Terms and Conditions
Please read the following Terms and Conditions for using ZhitouClub Inc.’s website. ZhitouClub which owns and operated by SkyField Capital Inc. (“ZhitouClub”, “we”, “us”) provides the www.zhitouclub.com website (the “Website”), subject to the terms and conditions set forth herein. As used herein, “you”, “your” or “user” refers to an individual user of the site. By using the Website and the information and services available through the Website which may be amended from time to time without notice, you agree to follow and be bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, please exit this Website immediately. ZhitouClub owns the Website and reserve the right, at its discretion, to modify these Terms and Conditions at any time and any such modification will be effective immediately upon posting the modification. If you use the Website after we post modifications to the Website, it means you will be bound by such modifications. These Terms and Conditions are in addition to any other agreements between you and ZhitouClub, including any other agreements that govern your use of products, services, contents and information available on the Website. YOU ACKNOWLEGE THAT SKYFIELD IS NOT A REGISTERED BROKER-DEALER, INVESTMENT ADVISOR OR CROWDFUNDING PORTAL AND DOES NOT ENGAGE IN ANY CONDUCT THAT WOULD REQUIRE SUCH REGISTRATION.
Use of the Website
ZhitouClub may offer a platform through the Website to help users locate information on a variety of financial management topics. The Website is intended only for your personal, non-commercial use and display. You may download information from the Website to your device and print out a hard copy for your personal reference, provided that you agree not to remove any copyright, trademark or other notices contained therein.
Eligibility of Using the Service
The Service is only available to individuals who are at least Twenty one (21) years old. Any users suspended or terminated from using the Website by ZhitouClub are not permitted to use the service on the Website. By using the service on the Website, you repent and warrant that you are Twenty one (21) years of age or older and that you agree to obey all the terms and conditions of the Terms and Conditions.
License and Site Access
Subject to your continued compliance with these Terms and Condtions, ZhitouClub grants you a limited, nonexclusive, nontransferable license to view, bookmark, download and print the pages within this Website, and documents, graphics and media incorporated on those pages, solely for the purpose of your personal, non-commercial use and display. Unless you have ZhitouClub’s prior written permission, you may not:
Use framing techniques to enclose ZhitouClub’s name, logo, trademarks, text, or graphic images or contents from the Website.
Redeliver any of the pages, text, graphic images or content of this Website for commercial or public purposes.
Post, upload or transmit any content that contains software viruses or any other computer files, code, or programs that could destroy, interrupt or limit the functionality of any computer software or hardware or telecommunications equipment.
Use devices (including software) that are designed to provide repeated automated access to this Website, other than those made generally available by ZhitouClub, or probe, scan or test the vulnerability of any system or network related in any way to this Website, without the prior written consent of scanning or testing, including denial or termination of service, and you acknowledge and agree that ZhitouClub shall be entitled, without warning any other rights or remedies, to injunctive or equitable relief as may be deemed proper to enforce such right.
Termination and Suspension
ZhitouClub may permanently or temporarily terminate or suspend your use of all or part of our services or access to the Website without notice and any liability, upon any violation by you of these Terms and Conditions, or any other reason determined by ZhitouClub, or no reason. You agree that ZhitouClub has the right, but not obligation, to move or remove any material that you submit to us for any reason. ZhitouClub also reserves the right to modify the Website or discontinue the Website or services at any time without giving you any prior notice. You are solely responsible for checking these Terms and Conditions periodically for modifications.
Links from the Website
The Website may provide links to external third party sites or resources, you acknowledge that such other sites are not under the control of ZhitouClub and agree that Zhitouclub will not be responsible for any information or for your use of such information. ZhitouClub provides such links only for your convenience and have not verified any information found at such sites. You shall bear the sole responsibility and risk of using any external sites or resources.
ZhitouClub offers content from third-party providers on the Website. This content includes, but is not limited to, financial market data, news, analyst opinions and research reports (the “content”). ZhitouClub does not endorse or approve the content, and we make it available to you only as a service and convenience. ZhitouClub and the third-party providers do not guarantee the accuracy, timeliness, completeness or correct sequencing of the content or warrant any results from your use or reliance on the content. ZhitouClub may discontinue offering any content on the Website at any time without notice. You agree that neither ZhitouClub nor the third-party providers will be liable to you in any way for the termination of any of the content on the Website.
No Advice or Recommendations
You acknowledge and agree that the Content available on the Website is for informational, educational and non-commercial use only. Although ZhitouClub may provide date, information and content relating to investment opportunities, you should not use any such information as investment, financial, legal or other advice. You alone will bear the sole responsibility of evaluating the investment opportunities associated with the use of information or content available on the Website. You agree not to hold ZhitouClub or its third-party providers liable for any possible claim for damages arising from any decision you make based on information made available to you though the Website.
ZhitouClub does not represent or warrant the truthfulness, accuracy or reliability of any material posted by others on or through the Website, nor does ZhitouClub investing endorse any opinions or advices expressed by users of the Website. Users, visitors and participants alike acknowledge that any reliance on material posted or sent by others will be at their own risk.
ZhitouClub offers accredited club member special investment opportunities with variety guaranty return. Investment funds are managed by ZhitouClub. We manage, operate, and control the affairs of the investment funds. Investors do not have right to manage, vote, concern and operate the use of the investment funds. Investors in the investment fund receive ZhitouClub’s professional investment experiences and there is no charge to receive such benefits.
You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the Website. You agree to immediately notify ZhitouClub of any unauthorized uses of the account or any other breaches of security. Zhitouclub cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. You acknowledge and agree that under no circumstances will ZhitouClub be liable in any way, for any acts or omissions by a registered user or any other site visitor, including any damages of any kind incurred as a result of such acts or omissions.
In order to use certain services available on the Website, you must be a member of ZhitouClub. To register to be a member of Zhitouclub, you must provide us certain personal information. You agree to provide true, accurate, current and complete information about yourself to register as a member and maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Zhitouclub suspects that such information are untrue, inaccurate, incomplete, or not up to date, ZhitouClub reserves the right to suspend or terminate your account and refuse any or all current or future use of the Website.
You may cancel your account with or without any reason at any time and effective immediately. You will no longer have our permit to access to the Website and all information contained therein may be selected by ZhitouClub. Zhitouclub has no liability for such selected information or content.
The securities offered on this Website may only be purchased by accredited investors (“Accredited Investor”), as define by Rule 501 of Regulation D under the Securities Act of 1933 as amended. Federal law and the regulations restrict investment in any of the securities offering by non-accredited investors. Before you can invest in any of the securities offerings on this Website, you must register with the Platform and qualify as an Accredited Investor. Prior to investing, you may be asked to fill out a certification and provide necessary documentation as proof of your income and/net worth to verify your status as an accredited investor. You acknowledge and agree that all information you provide for the registration is complete and accurate. By registering with the Platform for purposes of subscribing to securities offerings, you represent and warrant that you come within at least one of the following categories:
A natural person who has individual net worth, or joint net worth with the person’s spouse, that exceeds $1 million at the time of the purchase, excluding the value of your primary residence;
Explanation: in calculating net worth, you include all of your assets (other than your primary residence) whether liquid or illiquid, such as cash, stock, securities, personal property and real estate based on the fair market value of such property MINUS all debts and liabilities (other than a 2 mortgage or other debt secured by your primary residence unless the liability exceed the fair market value of your primary residence.)
A natural person with income exceeding $200,000.00 in each of the two most recent years or joint income with a spouse exceeding $300,000.00 for those years and reasonable expectation of the same income level in the current year;
A bank, insurance company, registered investment company, business development company, or small business investment company;
An employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or register investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million;
A charitable organization, corporation, or partnership with assets exceeding $5 million;
A business in which all the equity owners are Accredited Investor;
A trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases sophisticated person makes.
