These Terms of Service govern access to and use of ChivalryAI and its research tools, websites, software, data interfaces, and related services (collectively, the Service), provided by Chivalry Thoroughbred Analytics LLC (Chivalry, we, us, or our). References to you or Customer mean the person or organization accepting these Terms. If you act for an organization, you represent that you have authority to bind it, and that organization is responsible for its authorized users.
By affirmatively accepting these Terms when registering, purchasing, or otherwise accessing the Service, you agree to be bound by them. If you do not agree, do not access the Service. Our Privacy Policy at https://chivalrythoroughbred.ai/privacy explains our handling of personal information and customer content.
Sections 9 and 11 contain important limitations of liability, an agreement to individual non-administered arbitration, and waivers of class proceedings and jury trial, subject to applicable law. Section 11 explains how to opt out of arbitration and the class-action and jury-trial waivers.
1 Accounts and organizations
You must be at least 18, legally capable of entering into this agreement, and located in the United States. You must provide complete and accurate registration and billing information and keep it current. Access is subject to our acceptance of your registration, applicable plan limits, and these Terms.
Each customer account is associated with a Chivalry organization. Organization administrators may invite and remove authorized users and manage permissions within the purchased plan. Each seat is for one individual at a time. Credentials may not be shared, sold, or used to avoid seat limits. Reassignment must reflect a genuine change of user rather than rotating access among multiple people.
You are responsible for your authorized users, their compliance with these Terms, and activity you authorize or enable through your organization. Protect authentication methods and devices, remove access when no longer appropriate, and promptly notify support@chivalrythoroughbred.ai of suspected compromise. We may require verification of identity, authority, payment, or suspected misuse before providing or restoring access.
2 Trials subscriptions fees and usage
Trial terms
Eligible new customers may receive one seven-day trial. A valid payment method is required. Unless you cancel before the trial ends, your selected monthly or annual subscription starts automatically, and you authorize our payment processor to charge the disclosed subscription price and applicable taxes. The trial conversion date, price, billing interval, and cancellation method will be presented before you enroll.
The trial includes a limited research allowance. We may pause further research when that allowance is exhausted, but exhaustion does not authorize us to charge the subscription price before the seven-day trial ends. Trial eligibility is determined by Chivalry. Creating additional accounts or organizations to obtain repeated trials is prohibited.
Subscription billing
Subscriptions renew automatically for successive billing periods matching the period you selected unless canceled before renewal. Annual subscriptions are charged as one yearly payment, not as monthly installments. You authorize recurring charges for the selected plan and taxes until cancellation becomes effective. We may use payment-method updates supplied by your payment provider where permitted.
The purchase screen or applicable written order identifies the price, term, seats, and included allowance. You are responsible for applicable transaction taxes, excluding taxes on Chivalry's net income. Payment processing may be provided by Stripe and is subject to its applicable terms. We may correct billing errors and collect properly due amounts, with notice and authorization where required by law.
We may change prices for a future renewal with advance notice as required by law. An increase does not retroactively change the price of an already purchased billing period. Your remedy for a proposed renewal price you do not accept is to cancel before that renewal. Changes you request during a billing period, including upgrades or added seats, are charged as disclosed when you authorize the change. Downgrades ordinarily take effect at renewal unless the Service or an applicable order states otherwise.
Research allowances
The allowance amount, measurement basis, and reset schedule are those disclosed for your plan before purchase. Depending on the disclosed plan, usage may reflect processing, model requests, research tools, searches, or generated materials rather than the number of questions alone. The usage display may be an estimate and may update after processing completes. We may correct demonstrable metering errors.
Allowances are access limits, not money, stored value, or a deposit. Unless the applicable plan expressly states otherwise, unused allowances expire at the stated reset date, do not roll over, cannot be transferred, and have no refund or cash value. We may pause or limit research when an allowance is exhausted. Additional paid usage requires the purchase or authorization disclosed in the Service; these Terms alone do not authorize undisclosed overage charges.
We may apply reasonable technical, security, rate, and cost controls and revise future plan offerings. No plan grants unlimited use unless expressly stated in an applicable written order. Any material change to a purchased allowance is subject to the applicable order, required notice, and applicable law.
