Terms of Use & Policies

Thank you for using Captains Club!

  • Captains Club products and services are provided by Kirk CPA Professional Corporation. These Terms of Use ("Terms") describe your rights and responsibilities when using Captains Club' website, apps, and other products and services ("Services"). As some of our Services may be software that is downloaded to your computer, phone, tablet, or other device, you agree that we may automatically update this software, and that these Terms will apply to such updates. Please read these Terms carefully, and contact us if you have any questions. By using our Services, you agree to be bound by these Terms, including the policies referenced in these Terms. If you disagree with any part of the terms then you do not have permission to access the Services. We are grateful you’re here.

  • First Things First

    These Terms form a binding “Contract” between you ("Customer") and us. You may use our Services only if you can form a binding contract with Captains Club, and only in compliance with these Terms and all applicable laws.

  • Who May Use Our Services

    When you create your Captains Club' account, and subsequently when you use certain features, you must provide us with accurate and complete information, and you agree to update your information to keep it accurate and complete. Any use or access by anyone under the age of 16 is prohibited, and certain regions and Content Offerings may have additional requirements and/or restrictions.

  • Our License to You

    Subject to these Terms and our policies (including the Acceptable Use Policy, course-specific eligibility requirements, and other terms), we grant you a limited, personal, non-exclusive, non-transferable, and revocable license to use our Services. You may download content from our Services only for your personal, non-commercial use, unless you obtain Captains Club written permission to otherwise use the content. You also agree that you: • will create, access, and/or use only one user account, unless expressly permitted by Captains Club, • will not share with any third party access to your account. • will not share with any third party access information for your account Using our Services does not give you ownership of any intellectual property rights in our Services or the content you access.

  • Use of the Services

    Customer must comply with the Contract and the User Terms. We may review conduct for compliance purposes, but we have no obligation to do so. We aren't responsible for the content of any Customer Data or the way Customer chooses to use the Services to store or process any Customer Data. The Services are not intended for and should not be used by anyone under the age of 16. Customer is solely responsible for providing high speed internet service for itself to access and use the Services.

  • Our Removal Rights

    If we believe that there is a violation of the Contract that can simply be remedied by Customer’s removal of certain Customer Data, we will, in most cases, ask Customer to take direct action rather than intervene. However, we may directly step in and take what we determine to be appropriate action, if Customer does not take appropriate action, or if we believe there is a credible risk of harm to us, the Services, Authorized Users, or any third parties.

  • Ordering Subscriptions

    A subscription allows an Authorized User to access the Services and a subscription is required for each Authorized User. A subscription may be procured through the Services interface, or in some cases, via an order form entered into between you and us. Please see the Help Center for more information on procuring subscriptions. Each Authorized User must agree to the User Terms to activate their subscription. Subscriptions commence when we make them available to Customer and continue for the term specified in the Services “check-out” interface or in the Order Form, as applicable. Each subscription is for a single Authorized User for a specified term and is personal to that Authorized User. We sometimes enter into other kinds of ordering arrangements, but that would need to be spelled out and agreed to in an Order Form. During an active subscription term, adding more subscriptions is fairly easy. Unless the Order Form says otherwise, Customer may purchase more subscriptions at the same price stated in the Order Form and all will terminate on the same date. Check out our Help Center pages for additional information on setting up an account.

  • Purchasing Decisions

    We may share information about our future product plans because we like transparency. Our public statements about those product plans are an expression of intent, but do not rely on them when making a purchase. If Customer decides to buy our Services, that decision should be based on the functionality or features we have made available today and not on the delivery of any future functionality or features.

  • Choosing to be a Beta Tester

    Occasionally, we look for beta testers to help us test our new features. These features will be identified as “beta” or “pre-release,” or words or phrases with similar meanings (each, a “Beta Product”). Beta Products may not be ready for prime time so they are made available “as is,” and any warranties or contractual commitments we make for other Services do not apply. Should Customer encounter any faults with our Beta Products, we would love to hear about them; our primary reason for running any beta programs is to iron out issues before making a new feature widely available.

