Orbit Accountants Terms and Conditions 

1. Terms and Conditions

Last updated: September, 2025

1.1 Acceptance

By accessing or using the Site, you agree to these Terms of Use. If you do not agree, do not use the Site.

1.2 No professional advice; no client relationship

Site content is informational only and does not constitute professional, accounting, tax, legal, or investment advice. Accessing the Site does not create a client relationship.

1.3 Permitted use & ownership

The Site and its contents are owned by Orbit or its licensors and are protected by Canadian and international IP laws. You may view content for personal, non-commercial purposes. No scraping, framing, resale, reverse engineering, or derivative works.

1.4 User submissions

If you submit information via forms, you represent it is accurate and that you have the right to provide it. Do not upload sensitive information unless expressly requested through our secure channels.

1.5 Prohibited conduct

You agree not to: (a) use the Site for unlawful purposes; (b) attempt to gain unauthorized access; (c) interfere with security or availability; (d) use automated means to harvest content; (e) upload malware.

1.6 Third-party links

Links are provided for convenience; we do not control or endorse third-party sites and are not responsible for their content or practices.

1.7 Disclaimers

The Site is provided as is” and “as available. To the fullest extent permitted by law, Orbit disclaims all warranties, express or implied (including merchantability, fitness for a particular purpose, and non-infringement). We do not warrant accuracy, completeness, timeliness, availability, or security.

1.8 Limitation of liability (Site)

To the maximum extent permitted by law, Orbit and its suppliers will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or loss of profits, revenue, data, goodwill, or business interruption, arising out of or related to Site use, even if advised of the possibility.

1.9 Indemnity

You agree to indemnify Orbit against third-party claims arising from your misuse of the Site or violation of these Terms.

1.10 Governing law & venue

These Terms are governed by the laws of Ontario and the federal laws of Canada applicable therein. Exclusive jurisdiction: courts in Toronto, Ontario.

1.11 Changes

We may update these Terms; continued use means acceptance of the updated Terms.

1.12 Contact

Questions: info@orbitaccountants.com 

Mailing: 361, 150 King St West, Toronto, ON M5H 1J9

2. Master Services Terms

Last updated: September, 2025

2.1 Structure of the Agreement

  • Order/Engagement Letter: Specific Services, deliverables, fees, and assumptions are set out in an Order or Engagement Letter (each, an Order).
  • Terms: These Master Services Terms (the Terms) together with the Order form the Agreement. In case of conflict, the Order controls unless it expressly states otherwise.

2.2 Services; exclusions

  • We provide accounting, bookkeeping, payroll, and tax compliance services and related advisory.
  • No legal services. We do not provide legal advice or legal services.
  • Unless explicitly stated in an Order, we do not provide assurance services (audit, review, or compilation). Any such services require a separate engagement and report.

2.3 Changes & additional work

If scope changes or assumptions are not met, we may propose a change order. Additional work is billed at the rates in the Order or our then-current rates.

2.4 Your responsibilities

You will: (a) provide timely, accurate, and complete information and access; (b) designate a knowledgeable contact; (c) review deliverables promptly; (d) make decisions and approvals in a timely manner; and (e) maintain appropriate backups of your systems and data.

2.5 Reliance on information

We are entitled to rely on information and representations you or your representatives provide. We are not responsible for delays or errors caused by incomplete, inaccurate, or late information.

2.6 Deliverables & acceptance

Deliverables are deemed accepted when delivered unless you notify us in writing of a material non-conformity within 7 business days with details. We will use reasonable efforts to correct validated non-conformities.

2.7 Fees, invoicing & payment

  • Fees are as stated in the Order (fixed, subscription, or hourly).
  • Invoices are due as per the timeline agreed within the invoice.
  • Late amounts may accrue interest per month (at the maximum lawful rate) and we may suspend Services for non-payment after written notice.
  • Pre-approved out-of-pocket expenses will be invoiced at cost.

2.8 Confidentiality

Each party will (a) keep the other party’s Confidential Information confidential; (b) use it only to perform or receive the Services; and (c) protect it using safeguards no less protective than it uses for its own similar information and in no event less than reasonable safeguards.

2.9 Privacy; data residency; tools

  • Our handling of Personal Information is described in the Privacy Policy.
  • Client Records under our control are stored in Canada.
  • We use reputable Service Providers by category (e.g., secure document exchange, communications, accounting back-office). We may change Service Providers over time. We do not list brand names in these Terms.

