TERMS OF SERVICE

01Acceptance of these terms

These Terms of Service (“Terms”) are a contract between you (“Customer”, “you”) and Awuya Digital Limited (RC 1663836), a company registered in Nigeria with its registered office at Ikeja Town Square, Obafemi Awolowo Way, Ikeja, Lagos, Nigeria, operating the Luma platform (“Luma”, “we”, “us”). By creating a Luma account, accessing the Luma dashboard, or using the Luma API, you agree to these Terms and to our Privacy Policy, which is incorporated by reference. If you are accepting these Terms on behalf of a business, you confirm you have authority to bind that business.

If you do not agree to these Terms, do not create an account or use the service.

02Definitions

• Service — the Luma dashboard, API, AI Message Studio, and related features for sending SMS, WhatsApp, and Email messages.
• Customer — the business or individual that holds a Luma account.
• Recipient — a person a Customer messages through the Service.
• Sender ID — the alphanumeric identifier (Corporate Bind or Open Bind) that appears as the message originator.
• Wallet and Balance — the Naira-denominated prepaid funds a Customer holds with Luma to pay for messages sent.
• Content — any message text, media, template, or AI-generated copy a Customer creates, uploads, or sends through the Service.

03Eligibility and account registration

• You must be at least 18 years old and able to form a binding contract to create an account.
• You must provide accurate registration information — legal business name, work email, phone number, industry, and role — and keep it up to date.
• You are responsible for all activity on your account, including actions by team members you invite, and for keeping your password and API keys confidential.
• Certain features — higher wallet limits, Corporate Bind sender IDs, and unrestricted sending — require successful completion of our KYC verification process, described in the Service.
• We may suspend or decline to open an account if we cannot verify your identity or business, or if we reasonably believe the account will be used unlawfully.

04Acceptable use and prohibited content

You may only use Luma to send messages to Recipients who have given you a lawful basis — including, where required, consent — to contact them, and you must honour every opt-out or Do-Not-Disturb (DND) request. You may not use the Service to send, and Luma may block, suspend, or remove, any message or Content that:

• Is sent without the Recipient's consent or in violation of NCC Do-Not-Disturb rules, including any attempt to bypass DND restrictions using an unauthorised Sender ID.
• Is unsolicited bulk messaging (spam) unrelated to an existing customer relationship or unrelated to a transactional purpose the Recipient expects.
• Is fraudulent, deceptive, or a phishing attempt, including fake financial offers, fake prize notifications, or impersonation of another person, brand, or government body.
• Promotes illegal goods or services, including illegal drugs, weapons, or counterfeit goods.
• Is defamatory, harassing, hateful, or discriminatory, or incites violence.
• Contains sexually explicit or adult content.
• Violates a third party's intellectual property or privacy rights.
• Relates to unlicensed financial services, unlicensed lending, or promises guaranteed investment returns.
• Is political campaign messaging sent without the disclosures or consents required by applicable Nigerian election and communications law.
• Is designed to circumvent our pricing, rate limits, or Sender ID approval process, or to test or probe the Service without authorisation.

You accept full responsibility for the content of every message you send or generate through Luma, including messages drafted with the AI Message Studio and messages sent via the API. You must review AI-generated copy before sending it — Luma's compliance screening reduces risk but does not guarantee that any message complies with every applicable law.

We may screen message content before send for compliance with NCC rules, DND obligations, and this Acceptable Use Policy. Blocking a message on these grounds is not a breach of these Terms by us.

05Sender IDs and delivery

You may only use a Sender ID that has been submitted through Luma and approved by us or the relevant network operator. We reserve the absolute right to withhold delivery of any message until the identity of the originator is verified to our satisfaction. Corporate Bind Sender IDs, which can reach DND-registered numbers, require NCC approval and are subject to the approval timelines and status shown in the Service; Open Bind Sender IDs require no approval but cannot reach DND-registered numbers.

Delivery depends on mobile network operators, WhatsApp/Meta, email providers, and other third parties outside our control. We use commercially reasonable efforts, including multi-route failover, to deliver messages reliably, but we do not guarantee delivery and are not liable for delivery failures, delays, or filtering caused by a carrier, network operator, WhatsApp/Meta platform policy, or a Recipient's own device or settings.

Luma is not intended for, and must not be used for, emergency communications of any kind. You are solely responsible for having an alternative means of emergency communication, and you indemnify us against any claim arising from use of the Service for an emergency purpose.

06AI Message Studio

• The AI Message Studio generates draft campaign copy from the business context and campaign brief you provide. It is a drafting aid, not an autonomous sender — nothing is sent until you or an authorised team member selects and confirms it.
• AI-generated content is provided "as is," without warranty that it is accurate, on-brand, or compliant with any law or carrier policy. You are responsible for reviewing and, where necessary, editing generated content before sending.
• You retain ownership of the campaign briefs you submit and of the final message content you select and send. We do not claim ownership of your Content.
• AI usage is subject to fair-use limits described in the Service. Generation is free within those limits — we charge for sending, not for drafting.
• If the AI service is unavailable, the rest of the Service, including manual composition and sending, remains available.

07Wallet, billing, and payment

• Luma operates on a prepaid Naira wallet. You fund your wallet via bank transfer, card, or USSD through our payment processor(s) before sending paid messages.
• Your wallet is debited at send time according to the channel's billing rule: per message part for SMS, per template/conversation for WhatsApp, and per email sent, plus a ₦1 surcharge per message containing a tracked link where link tracking is enabled. Rates in force at the time of send apply and are shown in your cost preview before you confirm a send.
• Messages that fail before leaving the platform are automatically reversed to your wallet within 24 hours, with a visible reversal entry in your transaction history.
• An unused wallet balance does not expire while your account remains active. If your account has no sending activity for 12 consecutive months, we may treat the remaining balance as expired, and will attempt to notify you by email at least 30 days beforehand so you can use or address it first.
• Except where required by applicable law, wallet funds are non-refundable — they may only be spent on messaging and related fees through the Service. If we cause an extended service outage or a duplicate or erroneous charge, contact hello@uselumaapp.com within 14 days and we will investigate and correct verified errors.
• We may change our pricing on notice, published in the Service; changes apply to sends after the new pricing takes effect.

08API and developer terms

• You are responsible for keeping your API keys and webhook secrets confidential and for all activity performed using them. Rotate and revoke keys immediately if you suspect compromise.
• Default rate limits are 100 requests/second per account for send endpoints and 20/second for contact endpoints, subject to change on notice; requests beyond the limit may be rejected with a 429 response.
• Webhook delivery is best-effort with retries on our documented backoff schedule; we are not liable for actions your systems take, or fail to take, based on a webhook that is delayed or not delivered.
• You must not use the API to circumvent Sender ID approval, content screening, or the Acceptable Use Policy in Section 4.

09Intellectual property

Luma, our logo, and the Service's software, design, and documentation are owned by Awuya Digital Limited and protected by intellectual property law. We grant you a limited, non-exclusive, non-transferable licence to use the Service for your own business messaging during your subscription. You keep ownership of your Content and Recipient Data; you grant us a licence to process it solely to provide the Service to you.

10Data protection

Our collection and use of personal data, including Recipient Data you upload, is described in our Privacy Policy. For Recipient Data, Luma acts as a data processor on your instructions, and you act as the data controller and are responsible for having a lawful basis to hold and message your Recipients. Customers who require a standalone Data Processing Agreement may request one from hello@uselumaapp.com.

11Disclaimers and limitation of liability

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT MESSAGES WILL BE DELIVERED, THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT AI-GENERATED CONTENT WILL BE ACCURATE OR COMPLIANT.

To the maximum extent permitted by law, neither party will be liable to the other for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or goodwill, arising out of or relating to these Terms or the Service. Each party's total aggregate liability arising out of or relating to these Terms is limited to the fees the Customer paid to Luma in the three (3) months immediately preceding the event giving rise to the claim.

Nothing in these Terms limits liability for gross negligence, wilful misconduct, fraud, or any liability that cannot be limited or excluded under applicable Nigerian law.

12Indemnification

You agree to indemnify and hold Luma, Awuya Digital Limited, and our officers and employees harmless from any claim, loss, or expense (including reasonable legal fees) arising from: (a) your Content or the messages you send, including any claim that you lacked consent to message a Recipient; (b) your breach of these Terms or applicable law; or (c) your misuse of the Service, your API keys, or your account.

13Suspension and termination

• We may suspend or restrict your access immediately, without notice, if we reasonably believe you have violated the Acceptable Use Policy, applicable law, or NCC/regulatory requirements, or if suspension is needed to protect the Service or other users.
• Either party may terminate this agreement for convenience with 30 days' written notice.
• We may terminate immediately for a material breach that is not cured within 14 days of notice, or immediately and without notice for serious violations (fraud, illegal content, non-payment, or regulatory action against your Sender ID or account).
• On termination, your right to use the Service ends. Section 12 (Data protection), Section 13 (Liability), Section 14 (Indemnification), and Section 17 (Governing law) survive termination. Wallet balance treatment on termination follows Section 8 (12-month inactivity expiry with prior notice); balances are otherwise available for withdrawal-eligible refund only where required by law.

14Changes to the Service and these Terms

We may modify or discontinue features of the Service as it evolves. We may update these Terms from time to time; for material changes we will give at least 30 days' notice by email or an in-app notice. Continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

15Governing law and dispute resolution

These Terms are governed by the laws of the Federal Republic of Nigeria. The courts of Lagos State, Nigeria have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms or the Service, and each party submits to that jurisdiction. Before filing a claim, both parties agree to attempt in good faith to resolve the dispute informally by contacting the other in writing.

16General terms

• Entire agreement — these Terms, together with the Privacy Policy and any order or Data Processing Agreement referencing them, are the entire agreement between you and us regarding the Service.
• Severability — if any provision of these Terms is found unenforceable, the remaining provisions continue in full force.
• Assignment — you may not assign these Terms without our written consent; we may assign these Terms in connection with a merger, acquisition, or sale of assets.
• No waiver — our failure to enforce a provision is not a waiver of our right to do so later.
• Force majeure — neither party is liable for delay or failure caused by events beyond its reasonable control, including network operator or internet outages.

17Contact us

Questions about these Terms can be sent to hello@uselumaapp.com, or by post to Awuya Digital Limited, Ikeja Town Square, Obafemi Awolowo Way, Ikeja, Lagos, Nigeria.