Terms of Service

v1.07 effective 1/09/2024

These Terms are between Lumi Co Pty Ltd (“Lumi”, “us”, “we” or “our”) and you, either individually, or on behalf of your employer or any other entity which you represent (“client”, “you” or “your”).  In case you represent your employer or any other entity, you hereby represent that (i) you have full legal authority to bind your employer or such entity (as applicable) to these Terms; and (ii) after reading and understanding these Terms, you agree to these Terms on behalf of your employer or the respective entity (as applicable), and these Terms shall bind your employer or such entity (as the case may be).

TERMS AND CONDITIONS
The parties agree as follows:

1.    ACCEPTANCE OF OFFER
You acknowledge that these terms are binding, and you affirm and signify your consent to these terms by registering to, using, or accessing the services, additional services, sites, or mobile application, whichever is earlier (the date of such registration or acceptance being the “Commencement Date”).
2.    DEFINITIONS
2.1    In this Agreement, unless a contrary intention appears, the following definitions will apply:
2.1.1    Acceptable Use Policy: means Lumi’s acceptable use policy set out in Schedule B. Lumi reserves the right to amend or vary the acceptable use policy at any time;
2.1.2    Account: means any accounts or instances created by or on behalf of Client or its Client Users within the Lumi Application;
2.1.3    Active Client User means a Client User who logs on to the Lumi Application in any given calendar month during the Term;
2.1.4    Additional Feature: means additional features or functionality (including, but not limited to, Lumi’s API or software development kit (SDK) that are available or enabled through the Lumi Application, but do not form part of the Lumi Application;
2.1.5    Affiliate: means, with respect to a Party, any entity that directly or indirectly controls, is controlled by, or is under common control with such Party, whereby “control” (including, with correlative meaning, the terms “controlled by” and “under common control”) means the possession, directly or indirectly, of the power to direct, or cause the direction of the management and policies of such person, whether through the ownership of voting securities, by contract, or otherwise;
2.1.6    Agreement: means this document together with any ordering documents such as a Statement Of Work (“SOW”);
2.1.7    Applicable Data Protection Law: means the data protection laws that apply and include (a) in the United Kingdom, the Data Protection Act 2018; (b) in Europe, the General Data Protection Regulation (GDPR); (c) in Canada, the Personal Information Protection and Electronic Documents Act; (d) in Australia the Privacy Act 1988 (Cth); (e) in New Zealand, the Privacy Act (1993) and in the United States of America, relevant data protection laws as applicable;
2.1.8    Approved Sub-processor: an approved sub-processor as set out in Schedule D;
2.1.9    API: means the application programming interfaces developed and enabled by Lumi that permit Clients to access certain functionality provided by the Lumi Application, including, without limitation, the API that enables the interaction with the Lumi Application automatically through HTTP requests and the application development API that enables the integration of the Lumi Application with other web applications.
2.1.10    Associated Services: means products, services, features and functionality designed to be used in conjunction with the Services but are not included in the Service Plan to which the Client subscribes.
2.1.11    Azure Services means Microsoft Azure services used to host the Lumi Application; 
2.1.12    Beta Services: means a product, service or functionality provided by Lumi that may be made available to the Client to try at the Client’s option at no additional charge which is clearly designated as beta, pilot, limited release, non-production, early access, evaluation or by a similar description;
2.1.13    Client means the client as specified during Acceptance of Offer;
2.1.14    Client Address for Notices means the client electronic address for notices as provided by the client during Acceptance of Offer;
2.1.15    Client Personal Data: means the personal data Processed by Lumi in the course of providing the services under this Agreement;
2.1.16    Client User: means any individual (including those of the Client’s Affiliates) using the Lumi Application through the Client’s Account as an agent and/or administrator as identified through a unique login;
2.1.17    Confidential Information: means all information disclosed by the Client to Lumi or by Lumi to the Client which is in tangible form and labelled “confidential” (or with a similar legend) or is information, regardless of form, which a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure, including, but not limited to, information relating to Lumi’s security policies and procedures. For purposes of this Agreement, this Agreement as well as Service Data shall be deemed Confidential Information. Notwithstanding the foregoing, Confidential Information shall not include information that:
(a)    was already known to the receiving Party at the time of disclosure by the disclosing Party;
(b)    was or is obtained by the receiving Party from a third party not known by the receiving Party to be under an obligation of confidentiality with respect to such information;
(c)    is or becomes generally available to the public other than by violation of this Agreement or another valid agreement between the Parties; or
(d)    was or is independently developed by the receiving Party without the use of the disclosing Party’s Confidential Information;
2.1.18    Consulting Fees means fees charged by Lumi to the Client for Consulting Services;
2.1.19    Consulting Services: means consulting and professional services (including any training services, workflow advice, configuration, optimization, analysis or implementation services) provided by Lumi or its authorized subcontractors in consideration of the Consulting Fees;
2.1.20    Currency means the currency as specified during the Acceptance of Offer and any subsequent invoices;
2.1.21    Documentation: means any written or electronic documentation, images, video, text or sounds specifying the functionalities of the Lumi Application or describing Service Plans, as applicable, provided or made available by Lumi to the Client via any channel including the Lumi support portal including all user manuals, training materials, support information, technical documentation, white papers, release notes, system requirements and guidelines;
2.1.22    Fees means the Fees as specified during the Acceptance of Offer or subsequent invoices and may include Subscription Fees and Consulting Fees;
2.1.23    Jurisdiction means Australia;
2.1.24    Location in relation to the Azure data center means Sydney, Australia;
2.1.25    Lumi means Lumi Co Pty Ltd a company registered in Australia with Australian Company Number 622 984 132;
2.1.26    Lumi Address for Notices: 20 Tombonda Drive, Kiama NSW 2533 Australia or email: admin@lumi.media;
2.1.27    Lumi Application: means the Lumi Software delivered as a “Software as a Service” (SaaS) by Lumi to the Client in accordance with this Agreement, and made available online by Lumi via the applicable Client login link, including, individually and collectively, the applicable Lumi Software, updates, API, Documentation, and all applicable Associated Services that the Client has purchased or deployed or to which the Client has subscribed that are provided under this Agreement but excluding:
(a)    Third Party Services, including Azure Services; and
(b)    any Additional Features or Associated Services that are not provided under this Agreement;
2.1.28    Lumi Group means Lumi, together with all its Affiliates;
2.1.29    Lumi Software means object or otherwise executable code of all and any Lumi Group’s software products, including subsequent software releases, evaluation versions, beta versions, and associated Documentation;
2.1.30    Lumi Site means a website operated by the Lumi Group and includes https://www.lumi.media and/or https://app.lumi.media; 
2.1.31    Intellectual Property Rights means all present and future rights conferred by statute, common law and equity, in relation to copyright, trademarks, designs, patents, circuit layouts, business produce and domain names, inventions and confidential information and other results in the industrial, commercial, scientific, literary or artistic fields whether or not capable of being registered or patentable;
2.1.32    Payment Terms means the payments as specified during the Acceptance of Offer or as specified in subsequent invoice(s), generally fourteen (14) days from the date of an invoice;
2.1.33    Personal Data: means any information relating to an identified or identifiable natural person where an identifiable person is one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to their physical, physiological, mental, economic, cultural or social identity, or otherwise as defined by the Applicable Data Protection Law;
2.1.34    Process: means any operation or set of operations which is performed upon Personal Data, whether or not by automatic means, such as collection, recording, organization, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, blocking, erasure or destruction;
2.1.35    Proposal: means the formal quotation document, if any, provided by Lumi to the Client which specifies fees and other details
2.1.36    Service Data: means electronic data, text, messages, communications or other materials submitted to and stored within the Lumi Application by the Client and Client Users in connection with the Client’s use of the Lumi Application, which may include, without limitation, Personal Data (but shall not include the Personal Data of the Client’s Client Users in the context of Account Information as described in the Privacy Policy);
2.1.37    Service Levels means the service levels set out in Schedule C;
2.1.38    Service Plan: means the packaged service plan and the functionality and services associated with that plan for the Lumi Application and includes the number of Active Client Users and any data storage allowance;
2.1.39    Subscription Fees means the fees charged by Lumi to the Client for access to the Lumi Application;
2.1.40    Support and Maintenance: means support and maintenance for resolving product-related problems such as service interruptions, application response times, software “bugs”; Lumi will endeavour to resolve all support and maintenance queries as quickly as reasonably practicable;
2.1.41    Term means  one (1) month, automatically renewed until cancelled by the Client or Lumi, during which this Agreement is effective and enforceable. The Term shall commence on the Commencement Date and shall continue unless terminated earlier in accordance with the provisions outlined in this contract. 
2.1.42    Third Party Services: means third party products, applications, services, software, networks, systems, directories, websites, databases and information which the Lumi Application links to, or which the Client may connect to or enable in conjunction with the Lumi Application, including, without limitation, Third Party Services which may be integrated directly into the Client’s Account by the Client or at the Client’s direction; third party services include Azure Service; and
2.1.43    Trial Period means any trial period specified during Acceptance of Offer.

