Terms of Service

1. Read This First

We are not registered financial advisers. Capital Club provides investing education and general market commentary. Neither we nor Billy Zhang is registered as an adviser, dealer, broker, portfolio manager, or financial planner in any jurisdiction. Nothing we provide is advice tailored to your personal circumstances, and no advisory or fiduciary relationship is created by using the Services. See Section 12.

Investing involves the risk of loss. You can lose some or all of the money you invest. We do not guarantee returns, profits, or results of any kind. See Section 12.

Read the refund terms before you buy. See Section 8.

2. What These Terms Cover

These Terms cover your use of the website, our free content and newsletter, and any membership subscription or product you purchase directly through this site.

These Terms do not govern our paid programs. Enrollment in the Capital Club Investing Accelerator, Inner Circle, or any other coaching, mentorship, or cohort program is governed by a separate written Program Agreement that you will receive and accept at enrollment. That agreement sets out the program's price, payment schedule, delivery dates, deliverables, guarantee, cancellation rights, and refund terms.

If a Program Agreement and these Terms conflict, the Program Agreement governs for that program. Where a Program Agreement is silent, these Terms fill the gap.

Buying a program does not remove these Terms from your relationship with us. They continue to govern your use of the website and community.

3. Services

Through the Services we may provide:

• Free educational content, articles, videos, and newsletter
• Educational frameworks and research processes, including the Bottleneck Method
• General market commentary, research write-ups, and watchlists
• Disclosure of positions Billy Zhang has taken in his own personal accounts, with his reasoning
• Access to a community hosted on Discord or a comparable platform
• Membership subscriptions
• Information about, and enrollment into, our paid programs

3.1 What the Services are not

All Services are educational and informational. We do not manage money, hold client assets, place trades for you, assess the suitability of any investment for you, or make recommendations tailored to your financial situation, objectives, holdings, or risk tolerance.

Position disclosures are not signals. Any reference to Billy Zhang's own positions, trades, or portfolio is a disclosure of what he personally did and why, provided so you can see a framework applied in practice. It is not an instruction, alert, or signal for you to do the same, and the Services are not a copy trading service.

3.2 What we will not do

To keep the Services within their educational scope, we will not, and you agree not to ask us to:

• Tell you what to buy, sell, or hold in your own account
• Recommend a position size, allocation, or entry or exit point for your personal portfolio
• Assess whether any investment is suitable for you
• Advise on your specific financial circumstances, tax position, debt, or retirement planning
• Provide personalized recommendations by direct message, private channel, email, or on any call

If you ask a question of this kind, we will decline to answer it and, where useful, will reframe it as a general educational question. Declining is not a failure to deliver the Services.

4. Eligibility

To use the Services you must be at least 18 years of age, legally capable of entering a binding contract, and resident in Canada or the United States.

We offer the Services only to residents of Canada and the United States. If you access the Services from elsewhere you do so on your own initiative and are responsible for compliance with local law. We may decline or cancel a purchase from a jurisdiction we do not serve and refund amounts paid.

5. Your Account

You are responsible for the accuracy of the information you give us, for keeping your login credentials secure, and for all activity under your account. Tell us promptly at growth@joincapitalclub.com if you believe your account has been accessed by someone else.

You may not share your account, credentials, or community access with any other person.

6. Free Content and Newsletter

Free content is provided as-is, without any commitment as to frequency, availability, or continuation. We may change or discontinue free content at any time. Subscribing to the newsletter does not create a contract for the supply of services.

7. Membership Subscriptions

This Section applies if you purchase a recurring membership through this site.

7.1 Before you buy

Before you complete a purchase we will disclose to you, clearly and free of charge, the information required by applicable consumer protection law, including a description of what is included, the total price itemized with taxes, the currency of payment, the billing frequency, the start date, the renewal terms, and the cancellation and refund policy.

You will have an opportunity to review your order, correct errors, and accept or decline before completing the purchase.

We will email you a Transaction Summary containing this information, together with a copy of these Terms, at the time of purchase and in any event within fifteen (15) days. It forms part of your contract. Keep it. If anything in your Transaction Summary is wrong, tell us at growth@joincapitalclub.com and we will correct it. If we fail to provide the required disclosure, or your contract is inconsistent with what we disclosed before purchase, you may have a statutory right to cancel.

7.2 Payment

Prices are stated in the currency shown at checkout and may change for future purchases. The price in your Transaction Summary governs your purchase. Card payments are handled by third-party processors and we do not store full card numbers. Applicable taxes are your responsibility. If a payment is declined we may retry it and may suspend access until the account is current.