Failed payments
If payment fails or properly due amounts remain unpaid, we may retry payment through the authorized payment processor and suspend affected access while the issue is resolved. You remain responsible for valid payment obligations already incurred. Nothing in these Terms prevents a good-faith billing dispute or exercise of a nonwaivable payment right.
3 Cancellation and refunds
You may cancel through Plan & Usage and the Stripe Customer Portal. Cancel before the trial ends to avoid the subscription charge. Unless otherwise disclosed during cancellation or required by law, cancellation of a paid subscription prevents the next renewal and becomes effective at the end of the current billing period. Access ordinarily continues through that period, subject to suspension or termination under these Terms.
To the maximum extent permitted by law, fees are nonrefundable, purchased subscription periods are noncancelable for refund purposes, and we do not provide credits for partial periods, unused seats, unused allowances, dissatisfaction with research results, or a decision to stop using the Service. Exceptions apply as expressly provided in this Section, where required by law, or where approved by Chivalry in writing. A discretionary refund does not establish an obligation to provide another refund. Cancellation does not extinguish valid amounts already owed.
If Chivalry permanently discontinues the purchased Service or terminates your paid subscription before the end of its paid term for reasons other than your breach, unlawful use, or nonpayment, Chivalry will refund prepaid subscription fees allocable to the period after access ends. The unused portion is calculated proportionately over the purchased service period, with any legally required adjustment for taxes. This does not create a refund right for customer cancellation, temporary suspension or interruption, changes to individual features or data sources, unused allowances, or dissatisfaction with research results, except as required by law. A refund required by this paragraph is a return of unused prepaid fees, is outside the damages exclusions and liability cap in Section 9, and neither increases nor reduces that cap.
4 Acceptable use and protection of the Service
You may use the Service only for lawful research and permitted personal or business purposes. You must not, and must not assist others to:
- Access another customer's organization, account, conversations, files, or nonpublic data without authorization, or circumvent access, seat, usage, billing, or security controls.
- Share credentials, resell access, operate a service bureau, or allow third parties to use your subscription except as authorized under your plan.
- Use bots, scripts, automated queries, scraping, or other automated access unless we expressly authorize the method and scope in writing.
- Systematically extract, aggregate, or accumulate Service Data, whether through automated or repeated manual requests, to reproduce a material part of a database, create a substitute data product or feed, or evade restrictions on bulk access.
- Sell, sublicense, publish in bulk, or distribute raw records, proprietary metrics, or datasets obtained from the Service except as expressly permitted by these Terms or a written license.
- Use the Service, Service Data, or outputs to develop, train, fine-tune, evaluate for competitive replication, or supply a competing model, database, or research service without our written permission. Providing the limited client reports expressly permitted by Section 6 does not, by itself, violate this restriction.
- Reverse engineer, decompile, extract nonpublic algorithms or system instructions, or attempt to discover source code, except to the extent applicable law expressly permits the activity despite this restriction.
- Introduce malicious code, disrupt the Service, conduct unauthorized security testing, or remove ownership notices or required attribution.
- Submit content you lack permission to use; infringe privacy, intellectual-property, or contractual rights; or violate applicable gambling, export-control, consumer-protection, or other law.
- Misrepresent an output as a verified fact, professional opinion, guarantee, or statement endorsed by Chivalry.
These restrictions do not prohibit legally protected reviews, truthful criticism, reports to regulators, or other rights that cannot lawfully be restricted. We may investigate suspected violations and preserve relevant evidence in accordance with applicable law and the Privacy Policy.
5 Research limitations and responsibility for decisions
The Service uses automated systems, statistical methods, and third-party sources. Outputs may contain errors, omissions, fabricated statements or citations, stale information, ambiguous horse identities, calculation errors, or incomplete records. Source links and citations do not establish that an answer is correct. Data coverage, update timing, entity matching, methodology, and available fields may vary. We do not undertake to identify every error or update every previously generated output.
You are responsible for independently verifying material facts, calculations, source documents, identities, and assumptions before relying on research or sharing it with others. The Service supports research and does not replace your judgment, due diligence, physical inspection, or advice from qualified professionals.
Chivalry does not provide legal, tax, accounting, veterinary, medical, investment, appraisal, or wagering advice, and does not act as your agent, fiduciary, bloodstock adviser, veterinarian, or investment adviser. No output establishes the value, title, health, soundness, fertility, suitability, insurability, or future performance of any horse or breeding interest.
