**Note these terms do not apply to Momentum Club, Alumni Program, or our Private Coaching Program. If you wish to join either of those Programs, please contact us. All members of those programs will be sent separate Coaching Agreements which will set out the terms and conditions of those particular programs.

These terms and conditions (“Ts&Cs”) are a contract between you and Digital Impact Enterprise LLC of 1401 Brickell Avenue, Suite 330, Miami, Florida, 33131, USA ("Company", “We”, “Us”, “Our”).

"Program" means the Accelerator Program, Accelerator Lab, Content Marketing Club, Private Coaching Intensives, Ultimate Content Vault, Get 10x More Nutrition Clients from Instagram, InstaProfit Bootcamp, or any other digital products sold by Us.

"You" or "Your" means the purchaser and person joining the Program.

These Ts&Cs apply when you buy products and/or services from us. Please read them carefully together with any other rules or guidelines that are posted onto our Website or otherwise notified to you from time to time. These Ts&Cs and the rules/guidelines are together referred to as the “Terms”.

1. YOUR RESPONSIBILITIES

1.1 What you must do: We require you to:
(a) be on time for any Private Coaching Sessions or Group Coaching calls (if applicable);
(b) be courteous and respectful to us, our Associates, Coaches and fellow students at all times;
(c) complete any forms and documentation requested by us in a timely manner and ensure all information you provide about yourself is complete, up-to-date and accurate (including contact details) and update that information as required, and ensure you advise us of anything else that may be relevant for us to know when providing Products and Services to you;
(d) deal with us in good faith;
(e) where applicable, keep confidential and secure any online login and passwords and not share your login details with any other person.
(f) comply with all applicable laws and these Terms; and

1.2 Where you are based overseas: Where you are based outside of USA, it is your responsibility to ensure that the Products and Services ordered by you can be ordered, imported, and used in the territory where you are based. We will not be responsible for any orders not being permitted to be provided to you because of the local laws in your area.

1.3 Refusal to Service: If you don’t comply with these Terms, we may at our sole discretion, cease providing Products and Services to you.

2. ORDERS, FEES AND PAYMENT TERMS

2.1 Orders: You can purchase Products and Services directly via www.charlynooi.com and www.charlynooi.mykajabi.com (“Website”).

2.2 Delivery: Digital Products will be delivered to the email address you provide in your order. Some products will be accessible on our online portal. Where applicable, you will receive a link and login details. Unless specified otherwise, all Services will be delivered online, via video conference services such as Zoom, or over the phone. You are responsible for ensuring you have access to a computer, a phone and a reliable internet connection, to access and benefit from the Products and Services. We note some Services (i.e., VIP in In-Person Intensives) may be delivered in person at agreed locations overseas.

2.3 Fees: The fees for our Products and Services are as set out on the Website (if applicable) or otherwise provided by us in writing from time to time. All fees are quoted in US Dollars or Australian Dollars unless indicated otherwise. Where GST is payable, it will be added to the applicable fee. We reserve the right to change our fees at any time upon notice to you. If you are based outside of USA, you are responsible for all customs and import taxes and duties imposed on your orders, if any.

2.4 Payment: Our payment terms vary, depending on the Products or Services that your buy. You agree to pay for the Products and Services in accordance with the relevant payment terms notified to you from time to time.

2.5 Instalments: If you choose to pay the Fee via instalments (“Payment Plan”), you will be enrolled in a direct debit arrangement with our chosen third-party provider. You hereby provide Company with authorization to charge the card held on file. We will not contact you to seek additional authorization, approval, or permission before charging your card for each installment of the Payment Plan.

Payments will be deducted from your nominated account on the same date each calendar month following the first payment (example: If the first payment is made on the 15th, then each subsequent monthly payment is due by the 15th of the following month).

By choosing the Payment Plan, you agree and understand that the Program Fee are owed in full. You are responsible for making all scheduled payments on time, and no payment adjustments or cancellations will be accepted after enrolling in the plan.