  • Feedback is Welcome

    The more suggestions our customers make, the better the Services become. If Customer sends us any feedback or suggestions regarding the Services, there is a chance we will use it, so Customer grants us (for itself and all of its Authorized Users and other Customer personnel) an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use any such feedback or suggestions for any purpose without any obligation or compensation to Customer, any Authorized User or other Customer personnel. If we choose not to implement the suggestion, please don’t take it personally. We appreciate it nonetheless.

  • Privacy Policy

    Please review our Privacy Policy for more information on how we collect and use data relating to the use and performance of our websites and products.

  • Changes to Content Offerings

    Captains Club offers courses and content ("Content Offerings") from providers ("Content Providers"). While we seek to provide world-class Content Offerings, unexpected events do occur. Captains Club reserves the right to cancel, interrupt, reschedule, or modify any Content Offerings. Content Offerings are subject to the Disclaimers and Limitation of Liability sections below.

  • User Content

    The Services enable you to share your content, such as posts you make in the forums, and the like ("User Content"), with Captains Club staff, and/or other users. You retain all intellectual property rights in, and are responsible for, the User Content you share. User Content does not include course content or other materials made available on, or placed on to the Captains Club platform by or on behalf of Captains Club' Content Providers or their instructors using the Services, the Content Offerings; as between Captains Club and its Content Providers, such Content Offerings are governed by the relevant agreements in place between Captains Club and its Content Providers.

  • How Captains Club and Others May Use User Content

    To the extent that you provide User Content, you grant Captains Club a fully-transferable, royalty-free, perpetual, sublicensable, non-exclusive, worldwide license to copy, distribute, modify, create derivative works based on, publicly perform, publicly display, and otherwise use the User Content. Nothing in these Terms shall restrict other legal rights Captains Club may have to User Content, for example under other licenses. We reserve the right to remove or modify User Content for any reason, including User Content that we believe violates these Terms.

  • What’s Yours is Yours…

    As between us on the one hand, and Customer on the other, Customer will own all Customer Data. Subject to the terms and conditions of the Contract, Customer grants us a worldwide, non-exclusive, limited term license to access, use, process, copy, distribute, perform, export and display Customer Data, only as reasonably necessary (a) to provide, maintain and update the Services; (b) to prevent or address service, security, support or technical issues; (c) as required by law; and (d) as expressly permitted in writing by Customer. Customer represents and warrants that it has secured all rights in and to Customer Data as may be necessary to grant this license.

  • And What’s Ours is Ours

    We own and will continue to own our Services, including all related intellectual property rights. We grant to Customer a non-sublicensable, non-transferable, non-exclusive, limited license for Customer to use the object code version of these components, but solely as necessary to use the Services and in accordance with the Contract and the User Terms. All of our rights not expressly granted by this license are hereby retained.

  • Third Party Content

    Through the Services, you will have the ability to access and/or use content provided by instructors, other users, and/or other third parties and links to websites and services maintained by third parties. Captains Club cannot guarantee that such third party content, in the Services or elsewhere, will be free of material you may find objectionable or otherwise inappropriate or of malware or other contaminants that may harm your computer, mobile device, or any files therein. Captains Club disclaims any responsibility or liability related to your access or use of, or inability to access and use, such third party content.