Proprietary pedigree metrics, including pRS, pDS, pPS, and pAWD, are analytical indicators based on available data and methodology. They are not guarantees, certifications, or individual clinical assessments. A soundness or durability indicator is not a veterinary examination or prediction that a horse will remain sound. Metrics and methodologies may change. Historical records and statistical relationships do not assure future racing, breeding, sale, or financial outcomes.
You bear responsibility for purchasing, selling, breeding, training, racing, investment, wagering, and other decisions you make using the Service, subject to rights and liabilities that cannot lawfully be excluded. Chivalry does not accept or place wagers or operate a sportsbook. You are responsible for laws, age restrictions, and location requirements governing your activities. You must not make promises or representations on Chivalry's behalf.
6 Access rights content and intellectual property
Service and data license
Subject to payment, these Terms, and your plan, Chivalry grants you a limited, nonexclusive, nontransferable, nonsublicensable right to access the Service for your own lawful personal or internal business research during your authorized access period. Your rights may be suspended or terminated as provided in these Terms.
Service Data means records, compilations, proprietary metrics, scores, source materials, and other data made available through the Service, including those incorporated into outputs, but excludes content you independently supply. Downloading, copying, modifying, or resubmitting Service Data does not convert it into independently supplied customer content or remove its restrictions. Chivalry and its licensors retain their respective rights in the Service, software, databases, compilations, methodologies, metrics, branding, and documentation. Access does not transfer those rights or grant a general redistribution license. Third-party records and materials remain subject to their applicable rights and restrictions.
Outputs and limited client reports
You may use outputs for your permitted research purposes. Subject to source restrictions and your plan, you may include limited excerpts, tables, and metrics in reports prepared in the ordinary course of advising your own clients about specific horses or transactions. This permission does not allow bulk redistribution, a paid data feed, a substitute database, a standalone resale of Service Data, or client access to your account. Preserve required source attribution and notices, identify material limitations where necessary to avoid misleading recipients, and do not imply Chivalry endorses your conclusions.
You are responsible for your analysis, client relationships, and representations. Your clients receive no right to access the Service or independently redistribute Service Data under your subscription. Public redistribution or other use beyond the permission above requires written authorization from Chivalry and any other necessary rights holder.
Outputs may be similar to material provided to other users. We do not warrant that an output is original, exclusive, copyrightable, owned by you, or free of third-party rights. After your subscription ends, you may retain final reports lawfully downloaded from the Service or prepared during authorized access using materials lawfully obtained from the Service, for the uses expressly permitted above and subject to continuing restrictions and source rights. This does not preserve access to the Service, additional downloads, live data, or updates.
Customer content and processing
You retain ownership of content you submit. You grant Chivalry and its service providers the limited rights necessary to host, process, transmit, reproduce, and display that content to operate, secure, support, and improve the Service consistently with the Privacy Policy. You represent that you have the rights and permissions required for that processing and your intended uses, including permission to submit another person's confidential or personal information where relevant.
Unless you separately and affirmatively opt in, Chivalry will not use your prompts, conversations, or uploaded files to train generalized AI models. Necessary processing, evaluation of service quality, abuse prevention, and provider processing remain subject to the Privacy Policy and applicable provider arrangements. This provision does not promise zero retention or that no authorized person will ever access submitted content. Do not submit sensitive personal information unnecessary for your research. Retention, deletion requests, and disclosures are governed by the Privacy Policy and applicable law.
Feedback
You grant Chivalry a worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free right to use suggestions and feedback without compensation or restriction. We will not publicly identify you as the source without your consent. Feedback does not include your uploaded client files or private research merely because you submit them for processing.
7 Availability changes suspension and termination
We may maintain, modify, replace, restrict, or discontinue features, models, providers, interfaces, or data sources and apply reasonable usage and cost controls, subject to an applicable written order and applicable law. We do not promise uninterrupted access, particular response times, correction of every error, perpetual availability of any source, or compatibility with every device or workflow. No service-level commitment or credit applies unless we expressly agree to it in a signed written order.
We may immediately restrict or suspend access when reasonably necessary to address suspected misuse, security threats, unlawful activity, infringement, nonpayment, material breach, or risk to Chivalry, its providers, or other customers. We may terminate access for a material or repeated breach, unlawful use, failure to resolve properly due payments, or inability lawfully to continue service. When practical and lawful, we may provide notice and an opportunity to resolve the issue, but need not delay protective action. We may also discontinue the Service or decline renewal on notice required by law or an applicable written order.
