1. About these Terms

1.1These Terms and Conditions (Terms) form a legally binding agreement between orcalumi (ABN 49 294 045 089) (orcalumi, we, us or our), and you, the person enrolling in, accessing or participating in the Five Day Founder course (you or Participant).

1.2By purchasing a seat, creating an account, accessing any Course Materials, joining a community channel, attending any Live Session or otherwise using the Course, you confirm that you have read, understood and agree to be bound by these Terms. If you do not agree, you must not enrol in or use the Course.

1.3You must be at least 18 years of age and have legal capacity to enter into a contract. If you enrol on behalf of an organisation, you warrant that you have authority to bind that organisation and that the organisation is jointly liable with you under these Terms.

1.4These Terms apply to the Course only. Other orcalumi consulting, training or implementation services may be governed by separate terms, proposals, statements of work or client agreements.

2. Definitions

In these Terms, unless the context requires otherwise:

• Advanced Tier means the Tier described as Advanced on the Course Website, including the Basic Tier inclusions plus the additional Advanced benefits published for the relevant Cohort.
• Basic Tier means the live cohort Tier described as Basic on the Course Website.
• Business Day means a day on which major banks are open for general banking business in Sydney, New South Wales, Australia, excluding Saturdays, Sundays and New South Wales public holidays.
• Cohort means a scheduled intake of the Course in which the Participant is enrolled.
• Course means the Five Day Founder cohort-based online program delivered by orcalumi, including Live Sessions, recordings, Course Materials, the Vault, support channels and any other inclusions published for the relevant Tier.
• Course Materials means all written, audio, visual, code and digital content provided in connection with the Course, including the Vault, prompt libraries, Claude Skills, Claude Code Routine templates, scheduled-task templates, starter repositories, brand briefs, market briefs, checklists, slide decks, workflows, scripts, videos, recordings and templates.
• Course Website means https://www.fivedayfounder.com and any related page, checkout page or enrolment page operated by or on behalf of orcalumi for the Course.
• Discount Code has the meaning given in clause 4.6.
• Effective Date means the effective date shown at the top of these Terms.
• Entry Tier means the self-paced recordings-only Tier described as Entry on the Course Website.
• Fees means the amounts payable by the Participant for the selected Tier, as set out on the Course Website and, for Cohort 1, in clause 4.1.
• Friday Ship Guarantee means the conditional outcome-based guarantee described in clause 5.
• Live Productmeans a minimum viable product created or materially advanced during the Course that is deployed to a public or shareable URL, loads in a browser, permits user sign-in or another meaningful user action, stores user or product data, and has a Stripe checkout or payment flow in test or live mode, as appropriate for the Participant’s idea and the approved starter stack.
• Live Session means a scheduled live online session delivered on Zoom or any comparable platform nominated by orcalumi during the Cohort.
• Non-Excludable Rights has the meaning given in clause 11.1.
• Participant IP has the meaning given in clause 6.5.
• Tier means the Entry, Basic or Advanced access tier selected by the Participant at the time of enrolment.
• Third-Party Tools means tools, platforms and services provided by third parties and referenced or used in the Course, including Anthropic Claude, Claude Code, Claude Design, Claude Cowork, Claude Platform, the Anthropic API, Stripe, Supabase, Clerk, Vercel, GitHub, Zoom, Discord, Slack, Google Workspace, Resend, DataForSEO, Google Search Console, domain registrars, hosting providers, MCP servers and any other third-party product.
• Vault means the Founder Stack Vault and associated libraries, templates, workflows, starter repositories and documents described on the Course Website.

3. The Course

3.1The Course is a cohort-based educational program built around a five-day curriculum. It is delivered through a combination of Live Sessions, recordings, guided homework, written materials, templates, starter code, the Vault, community channels and support channels according to the Tier selected.

3.2The Course is designed to help Participants learn the Claude ecosystem and apply it to a practical startup build. The published curriculum currently includes ideation and market intelligence, MVP build and deployment, database/auth/payments, brand and discoverability, and a personal AI operating system using Skills, Routines, scheduled tasks, Dispatch, MCP and related workflows.

3.3Tiered access. The specific inclusions, access periods and support channels available to the Participant depend on the Tier selected at enrolment and are as published on the Course Website at the time of enrolment. As at the Effective Date, the Tiers are:

3.4Attendance at Live Sessions is a feature of the Basic Tier and Advanced Tier only. The Entry Tier is a self-paced product delivered through recordings and materials; no live attendance, live Q&A, office hours, personal review or Friday Ship Guarantee is included at the Entry Tier unless orcalumi expressly states otherwise in writing.