7.3 Monthly and other short-term memberships

For a membership with a term of 60 days or less, you may cancel at any time, without charge or penalty, through your account or by emailing us. Cancellation stops future renewals. Access continues to the end of the period you have already paid for.

7.4 Annual and other memberships longer than 60 days

For a membership with a term longer than 60 days:

• We will send you a renewal notice between 30 and 60 days before your renewal date, stating the renewal date, the renewal price, your right to cancel, how to cancel, and that your membership will automatically renew if you do not cancel.
• You may cancel before renewal, effective at the end of the current term.
• You may also cancel after renewal. If you do, we will refund the unused portion of the renewed term, calculated on the unused days remaining in that term, within 15 days after we receive your cancellation notice.

To cancel, use your account settings or email growth@joincapitalclub.com.

7.5 Changes to your membership during its term

We may change only the following during the term of your membership:

• (a) the specific content, lessons, and educational materials made available;
• (b) the scheduling and sequencing of any live sessions;
• (c) the technology platforms used to deliver the membership, including the community platform; and
• (d) the community guidelines governing conduct in member channels.

Any such change may be made only if it does not increase an obligation of yours or reduce an obligation of ours. We will give you between 30 and 60 days' notice before a change takes effect, including the revised terms and a plain-language summary of what changed.

We will not unilaterally change your price, billing frequency, access period, cancellation or refund terms, or the core deliverables described in your Transaction Summary during your term.

8. Refunds

8.1 Your statutory rights come first

Nothing in this Section limits any cancellation or refund right that applicable consumer protection law gives you and that cannot be waived by contract. Where a term of this Section conflicts with such a right, the statutory right applies.

If you are a British Columbia resident, the Business Practices and Consumer Protection Act may give you cancellation rights, including where we have not met our disclosure obligations. Consumers in other provinces and in U.S. states may have comparable rights.

8.2 All sales are final

Except as required by law, and unless stated otherwise in a separate signed agreement between you and us, all sales are final. We do not offer refunds on purchases made through this site.

Refunds and cancellation for our paid programs are governed by your Program Agreement, not by this Section. Where that agreement provides a guarantee or refund right, its terms apply.

This does not affect your right to cancel a membership under Section 7, or any statutory right described in Section 8.1.

8.3 Concessions and credits

We may, at our discretion, offer account credit toward future Capital Club purchases to resolve a service issue. Credits are not cash, have no cash value, are non-transferable, and expire twelve (12) months after issuance. This does not limit any statutory refund right.

8.4 Payment disputes

If you have a billing concern, please contact us first at growth@joincapitalclub.com. We respond within five (5) business days and would rather fix the problem directly.

Nothing in these Terms limits any statutory or contractual right you have to dispute or reverse a charge through your card issuer or payment provider. We will contest disputes we believe to be fraudulent or made in bad faith, and may provide your payment provider with records of your access and use of the Services for that purpose.

9. Recording and Consent

Any live session, workshop, or group call offered through the Services may be recorded for educational, quality assurance, and archival purposes. By joining a session you consent to being recorded, including your voice, video, name, and anything you say or share. Recordings may be made available to other members. If you do not want to appear in a recording, keep your camera and microphone off and submit questions in writing.

You may not record, transcribe, or capture any session without our prior written consent.

10. Community Conduct

You agree to:

• Provide accurate information
• Take full responsibility for your own investment decisions and results
• Treat staff and members with respect
• Keep other members' personal and financial information confidential
• Follow posted community guidelines

You may not:

• Share your login credentials or community access with anyone else
• Redistribute, resell, or publish member content, research, watchlists, or position disclosures to

non-members, including by posting them to social media, forums, group chats, or other communities

• Use our content, frameworks, or methodology to build or operate a competing product
• Harass, threaten, or abuse staff or members
• Solicit or promote other products or services in the community without our written permission
• Impersonate staff, or present your own opinions as ours
• Use the Services for any unlawful purpose, including market manipulation or trading on material non-public information

Personal use is fine. You may save, screenshot, and take notes on materials for your own study. The restriction is on distributing them to people outside the community.

You are free to review us. Nothing in these Terms restricts you from publishing or communicating an honest review or opinion of Capital Club, our programs, or your experience, anywhere, at any time, including after you leave. We do not require, request, or incentivize positive reviews, and we will not retaliate against a member for an honest negative one.

Serious or repeated breach of this Section may result in termination of access under Section 16.

11. Intellectual Property

Ownership. All content provided through the Services, including videos, written lessons, the Bottleneck Method and associated frameworks, research write-ups, watchlists, templates, tools, website content, and branding, is owned by 1585189 B.C. LTD. and Billy Zhang and protected by copyright, trademark, and other laws.

Licence. We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use our materials for your own personal, non-commercial educational use for as long as you have access.