Suspension or termination for your breach does not entitle you to a refund to the extent permitted by law. Permanent discontinuance or early termination without your breach, unlawful use, or nonpayment is subject to the unused-prepayment refund in Section 3. Other refunds are governed by Section 3 and applicable law. We do not waive valid payment obligations by suspending access. You may cancel as described in Section 3.
When access ends, your right to use the Service ends. You are responsible for exporting materials you are entitled to retain before access ends. These Terms do not establish an archival, backup, or guaranteed post-termination export service. Any handling or deletion of retained information remains subject to the Privacy Policy and applicable law. Rights and obligations intended to continue survive, including accrued payments, permitted retention of final reports, use restrictions, ownership, disclaimers, liability limitations, indemnity, disputes, and general provisions.
8 Third-party services
The Service may rely on or link to third-party models, data, websites, identity systems, payment processing, hosting, and other services. Their availability, content, and independent conduct are outside Chivalry's control. Their applicable terms and restrictions may govern your use of their materials or services. Chivalry does not endorse third-party content merely by displaying or linking to it and does not guarantee continuing access to a particular provider or source. Nothing in this section excludes an obligation that applicable law does not permit Chivalry to exclude.
9 Disclaimers and limitation of liability
Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE, SERVICE DATA, AND OUTPUTS ARE PROVIDED AS IS AND AS AVAILABLE. CHIVALRY DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF ACCURACY, COMPLETENESS, TIMELINESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AVAILABILITY, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. NO ORAL STATEMENT, DEMONSTRATION, SUPPORT RESPONSE, OR OUTPUT CREATES A WARRANTY OR EXPANDS CHIVALRY'S OBLIGATIONS UNLESS INCLUDED IN AN EXECUTED WRITTEN ORDER.
Excluded damages
Chivalry Parties means Chivalry and its affiliates, officers, directors, employees, contractors, licensors, and service providers. To the maximum extent permitted by law, the Chivalry Parties will not be liable for indirect, incidental, consequential, special, exemplary, or punitive damages; lost profits, revenue, goodwill, business, opportunities, or anticipated savings; loss or corruption of data; or substitute-service costs arising from the Service or these Terms, even if advised that such losses were possible.
To the same lawful extent, the Chivalry Parties will not be liable for losses arising from your reliance on research in horse or bloodstock transactions, breeding, racing, or wagering, including loss of horse value, anticipated racing or breeding income, stud fees, lost sale opportunities, wagering losses, or expenditures made in reliance on an output. This allocation of risk applies whether such losses are characterized as direct or indirect, subject to the nonwaivable-rights provision below.
Aggregate liability cap
To the maximum extent permitted by law, liability for a claim involving a paid subscription is limited to the greatest of:
- US $100;
- fees you actually paid for the affected subscription that are allocable to the three months immediately before the event affecting you that gave rise to the claim; or
- one month's equivalent of the fees actually paid for the affected paid subscription.
For the one-month minimum, use the paid subscription in effect when that event occurred, the most recent paid subscription if it had already ended, or the prepaid subscription at issue if service had not yet started. Fees are allocated evenly over the service period purchased; a full annual subscription fee is divided by twelve. Paid upgrade charges are allocated over the service period they purchase. Taxes and unpaid amounts are excluded. Related claims use the first event affecting you in the related series. A claim arising solely from free or trial access is limited to US $100.
The combined aggregate liability of all Chivalry Parties under this customer agreement is the highest applicable limit calculated above for any claim for which liability is established or agreed, not the sum of the limits. The limit is shared across claims, proceedings, legal theories, Chivalry Parties, seats, authorized users, and persons asserting rights through this agreement. Prior payments toward liability subject to the cap reduce the remaining amount available. An earlier free or trial claim does not fix the limit for a later paid-service claim at US $100.
These exclusions and limits apply regardless of the form of action, including contract, tort, negligence, strict liability, or statute, and even if a limited remedy fails of its essential purpose. Refunds of unused prepaid fees expressly required by Section 3 are outside these exclusions and limits and neither increase nor reduce the cap.