3.5The scheduled dates, start time, curriculum, tools, instructors, deliverables, access periods and Tier inclusions for each Cohort are as published on the Course Website at the time of enrolment. orcalumi will use reasonable efforts to deliver the Course substantially as described, but may make reasonable changes where needed to reflect changes in Third-Party Tools, improve the Course, respond to participant needs, or address operational requirements.

3.6Cohort sizes are capped and seats are allocated on a first-paid, first-served basis unless otherwise stated. orcalumi may waitlist, close, defer or decline enrolments at its discretion, acting reasonably. orcalumi may cancel an enrolment and refund the Fees paid where it has a legitimate basis for doing so, including suspected fraudulent payment, competitor enrolment, prior breach of these Terms, legal or regulatory reasons, or unsafe/disruptive conduct.

3.7Advanced Tier free retake. Where the Advanced Tier includes a free retake benefit, that benefit is personal to the Participant, non-transferable, subject to capacity in a future Cohort, and does not include any additional 1:1 session or new promotional benefit unless expressly stated by orcalumi.

3.8Launch amplification. Where a Tier includes launch-day amplification or similar promotional support, orcalumi may choose the format, channel, timing and wording of the amplification. This benefit does not guarantee reach, leads, sales, investment, customers, media coverage or any commercial outcome.

3.9Third-Party Tools are not included in the Fees unless expressly stated in writing. The Participant is responsible for procuring, paying for, configuring and complying with any Third-Party Tool accounts, plans, domains, APIs, credits, subscriptions, payment accounts or services required to participate in the Course or to build, deploy or operate the Participant’s own product.

3.10Claude subscription requirement. To follow all core in-class workflows, the Participant should expect to hold a paid Claude subscription. As at the Effective Date, Anthropic publicly lists Claude Pro at USD $20 per month if billed monthly and Claude Max from USD $100 per month, with higher-usage options potentially available. Anthropic pricing, currencies, taxes, plan names, usage limits, availability and feature access may change, and may vary by region, billing interval and account type.

3.11Third-Party Tool cost expectations.As at the Effective Date, the intended in-class workflows are designed so that tools such as Vercel, Supabase, Clerk, Stripe test mode and Resend can generally be used on free, trial, developer, sandbox or test-mode tiers for the Course exercises, excluding the required Claude subscription and any optional Anthropic API, Claude Platform or Claude extra-usage charges. orcalumi does not guarantee that any free tier will remain available, be sufficient for every Participant’s project, or cover use outside the Course exercises.

3.12Optional upgrades and usage costs. The Participant is solely responsible for any optional or additional costs they choose to incur, including Claude Max upgrades, Anthropic API usage, Claude extra usage, Claude Platform credits, paid Vercel, Supabase, Clerk, Stripe, Resend, DataForSEO or other plans, domain names, email sending, storage, database usage, hosting overages, payment processing fees, advertising spend, app marketplace fees, taxes, professional advice and any other third-party or operational costs. orcalumi is not responsible for reimbursing, managing or monitoring those costs.

4. Fees, Tiers and Payment

4.1The Fees for Cohort 1 are Entry Tier — AUD $199, Basic Tier — AUD $299, and Advanced Tier — AUD $399. Fees for future Cohorts may differ and are set at orcalumi’s discretion.

4.2Fees are quoted in Australian Dollars. GST will be charged only where applicable. orcalumi will issue a receipt or tax invoice, as applicable, following successful payment.

4.3Fees must be paid in full at the time of enrolment unless orcalumi expressly approves another arrangement in writing. Access to the Course and Course Materials will not be granted until cleared payment is received.

4.4Payments are processed by a third-party payment processor. The Participant is responsible for any currency conversion fees, foreign transaction fees or bank charges imposed by their card issuer, bank or financial institution.

4.5Enrolments are personal to the named Participant and are not transferable without orcalumi’s prior written consent. orcalumi may, at its discretion, permit a transfer to a future Cohort where the Participant gives reasonable notice before the Cohort start date.