  • Copyright and Trademark Policy

  • Payment Terms

    Captains Club offers paid Services for a fee. Unless otherwise stated, all fees are quoted in Canadian Dollars. You are responsible for paying all fees charged by or for Captains Club and applicable taxes in a timely manner with a payment mechanism associated with the applicable paid Services. Fees may vary based on your location and other factors, and Captains Club reserves the right to change any fees at any time at its sole discretion. Any change, update, or modification will be effective immediately upon posting through the relevant Services. For Customers that purchase our Services, fees are specified at the Services interface “check-out” and in the Order Form(s) — and must be paid in advance. Payment obligations are non-cancelable and, except as expressly stated in the Contract, fees paid are non-refundable. For clarity, in the event Customer downgrades any subscriptions from a paid plan to a free plan, Customer will remain responsible for any unpaid fees under the paid plan, and Services under the paid plan will be deemed fully performed and delivered upon expiration of the initial paid plan subscription term. If we agree to invoice Customer by email, full payment must be received within thirty (30) days from the invoice date. Fees are stated exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). Customer will be responsible for paying all Taxes associated with its purchases, except for those taxes based on our net income. Should any payment for the Services be subject to withholding tax by any government, Customer will reimburse us for such withholding tax. Refunds may be available for paid Services as described in our Refund Policy.

  • Downgrade for Non-Payment

    If any fees owed to us by Customer (excluding amounts disputed reasonably and in good faith) are thirty (30) days or more overdue, we may, without limiting our other rights and remedies, downgrade any fee-based Services to free plans until those amounts are paid in full, so long as we have given Customer ten (10) or more days’ prior notice that its account is overdue. Customer acknowledges and agrees that a downgrade will result in a decrease in certain features and functionality and potential loss of access to Customer Data, as illustrated by comparing the plans in the Pricing Guide.

  • Our Responsibilities Providing the Services

    Customer isn’t the only one with responsibilities; we have some, too. We will (a) make the Services available to Customer and its Authorized Users as described in the Contract; and (b) not use or process Customer Data for any purpose without Customer’s prior written instructions; provided, however, that “prior written instructions” will be deemed to include use of the Services by Authorized Users and any processing related to such use or otherwise necessary for the performance of the Contract. Be assured that (a) the Services will perform materially in accordance with our then-current Help Center pages; and (b) subject to the “Downgrade for Non-Payment” section, we will not materially decrease the functionality of a Service during a subscription term. For any breach of a warranty in this section, Customer’s exclusive remedies are those described in the sections titled “Termination for Cause” and “Effect of Termination”.

  • Keeping the Services Available

    As further described in our Help Center pages, for some of our Services, we also offer specific uptime commitments paired with credits, if we fall short. In those cases, the credits will serve as what the lawyers call liquidated damages and will be Customer’s sole remedy for the downtime and related inconvenience. For all Service plans, we will use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, excluding planned downtime. We expect planned downtime to be infrequent but will endeavor to provide Customer with advance notice (e.g., through the Services), if we think it may exceed sixty (60) continuous minutes.

  • Protecting Customer Data

    The protection of Customer Data is a top priority for us so we will maintain administrative, physical, and technical safeguards. Those safeguards will include measures for preventing unauthorized access, use, modification, deletion and disclosure of Customer Data by our personnel. Before sharing Customer Data with any of our third party service providers, we will ensure that the third party maintains, at a minimum, reasonable data practices for maintaining the confidentiality and security of Customer Data and preventing unauthorized access. Customer (not us) bears sole responsibility for adequate security, protection and backup of Customer Data when in Customer’s or its representatives’ or agents’ possession or control. We are not responsible for what Customer does with Customer Data. That is Customer’s responsibility.

  • Modifying and Terminating Our Services

    We are constantly changing and improving our Services. We may add or remove functions, features, or requirements, and we may suspend or stop part of our Services altogether. Accordingly, Captains Club may terminate your use of any Service for any reason. If your use of a paid Service is terminated, a refund may be available under our Refund Policy. We may not be able to deliver the Services to certain regions for various reasons, including due to applicable export control requirements or internet access limitations and restrictions from governments. None of Captains Club, its Content Providers and instructors, its contributors, sponsors, and other business partners, and their employees, contractors, and other agents (the "Captains Club Parties") shall have any liability to you for any such action. You can stop using our Services at any time, although we'll be sorry to see you go.