Nonwaivable rights and allocation of risk
Nothing in these Terms limits liability for fraud or intentional misconduct, or any liability or remedy that applicable law prohibits excluding or limiting. For consumers, the exclusions and limits apply only to the extent consistent with mandatory consumer protections. The same lawful substantive limitations apply in court and arbitration; no limitation restricts a remedy solely because a dispute is arbitrated.
The fees reflect this allocation of risk. Chivalry would not offer the Service on the same terms without these limitations. This Section limits liability of the Chivalry Parties only. It does not cap your payment obligations, indemnity obligations, or liability for infringement, misappropriation, unauthorized extraction or redistribution, or other breaches of these Terms, subject to applicable law.
10 Customer indemnity
To the maximum extent permitted by law, you will defend, indemnify, and hold harmless the Chivalry Parties against third-party claims and resulting damages, judgments, settlements, reasonable attorneys' fees, and costs to the extent arising from content you submit that infringes another person's rights or that you lacked authority to submit; your unlawful submission or use of content; your or your authorized users' material breach of these Terms; infringement, privacy violations, or other unlawful use; unauthorized access, extraction, sharing, or redistribution; or false representations, fraud, or willful misconduct by you or your authorized users, including representations you make to your clients about the Service or your analysis.
This obligation does not cover the portion of a claim caused by a Chivalry Party's negligence, fraud, willful misconduct, or violation of law. It does not require a consumer to indemnify conduct or pay amounts that applicable law prohibits shifting to that consumer.
We will notify you reasonably promptly of a covered claim; a delay relieves your obligations only to the extent it materially prejudices the defense. You must use qualified counsel reasonably acceptable to Chivalry and diligently conduct the defense. Chivalry may participate with separate counsel at its own expense, or assume the defense at your expense if you fail to provide an adequate defense after reasonable notice. We will reasonably cooperate at your expense. No settlement may admit fault by a Chivalry Party, impose nonmonetary obligations on it, fail to provide it an unconditional release, or require payment by it without its prior written consent.
11 Governing law and dispute resolution
Informal resolution and notice
Before starting arbitration, the party raising a dispute must send a written notice identifying the parties, relevant account, material facts, claims, and requested relief. Send notices to Chivalry at support@chivalrythoroughbred.ai. Chivalry may send notices to your account email. A lawyer may send a notice for a party. The receiving party should promptly identify missing information reasonably needed to evaluate the dispute and allow a reasonable opportunity to provide it. A good-faith, immaterial error does not forfeit a claim.
The parties will attempt in good faith to resolve the dispute for 30 days after receipt of the notice. The period ends after 30 days unless both parties agree to extend it. This process does not prevent timely preservation of a claim, an eligible small-claims filing, or urgent protective relief. Any applicable limitation period is tolled during this required process to the extent permitted by law. These contractual notice methods do not replace legally required service of court papers.
Agreement to individual non administered arbitration
Except for the exclusions and opt-out rights below, you and Chivalry agree that disputes arising out of or relating to the Service, these Terms, or a transaction or relationship created through the Service will be resolved by binding individual arbitration before one independent, neutral arbitrator. This includes contract, tort, statutory, and other claims, subject to applicable law. The Federal Arbitration Act governs this arbitration agreement; applicable nonpreempted law supplements it. This agreement survives termination of access or the customer relationship.
The arbitration will be non-administered. No arbitration institution is designated, and no AAA, JAMS, or other institution's rules, registration requirements, or administrative services are incorporated. The procedures in this Section, supplemented by reasonable procedural directions of the arbitrator and applicable law, govern the arbitration. The parties may agree in writing after a dispute arises to use an institution or different procedures for that dispute; neither party may require that change unilaterally.
Claims involving a Chivalry Party as defined in Section 9 are covered to the extent they concern that party's role in providing the Service or performing these Terms and applicable law permits enforcement. Each such Chivalry Party may enforce this Section as an intended beneficiary and, when doing so, is bound by its corresponding obligations. Chivalry remains responsible for the arbitration costs this Section allocates to it, including when another Chivalry Party invokes arbitration.
Starting arbitration and selecting the arbitrator
After the informal-resolution period, a party starts arbitration by sending a written demand to the other party using the notice methods above. The demand must identify the parties and account, describe the claims and material facts, state the relief requested and any reasonably ascertainable amount, and request arbitration under this Section. Receipt of that demand is the commencement date for purposes of this agreement, subject to mandatory law. The responding party should state its response and any counterclaims within 30 days, subject to later amendment allowed by the arbitrator. A failure to respond is not by itself an admission of liability.
