Terms of Service

Last updated: 2 June 2026 These Terms of Service ("Terms") govern access to and use of Joqiva, including our websites, web application, customer-facing pages, documented interfaces that we make available, and any related websites, applications, services, features and documentation that we provide or make available (together, the "Service"). Joqiva is operated by FOP Mykola Marchuk Mykolaiovych, an individual entrepreneur registered in Ukraine, trading as Joqiva. In these Terms, "Joqiva", "we", "us" or "our" means that operator. Joqiva's current legal entity details, establishment address, correspondence address, registration and tax information, contact details and data protection contact information are maintained in the Legal Notice. Any UK correspondence address stated in the Legal Notice is for correspondence only and is not a registered office, UK branch or UK place of establishment unless expressly stated. Please read these Terms carefully. By creating an account, starting a trial, subscribing to a paid Plan, accessing a Workspace, using the Service, using a customer-facing Joqiva page, or clicking to accept these Terms, you agree to the parts of these Terms that apply to your use. If you are a Business Customer, these Terms form a legal agreement between you and Joqiva. If you are an End Customer using a customer-facing Joqiva page, these Terms apply only to your limited use of that page and do not make you a Joqiva subscription customer.

1.1 Joqiva is a business-to-business service. 1.2 Joqiva is designed for sole traders, trades, small service businesses, companies, partnerships, authorised staff and authorised contractors using the Service for business purposes. 1.3 Joqiva is not intended for personal, household or consumer subscription use. 1.4 By creating an Account, starting a trial, subscribing to a paid Plan, accessing a Workspace or using the business features of the Service, you confirm that: (a) you are acting for business purposes and not as a consumer; (b) you are at least 18 years old; (c) you have authority to accept these Terms on behalf of the business, organisation, sole trader, partnership or company that you represent; (d) the information you provide to us is accurate and up to date; (e) your use of the Service will comply with these Terms and applicable law; and (f) you will not use the Service for personal or household subscription purposes. 1.5 If you use Joqiva on behalf of a business, organisation, sole trader, company or partnership, "you" means that business or organisation. 1.6 You are responsible for all Workspace owners, administrators, invited users, staff, contractors and other authorised users who access the Service through your Account, Workspace, invitation, role, API key or credentials. 1.7 End Customers of Joqiva customers may be consumers, homeowners, tenants or other individuals. They are not Joqiva subscription customers. They may use customer-facing Joqiva pages only for their intended purpose, such as viewing a quote or invoice, accepting or declining a quote, asking a question, downloading a document, or reporting a payment to the relevant Business Customer. 1.8 Nothing in these Terms is intended to exclude or restrict any rights that an End Customer or other person may have under laws that cannot be excluded or restricted. 1.9 If you are not acting for business purposes and you want to subscribe to Joqiva for personal, household or consumer use, you must not create a Joqiva business subscription.

2.1 These Terms incorporate the Acceptable Use Policy, the Refund Policy, any applicable Order Form or checkout terms, and the DPA where Joqiva processes Customer Personal Data as processor. The Privacy Policy, Cookie Policy, AI Processing Notice, Subprocessors page and Legal Notice provide notices and information that apply to the matters they cover. (a) Privacy Policy; (b) Cookie Policy; (c) Data Processing Agreement; (d) Subprocessors page; (e) Acceptable Use Policy; (f) AI Processing Notice; (g) Refund Policy; and (h) Legal Notice. 2.2 You must comply with the Acceptable Use Policy when using the Service. 2.3 Where Joqiva processes Customer Personal Data on your behalf as processor, the Data Processing Agreement applies and is incorporated into these Terms. 2.4 The Privacy Policy explains how Joqiva processes personal data where Joqiva acts as controller. 2.5 The Cookie Policy explains how Joqiva uses cookies and similar technologies. 2.6 The Subprocessors page lists approved production subprocessors and relevant provider categories. 2.7 The AI Processing Notice explains how Joqiva uses AI-assisted features. 2.8 The Refund Policy explains how refund requests work for Joqiva subscription payments. 2.9 The Legal Notice identifies the Joqiva legal operator, registration details, contact details and correspondence information.

3.1 In these Terms: "Account" means a registered Joqiva user account. "AI-Assisted Features" means Joqiva features that use artificial intelligence, machine learning or similar technology to help extract, classify, draft, summarise or suggest information. "Billing Provider" means a third-party provider used to administer subscription checkout, payment method handling, invoices, taxes, refunds, subscription status, payment attempts, billing support or billing records for Joqiva subscription Fees. "Business Customer" means the business, sole trader, company, partnership or organisation that creates, owns, controls or uses a Joqiva Workspace. "Customer Data" means data, content, files, records, emails, attachments, PDFs, quotes, invoices, job information, customer information, payment reports, audit records and other materials submitted to, generated in, or stored in the Service by or on behalf of a Business Customer. "Customer Personal Data" means personal data contained in Customer Data that Joqiva processes on behalf of a Business Customer as processor. "DPA" means the Joqiva Data Processing Agreement available. "End Customer" means a customer, prospective customer, homeowner, tenant, payer, quote recipient, invoice recipient, contact, supplier representative or other person who interacts with a Business Customer through the Service. "Fees" means subscription fees, Plan fees, usage fees, add-on fees, taxes and other charges payable for the Joqiva SaaS Service. "Merchant of Record" means the entity shown at checkout or in billing documentation as responsible for payment collection, tax calculation, invoicing, refund administration or related payment administration for a transaction. "Order Form" means an order form, online checkout, subscription confirmation, written order, pricing confirmation or similar commercial document accepted by Joqiva. "Plan" means a Joqiva subscription tier, trial, paid plan or other service package. "Read-Only Mode" means a restricted Workspace billing state in which existing data may be viewed, downloaded or exported where available, but new workflow activity and paid features are restricted. "Service" means Joqiva as described at the start of these Terms. "Workspace" means a Joqiva workspace, business account, organisation space or similar environment where Customer Data is created, stored and managed.

4.1 Joqiva helps small service businesses manage workflow from enquiry to job, quote, customer quote page, invoice, bank transfer payment tracking, reminders and closed job. 4.2 The Service may include features for: (a) capturing and organising enquiries; (b) creating jobs; (c) creating quotes; (d) creating invoices; (e) generating PDFs; (f) creating customer-facing quote pages; (g) creating customer-facing invoice pages; (h) displaying bank transfer instructions provided by you; (i) allowing End Customers to indicate that they have paid; (j) allowing End Customers to provide payment-related information or payment evidence; (k) recording owner confirmation of payment status; (l) tracking overdue invoices; (m) sending reminders, service-related emails and customer-facing quote link messages; (n) importing, forwarding or parsing inbound emails and attachments; (o) extracting draft enquiry fields using AI-Assisted Features; (p) reporting on job, quote, invoice and payment workflow history; (q) managing users and Workspace permissions; (r) maintaining audit history; and (s) exporting available Workspace data. 4.3 The features available to you depend on your Plan, subscription status, Workspace status, configuration, usage limits, documentation and any applicable Order Form or checkout terms. 4.4 We may improve, modify, add, remove, suspend or discontinue features in accordance with these Terms. 4.5 Public demos, sample workflows, sample data and preview pages are for demonstration only. They do not create a real Workspace, customer record, quote, invoice, payment report, customer communication, document, AI-assisted extraction or customer payment workflow unless the Service clearly says otherwise.

