1. Scope

These Terms & Conditions (“T&Cs”) apply to all subscriptions and services provided by Lumii Energytech Ltd (“Lumii”) under the Commercial Agreement.

2. Services

•Lumii provides analysis and insights from an energy perspective only. Lumii does not provide legal advice on contracts, and Customers must consult their own legal counsel for advice and validation of Lumii’s views or suggestions.

•Lumii is not a broker. Lumii facilitates contract renewals and procurement processes for and on behalf of the Customer.

•Add-on services may be offered separately to extend functionality and will be billed in addition to the Customer’s plan.

3. Data licence and use

•The Customer grants Lumii and its business partners a worldwide, irrevocable, royalty-free, non-exclusive licence to:

•Use and retain all data uploaded to the platform or provided to Lumii;

•Apply the data in modelling, benchmarking and profiling algorithms;

•Share the data (raw, aggregated, or anonymised) with third parties where required for delivering services, compliance, or regulatory reporting.

•This licence is granted without limit of time and applies only to the purposes listed above.

•Each party will comply with applicable data protection laws, including the UK GDPR and Data Protection Act 2018.

4. Customer responsibilities

The Customer shall:

•Ensure only authorised employees with a valid company email domain access the platform.

•Provide accurate data and cooperate with Lumii in delivering services.

•Seek its own legal and financial advice when considering energy contracts.

5. Non-circumvention

If the Customer enters into an energy contract via Lumii, the Customer must not engage directly with that supplier (bypassing Lumii) for a period of three (3) years after the later of:

•termination of the Lumii subscription, or

•expiration of the relevant supplier contract.

6. Subcontractors

Lumii may appoint subcontractors or partners to deliver parts of the service. Lumii remains responsible for their performance.

7. Confidentiality

Each party agrees to keep the other’s confidential information secure and to use it only as necessary to perform obligations under these T&Cs.

8. Force majeure

Neither party is liable for failure or delay caused by events outside its reasonable control (including natural disasters, strikes, internet outages, or regulatory changes).

9. Liability

•Lumii’s total liability is capped at the fees paid by the Customer in the last 12 months.

•Neither party is liable for indirect, consequential, or special losses (such as lost profits, business interruption, or reputational harm).

•Nothing in these T&Cs excludes liability for fraud, gross negligence, or other matters that cannot be limited by law.

10. Termination

•Either party may terminate with immediate effect if the other materially breaches these T&Cs and does not remedy within 30 days.

•Upon termination, all Customer access to the platform will cease. Lumii may retain or delete Customer data in line with its Data Policy.

11. Governing law and dispute resolution

•These T&Cs are governed by the laws of England & Wales.

•Parties will first seek to resolve disputes in good faith.

•If unresolved, disputes shall be subject to the exclusive jurisdiction of the courts of England & Wales.

12. Entire agreement

The Commercial Agreement and these T&Cs together form the entire agreement between Lumii and the Customer, superseding all previous terms.