Restrictions. You may not copy, modify, translate, create derivative works from, sell, licence, publish, or distribute our materials, remove proprietary notices, or use our content to create competing offerings.

Your content. You keep ownership of anything you submit or post. You grant us a non-exclusive, royalty-free licence to use it for the purpose of operating the Services. We will not publish your work externally, or use your name or a testimonial from you in marketing, without your separate written permission.

12. Investing, Risk, and Regulatory Status

12.1 We are not registered

Neither 1585189 B.C. LTD., Capital Club, nor Billy Zhang is registered as an adviser, dealer, broker, portfolio manager, or financial planner under the securities laws of any province, territory, state, or country. We are not lawyers, accountants, or tax professionals. Nothing provided through the Services is legal, tax, accounting, or personalized investment advice.

12.2 No advisory relationship

No fiduciary, advisory, brokerage, or client relationship is created by your use of the Services or any communication with us. We do not know your financial circumstances, we do not assess suitability for you, and we are not permitted to.

12.3 No guarantee of results

We make no representation, warranty, or guarantee regarding investment results, returns, profits, income, or success. Your results depend on factors outside our control, including your capital, risk tolerance, discipline, timing, execution, tax position, and market conditions.

12.4 Past performance

Any reference to Billy Zhang's personal portfolio, past positions, or historical returns is historical context showing a framework applied in practice. It is not a forecast, projection, or promise. Past performance does not guarantee future results.

12.5 Testimonials

Member testimonials reflect individual experiences and are not typical or expected outcomes. Testimonials are not compensated unless that is disclosed alongside the testimonial.

12.6 Your responsibility

Every investment decision is yours alone. You may lose some or all of your capital. You should only invest money you can afford to put at risk, and you should consult a qualified, licensed professional who can assess your individual circumstances before investing.

13. Conflicts of Interest and Position Disclosure

Billy Zhang holds and trades securities in his own personal accounts, including securities discussed in the Services. He may buy, sell, or change those positions at any time, before or after they are discussed, without notice.

Our disclosure practice. Where Billy Zhang or Capital Club has a financial or other interest in a security being discussed, that interest will be disclosed clearly and prominently at the point of discussion — in the post, write-up, video, message, or session where the security is mentioned — and not only in this document. The disclosure will identify the nature of the interest.

Where we have been paid or otherwise compensated by any third party in connection with content mentioning a security, that will be disclosed in the same place, in the same way.

This Section states an operating commitment, not merely a disclaimer. If you see a discussion of a security without a disclosure and you believe an interest exists, tell us at growth@joincapitalclub.com.

14. Communications

Email. Where you have separately consented, or where otherwise permitted by applicable law, we may send you commercial electronic messages about our content, programs, and offers. Every such message identifies us, includes our contact information, and contains an unsubscribe mechanism. You may withdraw consent at any time using that mechanism or by emailing growth@joincapitalclub.com, and we will action it within 10 business days. We will continue to send messages necessary to administer an active purchase.

SMS.

• Program name: Capital Club
• Description: If you opt in, you may receive messages relating to your purchase or enrollment, including confirmations, onboarding steps, session and appointment reminders, and support communications.
• Frequency: Varies based on your purchase and interaction with the Services.
• Opt out: Reply STOP to any message. We will send one confirmation. To resume, opt in again.
• Help: Reply HELP, or contact growth@joincapitalclub.com.
• Rates: Message and data rates may apply. Contact your carrier about your plan.
• Carriers: Carriers are not liable for delayed or undelivered messages.
• Your information: We do not sell, rent, or share your phone number or SMS consent with third parties for their own marketing. We share it only with service providers who process messages on our behalf under contract, and only for that purpose.
• Privacy: See joincapitalclub.com/privacy.

Consent to receive marketing messages is never a condition of purchase.

15. Affiliates and Referrals

If you participate in a Capital Club affiliate, referral, or ambassador arrangement, you agree to:

• Disclose your material connection to Capital Club clearly and prominently in every promotion, as required by the U.S. FTC Endorsement Guides, Canadian Competition Bureau guidance, and platform rules
• Disclose any financial interest you hold in any security you mention
• Make no earnings, income, return, or performance claims of any kind
• Use only marketing materials we have approved in writing
• Not bid on our brand name or trademarks in paid advertising without written permission

We may terminate an affiliate arrangement and withhold unpaid commissions for breach. Where you are compensated for promoting the Services, you may be engaged in activity regulated by securities laws in your own right, and you are responsible for your own compliance.

16. Termination

By you. You may stop using the Services at any time, and may cancel a membership under Section 7. By us. We may suspend or terminate your access if you materially breach these Terms, fail to make a required payment, share credentials or content with non-members, harass or abuse staff or members, or engage in conduct that exposes us to legal or regulatory risk.

Except where the breach is serious enough to warrant immediate action, we will give you notice describing the problem and a reasonable opportunity to fix it before terminating.

Effect. On termination the licence in Section 11 ends and your access to materials and community channels ends. Termination for cause does not entitle you to a refund, except where the law requires one. Termination of website access does not by itself terminate a Program Agreement, which is governed by its own terms. Sections 10, 11, 12, 13, 17, 18, 19, and 21 survive termination.

17. Limitation of Liability

To the fullest extent permitted by law:

• We are not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost opportunities, or trading losses
• Our total aggregate liability arising out of or relating to the Services will not exceed the total amount you actually paid us for the specific service giving rise to the claim
• We are not liable for investment losses or the outcome of any decision you make
• We are not liable for technical failures, platform downtime, data loss, or failures of third-party services including Discord, payment processors, brokers, and charting platforms

The Services are provided "as is" and "as available," without warranties of any kind except those that cannot be excluded by law.

Nothing in this Section excludes or limits liability for fraud, fraudulent misrepresentation, or any liability that cannot lawfully be excluded, including under applicable consumer protection legislation.

18. Indemnity

You agree to indemnify and hold harmless 1585189 B.C. LTD., Capital Club, Billy Zhang, and our contractors and staff from any third-party claim, loss, liability, or expense, including reasonable legal fees, arising from your breach of these Terms, your redistribution or misuse of our content, your conduct in the community, or your violation of any law or third-party right.

This Section does not apply to claims arising from our own negligence or breach, and does not apply to the extent it would be unenforceable under applicable consumer protection law.

19. Third Parties

We may reference or integrate third-party tools and services, including brokers, charting platforms, payment processors, and community platforms. We are not responsible for their performance, accuracy, availability, pricing, terms, data practices, or execution quality. Your relationship with those providers is governed by their own terms. Our website and community may link to external sites we do not control.

20. Changes

To the Services. We may update our free content, adjust what is available, and change the platforms used to deliver the Services. We will give reasonable notice of significant changes.

To memberships. Changes during the term of a membership are governed by Section 7.5.

To pricing. We may change pricing for future purchases. Price changes do not affect a purchase already completed. Where you have been granted a rate lock as a founding member or under any other written commitment, we will honour that rate for the period stated in that commitment, and this Section does not override it. To these Terms. We may update these Terms. Changes take effect when posted with a new "Last updated" date. A change to these Terms does not alter the terms of a purchase you have already made, which continues to be governed by the Terms in effect at the time of purchase together with your Transaction Summary, except where a change is required by law or is purely to your benefit.

21. Governing Law and Disputes

These Terms are governed by the laws of the Province of British Columbia and the federal laws of Canada applicable there.

Talking to us first. We encourage you to contact us at growth@joincapitalclub.com before starting any formal proceeding. Most problems can be resolved quickly and directly. This is a request, not a precondition, and does not limit your right to proceed however you choose.

Where disputes are heard. You may bring a dispute before any court or tribunal having jurisdiction, including, where available to you, the British Columbia Civil Resolution Tribunal. Nothing in these Terms requires you to arbitrate a dispute, and nothing in these Terms restricts your right to commence or participate in a class proceeding. Arbitration by agreement only. After a dispute has arisen, you and we may mutually agree in writing to resolve it by mediation or arbitration. Neither of us is obliged to agree.

22. General

Assignment. You may not assign your rights under these Terms. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of assets, on notice to you, provided your rights are not reduced.

Force majeure. We are not liable for delay or failure to perform caused by events beyond our reasonable control, including natural disaster, war, civil unrest, government action, epidemic, power or internet failure, or third-party platform outage. This does not affect your refund rights for services not delivered.

No partnership. Nothing here creates a partnership, joint venture, agency, franchise, or employment relationship.

No waiver. Our failure to enforce a provision is not a waiver of our right to enforce it later.

Severability. If a provision is found unenforceable, it will be limited or severed to the minimum extent necessary and the rest remains in effect.

Entire agreement. These Terms, your Transaction Summary, any applicable Program Agreement, and our Privacy Policy are the entire agreement between us.

Language. The parties have requested that these Terms and all related documents be drafted in English. Les parties ont exigé que la présente convention et tous les documents connexes soient rédigés en anglais.

23. Contact

• 1585189 B.C. LTD., carrying on business as Capital Club
• Email: growth@joincapitalclub.com
• Website: joincapitalclub.com

You may request our postal address by email if you would prefer to write to us.

Capital Club provides investing education only. We are not registered investment advisers. Investing involves risk of loss. Nothing on this site or in our programs is financial advice.