Within 30 days after receipt of the demand, the parties will attempt to agree on one independent attorney or retired judge with at least ten years of legal experience and experience relevant to the dispute. For a consumer dispute, relevant experience includes consumer law. A prospective arbitrator must disclose relationships or interests reasonably bearing on impartiality, fees, and availability, and must make continuing conflict disclosures. Neither party may select the arbitrator alone. No current employee, officer, or counsel of a party may serve.
If the parties do not agree on an available arbitrator within that period, either party may ask a court of competent jurisdiction to appoint one under 9 U.S.C. Section 5 or other applicable arbitration law. The same process applies to a vacancy. The court may adjust qualifications if reasonably necessary to appoint an available, impartial arbitrator. The absence of a named institution, a failure to agree on a candidate, or a party's failure to cooperate does not by itself cancel the agreement to arbitrate. Challenges to an arbitrator's impartiality or appointment are resolved as applicable law provides.
For a consumer dispute, an application solely to appoint an arbitrator may also be brought in an otherwise competent court serving the consumer's county of residence. Chivalry and any Chivalry Party invoking arbitration consent to personal jurisdiction and venue there for that application. Chivalry will advance reasonable court filing and service fees necessary to obtain the appointment, or reimburse them if the consumer has already paid them. These amounts are additional to Chivalry's arbitration-funding obligations, do not count toward the consumer's contribution limit, and may not be charged back to the consumer. This commitment does not require payment of the consumer's attorneys' fees except where otherwise required by applicable law or an enforceable agreement.
Procedure hearings and information exchange
The arbitrator will confer with both parties and set a reasonable schedule and procedures designed to resolve the dispute efficiently while giving each party a fair opportunity to present claims, defenses, evidence, and legal arguments. Each party may be represented by counsel. Substantive communications with the arbitrator must include the other party. Applicable privileges remain protected.
Information exchange and discovery must be proportionate to the issues, amount at stake, and reasonable need for information. The arbitrator may require relevant documents, permit necessary depositions or other discovery, prevent duplicative or unduly burdensome requests, and resolve discovery disputes within the arbitrator's lawful authority. The arbitrator may decide a potentially dispositive motion after giving the opposing party a reasonable opportunity to respond and obtain information needed for that response. No fixed evidence, discovery, or briefing limit may prevent a fair opportunity to present a claim or defense.
Conferences and hearings ordinarily take place by video or telephone. A documents-only merits determination requires both parties' agreement after the dispute arises, except for a properly decided dispositive motion. If an in-person hearing is reasonably necessary, a consumer's hearing will take place in the county of the consumer's residence unless the consumer agrees otherwise. For other customers, the arbitration location is Hamilton County, Ohio, unless the parties agree or applicable law requires another location. The arbitrator may make reasonable accommodations so location or format does not prevent effective participation.
The arbitrator may issue protective orders for trade secrets, confidential business information, and personal information. Any restriction must allow disclosures reasonably necessary to pursue or defend a claim, obtain legal or professional advice, comply with law, enforce or challenge an award, or communicate with regulators. This Section does not impose a blanket prohibition on discussing a dispute or sharing information lawfully outside a protective order.
Fees and costs
For this Section, a consumer is an individual acquiring the Service primarily for personal, family, or household use, or another person entitled to equivalent treatment under mandatory law. An account label does not eliminate applicable consumer protections.
For a consumer-initiated arbitration, the consumer's total contribution to arbitrator compensation and arbitration-specific fees and expenses will not exceed the lesser of US $250 or the filing fee for a comparable claim in an appropriate court where the consumer resides. Chivalry will pay the remaining arbitration-specific charges and any additional amounts required by law. Chivalry will waive the consumer's contribution upon a reasonable showing of financial hardship, and will advance a disputed contribution while that request is resolved. If Chivalry or another Chivalry Party initiates arbitration against a consumer, Chivalry will pay all arbitration-specific charges. A consumer is not required to reimburse charges allocated to Chivalry merely because the consumer does not prevail.
For other customers, the parties will initially share the arbitrator's compensation and common arbitration expenses equally, subject to a different written agreement, mandatory law, or a lawful allocation in the final award. Chivalry will advance any additional arbitration-specific amounts necessary to prevent arbitration costs from making a legally protected claim inaccessible, subject to a lawful final allocation.