4.6Discount codes. orcalumi may offer discount codes, promotional codes, scholarship codes, partner codes or referral codes (each a Discount Code) that reduce the Fees payable. Each Discount Code is subject to the specific terms published when it is issued or advertised, including eligibility conditions, expiry dates, usage limits and applicable Tiers. Unless otherwise stated:

• each Discount Code is valid for one use per Participant;
• only one Discount Code may be applied per enrolment and Discount Codes cannot be combined with other offers, credits or discounts;
• Discount Codes must be entered at the time of purchase and cannot be applied retrospectively;
• Discount Codes have no cash value, are not redeemable for cash and are not transferable;
• Discount Codes apply only to the Fees for a single Cohort enrolment and do not apply to Third-Party Tools or additional services; and
• orcalumi may withdraw, suspend, modify or invalidate a Discount Code at any time where it reasonably suspects fraud, misuse, manipulation or breach of stated terms.

4.7Where a Discount Code has been applied, any reference in these Terms to Fees paid means the discounted amount actually paid by the Participant after application of the Discount Code.

4.8Fees cover access to the Course and the Course Materials for the selected Tier only. Fees do not include Third-Party Tool subscriptions, AI model subscriptions, Anthropic API or Claude Platform usage, Claude extra usage, software licences, domain registration, hosting, database, email, payment processing, analytics, SEO data, advertising, professional advice, tax, compliance or business operating costs unless expressly stated in writing by orcalumi.

4.9The Participant must review Third-Party Tool pricing and usage limits before enabling paid features, entering card details, upgrading plans, enabling extra usage, moving from test mode to live mode, sending production emails, processing live payments, running ads or deploying production systems. The Participant remains responsible for all charges incurred through the Participant’s own accounts, even if a tool or workflow was discussed or demonstrated during the Course.

5. Friday Ship Guarantee and Refunds

5.1Friday Ship Guarantee — Basic and Advanced Tiers only. orcalumi offers a conditional outcome-based guarantee for Participants enrolled in the Basic Tier or Advanced Tier. The Entry Tier is a recordings-only self-paced product and is not eligible for the Friday Ship Guarantee. Subject to this clause 5, if an eligible Participant does not have a deployed Live Product by the end of the Cohort, that Participant may elect either:

• a refund of the Fees paid for that Cohort; or
• a free retake of the Course in a future Cohort at the same Tier, subject to capacity.

5.2Eligibility conditions. The Friday Ship Guarantee only applies where the Participant has, in good faith, done all of the following:

• attended each Live Session live, or, where live attendance was not possible, watched the full recording and completed the relevant daily checkpoint before the next Live Session or within 24 hours of the recording becoming available for the final session;
• completed each daily build checkpoint published as part of the curriculum;
• used the approved starter stack, templates and tooling nominated in the Course, unless orcalumi approved an alternative in writing;
• requested support through the designated Course channels before the final Live Session if they were blocked;
• spent the stated guided homework time in good faith, currently estimated at approximately two hours per day; and
• genuinely intended at the time of enrolment and throughout the Cohort to build and deploy a Live Product.

5.3Scope and exclusions. The Friday Ship Guarantee does not apply where the Participant:

• enrolled primarily to observe, learn, research, benchmark, review, copy, teach, consult on, or assess the Course rather than to build and deploy a Live Product;
• chose not to deploy for personal, commercial or strategic reasons unrelated to the Course, including a decision to pause, pivot, abandon the idea, keep the product private or delay launch;
• was unable to deploy because of a failure, decision or omission by the Participant that is not the responsibility of orcalumi, including failure to set up accounts, pay for required Third-Party Tools, supply credentials, follow setup instructions, use the approved stack or commit the required time;
• selected an idea, product, scope or feature set outside the reasonable scope of the Course, including a product that requires regulatory approval, specialist professional certification, hardware, native mobile development, complex enterprise integrations, high-risk legal/medical/financial use, or a build that cannot reasonably be deployed to a public or shareable URL during the Cohort;
• already had a working version deployed to a preview, staging, private, password-protected or public URL such that public deployment was technically available but the Participant chose not to complete it; or
• was prevented from deploying because of an outage, restriction, suspension, account issue, pricing change, policy change or other issue caused by a Third-Party Tool outside orcalumi’s reasonable control.

5.4Claiming the guarantee. To claim under the Friday Ship Guarantee, the Participant must submit a written request to orcalumi at the contact address in clause 17 within fourteen (14) days after the final Live Session of the Cohort. The request must include reasonable evidence of compliance with clause 5.2, including build checkpoints, attendance or recording-completion evidence, deployment attempts, support requests and a description of the issue preventing deployment.

