These Terms and Conditions ("Agreement") govern your access to and use of the LumiCore platform and related services ("Platform") provided by LumiCore Energy ("Company", "we", "us", or "our"), a technology company incorporated under the laws of the Federal Republic of Nigeria. Please read this Agreement carefully before using the Platform.
1. Definitions
"Platform" means the LumiCore web application, APIs, and any associated software or services made available by the Company.
"Subscriber" means the company or individual that registers for and maintains a paid or trial subscription to the Platform.
"User" means any individual who accesses the Platform under a Subscriber's account, including invited team members, field personnel, and administrators.
"Subscriber Data" means all operational data, records, reports, and content uploaded to or generated within the Platform by the Subscriber or its Users.
"Subscription Period" means the duration for which a Subscriber has paid or is actively using the Platform, commencing after any applicable free trial.
2. Acceptance of Terms
By registering for, accessing, or using the Platform, you confirm that you have read, understood, and agree to be bound by this Agreement on behalf of yourself and the organisation you represent. If you do not agree to all terms herein, you must not access or use the Platform. This Agreement applies to all trial accounts, paid subscribers, and any Users operating under a Subscriber's account. Where a Subscriber invites Users to the Platform, the Subscriber warrants that each User has consented to and will comply with these terms.
3. Account Registration and Security
To access the Platform, you must register an account and provide accurate, complete, and current information. You agree to update your account information promptly if it changes. You are solely responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account.
You must notify us immediately at support@lumicorenergy.com upon becoming aware of any actual or suspected unauthorised access to your account. The Company will not be liable for any loss or damage arising from your failure to safeguard your credentials. We reserve the right to suspend or terminate accounts we reasonably believe to be compromised.
4. Free Trial
New Subscribers may access the Platform on a free trial basis for seven (7) days from the date of registration. No payment information is required to commence a trial. Trial accounts have full access to all modules included in the Full Field plan. The Company reserves the right to modify or discontinue the trial offer at any time without notice. At the end of the trial period, access will be suspended unless the Subscriber activates a paid subscription. Subscriber Data entered during the trial will be retained for 14 days after trial expiry to allow for a seamless transition to a paid plan.
5. Subscription Fees and Billing
Fees are charged on a per-well per-day basis in accordance with the pricing plan selected by the Subscriber, as published on the LumiCore pricing page. Fees are subject to change; the Company will provide at least 30 days' written notice of any price increase to existing Subscribers before it takes effect.
Billing is calculated based on the number of active wells on the Platform on each billing day. A well is considered active on any day it appears in the Subscriber's well roster, regardless of whether data was entered that day. Suspended or abandoned wells that are removed from the roster will not attract charges from the date of removal.
All fees are due in full and payable in accordance with agreed payment terms. Overdue balances may attract a late payment interest of 2% per month or the maximum permitted by applicable Nigerian law, whichever is lower. The Company reserves the right to suspend access to the Platform for accounts with outstanding balances of more than 14 days.
6. Cancellation and Refunds
You may cancel your subscription at any time by contacting our support team or through your account settings. Cancellation takes effect at the end of the current billing period unless otherwise agreed. No refunds are issued for partially used billing periods. Where the Company materially changes the Platform in a way that significantly reduces its functionality, Subscribers may request a pro-rated refund for the unused portion of any prepaid subscription period by submitting a written request within 14 days of the change.
7. Permitted Use and Prohibited Conduct
The Platform is licensed for lawful business use by upstream oil and gas operators and their authorised personnel. You agree to use the Platform only for its intended purpose and in compliance with all applicable laws and regulations, including but not limited to the Petroleum Industry Act 2021, the Nigeria Data Protection Act 2023, and any relevant industry regulations.
You must not: (a) attempt to gain unauthorised access to any part of the Platform or its underlying systems; (b) reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Platform; (c) use the Platform to store or transmit malicious code, viruses, or any material that is unlawful, defamatory, or infringes third-party rights; (d) resell, sublicense, or otherwise make the Platform available to third parties without express written consent; (e) use the Platform in any way that could impair its performance or availability for other users; or (f) circumvent any security, access control, or usage monitoring measures implemented by the Company.
8. Subscriber Data and Ownership
You retain full ownership of all Subscriber Data. By uploading or entering data into the Platform, you grant the Company a limited, non-exclusive licence to store, process, and display that data solely for the purpose of providing the Platform services to you. This licence terminates when your subscription ends.
The Company does not sell, rent, or use Subscriber Data for its own commercial purposes or for the benefit of any third party. You may request a full export of your Subscriber Data in a standard machine-readable format at any time during your active subscription, and within 30 days following termination of your account. After that period, the Company may irreversibly delete all Subscriber Data from its systems.
9. Confidentiality
Each party agrees to keep confidential any non-public information disclosed by the other party in connection with this Agreement that is designated as confidential or that reasonably should be understood to be confidential ("Confidential Information"). Neither party will disclose the other's Confidential Information to third parties or use it for any purpose other than performing obligations under this Agreement, except as required by applicable law or court order. These confidentiality obligations survive termination of this Agreement for a period of five (5) years.