3.    INTERPRETATION
3.1    The following rules apply to the interpretation of this Agreement unless the context requires otherwise:
3.1.1    Headings are for convenience only and do not affect interpretation.
3.1.2    The singular includes the plural and vice versa.
3.1.3    If a word or phrase is defined, its other grammatical forms have a corresponding meaning.
3.1.4    A reference to a party to this Agreement includes the party's successors, permitted substitutes and permitted assigns (and, where applicable, the party's legal representatives).
3.1.5    A reference to legislation includes a modification or re-enactment of it, a legislative provision substituted for it and a regulation or statutory instrument issued under it.
3.1.6    A reference to an amount is in the Currency, unless otherwise indicated in this Agreement.

4.    SUBSCRIPTION AND SERVICES
4.1    In consideration of payment to Lumi by the Client of the Fees, Lumi:
4.1.1    grants Client a non-exclusive, non-transferable subscription to use the Lumi Application during the Term;
4.1.2    will provide the Lumi Application using Azure Services from the Location;
4.1.3    will apply the Service Levels;
4.1.4    will provide Support and Maintenance;
4.1.5    will provide the Consulting Services;
4.1.6    shall use commercially reasonable efforts to provide availability in accordance with the Service Levels set out in Schedule C for the Lumi Application, except:
(a)    during planned downtime for upgrades and maintenance to the Lumi Application (of which Lumi will use commercially reasonable efforts to notify the Client in advance both through the Lumi Site and a notice to the Client’s Account owner and Client Users) (“Planned Downtime”); and
(b)    for any unavailability caused by circumstances beyond Lumi’s reasonable control, including, for example, pandemic, act of government, flood, fire, earthquake, civil unrest, act of terror, strike or other labor problem, Internet service provider failure or delay, power failure, Third Party Services, or acts undertaken by third parties, including without limitation, denial of service attack (“Force Majeure Event”).
4.2    All Support and Maintenance issues are to be reported via email to support@lumi.media. 
4.3    During the Term and subject to compliance by the Client and Client Users with this Agreement, the Client has the right to access the Lumi Application for the Client’s internal business purposes. The Client may extend the Client’s rights, benefits and protections to the Client’s Affiliates and to contractors or service providers acting on the Client’s or the Client’s Affiliates’ behalf, so long as the Client remains responsible for the Client’s compliance pursuant to this Agreement.

5.    CLIENT OBLIGATIONS
5.1    In order to access the Lumi Application, the Client must ensure it meets Lumi’s system requirements.
5.2    A high-speed Internet connection is required for proper transmission of the Lumi Application. The Client is responsible for procuring and maintaining the network connections that connect the Client’s network to the Lumi Application, including, but not limited to, “browser” software that supports protocols used by Lumi, including the security or other protocols accepted by Lumi, and to follow procedures for accessing services that support such protocols. Lumi is not responsible for notifying the Client or Client Users of any upgrades, fixes or enhancements to any such software or for any compromise of data, including Service Data, transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned, operated or controlled by Lumi. Lumi assumes no responsibility for the reliability or performance of any connections as described in this clause.
5.3    In addition to complying with the other terms, conditions and restrictions set forth below in this Agreement, the Client agrees to the Lumi’s Acceptable Use Policy.
5.4    In the Client’s use of the Lumi Application the Client agrees not to:
5.4.1    license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Lumi Application available to any third party, other than Client Users in furtherance of the Client’s internal business purposes as expressly permitted by this Agreement;
5.4.2    use the Lumi Application to Process data on behalf of any third party other than Client Users;
5.4.3    modify, adapt, or hack the Lumi Application or otherwise attempt to gain unauthorized access to the Lumi Application or related systems or networks;
5.4.4    falsely imply any sponsorship or association with Lumi or the Lumi Group,
5.4.5    use the Lumi Application in any unlawful manner, including, but not limited to, violation of any person’s privacy rights;
5.4.6    use the Lumi Application to send unsolicited or unauthorized bulk mail, junk mail, spam, other forms of duplicative or unsolicited messages, or messages that directly or indirectly support pyramid schemes or other fraudulent activities;
5.4.7    use the Lumi Application to store or transmit files, materials, data, text, audio, video, images or other content that infringes on any person’s intellectual property rights;
5.4.8    use the Lumi Application in any manner that interferes with or disrupts the integrity or performance of the Lumi Application and its components;
5.4.9    attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any Lumi Software making up the Lumi Application;
5.4.10    use the Lumi Application to knowingly post, transmit, upload, link to, send or store any content that is (or directly or indirectly supports activities that are) unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory;
5.4.11    use the Lumi Application to knowingly post transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other similar harmful software (“Malicious Software”);
5.4.12    use or launch any automated system that accesses the Lumi Application (i.e., bot) in a manner that sends more request messages to a Lumi Application server in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
5.4.13    allow Client Users to share access credentials with any person; or
5.4.14    attempt to use, or use the Lumi Application in violation of this Agreement.
5.5    As between the Client and Lumi, the Client is responsible for compliance with the provisions of this Agreement by Client Users and for any and all activities that occur under the Client’s Account. Without limiting the foregoing, the Client is solely responsible for ensuring that the use of the Lumi Application to store and transmit Service Data is compliant with all applicable laws and regulations as well as any Applicable Data Protection Laws, privacy policies, agreements or other obligations the Client may maintain or enter into with Client Users. The Client also maintains all responsibility for determining whether the Lumi Application or the information generated within the Lumi Application is accurate or sufficient for the Client’s purposes. Subject to any limitation on the number of individual Client Users available under the applicable Service Plan(s) to which the Client subscribed, access to and use of the Lumi Application is restricted to the specified number of individual Client Users permitted under the Client’s subscription to the Lumi Application.
5.6    The Client agrees and acknowledges that each Client User will be identified by a unique username and password (“Login”) and that a Client User Login may only be used by one (1) individual. Traditional or full-time Client User subscriptions are for designated individuals only and a Login cannot be shared or used by more than one individual but may be reassigned to new individuals replacing former individuals who no longer require ongoing use of the Lumi Application.
5.7    The Client and the Client’s Client Users are responsible for maintaining the confidentiality of all Login information for the Client’s Account. The Client agrees and acknowledges that the Client may not use the Lumi Application, including but not limited to APIs, to circumvent the requirement for an individual Client User Login for each individual who uses the Lumi Application; Processes data; or absent a license from Lumi or otherwise, Processes data related to interactions originating from a Third Party Service that provides functionality similar to functionality provided by the Lumi Application and which would, pursuant to this Agreement, require an individual Client User Login if utilizing the Lumi Application for such interaction.
5.8    Lumi reserves the right to periodically verify that the Client’s use of the Lumi Application complies with the Agreement including, without limitation, by accessing the Client’s Account. Should Lumi discover that the Client’s use of the Lumi Application is not in compliance with this Agreement, Lumi reserves the right to charge the Client, and the Client agrees to pay for, said usage in addition to other remedies available to Lumi.
5.9    The Client acknowledges that Lumi may modify the features and functionality of the Lumi Application during the Term.
5.10    The Client may not access the Lumi Application if the Client is a direct competitor of the Lumi Group, except with Lumi’s prior written consent. The Client may not access the Lumi Application for competitive purposes.

6.    TRIAL SERVICES
6.1    Lumi may make such Lumi Application available to the Client for the Trial Period until the earlier of:
6.1.1    the end of the Trial Period for which the Client registered to use the Lumi Application;
6.1.2    the start date of any subscription to the Lumi Application purchased by the Client; or
6.1.3    termination of the trial by Lumi at Lumi’s sole discretion.
6.2    Any Service Data the Client enters into the Lumi Application, and any configurations or customizations made to a service by or for the Client, will be permanently lost at the end of the Trial Period, unless the Client purchases a Subscription before the end of the Trial Period.

7.    BETA SERVICES
7.1    From time to time, Lumi may make Beta Services available to the Client at no charge. The Client may choose to try such Beta Services in the Client’s sole discretion. Beta Services are intended for evaluation purposes and not for production use and are not supported. Beta Services are not considered to be provision of the Lumi Application pursuant to this Agreement; however, all restrictions, Lumi’s reservation of rights and the Client’s obligations concerning the Lumi Application, and use of any Third Party Services shall apply equally to the Client’s use of Beta Services. Unless otherwise stated, any Beta Services trial period will expire upon the earlier of one year from the trial start date or the date that a version of the Beta Services becomes generally available without the applicable Beta Services designation. Lumi may discontinue Beta Services at any time at Lumi’s sole discretion and may never make them generally available. Lumi will have no liability for any harm or damage arising out of or in connection with a Beta Service. Lumi makes no warranties with respect to the Beta Services and the Client must not use the Beta Services for live cases.

8.    SUSPENSION OF SERVICE
8.1    Lumi reserves the right, in Lumi’s reasonable discretion, to temporarily suspend the Client’s access to and use of the Lumi Application if:
8.1.1    the Client has not paid any invoice and such invoice remains unpaid for a period of fourteen (14) days;
8.1.2    Lumi suspect or detect any Malicious Software connected to the Client’s Account or use of the Lumi Application by the Client or Client Users; or
8.1.3    the Client is in material breach of this Agreement.

9.    CONFIDENTIALITY AND PRIVACY
9.1    Each Party will protect each other’s Confidential Information from unauthorized use, access or disclosure in the same manner as each protects its own Confidential Information.
9.2    Except as otherwise expressly permitted pursuant to this Agreement, each Party may use each other’s Confidential Information solely to exercise its respective rights and perform its respective obligations under this Agreement and shall disclose such Confidential Information:
9.2.1    solely to the employees and/or non-employee service providers and contractors who have a need to know such Confidential Information and who are bound by terms of confidentiality intended to prevent the misuse of such Confidential Information;
9.2.2    as necessary to comply with an order or subpoena of any administrative agency or court of competent jurisdiction; or
9.2.3    as reasonably necessary to comply with any applicable law or regulation.
9.3    As between the Parties, all Service Data Processed under the terms of this Agreement shall remain the property of the Client. Except for where Lumi collects Personal Data about visitors to Lumi’s Site, under no circumstances will Lumi act, or be deemed to act as a “controller” (or equivalent concept) of the Service Data Processed within the Lumi Application under Applicable Data Protection Law.
9.4    The Client agrees that the Client is responsible for notifying Client Users that Personal Data collected, stored, used and/or processed by the Lumi Group, as described in this Agreement, is collected, stored, used and/or processed in compliance with the Applicable Data Protection Laws.
9.5    The Client agrees that the Lumi Group and the Approved Sub-processors that are utilised by the Lumi Group to assist in providing the Lumi Application to the Client shall have the right to access the Client’s Account and to use, modify, reproduce, distribute, display and disclose Service Data and the Personal Data of the Client’s Client Users only to the extent necessary to provide or improve the Lumi Application, including, without limitation, in response to the Client’s support requests. Any third-party service providers utilized by the Lumi Group will only be given access to the Client’s Account and Service Data as is reasonably necessary to provide the Lumi Application and will be subject to confidentiality obligations which meet, or exceed, the standards set out in this Agreement.
9.6    Lumi receives and stores any information that the Client knowingly provides to Lumi. For example, through the registration process for Lumi’s Application and/or through the Client’s Account settings, Lumi may collect Personal Data such as the Client’s name, email address, phone number and third-party account credentials. In addition, Lumi may communicate with the Client and the Client’s Client Users.

10.    INTELLECTUAL PROPERTY RIGHTS
10.1    Each Party shall retain all rights, title and interest in and to all its respective trademarks, patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”) owned by each party at the Commencement Date.
10.2    The Client acknowledges all rights in and relating to the Intellectual Property of Lumi, including the Lumi Software and/or the Lumi Application, are and remain the property of Lumi and the Client does not acquire any right, title or interest in such Intellectual Property.
10.3    The rights granted to the Client and Client Users to use the Lumi Application under this Agreement do not convey any additional rights in the Lumi Application or in any Intellectual Property Rights associated with the Lumi Application.
10.4    Subject only to limited rights to access and use the Lumi Application as expressly stated in this Agreement, all rights, title and interest in and to the Lumi Application and all hardware, Lumi Software and other components of or used to provide the Lumi Application, including all related Intellectual Property Rights, will remain with the Lumi Group and belong exclusively to the Lumi Group.
10.5    The Lumi Group shall have a fully paid-up, royalty- free, worldwide, transferable, sub-licensable (through multiple layers), assignable, irrevocable and perpetual license to implement, use, modify, commercially exploit, and/or incorporate into the Lumi Application or otherwise use any suggestions, enhancement requests, recommendations or other feedback Lumi receive from the Client, Client Users, End- Users, or other third parties acting on the Client’s behalf.
10.6    Lumi names and logos used or displayed in or on the Lumi Application are registered or unregistered trademarks of Lumi (collectively, “Marks”), and the Client may use applicable Marks provided the Client does not attempt, now or in the future, to claim any rights in the Marks, degrade the distinctiveness of the Marks, or use the Marks to disparage or misrepresent Lumi, Lumi’s services or products.

11.    THIRD PARTY SERVICES
11.1    The Client shall not enable access to or use of Third Party Services, except those expressly authorised by Lumi. 
11.2    Lumi cannot guarantee the continued availability of such Third Party Service features, and may cease enabling access to them without entitling the Client to any refund, credit, or compensation, if, for example and without limitation, the provider of a Third Party Service ceases to make the Third Party Service available for interoperation with the corresponding Service in a manner acceptable to Lumi. The Client irrevocably waive any claim against Lumi with respect to such Third Party Services.
11.3    Lumi is not liable for any damage or loss caused or alleged to be caused by or in connection with the Client’s enablement, access or use of any such Third Party Services, or the Client’s reliance on the privacy practices, data security processes or other policies of such Third Party Services. The Client may be required to register for or log into such Third Party Services on their respective websites.
11.4    By enabling any Third Party Services, the Client is expressly permitting Lumi to disclose the Client’s Login, as well as Service Data as necessary to facilitate the use or enablement of such Third Party Services.

12.    BILLING AND PAYMENTS
12.1    Lumi will invoice the Client or automatically receive scheduled Payment for the Fees, which are payable within the Payment Terms.
12.2    If the Client fails to pay an invoice when it is due, Lumi may suspend or terminate access to and use of Lumi Application by the Client, Client Users and End- Users.
12.3    If the Client chooses to upgrade the Client’s Service Plan or increase the number of Client Users authorized to access and use the Lumi Application during the Term (a “Subscription Upgrade”), any incremental Subscription Fees associated with such Subscription Upgrade will be prorated over the remaining period of the Client’s then current Term, charged to the Client’s Account and due and payable upon implementation of such Subscription Upgrade. In any future Term, the Client’s Subscription Charges will reflect any such Subscription Upgrades.
12.4    No refunds or credits for Subscription Fees or other fees or payments will be provided to the Client. Downgrading the Client’s Service Plan may cause loss of content, features, or capacity of the Lumi Application as available to the Client under the Client’s Account, and Lumi does not accept any liability for such loss.
12.5    Unless otherwise stated, Lumi’s charges do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). The Client is responsible for paying Taxes except those assessable against the Lumi Group measured by its net income. Lumi will invoice the Client for such Taxes if Lumi believe Lumi have a legal obligation to do so and the Client agree to pay such Taxes if so invoiced.

13.    CANCELLATION AND TERMINATION
13.1    Either party may terminate this Agreement for cause:
13.1.1    By cancelling the Subscription,  Except as expressly set forth in these Terms, in case a Client cancels its Subscription, during a Subscription Term, the Subscription will not renew for an additional period, but Client will not be refunded or credited for any unused period within the Subscription Term.
13.2    Upon request by the Client made within thirty (30) days after termination or expiration of this Agreement, Lumi will make Service Data available to the Client for export or download as provided in the Documentation. After such 30-day period, Lumi will have no obligation to maintain or provide any Service Data, and, as provided in the Documentation, will delete all copies of Service Data in Lumi’s possession or control in accordance with Lumi’s data retention policy, unless prohibited by law.

14.    REPRESENTATIONS, WARRANTIES AND DISCLAIMERS
14.1    Each Party represents that it has validly entered into this Agreement and has the legal power to do so.
14.2    Lumi warrants that during an applicable Term the Lumi Application will perform materially in accordance with the applicable Documentation.
14.3    Except as specifically set forth in clause 14.2, the Lumi Site and the Lumi Application, including all server and network components, are provided on an “as is” and “as available” basis, without any warranties of any kind to the fullest extent permitted by law, and Lumi expressly disclaims any and all warranties, whether express or implied, including, but not limited to, any implied warranties of merchantability, title, fitness for a particular purpose, and non- infringement. The Client acknowledges that Lumi does not warrant that the Lumi Application will be uninterrupted, timely, secure, error-free or free from viruses or other Malicious Software, and no information or advice obtained by the Client from Lumi or through the Lumi Application shall create any warranty not expressly stated in this Agreement.

15.    LIMITATION OF LIABILITY
15.1    Under no circumstances, whether in contract, tort, negligence or otherwise, will Lumi or the Lumi Group be liable to the Client or any Client Affiliate for any lost profits, lost sales or business, lost data (except, in the case of lost data only, other than as a result of Lumi’s breach of its obligations under clause 18 of this Agreement), business interruption, loss of goodwill, costs of cover or replacement, or for any type of indirect, incidental, special, exemplary, consequential or punitive loss or damages, or any other indirect loss or damages incurred by the Client or any Client Affiliate in connection with this Agreement regardless of whether Lumi has been advised of the possibility of or could have foreseen such damages.
15.2    Notwithstanding anything to the contrary in this Agreement (except Lumi’s obligations to indemnify under clause 18.13 of this Agreement), the Lumi Group’s aggregate liability to the Client, any affiliate, or any third party arising out of this Agreement, shall in no event exceed the Fees paid by the Client during the twelve (12) months prior to the first event or occurrence giving rise to such liability. The Client acknowledges and agrees that the essential purpose of this clause 15 is to allocate the risks under this Agreement between the parties and limit potential liability given the Fees, which would have been substantially higher if Lumi were to assume any further liability other than as set forth in this Agreement. Lumi has relied on these limitations in determining whether to provide the Client with the rights to access and use the Lumi Application provided for in this Agreement. The limitation of liability provided for in this Agreement will apply in aggregate to the Client and its Affiliates and shall not be cumulative.
15.3    Any claims or damages that the Client may have against Lumi shall only be enforceable against Lumi and not any other entity or its officers, directors, representatives or agents.

16.    INDEMNIFICATION
16.1    Lumi will indemnify and hold the Client harmless from and against any claim brought by a third party against the Client by reason of the Client’s use of the Lumi Application as permitted hereunder, alleging that the Lumi Application infringes or misappropriates a third party’s valid patent, copyright, trademark or trade secret (an “IP Claim”). Lumi shall, at Lumi’s expense, defend such IP Claim and pay damages finally awarded against the Client in connection therewith, including the reasonable fees and expenses of the attorneys engaged by Lumi for such defense, provided that:
16.1.1    the Client promptly notifies Lumi of the threat or notice of such IP Claim;
16.1.2    Lumi will have the sole and exclusive control and authority to select defense lawyers, and defend and/or settle any such IP Claim; and
16.1.3    the Client fully cooperates with Lumi in connection therewith. If use of the Lumi Application by the Client or Client Users has become, or, in Lumi’s opinion, is likely to become, the subject of any such IP Claim, Lumi may, at Lumi’s option and expense, procure for the Client the right to continue using the Lumi Application as set forth hereunder;
16.1.4    replace or modify a Lumi Application to make it non-infringing; or
16.1.5    if options 16.1.3 or 16.1.4 are not commercially reasonable or practicable as determined by Lumi, terminate the Client’s subscription to the Lumi Application and repay the Client, on a pro-rata basis, any Subscription Fees previously paid to Lumi for the corresponding unused portion of Term for the Lumi Application.
16.2    Lumi will have no liability or obligation under this clause with respect to any IP Claim if such claim is caused in whole or in part by:
16.2.1    compliance with designs, data, instructions or specifications provided by the Client;
16.2.2    modification of the Lumi Application by anyone other than Lumi; or
16.2.3    the combination, operation or use of the Lumi Application with other hardware or software where the Lumi Application would not by itself be infringing.
16.3    The provisions of this clause state the sole, exclusive and entire liability of Lumi to the Client and constitute the Client’s sole remedy with respect to an IP Claim brought by reason of access to or use of the Lumi Application by the Client or Client Users.
16.4    The Client will indemnify and hold Lumi harmless against any claim:
16.4.1    arising from or related to use of the Lumi Application by the Client or Client Users in breach of this Agreement; or
16.4.2    alleging that the Client’s use of the Lumi Application or the Client’s Service Data infringes or misappropriates a third party’s valid patent, copyright, trademark or trade secret; provided
(a)    Lumi promptly notify the Client of the threat or notice of such claim;
(b)    the Client will have the sole and exclusive control and authority to select defense lawyers, and defend and/or settle any such claim (however, the Client shall not settle or compromise any claim that results in liability or admission of any liability by Lumi without Lumi’s prior written consent); and
(c)    Lumi fully cooperate with the Client in connection therewith.

17.    INSURANCE
17.1    Lumi shall maintain during the term of this the following minimum levels of cover:
17.1.1    Employer’s liability Insurance to statutory limits;
17.1.2    Professional indemnity insurance not less than AU$10 million to cover any liabilities arising out of the Lumi Application for any one claim or series of claims arising out of any one incident or event; and
17.1.3    Product liability insurance in amounts not less than AU$2 million to cover any liabilities arising out of the Lumi Application for any one claim or series of claims arising out of any one incident or event.