  • Contract Term

    As further described below, a free subscription continues until terminated, while a paid subscription has a term that may expire or be terminated. The Contract remains effective until all subscriptions ordered under the Contract have expired or been terminated or the Contract itself terminates. Termination of the Contract will terminate all subscriptions and all Order Forms.

  • Auto-Renewal

    Unless an Order Form says something different, (a) all subscriptions automatically renew (without the need to go through the Services-interface “check-out” or execute a renewal Order Form) for additional periods equal to one (1) year or the preceding term, whichever is shorter; and (b) the per-unit pricing during any automatic renewal term will remain the same as it was during the immediately prior term. Either party can give the other notice of non-renewal at least thirty (30) days before the end of a subscription term to stop the subscriptions from automatically renewing.

  • Termination for Cause

    We or Customer may terminate the Contract on notice to the other party if the other party materially breaches the Contract and such breach is not cured within thirty (30) days after the non-breaching party provides notice of the breach. We may terminate the Contract immediately on notice to Customer if we reasonably believe that the Services are being used by Customer in violation of applicable law.

  • Termination Without Cause

    Customer may terminate its free subscriptions immediately without cause. We may also terminate Customer’s free subscriptions without cause, but we will provide Customer with thirty (30) days prior written notice.

  • Effect of Termination

    Upon any termination for cause by Customer, we will refund Customer any prepaid fees covering the remainder of the term of all subscriptions after the effective date of termination. Upon any termination for cause by us, Customer will pay any unpaid fees covering the remainder of the term of those subscriptions after the effective date of termination. In no event will any termination relieve Customer of the obligation to pay any fees payable to us for the period prior to the effective date of termination.

  • Disclaimer

    Customer represents and warrants that it has validly entered into the Contract and has the legal power to do so. The services and all included content are provided on an "as is" basis without warranty of any kind, whether express or implied. The Captains club parties specifically disclaim any and all warranties and conditions of merchantability, fitness for a particular purpose, and non-infringement, and any warranties arising out of course of dealing or usage of trade. The Captains club parties further disclaim any and all liability related to your access or use of the services or any related content. You acknowledge and agree that any access to or use of the services or such content is at your own risk. You also acknowledge that we do not warrant that the services will be uninterrupted, timely, secure, or error-free.

  • Limitation of Liability

    To the maximum extent permitted by law, the Captains club parties shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses, resulting from: (a) your access to or use of or inability to access or use the services; (b) any conduct or content of any party other than the applicable Captains club party, including without limitation, any defamatory, offensive, or illegal conduct; or (c) unauthorized access, use, or alteration of your content or information. In no event shall Captains club' aggregate liability for all claims related to the services exceed twenty canadian dollars ($20) or the total amount of fees received by Captains club from you for the use of paid services during the past six months, whichever is greater. You acknowledge and agree that the disclaimers and the limitations of liability set forth in this terms of use reflect a reasonable and fair allocation of risk between you and the Captains club parties, and that these limitations are an essential basis to Captains club' ability to make the services available to you on an economically feasible basis. You agree that any cause of action related to the services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. The Services support logins using two-factor authentication (“2FA”), which is known to reduce the risk of unauthorized use of or access to the Services. We therefore will not be responsible for any damages, losses or liability to Customer, Authorized Users, or anyone else if any event leading to such damages, losses or liability would have been prevented by the use of 2FA. Additionally, Customer is responsible for all login credentials, including usernames and passwords, for administrator accounts as well the accounts of your Authorized Users. We will not be responsible for any damages, losses or liability to Customer, Authorized Users, or anyone else, if such information is not kept confidential by Customer or its Authorized Users, or if such information is correctly provided by an unauthorized third party logging into and accessing the Services. The limitations under this “Limitation of Liability” section apply with respect to all legal theories, whether in contract, tort or otherwise, and to the extent permitted by law. The provisions of this “Limitation of Liability” section allocate the risks under this Contract between the parties, and the parties have relied on these limitations in determining whether to enter into this Contract and the pricing for the Services.