You agree to notify ZhitouClub in writing once any material changes that might disqualify your status as an Accredited Investor.
The securities offered on this Website for U.S. investments have not been registered under the securities Act of 1933 (the “Securities Act”), in reliance on the exemptions provided under Section 4(2) of the Securities Act and Rule 506 of Regulation D, and/or Regulation S, promulgated thereunder.
Each issuer is solely responsible for the material it posts on this Website and represents that it has complied in all material respects with all applicable rules and regulations. The offering information should not contain any untrue statement of a material fact or omits any required or necessary statements of a material fact. Each Issuer is responsible for ensuring that any information it post on this Website is truthful, accurate and complete. ZhitouClub makes no representations regarding whether any offering materials or content on the Website are truthful, accurate and complete. ZhitouClub is not responsible and will not verify or investigate the accuracy and completeness of the offering material and content posted on the Website. Users acknowledge and agree that other parties are relying on the statements made herein and that any willfully false statement is sufficient cause for removal from the Website, rejection of Accredited Investor status, along with other legal causes of action. Issuers are responsible for determining and verifying whether a user is an Accredited Investor prior to accepting subscriptions. Issuers may not rely on the Platform’s designation of an investor as an Accredited Investor as sufficient to meet its obligations under U.S. securities laws. ZhitouClub reserves the right but not obligation to cancel, remove or reject the posting of any securities offerings.
No Disqualifying Event
Each Issuer warrants and represents that it has exercised reasonable care to determine whether any Issuer Covered Person who are beneficial owner of 20% or more of the Issuer’s outstanding voting equity securities, is subject to a Disqualifying Event (Issuer Covered Person is subject to any of the “Bad Actor” disqualifying events described in Rule 506(d) (1) (i) to (viii) under the Securities Act). The Issuer has complied, to the extent applicable, with its disclosure obligations under Rule 506(e), and agree to immediately notify ZhitouClub in writing should any Disqualifying Events occur. ZhitouClub is not responsible or liable for making Rule 506(e) disclosures, nor for determine whether any Issuer Covered Person is subject to a Disqualifying Event.
ZhitouClub does not claim any ownership of the content you place on your Site. By submitting Content to Zhitouclub for inclusion on your Site, you grant ZhitouClub a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing and promoting your Site on ZhitouClub internet properties. This license exists only for as long as you continue to be a registered user and shall be terminated at the time your Site is terminated. Unless you specify otherwise, by submitting content to ZhitouClub for inclusion on your Site, you permit anyone to copy, distribute, display and perform your content, royalty-free, on the condition that they credit your authorship each time they do so.
All information you submit to us will be considered non-proprietary and non-confidential and ZhitouClub will not be responsible or liable for any use of disclosure of any information. ZhitouClub and its affiliates, partners and employees may use the information for any purpose whatsoever, including, but not limit to, disclosure, reproduction, publication, transmission, broadcast, and further posting. By submitting any unsolicited information through the Website or to ZhitouClub, you are granting ZhitouClub and its affiliates, partners, employees a non-exclusive, transferable, perpetual, sub-licensable, irrevocable, royalty-free, full paid-u right and license to use, reproduce, adapt, edit, modify, translate, publish transmit, distribute, publicly perform, publicly display, sublicense in any manner and without any obligation to you or any third part, such Unsolicited Information and the right (but not the obligation) to use your name and other identifying information in connection with such Unsolicited Information in any and all media, whether known or hereinafter created, throughout the world and for any purpose.
You are prohibited from posting or transmitting any material on or through the Website that, in ZhitouClub’s sole opinion, is or could be offensive, fraudulent, unlawful, threatening, disingenuous, libelous, defamatory, obscene, scandalous, inflammatory, pornographic or profane, or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any law. ZhitouClub will fully cooperate with any law enforcement authorities or court order requesting or directing ZhitouClub to disclose the identity of anyone posting any such information or materials on the Website.
Disclaimer of Warranty
You fully understand and agree that the Website and any content, products or services are provided on an “as is “and “as available” basis. Neither ZhitouClub nor any of its , parents, affiliates or respective officers, employees, agents, partners, contractors or content providers is liable for any type of damage arising from or related to your use of the services or the Website. To the fullest extent permissible by law, ZhitouClub expressly disclaims all warranties of any kind with respect to the website and any products or services available on or through the Website, whether express or implied, including, but not limited to, the implied warranties of merchantability, fitness for particular purpose, non-infringement. ZhitouClub makes no warranty with respect to the merits and risks of any transaction made by or through the Website or the services, or that use of the services and the Website will be accurate, timely, reliable, error-free, uninterrupted, secure, safe for downloading any content or data from the Website and free of viruses, worms, date bombs, time bombs or other harmful components.
Limitation of Liability
You acknowledge and agree that in no event will ZhitouClub or any third party engaged in providing services to you on or through the website be liable to you or any third party for any damages of any kind. Zhitouclub will not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, revenue, goodwill, use, data or other intangible losses, even if ZhitouClub has been advised of the possibility of such damages, resulting from (I) The use of the Website or the failure of using the Website; (II) Any advice or information available on or through the Website; (III) The cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into, through or from the Website; (IV)Your downloading of any data, text, materials, video, audio or materials from the Website;(V)Any other matter relating to the Website.
You agree to indemnify, defend and hold ZhitouClub and any of its affiliates and partners, and any of its respective officers, directors, representatives, employees harmless from and against any and all claims, actions, liabilities, demands, suits, damages, losses or expenses, including attorney’s fee and costs, arising from or relating to, your access and use of, or interaction with, the Website, your use of the information and services, your connection to the services, your violation of the Terms and Conditions, the infringement or violation by you and any intellectual property or other rights of any person or entity, or any act, error, or omission of your sues of your account or any user of your account. The user is alone responsible for his/her own actions when using the Website or the Service made available on the Website.
All content on this Website, including, but not limited to, text, images, logos, graphics, software, icons, audios, digital downloads, html code, is the property of ZhitouClub or its content vendors and is protected by U.S. and international copyright laws.
The compilation of all content on this Website is the exclusive property of ZhitouClub or its content vendors and is protected by U.S. and international copyright laws. All software used on this Website is the exclusive property of ZhitouClub or its content vendors and is protected by U.S. and international copyright laws.
The registered and unregistered trademarks displayed on this Website are owned by ZhitouClub and their respective owners, who may or may not be, connected to, sponsored by, or affiliated with, or ZhitouClub. Users are prohibited from using any ZhitouClub’s trademarks or trademarks appear on the Website for any product or service without ZhitouClub’s written permission in any manner that will mislead users, or in any manner that discredits ZhitouClub.
International Use of the Website
By using this Website, you acknowledge and agree to comply with all local rules regarding online conduct, including all laws, rules, codes and regulations of the country in which you reside and the country from which you access this Website. In addition, you agree to comply with all applicable laws, rules, codes and regulations regarding the transmission of technical data exported from the U.S. If you access this Website from locations outside of United States, you are solely on your own initiative and you are responsible for compliance with any applicable local law.
Electronic Communication and Recording
You may communicate with us electronically by sending us email message. All emails sent to and from ZhitouClub will be received and stored by ZhitouClub email system. You agree that ZhitouClub may send communications to you through email address and telephone you provided us. SkyField may record any form of electronic communication between you and ZhitouClub or its representatives or employees. You acknowledge and consent to the recording, retention and use by Zhitouclub of all information and data you provided during the communication.
Integration and Severability
If any provision of these Terms and Conditiions is deemed unlawful, void or for any reason unenforceable, then that provisionwill be deemed severable from these Terms and Conditions and will not affect the validity and enforceability of the remaining provisions. These Terms and Conditions represent the entire agreement between ZhitouClub and you relating to the subject matter herein.