2.6 Failure to Pay: If you fail to pay the Fee (including any instalment of such), this shall be considered a breach of Agreement. In this case, no sessions will be held and your access to the Program will be suspended until payment is made. Where subsequent re-enrolment in the Program is required, we will charge an administrative fee of $50.

2.7 Alternate Payment: Client agrees to provide a back-up card for payment in the event the payment does not process or declines.

2.8 Refund Policy: We are committed to providing a high-quality service and resources (within reason) to ensure your satisfaction. You acknowledge that you have thoroughly and carefully considered the cost and the value of joining Program prior to making this commitment to invest. Due to the digital nature of our Program and Services and the immediate access provided, which includes downloadable videos, digital content and documents, streaming videos, online training portal access, coaching sessions, and/or client and coaches’ interactions through online or video conference call sessions, all fees paid are non-refundable. No refunds will be provided for any unused Coaching Sessions.

Should you have any concerns or questions, or anything we can do to make your experience a more pleasant one, please contact us at info@charlynooi.com.

2.9 Content Marketing Club Cancellation: You may cancel your membership at any time by emailing us at info@charlynooi.com at least 3 business days' prior to your next billing cycle. You will continue to have access to the Content Marketing Club until the end of your current billing cycle. We are not responsible should your card be charged due to late cancellation notice, especially if you sent the email outside of office hours or over the weekend. Upon cancellation, no further charges will be made, and your access to all member resources will terminate at the end of the paid period. No prorated refunds will be issued for the remaining days of the current billing cycle.

2.10 Reactivation of Cancelled Membership: If you cancel your Content Marketing Club membership and wish to rejoin at a later date, you may re-subscribe at the then-current membership rate. Please note that if you were a Founding Member, any specific rates or offers you received upon initial enrollment may no longer apply upon rejoining.

2.11 Membership Pause Option:  We understand that situations may change. If you need a temporary break from the membership, you have the option to pause your membership for up to 30 days instead of canceling which may result in you losing any benefits or Founding Member rates which you had access to as part of your current enrollment period. During this period, you billing will be paused, and you will not have access to the membership content until you reactivate.

2.12 No Chargeback Policy: Chargebacks are not a solution to dissatisfaction or refund requests. If you are unsatisfied for any reason, please reach out to us at info@charlynooi.com to resolve the issue. Any chargebacks initiated without first contacting our team will be considered a breach of this agreement and may result in your account being blocked from future purchases and services.

3. WARRANTIES

3.1 Warranties: The Services provided to the Client by the Company under this Agreement are to be provided on an “as-is” basis, without any warranties or representations express, implied or statutory; including, without limitation, warranties of quality, performance, non-infringement, merchantability or fitness for a particular purpose.

3.2 Consumer Guarantees: Coaching and mindset work can help to develop long term growth and success. However, please note individual results vary. Much of the success of the Program depends on you, as you are ultimately and solely responsible for your actions and results. As such please note we do not warrant or guarantee any specific results or outcomes of the Program. While we may discuss strategic goals with you, we do not warrant or guarantee that such goals will be achieved. Any indications given are examples and are based on experience. These must not be relied on to predict future results. You agree that you have not relied on any warranty, guarantee or representation given by us in entering into this Agreement.

3.3 Limitation of Liability: If it is legally permitted to do so, where we are liable for a breach of a Non-Excludable Term, our liability is limited to (at our sole discretion): (a) in the case of goods, replacing the goods or supplying equivalent goods; (b) in the case of services, supplying the services again or paying the cost of supplying the services again.

3.4 Product Descriptions are not Warranties: Product descriptions are for the sole purpose of identifying products. They do not constitute a warranty.

3.5 No Guarantee of Outcomes: Please note individual results from business coaching and mentoring vary. You are ultimately and solely responsible for any actions you take following purchase and use of our Products and Services. Therefore, we do not make any representations or warranties as to results or outcomes (including, for example, increase in income or business success) as a result of using our Products and Services and/or following our advice or recommendations.

3.6 Consequential Loss: We are not liable for any Consequential Loss suffered by any person.

3.7 Your Liability: You agree that if you breach these Terms, or any liabilities are incurred by us arising out of your use of the Products and Services, you will be responsible for the costs and expenses that we and our Associates incur as a result of the breach, including reasonable legal fees (if applicable). Furthermore, we are not liable for any information, on our Website or elsewhere, being inaccurate, incomplete, or not up to date; any breach by you of these Terms; any misuse of the Products or Services or any breach of other laws by you.

4. INTELLECUAL PROPERTY RIGHTS

4.1 Intellectual Property: Unless otherwise indicated, as between you and us, we own all right, title, and interest (including Intellectual Property Rights) in any information provided to you in the delivery of our Products and Services including without limitation any information on our Website. Your use of our Products and Services, and your submission of personal information to us, does not grant or transfer to you any rights in our Products or Services.

5. CONFIDENTIALITY

5.1 Confidentiality: Your use of the Products and Services is for personal purposes only. You agree not to distribute, publish, duplicate, copy, create, sell or share portions of the Products or Services, use the Products or Services for any commercial purposes or for your own financial gain or for any purpose that may amount to competition with our business. You also understand that certain Products and Services (for example e-books, course materials, or other educational materials created by us in any form whatsoever) may contain information deemed as confidential by us and you agree to not disclose this information without our permission and written consent (which may be withheld in our absolute discretion).

5.2 No Recordings: You are not permitted to make any recording (including audio visual and still photography) of any Private Coaching Sessions or Group Coaching Calls without our expressed permission, which may be subject to further agreement and fees.

6. DISPUTE RESOLUTION

6.1 Disputes: You agree to co-operate with us (at your own expense) in the handling of disputes, complaints, investigations or litigation that arise as a result of your use of our Products and Services including disputes, complaints, investigations or litigation that arises out of or relates to incorrect information you have given us.

6.2 Dispute Resolution: If a dispute arises between us out of this Agreement or if you are unhappy with our Services for any reason, we ask that you contact us in the first instance at info@charlynooi.com, and we will do our best to resolve the issue to our mutual satisfaction quickly and efficiently.

If we are unable to resolve it within thirty (30) days, any controversy or dispute to this Agreement will be submitted to the American Arbitration Association. The Arbitration shall occur within ninety (90) days from the date of the initial arbitration demand and shall take place in Florida, or via telephone. The Parties shall cooperate in exchanging and expediting discovery as part of the arbitration process and shall cooperate with each other to ensure that the arbitration process is completed within the ninety (90) day period. The written decision of the arbitrators (which will provide for the payment of costs, including attorneys’ fees) will be absolutely binding and conclusive and not subject to judicial review, and may be entered and enforced in any court of proper jurisdiction, either as a judgement of law or decree in equity, as circumstances may dictate. Each of us agrees that we will not commence any proceedings in a Court or Tribunal until we have complied with this clause (unless of course we’re seeking interlocutory relief).

7. SHARING OF TESTIMONIALS

7.1 Testimonials: If you provide us with a testimonial (in writing or verbally, such as during a Private Coaching Session or Group Coaching Call), you agree that we may share your testimonial to promote our Products and Services. We will anonymize the testimonial, unless we have your consent to share your name and/or photograph, or unless the testimonial was freely given by you in a public forum where your name and photograph are identified such as Facebook, Instagram, etc., in which case you agree we may use or share that publicly shared testimonial for our own marketing purposes.

8. RECORDING OF CALLS

8.1 Recording of Calls: You acknowledge that Private Coaching Sessions and Group Coaching Calls will be recorded by us. If applicable, the Group Coaching Calls are uploaded to the Program Portal solely for the purposes of training and education of you and other members of the Program. These recordings will be removed from the Program Portal after one month from the date of recording. Private Coaching Sessions will be recorded and sent to you for you to use for your own personal purposes.

9. RELEASE

9.1 Release: Where you have purchased a program from us, you acknowledge that during the program, we may take photographs, videos, or audio recording that may be used for future commercial or non-commercial purposes by us. You agree and understand that by participating in the program, you consent to being recorded and photographed, and to the use of your likeness, writing, and voice in any media in perpetuity by us for whatever purpose as we see fit. You agree that we may use any written statements, images, audio, and video recordings of you obtained while enrolled in the program. This includes any content we may publish to social media accounts and online forums, as well as any statements, images, or recordings, captured about your participation in the program.

9.2 Release and Waiver: You agree to waive any right to payments, royalties, or any other consideration for our use of such written statements, images, audio, and video recordings. You agree to waive the right to inspect or approve the finished product used by us. We are hereby held harmless, released, and forever discharged from all claims, demands, and causes of action which you, your heirs, representatives, executors, administrators, or any other persons acting on your behalf or on behalf of your estates have or may have by reason of this authorization.

10. THIRD PARTY PRODUCTS OR SERVICES

10.1 Third Party Services: From time to time, we may provide you with information relating to third party products or services that you request or that we believe might benefit you. Where this occurs, you agree that such information is not to be taken by you as an endorsement or recommendation by us.

10.2 Affiliate Links: We may be an affiliate for some of these third-party providers, meaning if you purchase using links or discounts we provide you, we may receive a small commission.

10.3 At your Own Risk: You agree that you make such purchases at your own risk, and we are not responsible for any adverse effects or consequences that may result, either directly or indirectly, from any information or third-party products or services you purchase via our affiliate links or otherwise.

11. GENERAL

11.1 Disclaimer: Nothing in this disclaimer will limit or exclude any liability that may not be limited or excluded by applicable law. Our Products and Services consist of coaching, mentoring and general information only. Any information or guidance provided by us is given within the scope of our expertise and is not intended to constitute or be a substitute for professional financial, legal, taxation, medical or therapy advice. We recommend you seek out personalized advice in these areas according to your needs. Ultimately you are responsible for any actions you take regarding your business and any resulting outcomes. We therefore expressly disclaim all responsibility and will have no liability for any damages, loss, injury, or liability whatsoever suffered by you or any third party because of your reliance on any information or guidance we provide you with.

11.2 Privacy: We collect, hold and store your personal information in accordance with our privacy policy. A copy of our privacy policy can be found on our Website or directly from us.

11.3 Subcontracting: We may subcontract one or more aspects of the Services, provided always that we will remain responsible for the delivery of the Services in accordance with these Ts&Cs.

11.4 Force Majeure: Neither Party will be liable to the other for any failure to perform its obligations under these Terms where such failure or delay is caused by events beyond its reasonable control, including epidemics, pandemic, quarantine, biological contamination, entry and exit restrictions, industrial disputes, strikes, lockouts, lockdowns, acts of god, acts or threats of terrorism or war (“Force Majeure”) provided such failure or delay could not have been prevented by reasonable precautions or could not have reasonably been circumvented by the non-performing Party by means of alternate sources, workarounds or by using its best endeavors. However, the foregoing does not apply if the Force Majeure event is caused by a breach of the Terms by the non-performing Party. If an event of Force Majeure occurs, we may suspend or terminate an order or booking by written notice to you.

11.5 Exclusion of the Vienna Sales Convention: The United Nations Convention on Contracts for the International Sale of Goods concluded in Vienna, Austria on 11 April 1980 does not apply to the Terms or to any individual contract of sale concluded within the framework of the Terms.

11.6 Entire Agreement: This Agreement is the entire agreement and understanding between the Parties on everything connected with the Services, and supersedes any prior understanding, arrangement, representation, or agreements between the Parties as to the Services.

11.7 Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida within the United States of America, regardless of the conflict of laws principles thereof.