5.1 Your End Customers pay directly into your bank account. 5.2 We do not receive, hold, control, transfer, settle or transmit End Customer invoice funds. 5.3 Joqiva does not collect, hold, receive, transfer, settle, transmit or control funds owed by End Customers to you. 5.4 Joqiva is not part of the movement of money between your End Customers and your bank account. 5.5 Joqiva only displays bank transfer instructions that you provide and helps you track payment-related workflow statuses, reports, owner confirmation, overdue invoices and reminders. 5.6 Joqiva does not initiate bank transfers, access your bank account, access End Customer payment accounts, provide account information services, or instruct any bank or payment institution to move End Customer funds. 5.7 Joqiva is not: (a) a bank; (b) a payment account provider; (c) an e-money service; (d) a money remittance service; (e) an escrow service; (f) a payment initiation service; (g) an account information service; (h) a debt collection agency; (i) a credit reference agency; (j) an accountant; (k) a tax adviser; (l) a legal adviser; (m) a financial adviser; or (n) an insurer. 5.8 You are responsible for checking your own bank account and confirming whether money has been received. 5.9 Joqiva is not a party to your contracts with your End Customers. 5.10 We are not responsible for your quotes, invoices, services, prices, VAT treatment, tax treatment, workmanship, professional standards, trade compliance, customer disputes, refunds, complaints, debt recovery or legal compliance in your own business. 5.11 Joqiva SaaS subscription billing is separate from End Customer invoice payment tracking. Subscription Fees are charges for access to the Service. End Customer invoice payments are payments from your End Customers to you.

6.1 You must provide accurate account, business, billing and contact information and keep it up to date. 6.2 You may be asked to accept these Terms by ticking a box, clicking a button, creating an Account, starting a trial, subscribing to a paid Plan, accepting an Order Form, accessing a Workspace or using the Service. 6.3 Before you start a trial or subscribe to a paid Plan, the Service, checkout, pricing page or Order Form will show the main commercial terms reasonably required for you to decide whether to subscribe, including the Plan, price, billing period, trial period, renewal position, cancellation route, applicable taxes and any material usage limits shown for that Plan. 6.4 You are responsible for checking your selected Plan, billing period, business details, billing details and payment details before submitting an order, starting a trial or subscribing to a paid Plan. 6.5 We may record evidence of legal acceptance, including: (a) account and Workspace identifiers; (b) account email address; (c) timestamp; (d) Terms version; (e) IP address; (f) device or browser information; and (g) acceptance method. 6.6 If you accept these Terms on behalf of a business or organisation, you confirm that you have authority to bind that business or organisation. 6.7 You must not create an Account using false information or on behalf of a business you are not authorised to represent. 6.8 If there is a conflict between a specific Order Form and these Terms, the order of precedence in clause 46 applies.

7.1 You are responsible for maintaining the confidentiality and security of: (a) login details; (b) authentication methods; (c) recovery methods; (d) API keys; (e) devices used to access the Service; (f) Workspace invitations; (g) administrator permissions; and (h) customer-facing links. 7.2 You must promptly tell us if you suspect: (a) unauthorised access; (b) account compromise; (c) credential compromise; (d) unauthorised changes to bank details; (e) unauthorised changes to payment instructions; (f) misuse of the Service; or (g) a security incident affecting your Workspace. 7.3 Workspace owners and administrators are responsible for: (a) inviting and removing users; (b) assigning appropriate permissions; (c) reviewing Workspace access; (d) reviewing user activity where available; (e) ensuring users comply with these Terms; (f) keeping business details accurate; (g) keeping bank transfer details accurate; (h) keeping quote, invoice and payment instructions accurate; (i) ensuring customer-facing pages are shared only with intended recipients; and (j) exporting and preserving business records where needed. 7.4 You must promptly remove users who no longer need access. 7.5 You must not share user accounts. Each user should use their own login where multi-user access is available. 7.6 We may treat actions taken through your Account, Workspace, administrator account, invited user account or API key as authorised by you unless you have notified us of suspected compromise and we have had a reasonable opportunity to act. 7.7 You are responsible for ensuring that roles and permissions are appropriate for your business. Interface labels, permission names, disabled buttons and notices are convenience features only. Access is controlled by the permissions and security checks applied by the Service.

8.1 The Service may allow you to generate and share customer-facing quote pages, invoice pages, PDFs, payment instructions, quote acceptance pages, payment reports and reminders. 8.2 Customer-facing pages may be accessed through unique links or other access methods made available by the Service. 8.3 End Customers do not need to create a Joqiva account to access customer-facing pages unless Joqiva introduces that feature later. 8.4 Anyone with a valid customer-facing link may be able to access the relevant page unless additional access controls apply. 8.5 You are responsible for: (a) deciding who receives customer-facing links; (b) sharing links only with intended recipients; (c) checking page content before sending; (d) checking bank transfer details before sending; (e) ensuring page content is lawful and accurate; and (f) handling End Customer questions, disputes, refunds, complaints and contract issues. 8.6 Joqiva is not responsible for any agreement, disagreement, dispute, non-payment, cancellation, refund request, complaint or claim between you and an End Customer. 8.7 End Customers who access customer-facing pages must use them only for their intended purpose and must not misuse, interfere with, attack, scrape, copy, probe or attempt to bypass security controls of the Service. 8.8 We may restrict, revoke or disable customer-facing pages where reasonably necessary for security, abuse prevention, legal compliance, expired or revoked links or access methods, Workspace status, non-payment, suspected misuse or protection of Joqiva, Business Customers, End Customers or third parties.

9.1 You are responsible for the accuracy, legality and suitability of all: (a) enquiries; (b) jobs; (c) quotes; (d) invoices; (e) invoice items; (f) quote items; (g) prices; (h) descriptions; (i) VAT or tax information; (j) payment terms; (k) payment instructions; (l) bank details; (m) customer details; (n) quote terms; (o) invoice terms; (p) customer-facing pages; (q) PDFs; and (r) other documents or workflow records that you create, upload, approve, send or share through Joqiva. 9.2 Joqiva may help generate documents, PDFs, quote pages, invoice pages and workflow records, but you remain responsible for reviewing and approving them before use. 9.3 You are responsible for ensuring that your quotes, invoices and documents comply with applicable legal, tax, VAT, accounting, consumer, trade, professional and regulatory requirements. 9.4 You are responsible for ensuring that you have any licences, registrations, qualifications, accreditations, insurance or permissions required for the services you provide to your End Customers. 9.5 Joqiva does not guarantee that documents generated through the Service satisfy all requirements of your business, trade, industry, regulator, tax authority or customer contract. 9.6 PDF files are document representations. Structured records in the Service may be the operational source for Joqiva workflow, but Joqiva does not provide full statutory e-invoicing, tax filing, bookkeeping, accounting or regulatory reporting unless expressly stated in a Plan, Order Form or product notice. 9.7 You should keep independent business, accounting and tax records where required by law or good business practice.

10.1 The Service may allow End Customers to accept quotes, decline quotes, ask questions, approve work, interact with customer-facing pages, submit information, upload files, indicate that they have paid, or provide payment evidence. 10.2 If an End Customer accepts a quote or interacts with a customer-facing page, Joqiva may record information such as: (a) name; (b) email address; (c) phone number; (d) IP address; (e) timestamps; (f) technical information about the device or browser used; (g) page interaction records; (h) acceptance records; (i) payment-related comments; (j) uploaded files; (k) payment evidence; and (l) related audit history. 10.3 These records are provided to support workflow, security, audit history, fraud prevention, troubleshooting and service operation. 10.4 Joqiva does not guarantee that any quote acceptance satisfies every legal requirement for contract formation in your business. 10.5 You are responsible for deciding whether an End Customer action has legal or commercial effect in your own business. 10.6 Accepting a quote does not mean that the quote, job or invoice has been paid.

11.1 You may enter bank transfer instructions into Joqiva so they can be displayed on quotes, invoices, customer-facing pages, reminders and PDFs. 11.2 Bank transfer instructions may include: (a) account name; (b) sort code; (c) account number; (d) IBAN, where used; (e) payment reference; (f) payment terms; and (g) custom payment text. 11.3 You confirm that you are authorised to provide and display those bank transfer details. 11.4 You are responsible for checking that bank transfer details are accurate before sending any quote, invoice, PDF, customer-facing page or reminder. 11.5 Joqiva does not verify: (a) bank account ownership; (b) bank details; (c) payer identity; (d) transfer reference; (e) receipt of funds; (f) source of funds; or (g) whether an invoice has actually been paid. 11.6 A customer selecting "I've paid", marking an invoice as paid, uploading payment evidence or providing payment-related information is not proof that money has been received by you. 11.7 You must verify payment in your own bank account. 11.8 Payment status, overdue status, owner confirmation, payment reports and reminders in Joqiva are workflow tools only. 11.9 Joqiva is not responsible for loss caused by the following, except to the extent caused directly by Joqiva's breach of these Terms: (a) incorrect bank details; (b) outdated bank details; (c) compromised account access; (d) unauthorised changes made by your users; (e) your failure to verify payment instructions; (f) your failure to confirm receipt of funds; (g) End Customer error; (h) bank delay; (i) bank fraud; (j) impersonation; (k) invoice fraud; or (l) disputes between you and your End Customers. 11.10 Any late-payment calculation, interest calculation or overdue guidance shown by Joqiva is for general workflow assistance only and is not legal, debt collection, tax or accounting advice. Statutory late-payment interest and compensation may apply only where the relevant law permits, including qualifying business-to-business debts. They may not apply to consumer debts or where a different contractual interest rate applies. 11.11 Joqiva does not automatically add late-payment interest, compensation or debt recovery charges to invoices unless the Service clearly provides a specific user-controlled feature for doing so. You remain responsible for checking whether any late-payment interest, fee, charge, compensation or reminder is lawful and appropriate for the relevant customer and transaction.

12.1 Joqiva may include AI-Assisted Features that use Joqiva systems and approved third-party AI service providers described in the AI Processing Notice and Subprocessors page. 12.2 AI-Assisted Features create drafts, suggestions, classifications, summaries or extracted fields only. 12.3 AI-Assisted Features do not create final jobs, final quotes, final invoices, final customer communications or final business decisions automatically. 12.4 You must review, correct and approve AI-assisted output before using it in your business. 12.5 AI-assisted output may be incomplete, inaccurate, outdated, duplicated, misleading or unsuitable for your intended purpose. 12.6 You remain responsible for all information, documents, communications, workflow records and business actions that you create, approve, send or rely on using the Service. 12.7 Joqiva does not use AI-Assisted Features to make legally binding decisions or decisions with similarly significant effects about individuals unless we expressly state this and applicable legal requirements are met. 12.8 You must not submit content to AI-Assisted Features unless you have the right and lawful basis to do so. 12.9 You should not submit sensitive personal data, special category personal data, criminal offence data, children's data, passwords, full payment card details, unnecessary identity documents or confidential third-party information unless it is necessary, lawful and appropriate for your business use case. 12.10 AI-Assisted Features are not a substitute for human review, professional judgement, legal advice, tax advice, accounting advice, safety assessment, customer verification or business decision-making. 12.11 Further information about AI-assisted processing is available in our AI Processing Notice.

13.1 The Service may allow inbound email processing, email forwarding, email parsing, attachment handling, outbound emails, customer-facing quote link SMS delivery attempts, user-confirmed manual copy-link sending, reminders and related automation. 13.2 You are responsible for ensuring that: (a) you have the right to connect, forward or process email messages through Joqiva; (b) you provide required privacy notices to customers, staff, suppliers and contacts; (c) email addresses, phone numbers and recipients are accurate; (d) reminders and messages are lawful, fair and appropriate; (e) you do not use the Service for spam, unsolicited marketing or unlawful communications; (f) you do not send content that infringes rights or breaches confidentiality obligations; (g) you comply with applicable direct marketing, electronic communications and data protection laws; and (h) your use of email features does not harm Joqiva's sending reputation or service availability. 13.3 Inbound emails and attachments may be parsed, scanned for security purposes, stored and associated with a Workspace, enquiry, job, quote, invoice or customer record. 13.4 Outbound emails, quote link SMS delivery attempts, manual copy-link sending confirmations and reminders may generate delivery, bounce, engagement and operational logs where configured and lawful. 13.5 Joqiva is not responsible for delays, filtering, spam classification, SMS delivery failure, email delivery failure, bounce, recipient-side systems or recipient action, except to the extent caused by our breach of these Terms. 13.6 You must not use reminders, SMS quote link messages or service emails in a way that is harassing, misleading, excessive, unlawful or unfair. 13.7 Joqiva is not a debt collection service. Reminder features are workflow tools only. 13.8 We may suspend or restrict email, SMS, inbound email, reminder, manual copy-link or automation features where reasonably necessary to protect deliverability, prevent abuse, comply with law or protect Joqiva, Business Customers, End Customers or third parties.

14.1 The Service may store files, PDFs, email attachments, payment proofs, quote documents, invoice documents, customer records, job records and related metadata. 14.2 We use access controls intended to limit access to authorised users and intended recipients. 14.3 Some files may be made available through limited-access links, time-limited links, customer-facing links or similar access methods. 14.4 You are responsible for the content you upload, generate, store or share through the Service. 14.5 You must not upload, send, store or share: (a) malicious files; (b) malware; (c) unlawful content; (d) infringing content; (e) content that breaches confidentiality; (f) content that you are not authorised to process or share; (g) content intended to bypass security controls; (h) passwords or secret keys; (i) full payment card details; (j) unnecessary special category personal data; or (k) content that may damage Joqiva, other customers, End Customers or third parties. 14.6 Inbound email attachments may be subject to antivirus or malware scanning. 14.7 Security scanning reduces risk but does not guarantee that all harmful content will be detected. 14.8 We may quarantine, block, delete, restrict or disable access to files where reasonably necessary for security, legal compliance, abuse prevention, malware prevention or protection of the Service.

15.1 For account registration, SaaS billing, product administration, support, website operation, service analytics described in the Privacy Policy and Cookie Policy, fraud prevention, security monitoring, legal compliance and our own business administration, Joqiva acts as an independent controller. 15.2 Our Privacy Policy explains how we handle personal data where we act as controller. 15.3 For customer, job, enquiry, quote, invoice, file, email, payment report, reminder, audit log and Workspace data that you submit to or generate through the Service for your own business purposes, you are normally the controller and Joqiva acts as your processor. 15.4 Where Joqiva acts as processor, the DPA applies and is incorporated into these Terms. 15.5 If there is a conflict between these Terms and the DPA in relation to the processing of Customer Personal Data where Joqiva acts as processor, the DPA takes priority. 15.6 You are responsible for: (a) having a lawful basis for processing personal data through the Service; (b) providing privacy notices to End Customers, staff, suppliers and contacts; (c) responding to data subject requests where you are controller; (d) handling data protection complaints where you are controller; (e) ensuring your use of Joqiva complies with UK GDPR, the Data Protection Act 2018, PECR, each as amended from time to time, and other applicable data protection laws; (f) ensuring personal data you submit is adequate, relevant and limited to what is necessary; (g) ensuring users in your Workspace handle personal data appropriately; (h) ensuring your instructions to Joqiva are lawful; and (i) avoiding unnecessary sensitive personal data. 15.7 Joqiva may use subprocessors and third-party service providers for core service operation, communications, AI-assisted processing, service reliability, analytics, support, security, subscription billing and other services necessary to provide, operate and improve the Service. 15.8 Current approved production subprocessors and provider categories are listed at Subprocessors page. 15.9 Where Customer Personal Data is transferred or made accessible outside the United Kingdom, Joqiva will use a lawful transfer mechanism required under applicable data protection law, such as adequacy arrangements, UK transfer terms, standard contractual clauses, another appropriate safeguard or a lawful exception, as described in the DPA, Privacy Policy or Subprocessors page. 15.10 You must not use the Service to process personal data in a way that would require Joqiva to take on obligations not covered by these Terms, the DPA, the applicable Plan or an agreed written addendum.

16.1 Our Privacy Policy is available. 16.2 Our Cookie Policy is available. 16.3 The Cookie Policy explains how we use cookies and similar technologies, and when consent or another lawful basis is used. 16.4 You must not use Joqiva customer-facing pages, emails, links, integrations or APIs to deploy cookies, tracking pixels or similar technologies unless you have all rights, notices and consents required by law. 16.5 Current privacy, cookie, analytics and subprocessor information is set out in the Privacy Policy, Cookie Policy and Subprocessors page. These Terms do not override those documents for the matters they cover.

17.1 As between you and Joqiva, you own your Customer Data. 17.2 You grant Joqiva a limited licence to host, process, transmit, display, copy, store, back up, secure and use Customer Data as necessary to: (a) provide the Service; (b) operate the Service; (c) support the Service; (d) secure the Service; (e) troubleshoot issues; (f) prevent abuse; (g) comply with law; (h) enforce these Terms; (i) provide AI-Assisted Features where enabled; (j) provide email, reminder and workflow features; (k) provide exports; (l) maintain backups; and (m) improve the Service using aggregated or anonymised information. 17.3 You confirm that you have all rights, permissions, notices and lawful bases required to submit Customer Data to the Service and allow Joqiva to process it under these Terms and the DPA. 17.4 We may use aggregated or anonymised information to understand, operate, secure and improve the Service, provided it does not identify you, your users or your End Customers. 17.5 We will not sell Customer Data. 17.6 We will not use your Customer Data to advertise third-party products to your End Customers. 17.7 Customer Data may be retained, archived, deleted or anonymised in accordance with these Terms, the DPA, the Privacy Policy and supported product functionality.

18.1 We use reasonable technical and organisational measures designed to protect the Service and Customer Data. 18.2 Our security measures may include access controls, role-based permissions, segregation of customer environments, logging, monitoring, abuse prevention, backup and recovery measures, secure credential handling, provider security controls and malware-prevention measures where appropriate. 18.3 Security measures are described in more detail in the DPA and its technical and organisational measures annex. 18.4 No online service can be guaranteed to be completely secure, uninterrupted or error-free. 18.5 You must maintain appropriate safeguards for your own business, including: (a) strong passwords; (b) secure devices; (c) secure email accounts; (d) appropriate user permissions; (e) prompt removal of users who no longer need access; (f) review of bank details before sending invoices or reminders; (g) protection of customer-facing links; (h) protection of API keys; and (i) prompt reporting of suspected compromise. 18.6 You must not attempt to bypass authentication, authorisation, usage limits, access controls, customer-environment separation, documented API restrictions or other security measures. 18.7 You must not expose passwords, API credentials, access credentials, payment-provider credentials, system secrets or other confidential credentials in public, customer-facing or insecure places.

19.1 Your use of the Service must comply with the Acceptable Use Policy. 19.2 You must not use the Service: (a) unlawfully or fraudulently; (b) to send spam, unsolicited marketing or unlawful communications; (c) to harass, threaten, abuse, deceive or mislead anyone; (d) to upload malware, malicious code or harmful content; (e) to interfere with, disrupt or overload the Service; (f) to probe, scan or test vulnerabilities without our written permission; (g) to reverse engineer the Service except where law permits; (h) to scrape, copy or harvest data from the Service except through documented export or API functionality; (i) to infringe intellectual property, privacy, confidentiality or other rights; (j) to process data you are not authorised to process; (k) to submit false, misleading or deceptive business, customer, quote, invoice or payment information; (l) to impersonate another person or business; (m) to manipulate payment reports, quote acceptances or audit records; (n) to use Joqiva as a debt collection, regulated financial, legal, accounting or tax service; (o) to resell, rent, white-label or provide the Service to third parties without our written permission; (p) to bypass Plan limits, usage limits or billing controls; (q) to interfere with another customer's Workspace; or (r) in a way that may damage Joqiva, other customers, End Customers, service providers or the public. 19.3 We may investigate suspected misuse. 19.4 We may suspend, restrict or terminate accounts, Workspaces, features, APIs, customer-facing pages or access where reasonably necessary to protect the Service, comply with law, prevent harm, investigate misuse or enforce these Terms.

20.1 Joqiva may offer trials and paid Plans such as Starter, Pro and Team. Card-required trials require successful checkout and payment-method setup through the Billing Provider or another approved payment route before activation. 20.2 There is no permanent free Workspace. 20.3 A trial, where enabled, gives temporary access to trial features for the trial period. 20.4 A payment method may be required to start a card-required trial. Trial activation may require successful checkout and payment-method setup unless Joqiva states otherwise. 20.5 Unless otherwise stated in checkout, in the Service or in an Order Form: (a) the configured Pro trial period may be 14 days; (b) if you do not cancel before the trial ends, the trial automatically converts into a paid subscription; (c) paid subscriptions renew automatically for the selected billing period unless cancelled before renewal; (d) monthly and annual billing may be available; (e) subscription Fees are payable in advance; (f) cancellation takes effect at the end of the current paid billing period; and (g) taxes may be added where applicable. 20.6 If you do not start or continue a paid subscription, your Workspace may move to Read-Only Mode. 20.7 Features, limits, prices and Plan names may change. 20.8 If we materially change the price of your paid subscription, we will give reasonable notice before the change applies to your next renewal, unless the change is required by law, relates to taxes, or results from a change requested by you. 20.9 If you change Plan, the new Plan may apply immediately, at the next renewal, or as otherwise shown in the Service or agreed in writing. 20.10 Unless expressly stated otherwise, promotional offers, discounts, trials and credits are temporary, non-transferable and may be changed or withdrawn. 20.11 Annual billing changes the price and billing period only. Unless the Service clearly states otherwise, annual billing does not convert monthly usage limits into yearly usage limits. 20.12 Joqiva may enforce feature gates, usage limits, billing status checks and Read-Only Mode checks through Service controls. Interface notices, disabled buttons or banners are not the only enforcement mechanism. 20.13 The Service is offered as a business subscription. Consumer cooling-off rights are not intended to apply to your Joqiva subscription where you contract for business purposes. Any refund window or billing-provider refund process does not change the business-only nature of the Joqiva subscription. Nothing in these Terms excludes rights that cannot be excluded by law.

21.1 You must pay the Fees for access to the Service. 21.2 SaaS subscription billing is separate from End Customer invoice money. 21.3 We may use a Billing Provider to administer checkout, invoices, payment method handling, payment attempts, subscription status, taxes, refunds and billing support. 21.4 Where the checkout or billing documentation states that a Billing Provider is the Merchant of Record, your payment transaction is with that Merchant of Record for payment, tax and billing administration. Your right to access and use the Service remains governed by these Terms between you and Joqiva. 21.5 The relevant Billing Provider, Merchant of Record, buyer terms, refund terms and privacy information are shown at checkout, in billing documentation or in the Refund Policy. 21.6 Joqiva does not collect, process or store full payment card numbers, CVC codes or raw card data. 21.7 Payment details for subscriptions must be entered through the checkout, customer portal or billing method provided or approved by the Billing Provider. 21.8 A Billing Provider may process billing contact details, subscription status, tax or VAT metadata, payment method details, invoice details, payment attempts, provider identifiers and billing events for your subscription. 21.9 Billing Providers are not used to collect, hold, transfer, settle or control End Customer invoice payments. 21.10 You authorise Joqiva and the relevant Billing Provider or Merchant of Record to charge applicable Fees, taxes and other agreed charges using the payment method or payment route you provide. 21.11 Billing-provider terms may apply to payment, tax, refund and billing administration, but your use of the Service remains governed by these Terms. 21.12 We may store billing records and safe billing-provider identifiers for reconciliation, billing administration, audit, fraud prevention, tax, legal and support purposes. End Customer payment reports are not evidence of Joqiva subscription Fee payment.

22.1 You must pay all Fees shown at checkout, in the Service, in your Order Form, or otherwise agreed in writing. 22.2 Fees are exclusive of VAT, sales taxes, duties and similar taxes unless stated otherwise. 22.3 You are responsible for applicable taxes, except taxes on our income. 22.4 Where taxes are required for subscription purchases, they may be calculated and charged by Joqiva, the Billing Provider or the Merchant of Record as shown at checkout or in billing documentation. 22.5 If a payment attempt for your Joqiva subscription fails, we may: (a) retry the payment; (b) ask you to update payment details; (c) notify the Workspace owner or billing contact; (d) restrict paid features; (e) move your Workspace to Read-Only Mode after a 7-day grace period; or (f) suspend or terminate paid access if Fees remain unpaid. 22.6 Refund requests for subscription payments must be made through the route stated in the Refund Policy, billing-provider receipt, checkout or customer portal. Any 14-day request period is subject to eligibility, applicable billing-provider terms and mandatory law. 22.7 Refunds are handled in accordance with the Joqiva Refund Policy and, where a Billing Provider or Merchant of Record processes the transaction, that provider's applicable refund and buyer terms. 22.8 Cancelling a subscription stops future renewal charges. Cancellation does not automatically refund previous charges unless a refund is approved under the Refund Policy, applicable billing-provider terms or mandatory law. 22.9 Customer invoice payments are paid by bank transfer directly to the Workspace owner. Joqiva does not receive, hold, move, settle, transfer or control customer invoice money. 22.10 Cancellation does not remove your obligation to pay Fees already due. 22.11 You must not attempt to avoid Fees by creating duplicate Workspaces, misrepresenting your business, bypassing usage limits, manipulating billing information or using End Customer payment records as Joqiva subscription payment evidence.

23.1 You may cancel your paid subscription: (a) in the Service where self-service cancellation is available; or (b) by using the support contact details in the Legal Notice. 23.2 Cancellation takes effect at the end of the current paid billing period unless we state otherwise. 23.3 Cancellation does not delete your Workspace by default. 23.4 After a trial ends, a subscription is cancelled, a paid subscription expires, or payment is not restored after the 7-day grace period, the Workspace may move to Read-Only Mode. 23.5 In Read-Only Mode, you may, where available and subject to permissions, security checks and supported product functionality: (a) log in; (b) view existing Workspace data; (c) view existing customers, jobs, quotes and invoices; (d) view existing members and invitation history where exposed by the Service; (e) download existing PDFs where available; (f) export available Workspace data; (g) view history and audit-relevant timelines; and (h) use other read-only functionality that Joqiva makes available. 23.6 In Read-Only Mode, you may not: (a) create new jobs; (b) create new quotes; (c) send quotes; (d) create new invoices; (e) send invoices; (f) create new customer quote pages; (g) create new customer invoice pages; (h) use AI-Assisted Features; (i) use inbound email automation; (j) send reminders; (k) invite new users; (l) create, resend, cancel or accept Workspace invitations; (m) add users directly; (n) change member roles; (o) disable members; (p) upload new job files; (q) create new workflow records; (r) use paid workflow automation; or (s) use other paid features that require an active subscription. 23.7 If you downgrade to a lower Plan, some features, limits, users, automation, storage, AI-Assisted Features or workflow capabilities may no longer be available. 23.8 Existing data may remain in the Workspace after downgrade, but use of features above the new Plan limits may be restricted. 23.9 Downgrades and cancellations do not delete existing Workspace data by default. 23.10 Read-Only Mode is provided to help you view and export existing data. It is not a substitute for your own accounting, tax, legal, compliance or business record-keeping obligations. 23.11 We may restrict or disable Read-Only Mode where necessary for security, legal compliance, non-payment, misuse, suspected fraud, serious breach of these Terms, or protection of Joqiva, other customers, End Customers or third parties.

24.1 The Service may provide export functionality for active and read-only Workspaces. 24.2 Export functionality may depend on the data type, Plan, entitlement, permission, technical availability, Workspace status, security checks and usage limits. 24.3 Export creation may remain available in Read-Only Mode where the Service supports it and where the user has the required export permission and the Workspace has the required export entitlement. 24.4 Export files may be retained for up to 30 days and may then be deleted. 24.5 Expired export files may be removed while the underlying Workspace data remains subject to the retention terms that apply to that data. 24.6 You are responsible for exporting and preserving your own business records. 24.7 We do not guarantee that any Workspace, export, file, PDF or record will remain available indefinitely. 24.8 If we decide to materially change the availability of Read-Only Mode or exports for inactive or expired Workspaces, we will use reasonable efforts to provide notice where practical, unless we need to act sooner for legal, security, abuse prevention or operational reasons.

25.1 You instruct us to retain Customer Data according to the product functionality, your Workspace settings, these Terms, the DPA and the retention periods below, unless you delete data, request deletion, or otherwise instruct us in a manner supported by the Service and applicable law. 25.2 Customer, job, quote and invoice data is generally kept while the Workspace is active or in Read-Only Mode. 25.3 Inactive or read-only Workspaces are not automatically deleted solely because a trial or subscription has ended, unless we state otherwise, you request deletion, or deletion is required for legal, security, abuse prevention or operational reasons. 25.4 Archive and cancellation are not the same as deletion. A quote, invoice, payment record, payment report, acceptance record, audit record or other retained business record may be archived, cancelled or hidden from active views while still being stored. 25.5 Normal Workspace user actions may not hard-delete retained business records where retention is required or appropriate for accounting, audit, tax, legal, security, support or dispute reasons. 25.6 After a valid deletion request for an Account or Workspace, we will delete or anonymise relevant data within 90 days where legally and technically possible, except for records that must or may be kept longer for legal, tax, accounting, audit, dispute, security, fraud prevention, compliance or legitimate business purposes. 25.7 The following standard retention periods may apply: (a) customer, job, quote and invoice data: kept while the Workspace is active or in Read-Only Mode; (b) invoices, invoice items, quotes, payments, payment reports, quote acceptances and audit-relevant business history: 6 years where retained as part of Workspace history, accounting, audit or legal records; (c) VAT/accounting-relevant records: 6 years; (d) files, PDFs and payment proofs: kept with the corresponding Workspace, job or document data; (e) email messages and inbound emails: kept with the corresponding Workspace or job data; (f) email events and delivery logs: up to 24 months; (g) integration and operational event logs: up to 24 months; (h) operational task records: up to 24 months; (i) audit logs: 6 years for audit-relevant history; (j) SaaS billing events and billing records: 6 years; (k) exports: up to 30 days; (l) backups: up to 90 days; (m) inactive or Read-Only Mode Workspaces: not automatically deleted solely because the trial or subscription has ended; and (n) deleted or cancelled accounts: deleted or anonymised within 90 days except for legal, tax, accounting, audit, dispute, security, fraud prevention and compliance records. 25.8 Backup deletion may occur on the next scheduled backup deletion cycle. 25.9 Backup data may be isolated, protected and not used for ordinary production purposes before deletion. 25.10 Retention periods may be longer where required or permitted by law, court order, regulator, dispute, investigation, security incident, fraud prevention need or legal claim. 25.11 Additional retention terms are set out in our Privacy Policy and DPA.

26.1 We may maintain backups to support resilience and recovery. 26.2 Backups are not designed as a permanent archive for you. 26.3 You should export and retain your own business records. 26.4 Restore processes may be limited by: (a) the nature of the incident; (b) the age of backups; (c) data integrity; (d) operational risk; (e) security considerations; (f) legal restrictions; (g) third-party provider availability; and (h) technical feasibility. 26.5 We do not guarantee that any specific item of deleted, corrupted or lost data can be restored. 26.6 Limited-access links, customer-facing links and temporary access links are not backups.

27.1 The Service depends on third-party providers for core service operation, communications, AI-Assisted Features, service reliability, analytics, support, subscription billing, security and other operational functions. 27.2 We are not responsible for third-party services that are outside our reasonable control, but we remain responsible for our obligations under these Terms and the DPA where applicable. 27.3 You must comply with any third-party terms that apply to services you choose to connect to Joqiva. 27.4 Production subprocessors used to process Customer Personal Data will be listed on our Subprocessors page. 27.5 If a third-party service becomes unavailable, changes terms, increases prices, suffers an incident, or requires changes to the Service, we may modify, suspend or discontinue affected features. 27.6 We may add, replace or remove third-party providers in accordance with these Terms, the DPA and the Subprocessors page.

28.1 Joqiva may provide documented APIs or integrations for the Service where enabled under the applicable Plan. 28.2 External API access is available only where enabled, documented or provided under the applicable Plan. 28.3 You may use Joqiva APIs only as documented and only for your authorised Workspace use. 28.4 You must keep API credentials and other credentials secure. 28.5 You must not expose API credentials or other credentials publicly or insecurely. 28.6 We may impose or change rate limits, usage limits and security controls. 28.7 We may suspend API access if we reasonably believe it is insecure, abusive, excessive, unlawful, harmful or in breach of these Terms. 28.8 Third-party integrations may be subject to third-party terms and availability. 28.9 Unless we expressly state otherwise, Joqiva does not provide accounting platform sync, bank account sync, payment processor integration, card payment acceptance, open banking, regulated financial services or third-party mailbox integrations as part of the Service.

29.1 The current public Service is provided through the Joqiva web platform unless we expressly make another application available. 29.2 Access may depend on supported browsers, devices, operating systems, permissions, connectivity and security requirements. 29.3 Browser-based features may differ by device and may change over time.

30.1 We may provide support through email, in-app tools, helpdesk, documentation or other channels. 30.2 Support availability, response times and channels may depend on your Plan. 30.3 Unless we expressly agree otherwise in writing, support is provided on a best-effort basis during business hours. 30.4 Support business hours are listed in the Legal Notice, excluding public holidays and exceptional closures. 30.5 You must provide accurate information when requesting support. 30.6 You must not send passwords, full payment card details, unnecessary special category personal data, unnecessary identity documents or irrelevant sensitive information in support requests. 30.7 Complaints or requests for information about the Service may be sent to the support or legal contact details listed in the Legal Notice. 30.8 Data protection complaints, data subject requests and privacy-related enquiries should be sent using the data protection contact details stated in the Privacy Policy or Legal Notice and will be handled under applicable data protection law. 30.9 We will use reasonable efforts to respond to complaints as quickly as reasonably possible, taking account of the nature and complexity of the issue.

31.1 We may offer beta, preview, early access or experimental features. 31.2 Beta features may be incomplete, unstable, unavailable, inaccurate or changed without notice. 31.3 Beta features may be subject to additional terms, limits or restrictions. 31.4 You should not rely on beta features for critical business operations unless we expressly state otherwise in writing. 31.5 We may suspend, modify or discontinue beta features at any time.

32.1 We may improve, update, modify, suspend or discontinue parts of the Service. 32.2 We will use reasonable efforts to avoid materially reducing core paid functionality during a paid subscription period without notice, unless the change is necessary for security, legal, operational, third-party provider, abuse prevention or technical reasons. 32.3 The Service may be unavailable due to: (a) maintenance; (b) incidents; (c) internet or network issues; (d) third-party provider issues; (e) cloud provider outages; (f) cyberattacks; (g) emergency security work; (h) software defects; (i) force majeure events; or (j) other reasons outside our reasonable control. 32.4 Any uptime commitments or service levels apply only if expressly stated in an applicable paid Plan, Order Form or service level agreement. 32.5 We may release fixes, patches, security updates and compatibility updates without notice where reasonably necessary.

33.1 We and our licensors own all rights in the Service, including software, designs, interfaces, workflows, databases, documentation, trademarks, logos and other Joqiva materials. 33.2 You may use the Service only as permitted by these Terms. 33.3 You must not copy, modify, distribute, sell, lease, rent, sublicense, reverse engineer or create derivative works from the Service except where expressly permitted by these Terms or applicable law. 33.4 You own your Customer Data and business content. 33.5 If you provide feedback, suggestions, ideas or improvement requests, we may use them without restriction or payment to you. 33.6 We will not use your name, logo or case study publicly without your permission. 33.7 You must not use Joqiva's name, logo, branding or materials in a way that suggests endorsement, partnership or affiliation without our written permission.

34.1 Each party may receive confidential information from the other. 34.2 The receiving party must protect confidential information with reasonable care and use it only for purposes related to these Terms. 34.3 Confidential information includes non-public business, technical, security, product, pricing, customer, financial and operational information. 34.4 Confidentiality obligations do not apply to information that: (a) is public through no breach; (b) was already known lawfully; (c) is received from a third party without breach; or (d) is independently developed without using confidential information. 34.5 A party may disclose confidential information where required by law, court order or regulator, provided it gives notice where lawful and reasonable. 34.6 Customer Personal Data is handled under the DPA where Joqiva acts as processor.

35.1 The Service may help prepare business documents and organise business workflow, but it does not provide legal, tax, accounting, financial, insurance, trade, regulatory or professional advice. 35.2 You are responsible for obtaining professional advice where needed, including for: (a) VAT; (b) tax; (c) accounting records; (d) invoice requirements; (e) quote terms; (f) customer contracts; (g) employment matters; (h) regulated work; (i) debt recovery; (j) data protection compliance; (k) consumer law compliance; (l) professional licensing; and (m) insurance.

36.1 The Service is provided on an "as is" and "as available" basis, except as expressly stated in these Terms or an applicable Order Form. 36.2 We do not warrant that: (a) the Service will be uninterrupted, error-free or always available; (b) all errors will be corrected; (c) all data will be preserved or recoverable; (d) AI-assisted output will be accurate, complete or suitable; (e) reminders will always be delivered, received, opened or read; (f) End Customers will pay you; (g) payment reports will match your bank records; (h) quote acceptances will satisfy every legal requirement; (i) the Service will meet every legal, tax, accounting, trade, regulatory or operational requirement of your business; (j) third-party services will remain available; or (k) the Service will prevent fraud, invoice fraud, bank fraud, impersonation or unauthorised access. 36.3 Nothing in these Terms excludes warranties, obligations or rights that cannot be excluded by law. 36.4 The disclaimers in these Terms do not reduce Joqiva's obligations under the DPA where Joqiva acts as processor.

37.1 Nothing in these Terms limits or excludes liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) wilful misconduct or deliberate default; (d) your obligation to pay Fees owed to us; (e) liability that cannot be limited or excluded by law; or (f) any other liability that these Terms expressly state is not capped. 37.2 Subject to clause 37.1, neither party is liable for: (a) indirect or consequential loss; (b) loss of profit; (c) loss of revenue; (d) loss of business; (e) loss of anticipated savings; (f) loss of goodwill; (g) business interruption; or (h) loss of opportunity. 37.3 Subject to clause 37.1, Joqiva is not liable for loss caused by the following, except to the extent caused directly by Joqiva's breach of these Terms: (a) inaccurate information provided by you; (b) incorrect bank details; (c) your failure to verify bank details; (d) your failure to verify receipt of funds; (e) End Customers; (f) third-party systems outside our reasonable control; (g) your breach of these Terms; (h) your failure to maintain appropriate records; or (i) your failure to export data. 37.4 Subject to clauses 37.1 and 37.5, Joqiva's total liability arising out of or relating to the Service, these Terms or any Workspace is limited to the greater of: (a) the subscription Fees paid by you for the affected Workspace in the 12 months before the event giving rise to the claim; and (b) £1,000. 37.5 For claims arising from Joqiva's breach of confidentiality, breach of the DPA, or failure to maintain reasonable security measures, Joqiva's total liability is limited to the greater of: (a) two times the subscription Fees paid by you for the affected Workspace in the 12 months before the event giving rise to the claim; and (b) £10,000. 37.6 The caps in clauses 37.4 and 37.5 do not apply to: (a) your payment obligations; (b) your misuse of the Service; (c) your infringement of Joqiva intellectual property; (d) your indemnity obligations under these Terms; or (e) liability that cannot be capped by law. 37.7 Each party must take reasonable steps to mitigate losses. 37.8 The limitations and exclusions in these Terms apply whether the claim is based on contract, tort, negligence, breach of statutory duty, misrepresentation, restitution or any other legal basis, to the extent permitted by law. 37.9 The liability terms are intended for a business-to-business SaaS service. Nothing in these Terms excludes or restricts mandatory rights that cannot be excluded or restricted by law.

38.1 You will indemnify Joqiva against losses, damages, liabilities, costs and expenses to the extent arising from: (a) your breach of these Terms; (b) your Customer Data; (c) your quotes, invoices, customer contracts, services or business activities; (d) your bank details or payment instructions; (e) your use of customer-facing pages; (f) your use of reminders, emails or automation; (g) your breach of data protection law where you are controller; (h) your users' actions or omissions; (i) claims by End Customers relating to your business, services, invoices, quotes, reminders or payment instructions; (j) your unlawful or unauthorised use of the Service; (k) your infringement of third-party rights; or (l) your failure to verify bank details, payment instructions or receipt of funds. 38.2 Your indemnity does not apply to the extent the relevant loss is caused directly by Joqiva's breach of these Terms. 38.3 We will give you reasonable notice of an indemnified claim where legally permitted. 38.4 You must not settle a claim in a way that imposes obligations on Joqiva without our written permission.

39.1 We may suspend, restrict or disable access to an Account, Workspace, API key, customer-facing page, email feature, AI-Assisted Feature or other feature if we reasonably believe that: (a) there is a security risk; (b) the Service is being misused; (c) you have breached these Terms; (d) your subscription is unpaid or inactive; (e) your use creates legal, regulatory or operational risk; (f) your use may harm Joqiva, other customers, End Customers or third parties; (g) your use may harm email deliverability or service reputation; (h) your Account or Workspace may be compromised; (i) we are required to do so by law; or (j) suspension is needed to protect the Service. 39.2 Where practical and lawful, we will try to give notice of suspension. 39.3 We may act without notice where needed to address urgent security, legal, abuse prevention or operational risks. 39.4 Suspension does not remove your obligation to pay Fees already due.

40.1 You may stop using the Service at any time. 40.2 You may cancel your subscription as described in these Terms. 40.3 We may terminate or suspend access to the Service if: (a) you materially breach these Terms and do not remedy the breach within 14 days after notice; (b) you fail to pay Fees when due; (c) your use creates security, legal, regulatory or operational risk; (d) your Account is used unlawfully, fraudulently or abusively; (e) you become insolvent or cease trading; (f) we are required to do so by law; or (g) we discontinue the Service or relevant feature. 40.4 On termination: (a) your right to use paid features ends; (b) your Workspace may move to Read-Only Mode unless deleted, suspended or restricted under these Terms; (c) you remain responsible for Fees due up to termination; (d) we may retain data in accordance with these Terms, the DPA and our Privacy Policy; and (e) provisions intended to survive will continue. 40.5 Surviving provisions include clauses relating to Fees, Customer Data, retention, confidentiality, intellectual property, data protection, security, disclaimers, liability, indemnity, termination, governing law and disputes.

41.1 We may update these Terms from time to time. 41.2 If we make material changes that affect paid subscriptions, we will provide reasonable notice, such as by email, in-app notice or website notice. 41.3 The updated Terms will apply from the effective date stated in the notice or posted version. 41.4 If you do not agree to updated Terms, you must stop using the Service and cancel your subscription before the updated Terms apply. 41.5 Continued use after the effective date means you accept the updated Terms. 41.6 For material changes, we may require you to accept the updated Terms before continuing to use the Service. 41.7 Changes to the DPA, Privacy Policy, Cookie Policy, Subprocessors page, Acceptable Use Policy, AI Processing Notice or Legal Notice may be handled under those documents or by notice through the Service.

42.1 We may send notices by email, in-app message, account notice, website notice or posting on our website. 42.2 You must keep your account email address and billing email address up to date. 42.3 Notices sent by email are treated as received when sent, unless the sending party receives a delivery failure notice. 42.4 Legal notices to Joqiva must be sent using the legal contact details in the Legal Notice and, where required, to our correspondence address listed there. 42.5 Notices about subpoenas, court orders, regulatory requests, legal claims, data protection complaints, security incidents or formal disputes should be sent to the legal contact stated in the Legal Notice unless the Legal Notice states a different contact for the relevant notice type.

43.1 You may not assign, transfer or novate your rights or obligations under these Terms without our written permission. 43.2 We may assign, transfer or novate our rights and obligations to an affiliate, successor, purchaser, acquirer or as part of a merger, reorganisation, financing, restructuring or sale of assets, provided this does not materially reduce your rights under these Terms.

44.1 Neither party is liable for delay or failure caused by events outside its reasonable control, including: (a) internet failures; (b) cloud provider outages; (c) utility failures; (d) war; (e) terrorism; (f) civil unrest; (g) labour disputes; (h) natural disasters; (i) government action; (j) epidemic or pandemic; (k) cyberattack; (l) denial-of-service attack; (m) supply chain failure; or (n) other events beyond reasonable control. 44.2 Force majeure does not excuse your obligation to pay Fees already due for Service access already provided.

45.1 You must not use the Service if you are prohibited from doing so under applicable sanctions, export control or trade restriction laws. 45.2 You must not use the Service for the benefit of a person, entity, country or region where such use would breach applicable sanctions, export control or trade restriction laws. 45.3 We may suspend or terminate access where we reasonably believe continued access would create sanctions, export control or trade compliance risk.

46.1 These Terms, any applicable Order Form, checkout terms, the Refund Policy, the Acceptable Use Policy and, where applicable, the DPA form the contractual agreement between you and Joqiva. The Privacy Policy, Cookie Policy, AI Processing Notice, Subprocessors page and Legal Notice provide notices and information for the matters they cover and apply to those matters. 46.2 If there is a conflict: (a) an agreed Order Form takes priority for commercial terms specific to that order; (b) checkout terms and billing-provider terms take priority for payment, tax, refund and billing administration where they expressly apply; (c) the DPA takes priority for processing of Customer Personal Data where Joqiva acts as processor; (d) the Acceptable Use Policy takes priority for misuse and prohibited-use issues; (e) the Refund Policy takes priority for refund administration; (f) these Terms take priority for general use of the Service; (g) the AI Processing Notice takes priority for AI transparency and AI-specific processing explanations; (h) the Privacy Policy takes priority for personal data processed by Joqiva as controller; (i) the Cookie Policy takes priority for cookies and similar technologies; (j) the Legal Notice takes priority for current Joqiva legal identity, registration, tax, correspondence and contact information; and (k) product documentation and website descriptions do not override these Terms unless expressly stated.

47.1 If any part of these Terms is found to be invalid, unlawful or unenforceable, the rest of the Terms will continue to apply. 47.2 The invalid, unlawful or unenforceable part will be deemed modified to the minimum extent necessary to make it valid, lawful and enforceable. If modification is not possible, that part will be treated as deleted. The rest of these Terms will continue to apply.

48.1 If either party does not enforce a right immediately, that does not mean the right is waived. 48.2 A waiver is only effective if made in writing.

49.1 Except where expressly stated, no person other than you and Joqiva has rights under these Terms under the Contracts (Rights of Third Parties) Act 1999. 49.2 No third party has rights under these Terms unless expressly stated in a written agreement with you and Joqiva.

50.1 These Terms are governed by the laws of England and Wales. 50.2 The courts of England and Wales have exclusive jurisdiction over disputes arising out of or relating to these Terms or the Service. 50.3 Nothing in this clause limits mandatory rights that cannot be excluded by law for an End Customer acting as a consumer.

51.1 Joqiva's current legal entity, trading name, website, country of establishment, registered business address, correspondence address, registration information, UK VAT status, contact details and data protection contact information are maintained in the Legal Notice. 51.2 The Legal Notice identifies the Joqiva operator and current contact details. It does not override these Terms, the DPA, Privacy Policy, Cookie Policy, Subprocessors page, Acceptable Use Policy or AI Processing Notice unless a document expressly says otherwise. 51.3 The correspondence address listed in the Legal Notice is a correspondence address only. Joqiva is not a UK registered company, UK branch or UK registered office.

52.1 Joqiva may operate a partner, referral or affiliate programme under separate Partner Terms. 52.2 The Partner Programme applies only to approved partners. It does not apply to ordinary Business Customers unless they have been accepted into the programme. 52.3 Approved partners must clearly disclose any paid, affiliate or referral relationship before or when they present an affiliate link, code, recommendation or other promotional content. Disclosures must be clear, prominent and not hidden. 52.4 Partners must not make misleading, unsupported or prohibited claims about Joqiva, including claims that Joqiva processes End Customer invoice payments, accepts card payments for End Customer invoices, handles client money, acts as a payment processor for customer invoices, provides full statutory e-invoicing, or replaces legal, tax or accounting advice. 52.5 Partner commission is available only for eligible Joqiva subscription Fees validated and approved under the Partner Terms. Free trials alone, refunds, chargebacks, invalid payments, duplicate commissions and self-referrals are not commissionable. 52.6 End Customer invoice payments are not commissionable because they are paid directly by End Customers to the Workspace owner and do not pass through Joqiva. 52.7 Partners do not receive Customer Data, Customer Personal Data, Workspace records, End Customer invoice data, bank details, payment instructions, billing identifiers or security credentials except where expressly agreed in writing, lawful and necessary under the Partner Terms.