18.    PRIVACY AND DATA PROCESSING
18.1    All parties to this Agreement shall comply with Applicable Data Protection Laws. The parties agree and acknowledge that for the purpose of the Applicable Data Protection Laws, Schedule D describes the subject matter, duration, nature and purpose of the processing and the personal data categories and data subject types in respect of which Lumi may process the Client Personal Data to fulfil the business purposes.
18.2    Lumi shall not Process Client Personal Data other than on the Client’s documented instructions.
18.3    In the event the Client instructs Lumi to Process Client Personal Data, clauses 18.4 to 18.12 shall apply.
18.4    Lumi personnel: Lumi shall take reasonable steps to ensure the reliability of any of its employees, agents or contractors, including the Approved Sub-processors, who may have access to Client Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know / access the relevant Client Personal Data, as strictly necessary for the purposes of this Agreement, and to comply with the Applicable Data Protection Laws in the context of that individual's duties to Lumi, ensuring that all such individuals are subject to confidentiality undertakings or professional or statutory obligations of confidentiality.
18.5    Security: Taking into account the state of the art, the costs of implementation and the nature, scope, context and purposes of Processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons, Lumi shall in relation to Client Personal Data implement appropriate technical and organisational measures to ensure a level of security appropriate to that risk, including, as appropriate, the measures referred to in Article 32(1) of the GDPR and the measures set out in Lumi’s Security Guide (version published November 2020) provided to Client. In assessing the appropriate level of security, Lumi shall take account in particular of the risks that are presented by Processing, in particular from a Personal Data Breach.
18.6    Sub-processing: Lumi shall not appoint (or disclose any Client Personal Data to) any subcontractor or sub-processor unless required or authorized by the Client. Client consents to Lumi appointing only the Approved Sub-processors, as set out in Schedule D, to process Client Personal Data. Lumi confirms that it has entered into a written agreement incorporating terms which are substantially similar to those set out in this clause 18 and which Lumi confirms reflect and will continue to reflect the requirements of the Applicable Data Protection Laws. As between Client and Lumi, Lumi shall remain fully liable for all acts or omissions of the Approved Sub-processors or any other third-party processor appointed by it pursuant to this clause 18.
18.7    Data Subject Rights:  Taking into account the nature of the Processing, Lumi shall assist the Client by implementing appropriate technical and organisational measures, insofar as this is possible, for the fulfilment of Client obligations, as reasonably understood by the Client, to respond to requests to exercise Data Subject rights under the Applicable Data Protection Laws. Lumi shall:
18.7.1    promptly notify the Client if it receives a request from a Data Subject under any Applicable Data Protection Law in respect of Client Personal Data; and
18.7.2    ensure that it does not respond to that request except on the documented instructions of the Client or as required by Applicable Data Protection Laws to which Lumi is subject, in which case Lumi shall to the extent permitted by Applicable Data Protection Laws inform the Client of that legal requirement before Lumi or, where applicable, the Approved Sub-processor responds to the request.
18.8    Personal Data Breach:  Lumi shall notify the Client without undue delay upon Lumi becoming aware of a Personal Data Breach affecting Client Personal Data, providing the Client with sufficient information to allow the Client to meet any obligations to report or inform Data Subjects of the Personal Data Breach under the Applicable Data Protection Laws. Lumi shall co-operate with the Client and take reasonable commercial steps as are directed by the Client to assist in the investigation, mitigation and remediation of each such Personal Data Breach.
18.9    Data Protection Impact Assessment and Prior Consultation: Lumi shall provide reasonable assistance to the Client with any data protection impact assessments, and prior consultations with Supervising Authorities or other competent data privacy authorities, which the Client reasonably considers to be required by article 35 or 36 of the GDPR or equivalent provisions of any other Applicable Data Protection Law, in each case solely in relation to Processing of Client Personal Data by, and taking into account the nature of the Processing and information available to, Lumi and, where applicable, the Approved Sub-processors.
18.10    Deletion or return of Client Personal Data:  Subject to this clause 18.10, Lumi shall promptly and in any event within 10 business days of the date of cessation of any Lumi Application involving the Processing of Client Personal Data (the "Cessation Date"), delete and procure the deletion of all copies of those Client Personal Data. Lumi shall provide written certification to the Client that it has fully complied with this clause 18.10 within 10 business days of the Cessation Date.
18.11    Audit rights:  Subject to this clause 18.11, Lumi shall make available to the Client on request all information necessary to demonstrate compliance with this Agreement, and shall allow for and contribute to audits, including inspections, by the Client or an auditor mandated by the Client in relation to the Processing of the Client Personal Data by Lumi and, where applicable, the Approved Sub-processors. Information and audit rights of the Client only arise under this clause 18.11 to the extent that the Agreement does not otherwise give them information and audit rights meeting the relevant requirements of the Applicable Data Protection Law.
18.12    Data Transfer:  Lumi may not transfer or authorise the transfer of Data from countries inside to countries outside the United Kingdom (UK) or the European Economic Area (EEA) without the prior written consent of the Client. If personal data processed under this Agreement is transferred from a country within the UK or the EEA to a country outside the UK or the EEA respectively, the parties shall ensure that the Personal Data are adequately protected. To achieve this, the parties shall complete and be bound by the terms and conditions set out in a separate International Data Transfer Agreement.
18.13    Indemnity: Lumi agrees to indemnify, keep indemnified and defend at its own expense the Client against all costs, claims, damages or expenses incurred by the Client or for which the Client may become liable due to any failure by Lumi or its employees, Approved Sub-processors, subcontractors or agents to comply with any of its obligations under this clause 18. Lumi’s liability pursuant to this clause 18.13 shall in no event be greater than AU$2 million.

19.    NOTICE
19.1    This Agreement and any other agreements, notices or other communications regarding the Lumi Application and/or the Client’s use of the Lumi Application may be provided to the Client electronically. The Client agrees to receive all communications from Lumi in electronic form.
19.2    Where a notice is sent by electronic mail, or through other electronic means, service of the notice is taken to be effected on the day after the day on which it is sent, unless Lumi receive notification that delivery has failed.

20.    DISPUTE RESOLUTION
20.1    Any dispute arising out of or in connection with this Agreement (a Dispute) shall be referred by either party to the other party for resolution.
20.2    If the Dispute cannot be resolved by the persons referred to in clause 20.2 within ten Business Days after the Dispute has arisen, either party may give written notice to the other party that a Dispute has arisen (the Notice). If the Dispute is not resolved by agreement in writing between the parties within ten Business Days after the date of the Notice, the Dispute shall be resolved in accordance with clause 20.3.
20.3    A Dispute may at the request of either party be referred to mediation. Any reference to mediation shall be made in accordance with the procedures of the International Dispute Resolution Centre (IDRC). The mediation shall be conducted by a single mediator appointed by the parties or, if the parties to the dispute are unable to agree on the identity of the mediator within 21 days after the date of the request that the Dispute be resolved by mediation, or if the person appointed is unable or unwilling to act, the mediator shall be appointed by the IDRC on the application of either party. The mediation shall be conducted in the capital city of the country specified in the Jurisdiction, in English. Mediation is without prejudice to the rights of the parties in any future proceedings. The costs of the mediation, including the fees and expenses of the mediator shall be borne equally by the parties.
20.4    This clause 20 is without prejudice to either party’s right to seek interim relief (such as an injunction) against the other party through the courts within the Jurisdiction to protect its rights and interests, or to enforce the obligations of the other party.

21.    GOVERNING LAW
21.1    This Agreement shall be governed by the laws of the Jurisdiction, without reference to conflict of laws principles. Any disputes under this Agreement shall be resolved in a court of general jurisdiction within the Jurisdiction. The Client agrees to submit to the exclusive personal jurisdiction of this jurisdiction for the purpose of resolving any dispute relating to this Agreement or access to or use of the Lumi Application by the Client or Client Users.

22.    ANTI-CORRUPTION
22.1    Lumi warrants to the Client that:
22.1.1    Lumi is in compliance with, and shall comply with, all applicable laws relating to corruption, bribery, ethical business conduct, money laundering, political contributions, gifts and gratuities, or lawful expenses;
22.1.2    Lumi has not directly or indirectly paid, offered or promised to pay, or authorised the payment of, or requested, accepted, or agreed to accept; and
22.1.3    will not directly or indirectly pay, offer or promise to pay, or authorise the payment of, or request, accept or agree to accept, any money or anything of value to or from any person (including, without limitation, any government or public official) for the purpose of influencing or inducing any act or decision of such person or Lumi to secure any improper advantage or to obtain or retain business in connection with any of the Lumi’s activities under this Agreement.

23.    GENERAL
23.1    Assignment: The Client may not, directly or indirectly, by operation of law or otherwise, assign all or any part of this Agreement or the Client’s rights under this Agreement or delegate performance of the Client’s duties under this Agreement without Lumi’s prior written consent, which consent will not be unreasonably withheld. Lumi may, without the Client’s consent, assign this Agreement to any member of the Lumi Group or in connection with any merger or change of control of Lumi or the Lumi Group or the sale of all or substantially all of Lumi’s assets provided that any such successor agrees to fulfill its obligations pursuant to this Agreement. Subject to the foregoing restrictions, this Agreement will be fully binding upon, inure to the benefit of and be enforceable by the Parties and their respective successors and assigns.
23.2    Entire Agreement: This Agreement constitutes the entire agreement, and supersede any and all prior agreements between the Client and Lumi with regard to the subject matter hereof. This Agreement shall apply in lieu of the terms or conditions in any purchase order or other order documentation the Client or any Entity which the Client represent provides (all such terms or conditions being null and void), and, except as expressly stated herein, there are no other agreements, representations, warranties, or commitments which may be relied upon by either Party with respect to the subject matter hereof. There are no oral promises, conditions, representations, understandings, interpretations, or terms of any kind between the Parties, except as may otherwise be expressly provided herein.
23.3    Variation: Lumi may amend this Agreement from time to time, in which case the new Agreement will supersede prior versions. Lumi will notify the Client not less than ten (10) days prior to the effective date of any such amendment and the Client’s continued use of the Services following the effective date of any such amendment may be relied upon by Lumi as the Client’s consent to any such amendment. Lumi’s failure to enforce at any time any provision of this Agreement does not constitute a waiver of that provision or of any other provision of this Agreement.
23.4    Severability: If any provision in this Agreement is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.
23.5    Relationship of the Parties: The Parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the Parties.
23.6    Survival: The obligations of confidentiality and protection of Intellectual Property Rights shall survive termination of this Agreement.
23.7    Counterparts: This Agreement may be signed electronically or be deemed to be signed as part of the Acceptance of Offer, and exchanged in any one or more counterparts, each of which shall be deemed to be an original and all of which, taken together, constitute one and the same instrument.

24.    SCHEDULE B – LUMI’S ACCEPTABLE USE POLICY

1.    Lumi provides the Lumi Application to a wide variety of Clients.

2.    It is important for Lumi’s Clients to be fully informed about their responsibilities with respect to use of the Lumi Application.

3.    The purpose of this Acceptable Use Policy is to define those responsibilities in plain English for Clients and Client Users.

4.    This Policy recognises the fact that no one owns or controls the internet. Lumi does not have the ability to monitor and control all of the activities of our Clients, and Lumi does not intend to actively screen, review, censor, edit or take responsibility for the activities or content of its Clients. Lumi’s Clients, not Lumi, are solely responsible for and assume all liability relating to their internet activities, including:

(a)    All aspects of the Client's business;
(b)    All technology, content and data provided by or through a Client for use with the Lumi Application;
(c)    All results obtained from using the Lumi Application;
(d)    Compliance with all applicable laws and governmental regulations regarding the Client’s business or use of the Lumi Application;
(e)    Use of the Lumi Application by the Client and Client Users;
(f)    Compliance with this Acceptable Use Policy by the Client and Client Users.

5.    Activities conducted on the internet are subject to many of the same laws and regulations applicable to the offline environment. In addition, a Client’s activities on the internet may affect other internet users, Lumi, its suppliers, or the safety or security of the Lumi Application. Consequently, Lumi’s Clients must exercise a high degree of judgement and responsibility with respect to their use of the Lumi Application, including the responsibility to comply with this Acceptable Use Policy.