  • Our Indemnification of Customer

    We will defend Customer from and against any and all third party claims, actions, suits, proceedings, and demands alleging that the use of the Services as permitted under the Contract infringes or misappropriates a third party’s intellectual property rights (a “Claim Against Customer”), and will indemnify Customer for all reasonable attorney’s fees incurred and damages and other costs finally awarded against Customer in connection with or as a result of, and for amounts paid by Customer under a settlement we approve of in connection with, a Claim Against Customer; provided, however, that we will have no liability if a Claim Against Customer arises from (a) Customer Data; and (b) any modification, combination or development of the Services that is not performed by us, including in the use of any application programming interface (API). Customer must provide us with prompt written notice of any Claim Against Customer and allow us the right to assume the exclusive defense and control, and cooperate with any reasonable requests assisting our defense and settlement of such matter. This section states our sole liability with respect to, and Customer’s exclusive remedy against us for any Claim Against Customer.

  • Customer's Indemnification of Us

    You agree to indemnify, defend, and hold harmless the Captains Club' Parties from any and all claims, liabilities, expenses, and damages, including reasonable attorneys' fees and costs, made by any third party related to: (a) your use or attempted use of the Services in violation of these Terms; (b) your violation of any law or rights of any third party; or (c) User Content, including without limitation any claim of infringement or misappropriation of intellectual property or other proprietary rights.

  • Limitations on Indemnifications

    Notwithstanding anything contained in the two preceding sections, (a) an indemnified party will always be free to choose its own counsel if it pays for the cost of such counsel; and (b) no settlement may be entered into by an indemnifying party, without the express written consent of the indemnified parties (such consent not to be unreasonably withheld), if (i) the third party asserting the claim is a government agency, (ii) the settlement arguably involves the making of admissions by the indemnified parties, (iii) the settlement does not include a full release of liability for the indemnified parties, or (iv) the settlement includes terms other than a full release of liability for the indemnified parties and the payment of money.

  • Governing Law and Jurisdiction

    The Services are managed by Captains Club, which is located in Ottawa, Ontario, Canada. You agree that any dispute related to these Terms will be governed by the laws of the Province of Ontario, excluding its conflicts of law provisions. You further consent to the personal jurisdiction of and exclusive venue in the federal and provincial courts located in and serving Ottawa, Ontario as the legal forum for any such dispute. Excluding claims for injunctive or other equitable relief, for claims related to the Services where the total amount sought is less than ten thousand Canadian Dollars ($10,000.00 CAN), either you or Captains Club may elect at any point during the dispute to resolve the claim through binding, non-appearance-based arbitration. The dispute will then be resolved using an established alternative dispute resolution ("ADR") provider, mutually agreed upon by you and Captains Club. The parties and the selected ADR provider shall not involve any personal appearance by the parties or witnesses, unless otherwise mutually agreed by the parties; rather, the arbitration shall be conducted, at the option of the party seeking relief, online, by telephone, or via written submissions alone. Any judgment rendered by the arbitrator may be entered in any court of competent jurisdiction.

  • Revisions to the Terms

  • Severability; Waiver

    If it turns out that a particular provision of these Terms is not enforceable, this will not affect any other terms. If you do not comply with these Terms, and we do not take immediate action, this does not indicate that we relinquish any rights that we may have (such as taking action in the future).

  • Content Providers

    Captains Club' Content Providers, and integrated services providers are third party beneficiaries of the Terms and may enforce those provisions of the Terms that relate to them.

  • Contacting Captains Club

    Please also feel free to contact us if you have any questions about Captains Club' Terms of Use. You may contact us at connect@captainsclub.ca or at our mailing address below: Captains Club 2583 Carling Ave Suite 21 Ottawa, ON K2B 7H7 Canada