2.10 Subcontractors

We may use subcontractors (including Service Providers). We remain responsible for their performance of the Services.

2.11 Intellectual property; licenses

  • We and our licensors own all intellectual property in our pre-existing materials, methods, templates, and tools.
  • Upon full payment, we grant you a non-exclusive, non-transferable, royalty-free license to use deliverables we create for your internal business purposes.
  • You grant us a limited license to use your logos/marks solely as necessary to provide the Services and, with prior written consent, for client referencing/case studies.

2.12 Records, workpapers & audit support

Our workpapers and internal documentation remain our property. We may provide copies of extracts reasonably required to support your filings or audits (fees may apply). We retain records per Appendix B.

2.13 Security & incidents

We maintain safeguards described in Appendix C. If we become aware of a Breach affecting your Personal Information that creates RROSH, we will notify you without unreasonable delay and cooperate as required by law and the Agreement. See Appendix D for timelines.

2.14 Warranty disclaimer (services)

Except as expressly stated in an Order, the Services and deliverables are provided as is. We do not warrant that outputs will meet all requirements or be error-free where inputs are incomplete or third-party systems change.

2.15 Limitation of liability 

  • Exclusions: Neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages; or lost profits, revenue, data, goodwill, or business interruption.
  • Cap: Each party’s aggregate liability for all claims arising out of or related to the Agreement is limited to the fees paid or payable by you for the Services giving rise to the claim in the 12 months prior to the event.
  • Carve-outs: The cap does not apply to (i) your payment obligations; or (ii) a party’s liability for its wilful misconduct or fraud.

2.16 Indemnities

  • By you: You will defend and indemnify us from third-party claims arising out of (a) your data or materials; (b) your breach of the Agreement; or (c) your misuse of the Services.
  • By us: We will defend and indemnify you from third-party claims alleging that our deliverables, as provided by us and used by you in accordance with the Agreement, infringe a Canadian IP right, except to the extent the claim arises from your materials or instructions.

2.17 Suspension

We may suspend the Services immediately on written notice if (a) required by law; (b) security risks exist; or (c) undisputed invoices are overdue by more than 15 days.

2.18 Term & termination

  • Either party may terminate for material breach not cured within 30 days of written notice.
  • Either party may terminate for convenience with 30 days’ written notice; we will refund prepaid, unused fees for Services not yet performed (excluding setup work already delivered).
  • On termination, each party will return or destroy the other’s Confidential Information (subject to legal retention requirements) and pay amounts due.

2.19 Non-solicitation

During the engagement and for 12 months thereafter, you will not solicit for employment any Orbit personnel who worked on your account, except via general, non-targeted advertisements.

2.20 Force majeure

Neither party is liable for delays or failures caused by events beyond reasonable control (e.g., internet or platform outages, governmental actions, disasters, labour disputes).

2.21 Assignment

Neither party may assign the Agreement without the other’s consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets, provided the assignee assumes the Agreement.

2.22 Notices

Notices must be in writing and sent to the addresses in the Order with a copy to legal at the addresses below. Email is acceptable for routine notices.
Orbit notices: info@orbitaccountants.com; 361, 150 King St West, Toronto, ON M5H 1J9.

2.23 Governing law; venue

The Agreement is governed by the laws of Ontario and the federal laws of Canada applicable therein. The parties submit to the exclusive jurisdiction of courts in Toronto, Ontario.

2.24 Entire agreement; severability; waivers

The Agreement is the entire agreement. If any part is unenforceable, the remainder remains in effect. A waiver must be in writing and does not apply to future breaches.

3. Cookie & Tracking Policy 

Last updated: September, 2025

3.1 What this policy covers

This policy explains how we use cookies, pixels, local storage, and SDKs on the Site, including Google Analytics 4 (GA4) and Matomo.

3.2 Categories of tracking technologies

  • Strictly necessary: site security, basic routing, session management.
  • Functional: remember preferences.
  • Analytics: GA4 and Matomo to measure usage and improve the Site.
  • Advertising: Not used by Orbit on the Site at this time.

3.3 Analytics tools

  • GA4: configured to minimize personal data; IP addresses are not stored/logged by GA4; retention controls are enabled.
  • Matomo: configured with privacy controls (e.g., IP masking). 

3.4 Your choices

  • You can manage cookies via your browser settings. Blocking cookies may impact Site functionality.
  • Opt-out links may be provided where applicable. You can also contact us to discuss options.

3.5 Retention

See Appendix B for typical retention periods for analytics data; exact durations depend on tool configuration.