5.5orcalumi will assess guarantee requests acting reasonably and in good faith and may request further information. Approved refunds will be paid within twenty-one (21) days to the original payment method where practical. Approved retakes will be allocated to the next available Cohort at the same Tier, subject to capacity.

5.6No other refunds.Subject to the Participant’s Non-Excludable Rights, no refunds are available outside the Friday Ship Guarantee and clause 5.7. In particular, refunds are not available for change of mind, inability to attend Live Sessions, dissatisfaction with Third-Party Tools, failure to complete homework or checkpoints, loss of access caused by the Participant, or commercial outcomes not being achieved.

5.7Cancellation before start.A Participant may cancel their enrolment before the Cohort start date and receive either (a) a full refund if the cancellation is made at least seven (7) days before the Cohort start date, or (b) a credit equal to the Fees paid towards a future Cohort if the cancellation is made within seven (7) days before the Cohort start date. This clause does not limit the Participant’s Non-Excludable Rights.

6. Intellectual Property

6.1orcalumi ownership. All intellectual property rights in and to the Course, Course Materials, the Vault, all templates, Claude Skills, Claude Code Routine templates, scheduled-task templates, prompt libraries, scripts, starter repositories, checklists, workflows, recordings, slides, written materials, visual assets, frameworks, methodologies, brand, name and logos (collectively, orcalumi IP) are and remain the property of orcalumi or its licensors. No title to, or ownership of, orcalumi IP passes to the Participant under these Terms.

6.2Limited learning and business-use licence.Subject to payment of the Fees and ongoing compliance with these Terms, orcalumi grants the Participant a personal, worldwide, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Course Materials solely for the Participant’s own internal learning and to build, operate and grow the Participant’s own bona fide business or product.

6.3Starter code, templates, Skills and Routines.Where Course Materials include starter code, repositories, Claude Skills, Claude Code Routines, scheduled-task templates, prompt templates, scripts, checklists, brand briefs, PRD templates or similar assets, the Participant may copy, adapt and incorporate those assets into the Participant’s own bona fide business or product. The Participant must not resell, distribute, publish, package, sublicense or make those assets available as standalone resources, template packs, courses, workshops, paid communities, software libraries, prompt libraries, AI-agent libraries or competing offerings.

6.4Prohibited uses. The Participant must not, and must not permit any other person to, directly or indirectly:

• sell, resell, sub-license, rent, lease, distribute, publish, share, upload or otherwise make available any orcalumi IP, in whole or in part, whether or not modified, to any third party;
• copy, reproduce or duplicate any orcalumi IP other than as strictly necessary to use it personally under the licence in clause 6.2 and 6.3;
• use orcalumi IP to create, deliver, promote, market or sell any competing course, cohort, bootcamp, workshop, coaching program, newsletter, paid community, consulting service, template library, prompt library, agent workflow library or similar offering;
• remove, alter or obscure any proprietary, copyright, trademark or attribution notice on any orcalumi IP;
• record, screen-record, transcribe, screenshot-scrape or otherwise reproduce any Live Session, except for personal notes or where expressly authorised by orcalumi in writing;
• use any orcalumi IP to train, fine-tune, distil, ground, benchmark or evaluate any machine-learning model, large language model, embedding, retrieval system or AI agent other than for the Participant’s own personal, non-commercial experimentation within the Course;
• scrape, extract, text-mine or systematically harvest any orcalumi IP; or
• share login credentials, Cohort invitations, recordings, Vault access or Course access with any person who is not an enrolled Participant.

6.5Participant work product. Subject to clauses 6.1 to 6.4, the Participant retains ownership of the business, product, brand, code, content, data, strategy and other materials the Participant independently creates or materially develops during the Course (Participant IP). Participant IP does not include orcalumi IP, Third-Party Tools, open-source components or third-party intellectual property embedded in, linked from or used by the Participant’s product.

6.6Licence to deliver the Course. The Participant grants orcalumi a non-exclusive, royalty-free, worldwide licence to use, reproduce, review and display Participant IP to the limited extent reasonably necessary to deliver the Course, provide feedback, answer support requests, run Demo Day, or administer the Cohort.

6.7Promotional use.Unless the Participant opts out in writing at the time of enrolment or later by contacting orcalumi, the Participant grants orcalumi a non-exclusive, royalty-free, worldwide licence to reference the Participant’s name, business name, logo, public product URL, screenshots, demo clips and a high-level description of the Participant’s product for promotional purposes, including case studies, social media, website, sales pages and launch amplification. orcalumi will use reasonable efforts not to disclose confidential product details or feature specific personal information beyond what the Participant has made public or approved.

6.8Open-source and third-party components. The Course may reference or use open-source software, third-party SDKs, APIs, MCP servers and other third-party components. Those components are governed by their own licences and terms. The Participant is responsible for checking and complying with any applicable third-party or open-source licence before using, modifying, deploying or commercialising their product.

6.9AI-generated outputs.Rights in outputs generated through Third-Party Tools, including AI systems, may be affected by the terms and policies of those Third-Party Tools. The Participant is responsible for reviewing those terms and for ensuring that any AI-generated output used in the Participant’s product is lawful, appropriate, original enough for the intended use, and does not infringe third-party rights.

6.10Feedback.If the Participant provides orcalumi with suggestions, feedback, ideas or improvement requests about the Course, orcalumi may freely use, reproduce, adapt and incorporate that feedback without payment or restriction, provided it does not disclose the Participant’s confidential information.

6.11Enforcement. The Participant acknowledges that breach of this clause 6 may cause orcalumi irreparable harm for which damages alone would be an inadequate remedy, and that orcalumi may seek urgent injunctive relief in addition to any other remedies available at law or in equity.

7. Third-Party Tools and AI Outputs

7.1The Course references and may require use of Third-Party Tools. The Participant is solely responsible for registering for and maintaining accounts with each Third-Party Tool, reading and complying with each provider’s terms of service, acceptable use policy, pricing terms and privacy policy, paying any fees, subscriptions, usage charges, API charges, extra-usage charges, payment processing fees or overages, and securing credentials, API keys, secrets, tokens and accounts.

7.2orcalumi is not the supplier, agent, reseller or representative of any Third-Party Tool provider. orcalumi makes no representation or warranty about the availability, performance, security, pricing, continuity, legality, accuracy, uptime, regulatory compliance, outputs, quotas, free-tier limits or fitness for purpose of any Third-Party Tool, and is not liable for any change, outage, breach, loss, deprecation, price change, unexpected charge, usage limit, API limit, account suspension, discontinuation, hallucination, inaccurate output or unexpected behaviour of a Third-Party Tool.

7.3Third-Party Tools, especially AI tools and MCP servers, may take actions, access data or produce outputs that carry security, privacy, legal, financial or operational risk. The Participant must review tool calls, code changes, payment actions, database actions, generated content, AI outputs and deployment steps before relying on or publishing them.

7.4The Participant must not connect production systems, live customer data, personal banking data, regulated data, sensitive personal information, confidential third-party information or production payment environments to Course demonstrations, shared sessions, AI agents or MCP servers unless the Participant has independently assessed the risks and has all necessary permissions, safeguards and legal rights to do so.

7.5Outputs generated by large language models and other AI systems are probabilistic and may be inaccurate, incomplete, biased, insecure, misleading, infringing or out-of-date. The Participant must apply their own judgment and obtain professional advice before relying on any AI output for legal, financial, tax, medical, regulatory, compliance, safety-critical or commercial decisions.

8. Participant Conduct and Security

8.1The Participant must use the Course, Live Sessions, community channels, shared boards, orcalumi-provided environments and Third-Party Tools in a lawful, respectful and professional manner.

8.2The Participant must not:

• harass, intimidate, threaten, vilify, discriminate against or abuse any other Participant, instructor or member of orcalumi’s team;
• disclose, misuse or exploit the confidential business ideas, product plans, code, data or personal information of any other Participant;
• upload or share material that is illegal, infringing, defamatory, obscene, hateful, unsafe, deceptive or malicious;
• upload or share malware, credential harvesters, exploit code or material intended to compromise any system;
• attempt to probe, scan, overload, disrupt or compromise any orcalumi system, participant system or Third-Party Tool;
• use Course access or Course Materials to further any illegal, fraudulent, deceptive, harmful or high-risk scheme; or
• connect sensitive or production systems to any demonstration environment or shared session in a way that exposes data to other Participants or unauthorised persons.

8.3orcalumi may, acting reasonably and subject to Non-Excludable Rights, suspend or remove a Participant who breaches this clause 8 or who undermines the safety, quality or learning experience of the Cohort. Where removal is for serious or repeated breach, no refund is payable except where required by law.

9. Support and Communication

9.1orcalumi provides support through the channels specified for each Tier, such as Live Session Q&A, community channels, shared troubleshooting boards, office hours and, for Advanced Tier Participants, a scheduled 1:1 session.

9.2orcalumi aims to respond to support questions within two (2) Business Days of receipt. This is a target, not a guarantee. Response times may be longer during peak periods, including the week leading up to a Cohort, during a Cohort and during public holidays.

9.3Support is scoped to the matters covered by the Course. The Fees do not include unlimited coaching, bespoke development, debugging of unrelated projects, emergency launch support, production incident response, professional advice, or ongoing operational support after the applicable access period ends.

9.4The Participant is responsible for monitoring the email address used at enrolment and any nominated community channel for Course notices, setup instructions, schedule updates, Zoom links, homework and support responses.

10. Recordings, Images and Privacy

10.1Live Sessions may be recorded, including audio, video, chat, participant questions and screen share. By participating in a Live Session, the Participant consents to being recorded.

10.2orcalumi may use recordings to deliver the Course to Participants who could not attend live, make recordings available to enrolled Participants for the relevant access period, improve future Cohorts, respond to support requests and create limited promotional excerpts. orcalumi will use reasonable efforts to avoid featuring a specific Participant externally without consent.

10.3If the Participant does not wish to appear in a recording, they should keep their camera and microphone off, use chat for questions where practical, and avoid screen-sharing personal or confidential material.

10.4The Participant must not record, screen-capture, transcribe or redistribute any Live Session, except for personal note-taking, unless expressly authorised by orcalumi in writing.

10.5orcalumi collects, uses, stores and discloses personal information in accordance with its Privacy Policy, available at https://www.fivedayfounder.com or https://orcalumi.ai, as updated from time to time. By enrolling, the Participant consents to the handling of personal information as described in that policy.

11. Australian Consumer Law and Disclaimers

11.1Non-Excludable Rights. Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred by the Australian Consumer Law (Schedule 2 to the Competition and Consumer Act 2010 (Cth)) or any other applicable law that cannot lawfully be excluded, restricted or modified (Non-Excludable Rights).

11.2Where permitted by law and where the services are not of a kind ordinarily acquired for personal, domestic or household use, orcalumi’s liability for breach of a Non-Excludable Right is limited to re-supplying the services or paying the cost of having the services re-supplied.

11.3No guarantee of commercial outcomes. The Friday Ship Guarantee is limited to deployment of a Live Product on the terms set out in clause 5. Beyond that, orcalumi does not represent, warrant or guarantee that the Participant will build a successful business, generate revenue, profits or investment, achieve any particular market response, acquire customers or users, secure partners or investors, or obtain any particular commercial outcome.

11.4Not professional advice. The Course and Course Materials are educational in nature and do not constitute legal, financial, tax, accounting, investment, regulatory, engineering, medical, privacy, cybersecurity or professional advice. The Participant must obtain independent professional advice before acting on any matter that may have legal, financial, tax, regulatory, privacy, security or commercial consequences.

11.5The Participant is solely responsible for the business, product, service, content, code, pricing, claims, privacy practices, terms, security and compliance of any product they build, deploy, sell or operate during or after the Course.

12. Limitation of Liability and Indemnity

12.1Subject to Non-Excludable Rights and to the maximum extent permitted by law, orcalumi’s total aggregate liability to the Participant under or in connection with the Course and these Terms, whether in contract, tort, under statute or otherwise, is limited to the amount of Fees actually paid by the Participant for the relevant Cohort.

12.2Subject to Non-Excludable Rights, orcalumi is not liable for any indirect, special, consequential, incidental or punitive loss or damage; loss of revenue, profits, business, goodwill, opportunities, anticipated savings or data; or loss arising from Third-Party Tools, AI-generated outputs, unexpected third-party charges, participant products, production systems, payment systems, security incidents or commercial decisions, even if orcalumi has been advised of the possibility of that loss.

12.3The Participant indemnifies and will keep indemnified orcalumi and its personnel against liabilities, losses, damages, costs and expenses, including reasonable legal fees, arising from or in connection with:

• the Participant’s breach of these Terms;
• the Participant’s use of Third-Party Tools;
• any product, service, content, code, data, workflow, automation, Skill, Routine, agent or business the Participant builds, deploys, sells or operates;
• any claim by a third party that the Participant’s activities infringe rights, breach privacy obligations, breach consumer law, breach platform terms, misuse data or cause loss; and
• any Participant decision to connect, expose or rely on production systems, customer data, payment systems, AI agents, MCP servers or automated workflows.

12.4The indemnity in clause 12.3 does not apply to the extent the liability, loss, damage, cost or expense was caused or contributed to by the negligence, wilful misconduct or breach of these Terms by orcalumi or its personnel, and is reduced proportionately to that extent.

13. Cancellation, Postponement and Force Majeure

13.1orcalumi may cancel, postpone or reschedule a Cohort if minimum enrolment numbers are not met, if the instructor is unavailable, or if delivery is prevented or materially impaired by circumstances beyond orcalumi’s reasonable control, including illness, disaster, internet or platform outage, cyber incident, labour dispute, government restriction, pandemic, Third-Party Tool outage or other force majeure event.

13.2If orcalumi cancels a Cohort in its entirety before it starts, the Participant will receive a full refund of the Fees paid or, at the Participant’s election, a transfer to a future Cohort at the same Tier. If orcalumi postpones a Cohort, the Participant may elect to attend the rescheduled Cohort or receive a full refund.

13.3orcalumi will not be liable for any other cost, loss or expense incurred by the Participant in reliance on the original schedule, including software subscriptions, domains, Third-Party Tool costs, travel, lost opportunity or time.

14. Termination

14.1orcalumi may, acting reasonably and subject to Non-Excludable Rights, suspend or terminate the Participant’s access to the Course, Course Materials and community channels if the Participant materially breaches these Terms, engages in fraudulent payment conduct, breaches clause 6 or 8, or behaves in a manner that is unsafe, abusive, unlawful or materially disruptive.

14.2Where termination is for serious or repeated breach, no refund is payable except where required by law. On termination, the licence in clause 6.2 and 6.3 terminates immediately except to the extent the Participant has already incorporated permitted starter assets into their own bona fide product in accordance with these Terms before termination.

14.3Clauses 6, 7, 8, 10, 11, 12, 15, 16 and this clause 14 survive termination, together with any other clause that by its nature is intended to survive.

15. Governing Law and Disputes

15.1These Terms are governed by the laws of New South Wales, Australia. Each party submits to the exclusive jurisdiction of the courts of New South Wales and the courts competent to hear appeals from those courts.

15.2Before commencing proceedings, other than for urgent injunctive relief or to enforce a payment obligation, the parties will attempt in good faith to resolve any dispute by direct negotiation. If the dispute is not resolved within thirty (30) days, either party may refer the dispute to a mediator agreed by the parties or, failing agreement, appointed by the President of the Resolution Institute on that institution’s standard terms.

16. General

16.1Entire agreement.These Terms, together with the Course Website description current at the time of enrolment and orcalumi’s Privacy Policy, constitute the entire agreement between the parties for the Course and supersede all prior discussions, representations or arrangements relating to the Course.

16.2Variation.orcalumi may update these Terms from time to time. The version in force at the time of a Participant’s enrolment applies to that Participant for the duration of their Cohort. Material changes affecting current Participants will be communicated to them.

16.3Severability. If any provision of these Terms is held to be unenforceable or invalid, that provision will be severed to the extent of the invalidity without affecting the remainder of these Terms.

16.4Waiver. No failure or delay by orcalumi in exercising any right under these Terms operates as a waiver of that right. A waiver is only effective if given in writing.

16.5Assignment.The Participant may not assign, transfer or sublicense any rights or obligations under these Terms without orcalumi’s prior written consent. orcalumi may assign its rights and obligations to any successor in the business or purchaser of substantially all of its assets.

16.6Relationship. Nothing in these Terms creates an employment, partnership, joint venture, agency or fiduciary relationship between the parties.

16.7Notices. Notices to orcalumi must be in writing and sent to the contact address in clause 17. Notices to the Participant may be sent to the email address the Participant provided on enrolment or through the relevant Course platform or community channel.

17. Contact

17.1Questions, notices and refund requests should be directed to:

orcalumi
ABN 49 294 045 089
Email: hello@orcalumi.ai
Course Website: https://www.fivedayfounder.com
Business Website: https://orcalumi.ai