or more from January 1, 2011 through December 31, 2011 will automatically be granted TSC Elite VIP status within the TSC Elite Program.  The Company, at its sole discretion, may also grant TSC Elite VIP status to other TSC Elite Members. 

MEMBERSHIP. Your Membership is valid only for purposes of pari-mutuel wagering on races when the wagering takes place at participating Company properties and at the Company’s advance deposit wagering site, TwinSpires.com.  Your Membership or any other benefits associated with the TSC Elite Program is nontransferable and is subject to these and any future TSC Elite Program rules.  There is a limit of one membership and one membership card (“TSC Elite Card”) per person.  Members are in no way permitted to share or otherwise transfer use of their card or any other benefits associated with the TSC Elite Program with other members or non-members.  Members may not combine wagers or points earned by other members in any TSC Elite Program account or transfer, sell or otherwise dispose of points in violation or attempted subversion of these terms and conditions.   Violations of this policy may result in automatic termination of the card member’s account and forfeiture of any benefits associated with the TSC Elite Program including, but not limited to, TSC Elite points.  Any other privileges associated with violations of Membership or these terms and conditions may also be revoked without exception. 

TSC ELITE PROGRAM

Eligible individuals may become TSC Elite members by visiting a Company owned racetrack or OTB and completing a membership form obtainable from the TSC Elite Center.  Upon successful completion of the form and verification of identity and age, a membership card will be given to the Member.  This Program is not and will not be combined with any other player incentive rewards programs conducted at any of the Company’s gaming properties.

EARNING VIP STATUS.  All tracked wagers will count toward members qualifying for VIP Status.

Upon reaching $25,000 in wagers during a calendar year, members will be upgraded to VIP status and granted a bonus of an amount of points that will bring the member’s points issued year to date to a total of 100,000 points.  VIP qualification based on yearly wagers will remain for the remainder of the current calendar year and one subsequent calendar year.  

Members may also qualify for VIP status based on quarterly wagering (quarterly qualification requirements can be found at www.TSCElite.com).  VIP upgrades based on quarterly wagering will only remain valid for the remainder of the qualifying year.  Upon qualifying for VIP status based on quarterly wagering, members will be credited a bonus of an amount of points that will bring the member’s points issued year to date to a total of 50,000 points.

EARNING POINTS

In order to track pari-mutuel wagering activity, when at a Company faciliy, TSC Elite members should give their card to the pari-mutuel teller or swipe the card at a self-service betting terminal before placing any wager.  Swiping the TSC Elite card will ensure that all wagers are tracked and associated with the member account.  Wagers made through mobile wagering applications such as FastBet™ Mobile will have wagers tracked only if the mobile wagering application account is associated with a TSC Elite account.

All members’ wagers placed through TwinSpires.com will automatically be tracked as part of the TSC Elite program.  TwinSpires.com members may also obtain a TSC Elite card at any Company racing facility or request a card through TwinSpires.com customer service.  The card will be linked to their TwinSpires.com account so that all wagers, including on-track wagers, get credited to the same TSC Elite member account. 

The Company, at its sole discretion, reserves the right to withhold any TSC Elite program points and/or void any TSC Elite program points previously granted for wagers associated with negative pools.  A negative pool occurs when the portion of a pari-mutuel pool returned to bettors is insufficient to cover the required minimum payout of a wager.  This shall include the withholding and/or voiding of points for the initial wager as well as any points awarded as the result of any applicable promotion (including handicapping contests using mythical bankrolls) and/or bonus program.  Additionally, at the Company’s sole discretion, negative pool wagers will not count toward a member’s VIP status.

Unacknowledged wagers will not earn TSC Elite Program points under any circumstance.

AT COMPANY RACETRACKS and OTBs.  In order to earn TSC Elite Program points for pari-mutuel wagers made at a Company racetrack or OTB, a member must qualify for VIP level status.

VIP members earn points at company racetracks by presenting their TSC Elite VIP card to a pari-mutuel clerk or swiping the card in a self-service betting machine or a handheld mobile device such as FastBet™ Mobile, prior to placing each wager.  When the TSC Elite VIP card is swiped in a machine, wagers will automatically be acknowledged and credited to the player account for TSC Elite Program points.

THROUGH TWINSPIRES.COM.  TwinSpires.com customers are automatically enrolled into the TSC Elite program.  All TwinSpires.com wagers will automatically earn TSC Elite points.  To be clear, all wagers made through TwinSpires.com will earn TSC Elite program points, regardless of TSC Elite VIP status. 