6.    Clients will violate this Policy when they or their affiliates engage in any of the following activities:

(a)    Using the Lumi Application to violate any law, statute, ordinance or regulation governing the Client’s business or activities, including without limitation the laws and regulations governing export control, unfair competition, false advertising, consumer protection, issuance or sale of securities, child pornography, obscenity, trade in firearms, spamming, privacy, data transfer, and telecommunications;
(b)    Using the Lumi Application in a manner which presents a material security risk or will interfere materially with the continued operation of a data centre or the Lumi Application;
(c)    Using the Lumi Application in a manner that infringes another's copyrights, patents, trademarks, service marks, trade names, trade secrets or other intellectual property rights or rights of publicity, including failing to obtain all required permissions to receive, upload, download, display, distribute, or execute programs or perform other works or derivative works protected by intellectual property laws or removing or altering applicable copyright, trademark or patent notices;
(d)    Using the Lumi Application in a tortious manner, including without limitation engaging in libel, defamation, harassment, misappropriation of trade secrets, intentional misrepresentation or fraud, or publication of private information without the permission of the person(s) involved;
(e)    Introducing viruses, Trojan horses, trap doors, back doors, Easter eggs, worms, time bombs, packet bombs, cancelbots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; and/or
(f)    Intentionally omitting, deleting, forging or misrepresenting transmission information, including headers, return addressing information and IP addresses, in violation of applicable law; using the Lumi Application to gain illegal or unauthorised access to other computers or networks through hacking or other means; assisting in or permitting any persons to engage in any of the activities described above.

7.    Upon becoming aware of harmful activity, Lumi reserves the right to take remedial action, up to and including termination of the Client’s use of the Lumi Application. Clients agree to cooperate with Lumi in any reasonable corrective action that Lumi deems necessary to ensure compliance or prevent further harm. Failure to cooperate with such corrective or preventive measures is a violation of this Policy.
8.    By using the Lumi Application Clients agree to comply with this Policy and also agree to indemnify Lumi against any claims by third parties arising from violation of this Policy. Lumi reserves the right to make changes to this Acceptable Use Policy at any time, and any changes will be effective immediately.

9.    Continued use of the Lumi Application following notification of any changes shall constitute acceptance of the changes.

25.    SCHEDULE C – SERVICE LEVELS

1.    Availability: Lumi is an online platform and will be available 24 hours a day, 7 days a week except for Planned Downtime or Force Majeure Events.
2.    Uptime: means the time the Lumi application is available to be accessed by the Client (except as indicated in section 5 below).
3.    Performance: Lumi is a web-based application. The application will have a response time not exceeding 30 seconds for a full screen load 90% of the time over a broadband connection that is not experiencing network related delays connecting to internet.
4.    Total Monthly Minutes:  The number of days in the month multiplied by 1,440 minutes per day.
5.    Downtime: “Downtime” in any month means the total number of minutes that the Client cannot access the Lumi Application. The calculation of Downtime Minutes excludes time that the Client is unable to access the Lumi Application due to any of the following:
a.    Planned Downtime;
b.    That result from a suspension of user access;
c.    Caused by factors outside of our reasonable control, including any Force Majeure Event, Internet access, or problems beyond the demarcation point of the Lumi network;
d.    That result from the equipment, software or other technology of you or any third party (other than third party equipment within our direct control); 
e.    That result from any Support and Maintenance; or
f.    Anything outside of the direct control of Lumi.
6.    Problem resolution response time: Support for responding to product-related problems will be available from Monday to Friday in the following time zones: Asia and Oceania: 8AM – 5PM (GMT+10), for example, service interruption reported on Friday at 6 PM may not be looked at until 9AM the following Monday. In conjunction with these guidelines Lumi Support Team will make every effort to respond within 24 hours of reporting the fault.
7.    Service Commitments and Service Credits: Service Credits are calculated as a percentage of the total monthly charges paid by Client (excluding one-time payments, e.g. for training, etc.) for the monthly billing cycle in which the Downtime occurred in accordance with the schedule below:
a.    For monthly Uptime percentage less than 99.75% but equal to or greater than 99.0%, the Client will be eligible for a 10% Service Credit on Subscription Fees.
b.    For monthly Uptime percentage less than 99.0%, the Client will be eligible for a 20% Service Credit on Subscription Fees.
8.    Credit Request and Payment Procedures: To receive a Service Credit for unavailability, Client must submit a claim by emailing support@lumi.media. To be eligible, the credit request must be received by Lumi by the end of the second billing cycle after which the incident occurred and must include:
a.    the words "SLA Credit Request" in the subject line;
b.    the dates and times of each Unavailability incident that the Client is claiming;
c.    the account name(s); and
d.    logs that document the errors and corroborate your claimed outage (any confidential or sensitive information in these logs should be removed or replaced with asterisks).
9.    If the Monthly Uptime Percentage of such request is confirmed by Lumi and is less than the Service Commitment, then Lumi will issue the Service Credit to Client within one billing cycle following the month in which the request is confirmed by Lumi. Client’s failure to provide the request and other information as required above will disqualify Client from receiving a Service Credit.
10.    Changes to Service Levels: Service Levels may be revised after mutual written agreement of both parties. 

26.    SCHEDULE D – PERSONAL DATA  PROCESSING PURPOSES AND DETAILS

Subject matter of processing:

Lumi provides a cloud based platform, for pre to post-production and delivery, which brings everything into a central hub, giving those with access to a particular production an immediate context for their role, no matter when they join a project, and from wherever they work. Production management and casting execs will be able to track casting applications and successes for all onscreen cast/talent, as well as auditions and outcomes with space for notes and all will be updated and added to as production moves forward.

 Duration of Processing:

The duration of the Term of the applicable Agreement(s) only and no longer.

 Nature of Processing:

In line with the subject matter of the processing, Lumi will process Client Personal Data in accordance with the terms of the applicable Agreement(s).

 Business Purposes:

For the purposes of Lumi providing the services outlined in Clause 4.1 of this Agreement.

 Personal Data Categories:

Full names; email addresses; postal home addresses; contact details; links to data subjects’ social media platforms (including Facebook, Linked-in); health data in the form of covid vaccination status and the outcome of a covid test; the outcome of psychometric tests; the outcome of criminal background checks.

 Data Subject Types:

Employees of Client or associated Freelancers, Sub-Contractors or other Crew; General members of the public who apply to be a part of a production run by the Client.

Approved Sub-processors: