Jube Terms of Service (JTOS)

Version

1.3 as of November 18, 2025

Company Details

Company Name: Jube Operations Limited trading as Jube (“JOL”)
Company Number: 14442207
Registered Address: Northgate House, North Gate, New Basford, Nottingham, England, NG7 7BQ

Company Introduction

JOL is a UK company that architects, develops, and implements horizontally scalable, high-throughput software for real-time transaction and event monitoring. Engagements with Clients typically span software development, data engineering, machine learning (both supervised and unsupervised classification), and increasingly artificial intelligence, including integration, embedding, and inference where distinct from machine learning.

JOL’s stated mission is to work with Clients on the training, support, and implementation of Jube – an Open-Source Anti-Money Laundering (“AML”) and Fraud Detection Transaction Monitoring software, which it maintains. Under the umbrella of JOL, there is also a corpus of advanced analytics know-how.

Definitions

For the purposes of these Terms of Service, the following terms shall have the meanings set out below:

  • Agreement: These Terms of Service together with any Work Orders, statements of work, or quotations entered into under it.
  • Client: The party receiving the Services from JOL.
  • Provider: Jube Operations Limited trading as Jube (“JOL”), providing the Services.
  • Services: The support, software development, consulting, training, or other services provided by the Provider to the Client.
  • Deliverables: Any materials, software, documentation, models, or other outputs created by the Provider in connection with the Services.
  • Confidential Information: Any information disclosed by one party to the other that is identified as confidential or that ought reasonably to be treated as confidential.
  • Personal Data: Information relating to an identifiable individual processed by JOL as a data processor under GDPR.
  • Excluded Uses: Uses of the Services or Deliverables that are expressly excluded in Section 8, including but not limited to safety-critical systems, financial trading systems, and medical systems.
  • Work Order: Any document, proposal, or statement of work agreed between the parties that details the specific Services to be provided.
  • Force Majeure Event: Any event beyond a party’s reasonable control that prevents or delays performance of its obligations, as described in Section 9.

1. Scope of Services

  1. These Terms of Business govern the provision of support services and/or software development services (Services) by JOL (Provider) to the Client.

  2. Any proposal, statement of work, quotation, or similar document agreed between the parties shall be deemed incorporated into these Terms.

  3. The Provider reserves the right to modify these Terms of Business from time to time. The applicable version shall be included in each Work Order and shall take effect upon the Client’s acceptance of that Work Order.

2. Fees and Payment

  1. Fees for the Services will be as set out in the applicable agreement, quotation, or Work Order.

  2. All fees are exclusive of taxes, which shall be payable by the Client in addition.

  3. Fees shall be invoiced and payable monthly in advance (covering a one-month period), or as otherwise agreed in the Work Order.

  4. Payment is due within thirty (30) days of the date of the Provider’s invoice.

  5. If any payment is not made when due, the Provider reserves the right to charge statutory interest at the rate applicable under the Late Payment of Commercial Debts (Interest) Act 1998, accruing daily until payment is received in full.

  6. To the extent that on-site visits to the Client’s premises (or any other location) are required, the Provider shall be entitled to charge for reasonable travel and subsistence expenses. Such expenses will be billed in accordance with the HMRC international scale rate directory (as updated from time to time – see HMRC guidance) and must be agreed with the Client in advance.

3. Service Delivery

Service Channels:

  • [Matrix] Room (preferred; invite-only private support channel)
  • Email to support@jube.io

Details:

  1. Remote Delivery: The Services shall be delivered remotely by default unless otherwise agreed in writing.

  2. Service Request Channels: All service requests must be submitted through one of the above channels.

  3. Response Time: The Provider shall acknowledge and respond to all service requests within a maximum of four (4) business hours during UK office hours (09:00–17:30 GMT/BST, Monday to Friday, excluding UK public holidays).

  4. Service Management: All service requests will be promptly transposed into a new or related JIRA ticket linked to the Client’s project.

  5. Documentation: Documentation and supporting materials created as part of the Services will be shared via the Provider’s Confluence workspace, to which the Client will be granted guest-user access.

  6. Availability: The Provider shall endeavour to provide responses on a 24x7 basis, subject to call-out availability via the [Matrix] room or by mobile phone.

  7. Meetings: Online meetings (e.g., Brave Talk) will be scheduled on demand. The Client shall ensure that an appropriately qualified resource is available to supervise the work during such sessions.

  8. Client Control of Production: The Provider will never take control of or directly implement changes to the Client’s production systems. Responsibility for implementing changes rests solely with the Client, based on documentation and procedures created by the Provider and formally signed off by the Client.

  9. Testing and Sign-Off: The Client is responsible for testing all Deliverables in a suitable non-production environment and must provide formal sign-off prior to promotion to production. The Provider shall have no liability for issues arising from promotion without such sign-off.

  10. Client Security Obligations: The Client is responsible for maintaining appropriate security measures and controls for their systems, networks, and data. The Provider shall not be liable for security incidents arising from the Client’s environment, hosting, or data handling practices.

4. Confidentiality

  1. Each party (“Receiving Party”) undertakes to keep confidential and not to disclose to any third party any Confidential Information of the other party (“Disclosing Party”) received in connection with these Terms, except as permitted.

  2. Confidential Information means any information disclosed by the Disclosing Party that is identified as confidential or that ought reasonably to be treated as confidential.

  3. The Receiving Party may disclose Confidential Information:

    a. to employees, agents, or subcontractors who need to know it for carrying out the Services, provided they are bound by confidentiality obligations no less stringent than these;

    b. as required by law, regulation, or court order, provided that (where lawful) the Disclosing Party is given prior written notice.

  4. The obligations do not apply to information that:

    a. is or becomes publicly available other than through breach of these Terms;
    b. was lawfully in possession before disclosure;
    c. is independently developed without use of the Disclosing Party’s Confidential Information.

  5. The obligations survive termination of these Terms for five (5) years.

5. Data Processing Compliance

For the purposes of the UK GDPR and EU GDPR, the parties acknowledge that JOL acts as a data processor. Terms and obligations relating to processing Personal Data are set out in Appendix A: Data Processing (GDPR).

6. Intellectual Property

  1. Only as expressly particularised in the Work Order, rights in any materials, Deliverables, or software created by the Provider shall vest in the Provider until all fees are paid in full.

  2. Notwithstanding clause 6.1, vesting does not include:

    • Jube Open-Source real-time AML and Fraud Detection Transaction Monitoring software (AGPLv3)
    • Integration software created to Jube software
    • Advanced analytics (e.g., machine learning models) developed using JOL or consortium data
    • Supporting materials (e.g., documentation, scripts)

  3. Upon full payment of fees, ownership of Deliverables expressly particularised as clause 6.1 (excluding clause 6.2 exceptions and pre-existing IP) transfers to the Client.

  4. The Provider retains ownership of methodologies, know-how, tools, frameworks, and pre-existing IP used in providing the Services. The Provider grants the Client a non-exclusive, non-transferable license to use such elements solely as incorporated into the Deliverables.

7. No Warranty

  1. The Services and Deliverables are provided “as is” and “as available”.

  2. To the fullest extent permitted by law, the Provider disclaims all warranties, conditions, and representations, including implied warranties of merchantability, fitness for purpose, accuracy, or non-infringement.

8. Limitation of Liability and Indemnification

  1. To the maximum extent permitted by law, the Provider shall not be liable for:

    a. indirect, incidental, consequential, or special loss or damage;
    b. loss of profit, revenue, savings, data, goodwill, or opportunity;
    c. claims arising from Client misuse of Deliverables.

  2. The Provider’s total liability shall not exceed fees paid by the Client under the relevant Work Order in the preceding 12 months.

  3. Excluded Uses: The Provider excludes liability for claims arising from use of Deliverables in:

    • Industrial/engineering process control
    • Financial trading (high-frequency or algorithmic)
    • High-value or high-volume transactional systems
    • Medical-related systems
    • Safety-critical systems
    • Aerospace, automotive, or military applications
    • Web hosting, domain registration/management
    • Computer games design
    • Security systems and networks

  4. The Client warrants it will not use Deliverables for Excluded Uses unless expressly agreed in writing.

  5. The Client shall indemnify and hold harmless the Provider from claims, losses, or liabilities arising from Client misuse of the Services or Deliverables, or from content/data supplied by the Client.

9. Force Majeure

  1. Neither party is liable for failure or delay caused by events beyond reasonable control (Force Majeure Event).

  2. The affected party shall notify the other and mitigate effects.

  3. If the event continues for over sixty (60) days, either party may terminate with written notice.

10. Alternate Dispute Resolution (ADR)

  1. Parties shall attempt to resolve disputes by negotiation.

  2. If unresolved within thirty (30) days, the matter shall be referred to mediation administered by the Centre for Effective Dispute Resolution (CEDR), an independent UK-based organisation providing professional mediation services, before litigation.

  3. Nothing prevents seeking urgent injunctive relief.

11. Termination

  1. Either party may terminate the agreement with at least one (1) month prior written notice.

  2. Either party may terminate by written notice if the other materially breaches these Terms and fails to remedy the breach within thirty (30) days.

  3. Upon termination, the Client shall pay the Provider for all Services performed and expenses incurred up to the effective date. Fees paid in advance covering the notice period may be retained.

12. Entire Agreement and Variations

  1. This Agreement, together with any Work Orders, constitutes the complete agreement.

  2. Variations are effective only if:

    a. Written letter of variation signed by authorised representatives; or
    b. Replaced by a superseding agreement explicitly stating it constitutes the complete agreement.

  3. Each party acknowledges it has not relied on any representation not expressly set out.

13. Governing Law and Jurisdiction

  1. These Terms are governed by the laws of England and Wales.

  2. Subject to ADR, the courts of England and Wales have exclusive jurisdiction.

14. Miscellaneous / Boilerplate Clauses

  1. Severability: Invalid clauses do not affect the rest.
  2. Assignment: No rights/obligations may be assigned without prior written consent.
  3. Notices: Notices must be in writing via email or post.
  4. Non-Waiver: Failure to enforce a right does not waive it.

Appendix A: Data Processing (GDPR)

1. Role as Data Processor

JOL acts as a data processor under GDPR, processing Personal Data (email addresses, usernames, contact details, IP addresses) only according to Client instructions.

2. Purpose of Processing

JOL processes Personal Data solely to:

  • Provide, manage, and improve Services
  • Maintain security and integrity
  • Comply with legal obligations

3. Data Sharing and Transfers

JOL does not sell Personal Data. Transfers outside the UK/EEA have appropriate GDPR safeguards.

4. Data Retention

Data retained only as instructed or required by law.

5. Security

JOL implements technical and organisational measures to protect Personal Data.

6. Sub-processors

Third-party sub-processors may be used, all bound by GDPR obligations.

7. Data Subject Rights

JOL assists Clients in responding to data subject requests:

  • Access, rectification, erasure
  • Restriction, objection
  • Data portability
  • Withdrawal of consent

8. Contact

For enquiries: support@jube.io