Each party ordinarily bears its own attorneys' fees and its own witness and preparation expenses, but the arbitrator may award fees and costs when authorized by applicable law or an enforceable contractual provision. Nothing restricts a nonwaivable right to recover fees or costs. This Section does not create an automatic loser-pays obligation. Both parties must timely pay required arbitration charges. Nonpayment remains subject to remedies available under applicable law, including a right to proceed in court where the law provides one. Chivalry's obligations to fund the arbitration and consumer appointment filing and service fees under this Section are not reduced by the liability cap in Section 9.
Decision remedies and authority
The arbitrator must apply applicable substantive law and the enforceable provisions of these Terms, including the disclaimers and liability limitations in Section 9. Those substantive limitations apply equally in court and arbitration. Subject to those lawful limitations and the individual-proceeding provisions below, the arbitrator may award the relief available in court, including any nonwaivable statutory remedies, attorneys' fees, and costs. The arbitrator may not modify the parties' commercial agreement or impose obligations contrary to its enforceable terms.
The arbitrator will issue a reasoned written award stating the essential findings and conclusions, ordinarily within 30 days after the record closes, with reasonable extensions for good cause. Missing that target does not invalidate the proceeding or award. The award is binding subject to review allowed by applicable arbitration law, and judgment may be entered by a court with jurisdiction.
A court of competent jurisdiction decides disputes about whether this arbitration agreement was formed, whether it is valid or enforceable, its scope, and the enforceability of the individual-proceeding restrictions below. The arbitrator decides the merits and procedural issues, including compliance with the informal-resolution process, except matters reserved to a court by this Section or mandatory law. This Section does not delegate the reserved gateway questions to the arbitrator.
Excluded proceedings and individual claims
Either party may bring an eligible individual claim in an appropriate small-claims court while the matter remains within that court's jurisdiction. Either party may seek temporary or preliminary court relief reasonably necessary to protect intellectual property or confidential information or address unauthorized access or an immediate security threat, while the merits proceed in the agreed forum. This exception does not exempt an entire category of merits claims from arbitration. Claims or remedies that applicable law does not permit to be subjected to predispute arbitration are excluded to that extent. Nothing restricts reports to regulators, participation in government investigations, or legally protected relief.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AND CHIVALRY AGREE TO PURSUE DISPUTES INDIVIDUALLY AND WAIVE CLASS, COLLECTIVE, AND REPRESENTATIVE PROCEEDINGS. NEITHER PARTY CONSENTS TO CLASS ARBITRATION. An arbitrator may not combine separate customers' disputes or decide the rights of absent persons without all affected parties' written agreement after the disputes arise. Separate individual claims may proceed concurrently, use common counsel, or share administrative arrangements that do not merge merits or impair an individual's hearing rights. No customer is required to wait for other customers' cases to conclude, and no outcome binds a person who was not a party except as mandatory law requires.
These restrictions do not waive a right or remedy that cannot lawfully be waived, including public injunctive relief where applicable law protects it. If a restriction is unenforceable for a particular claim or remedy, only that claim or remedy proceeds in court, to the extent legally separable, while other arbitrable matters remain in arbitration. Any stay or sequencing is determined by the court under applicable law; nothing requires an unlawful delay of nonarbitrable relief. IN A PERMITTED COURT PROCEEDING, EACH PARTY WAIVES JURY TRIAL TO THE EXTENT THAT WAIVER IS ENFORCEABLE UNDER APPLICABLE LAW.
Right to opt out and existing agreements
You may opt out of the arbitration agreement and the class-action and jury-trial waivers together by emailing support@chivalrythoroughbred.ai within 30 days after you first accept these Terms. Include your name, account email, and an unambiguous statement that you are opting out. For an organization, the notice must come from an authorized representative and identify the organization. A timely notice opting out of arbitration is sufficient to opt out of all three provisions; you do not need to list each waiver. In that case neither party may enforce those three provisions against the other under this version. Opting out does not affect your access or other obligations. A valid opt-out under an earlier version remains effective, and this version does not impose a new jury-trial waiver on a customer who validly opted out of arbitration previously.