POINT CALCULATIONS. All member-made, point-eligible pari-mutuel wagers will earn two (2) base points for every dollar wagered on any race placed on TwinSpires.com, or when VIP members use their TSC Elite VIP card at a Company owned racetrack or OTB.  An additional two (2) points will be awarded to the same member for every dollar wagered on races conducted by Company-owned racetracks.  As of the date of this version of the TSC Elite program terms and conditions, Company owned racetracks include Arlington Park Racecourse and OTBs, Calder Casino & Race Course, Churchill Downs, and Fair Grounds Race Course & Slots and OTBs.  

POINT BONUSES. The Company may periodically offer promotions that include awards of additional bonus or promotional points issued to eligible members.  Opportunities for bonus and promotional points will be announced through various means, including www.TSCElite.com, www.TwinSpires.com, email, and on track promotions. 

REDEEMING POINTS.

AT COMPANY RACETRACKS AND OTBs. Members may redeem TSC Elite points earned by visiting any TSC Elite Service center located inside any Company-owned racing facility.  To redeem points, members must provide their valid TSC Elite card with valid photo identification and/or driver’s license to confirm identity.  At any TSC Elite Service Center, members may redeem their points for wagering vouchers. 

Members may also redeem points by visiting a TSC Elite kiosk, where available, inside a Company-owned racing property.  In order to redeem points through a TSC Elite kiosk, TSC Elite members must have their valid TSC Elite card and personal four-digit pin number.  If a member does not have a TSC Elite Card, the member must visit the TSC Elite Service Center to receive a replacement TSC Elite card.  To obtain a replacement card, photo identification and/or driver’s license must be provided.  

THROUGH TSCELITE.COM. Members may also redeem brisnet.com products by visiting www.TSCElite.com.  In order to redeem brisnet.com products through the website, members must have their TSC Elite member number and personal four-digit pin number.  Members who do not have their correct TSC Elite account and pin number, may request this information through www.TSCElite.com.  To obtain this information through www.TSCElite.com, members must provide specific TSC Elite account information. 

THROUGH TWINSPIRES.COM.  Members with a valid TwinSpires.com account may redeem points through TwinSpires.com by visiting http://www.twinspires.com/content/tsc-rewards. To redeem points through this site, members must have their valid TwinSpires.com account and pin number as well as their TSC Elite account and pin number.  If a member does not have their correct TwinSpires.com account or pin information, it can be obtained by contacting TwinSpires.com customer service at 1-877-774-7371. 

In order to redeem points earned through any of these methods for Brisnet.com handicapping products, members must also have a valid Brisnet.com account.

MEMBERSHIP CANCELLATION, MODIFICATION, EXPIRATION AND TERMINATION.

You may cancel your membership at any time by notifying the Company via mail, email or telephone.  Once a member has cancelled his/her account, all points and other privileges associated with Membership will be forfeited.

The Company reserves the right, in its sole discretion, to terminate or modify the TSC Elite Program and the terms and conditions applicable to the TSC Elite Program at any time without any notice or further obligation to members.  The Company reserves the right at any time to terminate any member’s account for any reason.  Upon termination or cancellation of an individual member’s account or the entire TSC Elite program, all points and other privileges associated with your Membership will be forfeited.

POINT EXPIRATION.  TSC Elite program points will expire one year after their date of issuance.  Failure to use points within one year of issuance will result in the forfeiture of those points.  When points are redeemed the oldest points will automatically be redeemed first.

CONTACT US.  Members may contact us as follows:

Mailing Address:  Churchill Downs Incorporated
                         Attn: TSC Elite Program
                         700 Central Avenue
                         Louisville, Kentucky 40208

Email Address:    TSCElite@kyderby.com

 

GENERAL PROVISIONS.

PRIVACY. Information collected from you is used in accordance with the Company’s Privacy Policy, available at http://www.churchilldownsincorporated.com/our_company/privacy_policy.html. Communication of relevant information is important to administering the TSC Elite Program and providing you with the opportunity to maximize the benefits of Membership.  By participating in the TSC Elite Program you opt-in, acknowledge, and agree to the sharing of your personal information (including, but not limited to, name, address, telephone number, and email address) with: the Company’s affiliates and subsidiaries, fulfillment houses, email service providers and mail houses that process mail for such entities, and marketing companies that provide services to the Company, and the Company’s promotional partners, unless you specifically opt-out of receiving materials from the Company or our partners, in accordance with the procedures detailed in these terms and conditions, and said personal information is not required for prize fulfillment or TSC Elite Program point redemption purposes.  By participating in the TSC Elite Program, each member agrees and consents to the use of his/her name, photograph, likeness, and/or city/state of residence by the Company, or any party authorized by the Company, for advertising and promotional purposes worldwide and in any and all media known or unknown without additional notice or compensation, except where prohibited by law. 

ACCURACY OF INFORMATION.  Each member is responsible for ensuring the accuracy of his or her TSC Elite Program account information and is encouraged to check regularly his or her account balance.  Each member is responsible for ensuring that the mailing address and other contact information associated with his or her TSC Elite Program account is accurate and current.  If a member believes that TSC Elite Program points have not been credited to his or her account properly, he or she must contact the Company using one of the methods specified in these terms and conditions.  The Company is not responsible for any incorrect or inaccurate information supplied by a member while participating in the TSC Elite Program.

TSC ELITE PROGRAM ACTIVITY REPORTS.  The Company shall not be obligated to provide detailed wagering history reports or any other reports to TSC Elite Program members or their agents or representatives.  The Company expressly disclaims any warranty that wagering data collected through participation in the TSC Elite Program represents a complete or accurate record of all wagers placed or other gambling activity by any TSC Elite Program member.

NO PROPERTY RIGHT IN TSC ELITE PROGRAM POINTS.  TSC Elite Program points do not constitute property of a member and may be revoked at any time by the Company as set forth herein.  Points may not be transferred or assigned, and are not transferable upon death, as part of a domestic relations matter or otherwise by operation of law.

LOST OR STOLEN TSC ELITE CARDS.  The Company, including all of its racetracks and subsidiaries and their respective officers, directors and employees are in no way responsible for the misuse of lost or stolen cards.  Lost or stolen cards should be reported to any TSC Elite location immediately. 

RELEASE FROM LIABILITY.  By participating in the TSC Elite Program, you agree that neither the Company nor any of its subsidiaries or affiliated companies (including their respective officers, directors and employees) will be responsible for any loss, injury or damage of any kind incurred by you or anyone else in connection with (i) your participation in the TSC Elite Program or in any TSC Elite Program related activity, (ii) any product or service obtained by you in connection with your participation in the TSC Elite Program or (iii) your redemption or use of TSC Elite Program points issued in connection with the TSC Elite Program.  Further, you agree that the Company has not made any warranty, representation or guarantee express or implied, in fact or in law, with respect to anything for which TSC Elite Program points may be redeemed and specifically disclaims all such warranties, including without limitation, the implied warranties of merchantability and fitness for a particular purpose. 

Members shall protect, indemnify and hold Churchill harmless from and against any and all liability, loss, damage, claims or expenses (including reasonable attorneys' and other fees and expenses), arising directly or indirectly from any acts or omissions of members arising out of or in connection with Membership in the TSC Elite Program.

The Company is not responsible for incorrect or inaccurate information, for problems related to any of the equipment or programming associated with the TSC Elite Program or utilized by any member, for any human error, for any interruption, deletion, omission, defect or line failure of any telephone network or electronic transmission, for problems related to computer equipment, software, or for any other technical or non-technical error or malfunction. 

ACCEPTANCE OF TERMS AND CONDITIONS.  By participating in the TSC Elite Program, each entrant unconditionally accepts and agrees to comply with and abide by these terms and conditions and the decisions of the Company, which shall be final and binding in all respects.  If any provisions of these terms and conditions are determined to be invalid or unenforceable, these terms and conditions shall otherwise remain in effect and shall be construed in accordance with their terms as if the invalid or unenforceable provision were not contained herein.  These terms and conditions constitute the entire agreement between TSC Elite Program participants and the Company pertaining to the subject matter hereof and supersedes all prior or other arrangements, understandings, negotiations and discussions, whether oral or written.  No waiver of any of the provisions of these terms and conditions shall be deemed or shall constitute a waiver of any other provisions hereof (whether or not similar), nor shall any waiver constitute a continuing waiver unless otherwise expressly provided.

TAXES.  All taxes (and the reporting consequences thereof) and any other fees or costs associated with TSC Elite Program points or for anything for which TSC Elite Program points may be redeemed are the sole responsibility of each member. 

GOVERNING LAW AND JURISDICTION:  UNLESS OTHERWISE EXPRESSLY PROVIDED HEREIN, ALL ISSUES AND QUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY, INTERPRETATION AND ENFORCEABILITY OF THESE TERMS AND CONDITIONS OR THE RIGHTS AND OBLIGATIONS OF PARTICIPANTS IN THE TSC ELITE PROGRAM OR THE COMPANY IN CONNECTION WITH THE TSC ELITE PROGRAM OR ANY MERCHANDISE OFFERED THROUGH THE TSC ELITE PROGRAM SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE COMMONWEALTH OF KENTUCKY WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR CONFLICT OF LAW RULES OR PROVISIONS THAT WOULD CAUSE THE APPLICATION OF ANY OTHER STATE’S LAWS.

ARBITRATION AND DISPUTE RESOLUTION:

IT IS IMPORTANT THAT YOU READ THIS ENTIRE SECTION CAREFULLY BECAUSE IT AFFECTS YOUR LEGAL RIGHTS.  THIS SECTION PROVIDES THAT, EXCEPT FOR THE SPECIFIC EXCEPTION STATED BELOW, ANY DISPUTE BETWEEN YOU AND CHURCHILL DOWNS MUST BE RESOLVED BY BINDING ARBITRATION THAT REPLACES THE RIGHT TO GO TO COURT BEFORE A JUDGE OR A JURY, AND MAY LIMIT YOUR RIGHTS TO DISCOVERY OR TO APPEAL.  IT FURTHER PROVIDES THAT YOU WILL NOT BE ABLE TO BRING A CLASS ACTION OR OTHER REPRESENTATIVE ACTION IN COURT, NOR WILL YOU BE ABLE TO BRING ANY CLAIM IN ARBITRATION AS A CLASS ACTION OR OTHER REPRESENTATIVE ACTION.  Churchill Downs may, without your consent, elect mandatory binding arbitration of any claim, dispute or controversy raised by you against Churchill Downs arising from or related to your participation in the TSC Elite Program, redemption of points or other use of benefits provided to a member, any wagering conducted pursuant to the TSC Elite Program, and any other matter related to the Terms and Conditions of the TSC Elite Program (the “Claim” or “Claims”).  All Claims are subject to arbitration, no matter what theory they are based on or what remedy they seek, whether legal or equitable.  If Churchill Downs elects arbitration, the arbitration will be conducted as an individual arbitration.  Neither you nor Churchill Downs consent or agree to any arbitration on a class or representative basis, and the arbitrator shall have no authority to proceed with arbitration on a class or representative basis.  No arbitration will be consolidated with any other arbitration proceeding without the consent of all parties involved.  This arbitration provision applies to and includes any Claims made and remedies sought as part of any class action, private attorney general action, or other representative action.  By consenting to submit Claims to arbitration, you may be forfeiting its right to share in any class action awards, including class claims where a class has not yet been certified, even if the facts and circumstances upon which the Claims are based already occurred or existed.  Either the National Arbitration Forum (“NAF”) or the American Arbitration Association (“AAA”) must administer the arbitration.  The arbitration organization that is selected will apply its rules, codes or procedures in effect at the time the arbitration is filed, unless any portion of those rules, codes, or procedures is inconsistent with any specific terms of this arbitration provision or these terms and conditions, in which case the terms of this arbitration provision.  These rules and procedures may limit the amount of discovery available to you.  The arbitration shall be before a single arbitrator.  The arbitrator will apply applicable substantive law, including the applicable statute of limitations, and will honor claims or privilege recognized at law.  The arbitrator will have the power to award to a party any damages provided for under applicable law, but in so doing, the arbitrator shall apply substantive law regarding damages as if the matter had been brought in court.  All fees, including attorneys’ fees will be allocated in accordance with the rules of the arbitration organization.  The Federal Arbitration Act, and not state law, shall govern the arbitrability of all Claims between you and Churchill Downs, including any and all claims or disputes concerning the validity, construction and performance of this arbitration provision.  Any Claim or dispute as to the enforceability of this arbitration provision’s restrictions on your right to participate in or pursue a class action or classwide arbitration shall be decided by a court and not an arbitrator, and shall be brought only in a United States District Court located in Louisville, Kentucky.