12. DEFINITIONS

12.1 Definitions in these Terms:

• Accelerator Program means our 16-week online coaching program inclusive of 12 months access to the Accelerator Program Portal.
• Accelerator Program Portal means the online program portal containing program materials for purchasers of the Accelerator Program.
• Associate in relation to a Party, means the employees, officers, directors, contractors, and agents of that Party.
• Business Day means a day other than a Saturday, Sunday or a public holiday in Florida, United States of America.
• Coach means a coach who delivers coaching services and may include Charlyn Ooi and other coaches we hire or engage from time to time.
• Consequential Loss means, without limitation, indirect, consequential or remote loss or damage; special, punitive or exemplary damages, loss of profit, revenue, business opportunity, goodwill or reputation and any other special loss or damage.
• Corporations Act means the Corporations Act 2001 (Cth).
• Fee means the amount payable by you to us for our Products and Services.
• Force Majeure has the meaning given in clause 7.1 (Force Majeure).
• GST means the Goods and Services Tax as defined under the A New Tax system (Goods and Services Tax) Act 1999 (Cth).
• Group Coaching Call means an online group coaching call with a Coach;
• Intellectual Property Rights means all intellectual and industrial property or protected rights, including copyright, moral rights, patents, trademarks, trade names, confidential information, know-how, trade secrets, registered or unregistered designs, database rights and domain names, whether or not any of them is registered and including applications for registration of any such thing now or in the future in force and effect worldwide.
• Privacy Policy means our privacy policy set out on our Website from time to time.
• Private Coaching Sessions means a private coaching session with a Coach.
• Products means products made available for purchase by us from time to time which may include educational products, e-books, online courses, memberships workshops, intensives, packages and programs, and other associated products made available by us from time to time.
• Services means coaching and mentoring services including Private Coaching Sessions, and provision of our online courses, intensives, memberships, packages and programs including without limitation, the Accelerator Program.
• Warranty Period has the meaning given in clause 3.5 (Warranty).
• Website means our website, www.charlynooi.com, or www.charlynooi.mykajabi.com.

12.2 Interpretation. In these Terms, unless the context requires otherwise: (a) a word that is derived from a defined word has a corresponding meaning; (b) neither this agreement nor any part of it is to be construed against a party on the basis that the party or its lawyers were responsible for drafting it; (c) a reference to these Terms or any other agreement includes any variation, novation, supplementation or replacement of it; (d) headings are for convenience only; (e) the phrase include or similar phrases does not limit what else might be included; (f) a reference to any legislation or provision of legislation includes all amendments, consolidations or replacements and all regulations or instruments issued under it from time to time; (g) a reference to “law” means all laws in force from time to time; (h) the singular includes the plural and vice versa; (i) “in writing” includes any modes of reproducing words in legible and non-transitory form including by email and other electronic means.

 
 ATTACHMENT A – SERVICES

1. ACCELERATOR PROGRAM
The following terms apply when you order the Accelerator Program from us:
(a) Program Term: The Accelerator Program will commence on the day the first payment is received by us for the Accelerator Program and will continue until your access to the Program Portal is withdrawn (12 months after commencement of the program).
(b) Program Inclusions: The Accelerator Program includes the following:
(i) 16 weeks access to the private Accelerator Slack Community for coaching and Q&A support.
(ii) 12 months access to the Accelerator Program Portal consisting of video lessons, worksheets, workbooks, and templates, forms.
(c) Cancellation: You acknowledge that you have thoroughly and carefully considered the cost and the value of joining Program prior to making this commitment to invest. Due to the nature of our Program and Services, which includes downloadable videos, digital content and documents, streaming videos, online training portal access, coaching sessions, and/or client and coaches’ interactions through online or video conference call sessions, all fees paid are non-refundable. You are also required to complete the full payment plan as you have agreed to upon enrollment.

2. ACCELERATOR LAB
The following terms apply when you enroll in the Accelerator Lab:
(a) Program Term: The Accelerator Lab will commence on the day you purchase it and will continue on a rolling 3-monthly basis. You may terminate the subscription by giving us at least 3 Business Days’ notice prior to the next auto renew date.
(b) Program Inclusions: The Accelerator Lab includes the following:
(i) Access to the private Accelerator Slack Community for coaching and Q&A support for Program Term.
(ii) Access to the Accelerator Program Portal consisting of video lessons, worksheets, workbooks, and templates during the Program Term.

3. PRIVATE COACHING SESSIONS
(a) Expiry: Unless agreed otherwise by us in writing, all purchased Private Coaching Sessions must be used within 2 months of purchase or they are forfeited.
(b) Cancellation and Reschedule: We require 24 hours’ notice of cancellation otherwise your session is forfeited, and you will not be given a refund. Provided you give us at least 24 hours’ notice, you may reschedule your session, subject to our availability.

4. CONTENT MARKETING CLUB
The following terms apply when you enroll in the Content Marketing Club membership:
(a) Program Term: The Content Marketing Club membership will commence on the day you purchase it and will continue on a rolling monthly basis. You may cancel your membership at any time by emailing us at info@charlynooi.com at least 3 business days' prior to your next billing cycle. You will continue to have access to the Content Marketing Club until the end of your current billing cycle. Upon cancellation, no further charges will be made, and your access to all member resources will terminate at the end of the paid period. No prorated refunds will be issued for the remaining days of the current billing cycle.
(b) Program Inclusions: The Founders' Membership includes 3 Instagram Reels audio and 1 carousel post ideas sent to you each week via email. 
(c) Intellectual Property: All content, resources, templates, and materials provided to you as part of the Content Marketing Club, including but not limited to emails, downloadable assets, and social media prompts (collectively, the "Deliverables"), are the exclusive intellectual property of Digital Impact Enterprise LLC. The Deliverables are intended solely for your personal use and implementation with your own business.

By accessing these Deliverables, you agree that you will not copy, reproduce, distribute, or share any of the content with third parties, whether for commercial gain or otherwise, without the express written permission of Digital Impact Enterprise LLC. This includes, but is not limited to, sharing or distributing the content with other individuals, businesses, or on public forums or platforms. 

Unauthorized use or sharing of the Deliverables may result in immediate termination of your membership without refund and could result in legal action to protect our intellectual property rights.

If you have any questions about the use of the Deliverables or require permission for specific use cases, please contact us at info@charlynooi.com.

5. The 6-Figure Signature Program Workshop
The following Money-Back Guarantee  term apply when you enroll in The 6-Figure Signature Program Workshop:

We are committed to delivering a high-quality 3-day workshop for the The 6-Figure Signature Program Workshop. That said, we understand that your investment is a significant commitment. If, after participating, you feel that the Workshop did not deliver the value expected, we offer a 100% Money-Back Guarantee under the following conditions:

(i) Eligibility Requirements: To qualify for a refund, you must have:
- Attended all three training sessions live or watched the replays in full.
- Completed and submitted the daily worksheets provided during each session.

(ii) Refund Request Process: If you meet the eligibility requirements and still feel unsatisfied, please email us at info@charlynooi.com no later than May 26th, 2025. In your email, include the following:
- Proof of attendance or proof of having watched the replays.
- Copies of your completed worksheets for all three sections.

(iii) Refund Terms: Once we have reviewed your submission and confirmed that all eligibility criteria have been met, we will process your refund within 14 business days. No hidden fees, no hassles -- your satisfaction is our priority.

(iv) Exclusions: Refund requests submitted after May 26th, 2025, or without the required poof of participation, will not be accepted. Additionally, no refunds will be granted for failure to attend the live sessions, personal scheduling conflicts, or access the workshop due to personal technical issues (e.g. lack of internet access).

(v) Termination of Access: Upon issuance of a refund, your access to all workshop materials, replays, and related resources will be revoked immediately.


Terms of Sale Updated: 28 April 2025