Material changes to the arbitration agreement or the class-action or jury-trial waivers take effect for an existing customer only upon that customer's affirmative acceptance, subject to the opt-out rights and prior-dispute protections in this Section. Notice, posting, or continued use alone does not constitute acceptance of those material changes. An existing customer who affirmatively accepts such a revision may reject it by the same email method within 30 days after accepting it. In that event, any previously enforceable arbitration agreement remains applicable unless already opted out of or otherwise unenforceable. The revised agreement does not govern a dispute for which written notice was received before the revision took effect. Nothing revives an agreement that was already invalid or overrides a valid prior opt-out.
Severability governing law and court venue
If a provision of this Section is unenforceable, it will be severed or limited only as permitted by law, and the remainder continues to the extent lawful, subject to the specific treatment of individual-proceeding restrictions above. Severance cannot be used to impose class arbitration without the parties' consent. If the agreement to arbitrate a particular dispute cannot lawfully be enforced, that dispute may proceed in court.
Subject to the Federal Arbitration Act and mandatory protections of applicable law, Ohio law governs these Terms without its conflict-of-law rules. Court proceedings permitted under these Terms, including appointment and enforcement proceedings, must be brought in a state or federal court with jurisdiction located in Hamilton County, Ohio, except eligible small-claims proceedings, consumer arbitrator-appointment applications permitted above, and proceedings for which applicable law requires or preserves another venue. The parties consent to personal jurisdiction in those courts for permitted proceedings. This agreement does not itself create federal subject-matter jurisdiction. Choosing Ohio law does not deprive a consumer of nonwaivable protections of otherwise applicable law.
12 Export controls and sanctions
You may not access, export, reexport, or make the Service available in violation of United States export-control or sanctions laws. You represent that you and your authorized users are not prohibited from receiving the Service and will not provide access to a prohibited person or destination. We may restrict access where reasonably necessary to comply with these requirements.
13 Changes to these Terms
We may revise these Terms prospectively. We will identify the effective date and provide notice of material changes by account email or a reasonably prominent in-Service notice before they take effect, with any longer notice or renewed acceptance required by law. Minor administrative changes may take effect when posted. Continued use after effective notice constitutes acceptance only to the extent permitted by law; where affirmative acceptance is required, we will obtain it.
Revisions do not retroactively reduce accrued rights or govern a dispute for which written notice was received before the revision took effect. Material changes to arbitration and the class-action and jury-trial waivers require affirmative acceptance as provided in Section 11; continued use alone does not accept those changes. Except when exercising an opt-out or revision-rejection right under Section 11, if you do not accept a revision, stop using the Service and cancel renewal. Refund rights remain governed by Section 3 and applicable law.
14 General terms
These Terms, applicable purchase or Checkout terms, the Privacy Policy, and any executed written order form the agreement concerning the Service. An executed written order controls a conflict for that order, followed by these Terms, purchase or Checkout terms, and the Privacy Policy. The accepted purchase or Checkout terms nevertheless control the purchased price, subscription period, seat count, and included allowance except as subsequently changed in accordance with this agreement. The Privacy Policy controls commitments specifically concerning personal-information handling and the stated model-training choice. Marketing materials, demonstrations, roadmaps, and conversations do not amend this agreement or create additional contractual warranties, without limiting rights concerning representations that cannot lawfully be excluded.
You may not assign or transfer this agreement or access rights without Chivalry's written consent. We may assign them in connection with a reorganization, financing, merger, acquisition, sale of assets, or by operation of law. Neither party is liable for delay caused by events beyond its reasonable control, except accrued payment obligations and duties that cannot lawfully be excused.
The parties are independent contractors. No partnership, agency, employment, advisory, or fiduciary relationship is created. The Chivalry Parties are intended beneficiaries of the protections expressly granted to them in Sections 9, 10, and 11 and may enforce those protections, subject to the corresponding obligations in Section 11. Otherwise, these Terms confer no rights on third-party beneficiaries, including your clients.
Notices may be delivered electronically to the account email or through the Service, subject to any specific delivery requirement in these Terms or law. Keep your contact information current. A failure to enforce a term is not a waiver. If a term is unenforceable, it will be severed or limited only as permitted by law, and the remainder will continue, subject to the specific rules in Section 11. These Terms do not restrict any statutory right that cannot lawfully be restricted.
15 Contact
Chivalry Thoroughbred Analytics LLC | support@chivalrythoroughbred.ai