10. Intellectual Property
All rights, title, and interest in and to the Platform, including all software, algorithms, designs, trademarks, trade names, and documentation, are and shall remain the exclusive property of LumiCore Energy. Subject to your compliance with this Agreement and timely payment of applicable fees, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable licence to access and use the Platform during the Subscription Period solely for your internal business operations. No licence is granted by implication. You acknowledge that you acquire no ownership interest in the Platform by virtue of this Agreement.
11. Service Availability
The Company will use commercially reasonable efforts to maintain Platform availability of at least 99.5% in any given calendar month, excluding scheduled maintenance windows. Scheduled maintenance will, where practicable, be carried out outside of peak operational hours (08:00–18:00 WAT on business days) and notified to Subscribers at least 24 hours in advance. The Company does not guarantee uninterrupted service and shall not be liable for downtime caused by factors outside its reasonable control, including internet infrastructure failures, force majeure events, or third-party service outages.
Subscribers can monitor the real-time operational status of the Platform, including any active incidents, scheduled maintenance, and historical uptime data, at lumicoreenergy.statuspage.io. The Company will publish incident updates to this page within a reasonable time of becoming aware of any service disruption.
12. Termination
Either party may terminate this Agreement at any time by giving written notice to the other. Termination by the Subscriber takes effect at the end of the current billing period. The Company may terminate or suspend access immediately and without notice if: (a) you materially breach this Agreement and fail to remedy the breach within 7 days of written notice; (b) you become insolvent, enter administration, or cease to carry on business; or (c) continued provision of the service would expose the Company to legal or regulatory liability.
Upon termination for any reason, your right to access the Platform ceases immediately. Clauses relating to intellectual property, confidentiality, limitation of liability, indemnification, governing law, and dispute resolution shall survive termination.
13. Disclaimer of Warranties
The Platform is provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, the Company disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement. The Company does not warrant that the Platform will be error-free, that defects will be corrected, or that results obtained through use of the Platform will be accurate or reliable. You assume sole responsibility for the results obtained from use of the Platform and for conclusions drawn from such use.
14. Limitation of Liability
To the maximum extent permitted by applicable Nigerian law, the Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, or business interruption, arising out of or in connection with this Agreement or your use of the Platform, even if the Company has been advised of the possibility of such damages.
The Company's total aggregate liability to you in connection with this Agreement, whether in contract, tort (including negligence), or otherwise, shall not exceed the total fees paid by you to the Company in the three (3) calendar months immediately preceding the event giving rise to the claim.
15. Indemnification
You agree to indemnify, defend, and hold harmless LumiCore Energy and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with: (a) your use of the Platform in violation of this Agreement; (b) your Subscriber Data infringing the intellectual property or privacy rights of any third party; or (c) your violation of any applicable law or regulation.
16. Force Majeure
Neither party shall be in breach of this Agreement or liable for delay in performing, or failure to perform, any of its obligations if such delay or failure results from events, circumstances, or causes beyond its reasonable control, including acts of God, government actions, war, civil unrest, epidemic, pandemic, or failure of third-party telecommunications or internet infrastructure. The affected party shall notify the other as soon as reasonably practicable and shall use all reasonable endeavours to resume performance promptly.
17. Amendments
The Company reserves the right to amend these Terms and Conditions at any time. Where changes are material, we will notify active Subscribers by email at least 14 days before the amended terms take effect. For non-material changes (such as typographical corrections or clarifications that do not affect your rights), updated terms will be published on this page with a revised effective date and will take immediate effect. Your continued use of the Platform after the effective date of any amendment constitutes your acceptance of the revised terms.
18. Governing Law and Dispute Resolution
This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria. Any dispute arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, shall first be referred to senior representatives of both parties for good-faith negotiation for a period of 30 days.
If the dispute is not resolved within that period, it shall be submitted to arbitration in Lagos, Nigeria, in accordance with the Arbitration and Conciliation Act (Cap A18, Laws of the Federation of Nigeria 2004) or its successor legislation. The arbitration shall be conducted in English by a sole arbitrator agreed upon by both parties. The arbitrator's award shall be final and binding.
19. General Provisions
Entire Agreement. This Agreement, together with any order forms or subscription confirmations, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, representations, and understandings.
Severability. If any provision of this Agreement is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be severed and the remaining provisions shall continue in full force and effect.
Waiver. No failure or delay by either party in exercising any right or remedy under this Agreement shall constitute a waiver of that right or remedy.
Assignment. You may not assign or transfer any of your rights or obligations under this Agreement without the prior written consent of the Company. The Company may assign this Agreement to a successor entity in connection with a merger, acquisition, or sale of all or substantially all of its assets.
20. Contact
Questions or notices regarding these Terms and Conditions should be directed to:
LumiCore Energy
Lagos, Nigeria
Email: support@lumicorenergy.com
