1. Introduction and Acceptance
These Terms and Conditions ("Terms") constitute a legally binding agreement between you ("User", "you", or "your") and LumiCore Energy Limited, a company incorporated under the Companies and Allied Matters Act (CAMA) 2020 of the Federal Republic of Nigeria ("LumiCore", "we", "us", or "our"), governing your access to and use of the LumiCore field management platform, web application, mobile applications, APIs, and all related services (collectively, the "Platform").
By registering an account, accepting an invitation, or otherwise accessing the Platform, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are accessing the Platform on behalf of a company or organisation, you represent that you have the authority to bind that entity to these Terms.
If you do not agree to these Terms, you must immediately cease using the Platform.
2. Definitions
In these Terms, the following definitions apply:
- "Account" means the unique login credentials created to access the Platform.
- "Administrator" means a User designated by an Organisation to manage access, roles, and settings within their workspace.
- "Content" means all data, reports, records, files, text, and other materials uploaded, entered, or generated through the Platform by Users.
- "Organisation" means the company or entity that has subscribed to LumiCore on behalf of its team members.
- "Subscription" means the paid or trial access plan purchased by an Organisation to use the Platform.
- "User" means any individual who accesses the Platform under an Organisation's Subscription.
- "Intellectual Property" means all patents, copyrights, trademarks, trade secrets, software, algorithms, designs, and other proprietary rights owned or licensed by LumiCore.
3. Account Registration and Security
3.1 To use the Platform, you must register an Account using accurate, current, and complete information. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your Account.
3.2 You must notify LumiCore immediately at security@lumicorenergy.com if you suspect any unauthorised access to or use of your Account.
3.3 LumiCore reserves the right to suspend or terminate any Account where there is evidence of fraudulent, abusive, or unauthorised use, without prior notice and without liability.
3.4 You may not share your login credentials with any third party. Each User must have their own individual Account.
4. Subscription and Payment Terms
4.1 Access to the Platform is provided on a subscription basis. Pricing, billing cycles, and applicable fees are set out on our Pricing page and may be updated from time to time with reasonable notice.
4.2 A 7-day free trial is available to new Organisations. No payment is required during the trial period. At the end of the trial, continued access requires a valid Subscription.
4.3 All fees are quoted in United States Dollars (USD) unless otherwise agreed in writing. Payments are due in advance of the billing period to which they relate.
4.4 LumiCore reserves the right to suspend access to the Platform if payment is not received within 14 days of the due date, following written notice to the Organisation's billing contact.
4.5 All fees paid are non-refundable except where expressly required by applicable Nigerian consumer protection law, including the Federal Competition and Consumer Protection Act (FCCPA) 2018.
4.6 LumiCore may adjust its pricing at any time by giving not less than 30 days' written notice to the Organisation's registered email address.
5. Acceptable Use
5.1 You agree to use the Platform solely for lawful purposes and in accordance with these Terms. You must not use the Platform:
- In any way that violates applicable Nigerian federal or state laws or regulations, including the Cybercrimes (Prohibition, Prevention, Etc.) Act 2015;
- To transmit any unsolicited or unauthorised advertising or promotional material;
- To upload or transmit any malicious code, viruses, worms, or any software intended to damage or interfere with the Platform;
- To attempt to gain unauthorised access to any part of the Platform, its servers, or any systems connected to it;
- To reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Platform;
- To scrape, crawl, or extract data from the Platform by automated means without prior written consent from LumiCore;
- To sublicense, resell, or otherwise provide access to the Platform to third parties not covered by your Subscription;
- To misrepresent your identity or affiliation in connection with the Platform.
5.2 LumiCore reserves the right to investigate and take appropriate legal or technical action against any User who violates this clause, including referral to relevant law enforcement authorities.
6. Intellectual Property and Copyright
6.1 The Platform, including all software, source code, algorithms, databases, user interfaces, designs, graphics, logos, trademarks, and all content created by LumiCore, is the exclusive property of LumiCore Energy Limited and is protected under the Copyright Act (Cap C28 LFN 2004, as amended) and applicable international intellectual property treaties to which Nigeria is a signatory, including the Berne Convention for the Protection of Literary and Artistic Works.
6.2 The name "LumiCore", the LumiCore logo, and all related marks are proprietary trademarks of LumiCore Energy Limited. You may not use, reproduce, or display these marks without express prior written consent from LumiCore.
6.3 LumiCore grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for your internal business operations during the term of your active Subscription. This licence does not include the right to sublicense, copy, modify, distribute, sell, or create derivative works from any part of the Platform.
6.4 All rights not expressly granted under these Terms are reserved by LumiCore Energy Limited.
6.5 You retain ownership of all Content that you upload or generate through the Platform. By submitting Content, you grant LumiCore a limited, worldwide, royalty-free licence to host, store, and process that Content solely for the purpose of delivering the Platform's services to you.
6.6 LumiCore will not use your Content for any purpose other than providing the Platform, including for training machine learning models, without your explicit written consent.
7. Data Protection and Privacy
7.1 LumiCore processes personal data in accordance with the Nigeria Data Protection Act (NDPA) 2023 and the regulations issued thereunder by the Nigeria Data Protection Commission (NDPC). Our full Privacy Policy is available at lumicorenergy.com/privacy.
7.2 LumiCore implements appropriate technical and organisational measures to protect personal data against unauthorised access, disclosure, alteration, or destruction, in accordance with Article 24 of the NDPA 2023.
7.3 As the Organisation subscribing to LumiCore, you are the Data Controller for the personal data of your Users and field personnel entered into the Platform. LumiCore acts as a Data Processor on your behalf.
7.4 You are responsible for ensuring that your team members are informed about how their data is processed and that appropriate consents or legitimate bases exist for such processing.
8. Confidentiality
8.1 Each party agrees to keep confidential all non-public information disclosed by the other party in connection with these Terms ("Confidential Information"), and not to disclose such information to any third party without the prior written consent of the disclosing party.
8.2 This obligation of confidentiality does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party prior to disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by law or by order of a court of competent jurisdiction.
8.3 LumiCore's confidentiality obligations with respect to your operational data are further governed by our Data Processing Agreement, available upon request.
9. Service Availability and Uptime
9.1 LumiCore will use commercially reasonable efforts to ensure the Platform is available 99.5% of the time in any given calendar month, excluding scheduled maintenance windows communicated in advance.
9.2 LumiCore does not guarantee uninterrupted, error-free, or completely secure access to the Platform. The Platform is provided on an "as is" and "as available" basis.
9.3 LumiCore reserves the right to perform scheduled maintenance and will endeavour to do so outside of core business hours (08:00–18:00 WAT, Monday–Friday). Users will be notified at least 24 hours in advance of planned downtime where possible.
10. Disclaimers and Limitation of Liability
10.1 To the fullest extent permitted by Nigerian law, LumiCore expressly disclaims all warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
10.2 LumiCore shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of data, business interruption, or loss of goodwill, arising out of or in connection with your use of the Platform, even if LumiCore has been advised of the possibility of such damages.
10.3 LumiCore's total aggregate liability to you for any claim arising under or in connection with these Terms shall not exceed the total Subscription fees paid by your Organisation to LumiCore in the 12-month period immediately preceding the event giving rise to the claim.
10.4 Nothing in these Terms shall exclude or limit liability for fraud, gross negligence, wilful misconduct, death, or personal injury caused by LumiCore's negligence, or any other liability that cannot be excluded or limited under applicable Nigerian law.
11. Indemnification
You agree to indemnify, defend, and hold harmless LumiCore, 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 related to: (a) your use of or access to the Platform; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; or (d) any Content you submit, post, or transmit through the Platform.
12. Term and Termination
12.1 These Terms remain in effect for as long as your Subscription is active or you continue to use the Platform.
12.2 Either party may terminate these Terms by giving 30 days' written notice to the other party. LumiCore may terminate immediately upon written notice if you: (a) materially breach these Terms and fail to cure such breach within 14 days of notice; (b) become insolvent or are subject to any insolvency proceedings; or (c) engage in fraudulent or illegal activity in connection with the Platform.
12.3 Upon termination, your right to access the Platform will cease immediately. LumiCore will make your Content available for export for a period of 30 days following termination, after which it may be deleted in accordance with our data retention policy.
12.4 Clauses relating to intellectual property, confidentiality, limitation of liability, indemnification, and governing law shall survive the termination of these Terms.
13. Modifications to the Platform and Terms
13.1 LumiCore reserves the right to modify, suspend, or discontinue any feature or part of the Platform at any time, with or without notice, provided that LumiCore will make reasonable efforts to notify Organisations of material changes.
13.2 LumiCore may update these Terms from time to time. The revised Terms will be posted on this page with an updated effective date. Continued use of the Platform following the posting of revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Platform and may terminate your Subscription in accordance with Clause 12.
14. Governing Law and Dispute Resolution
14.1 These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law principles.
14.2 Any dispute, controversy, or claim arising out of or in connection with these Terms, or the breach, termination, or invalidity thereof, shall first be submitted to good faith negotiation between the parties for a period of 30 days from written notice of the dispute.
14.3 If the dispute is not resolved through negotiation, either party may refer the matter to arbitration in accordance with the Arbitration and Conciliation Act (Cap A18 LFN 2004), as amended. The seat of arbitration shall be Lagos, Nigeria, and the proceedings shall be conducted in English.
14.4 Nothing in this clause prevents either party from seeking urgent injunctive or other equitable relief from a court of competent jurisdiction in Nigeria to prevent irreparable harm.
15. Miscellaneous
Severability: If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will continue in full force and effect.
Entire Agreement: These Terms, together with our Privacy Policy and any executed Order Form or Data Processing Agreement, constitute the entire agreement between you and LumiCore with respect to the Platform and supersede all prior agreements, representations, and understandings.
Waiver: LumiCore's failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
Assignment: You may not assign or transfer your rights or obligations under these Terms without LumiCore's prior written consent. LumiCore may assign these Terms or its rights hereunder without restriction.
Force Majeure: Neither party shall be liable for failure to perform its obligations under these Terms where such failure results from circumstances beyond its reasonable control, including acts of God, government actions, power outages, or internet disruptions.
16. Contact Information
If you have any questions about these Terms and Conditions, please contact us: