1. Parties
These Terms of Service (the "Terms") govern your use of the jjir.org website and any engagement with JJ Innovative Results, LLC (US operations) or JJ INNOVATIVE RESULTS (Mexican operations, RFC JIR170511NC2), collectively the "Provider", "we", or "JJIR".
2. Acceptance
By browsing jjir.org, contacting us, or signing a separate engagement document, you accept these Terms. If you do not agree, do not use the site or our services.
3. Services
JJIR provides software-development and operations services, including but not limited to: web platforms, backend APIs, bots and automation, cloud and Google Cloud Platform engineering, security engineering, and database design and migration. The exact deliverables, timeline, and price are defined in a separate engagement document (Statement of Work, "SOW") signed electronically by both parties.
4. Inquiries and Quotes
- Inquiries are answered within one business day; quotes are provided within five business days where the scope is sufficiently defined.
- Quotes are valid for thirty (30) days unless stated otherwise. We may decline to quote a project at our discretion.
5. Engagement Process
Each engagement follows: scoping → SOW signature → kickoff → delivery → acceptance → handover → support window. Changes to scope follow a written change-order process referenced in the SOW.
6. Fees and Payment
- Fees, payment milestones, and currency are stated in the SOW.
- Invoices are payable net thirty (30) days unless the SOW says otherwise.
- Late payments accrue interest at the lesser of 1.5% per month or the maximum rate permitted by applicable law.
- Mexican invoicing complies with CFDI requirements; US invoicing complies with applicable state and federal tax requirements.
7. Intellectual Property
- Custom deliverables built specifically for the client under a SOW are assigned to the client upon full payment, on a worldwide, perpetual, exclusive basis, except for the components listed in §7.1.
- §7.1 Reserved components. Any pre-existing JJIR libraries, internal tooling, generic infrastructure scripts, and reusable security patterns ("Reserved Components") remain the property of JJIR and are licensed to the client on a non-exclusive, royalty-free, perpetual basis as embedded in the deliverable.
- Open-source dependencies retain the licenses of their upstream authors and are not affected by these Terms.
8. Confidentiality
Each party will protect the other party's confidential information with at least the same care it uses for its own confidential information, and not less than reasonable care. The obligation survives the engagement for five (5) years. Excluded: information that is or becomes public, was known prior to disclosure, or is required to be disclosed by law (with prompt notice to the other party where lawful).
9. Data Protection
JJIR's role with respect to personal data is described in the [Privacy Policy](/privacy). Where JJIR processes personal data on behalf of a client (acting as a data processor), the engagement contract includes a data-processing addendum that meets LFPDPPP, GDPR-equivalent, and applicable US state requirements.
10. Warranties
JJIR warrants that the services will be performed in a professional and workmanlike manner consistent with industry standards. Software is delivered "as-is" subject to the bug-fix and acceptance terms in the SOW. No other warranties are provided, express or implied, including warranties of merchantability or fitness for a particular purpose, except those that cannot be disclaimed under applicable law.
11. Limitation of Liability
To the maximum extent permitted by applicable law, JJIR's total aggregate liability under or in connection with the engagement is limited to the fees actually paid by the client for the services giving rise to the claim during the twelve (12) months preceding the event causing the claim. JJIR is not liable for indirect, incidental, consequential, or punitive damages, including lost profits or lost data, even if advised of the possibility.
12. Indemnification
Each party will indemnify the other against third-party claims arising from its own breach of these Terms or its own negligent or willful acts. JJIR's indemnification obligation is subject to the limitation of liability in §11.
13. Termination
Either party may terminate an engagement (i) for material breach with thirty (30) days' written notice if the breach is not cured; (ii) for insolvency or assignment for the benefit of creditors; or (iii) as otherwise stated in the SOW. Upon termination, fees due for work performed are payable, and JJIR delivers the work-in-progress in its current state.
14. Force Majeure
Neither party is liable for delays caused by events beyond reasonable control (acts of god, war, government action, internet or cloud-provider outages affecting global regions, pandemics). Affected obligations are suspended for the duration of the event.
15. Governing Law and Venue
For US clients: these Terms are governed by the laws of the Missouri, without regard to conflict of law rules. Disputes are resolved in the state or federal courts located in Missouri.
For Mexican clients: these Terms are governed by the laws of the United Mexican States, with venue in the courts of the State of Guanajuato, México.
16. Notices
Notices to JJIR shall be sent to support@jjir.org with copy to the postal address in §1. Notices to the client shall be sent to the email and address stated in the SOW.
17. Severability
If any provision is held unenforceable, the remainder remains in full force and effect, and the unenforceable provision is modified to the minimum extent necessary to make it enforceable while preserving its intent.
18. Entire Agreement
These Terms together with the applicable SOW and any data-processing addendum constitute the entire agreement between the parties regarding the subject matter, superseding any prior or contemporaneous agreements or representations.
19. Changes
We may update these Terms. The version and effective date appear at the top. Changes apply to engagements signed after the effective date; existing engagements continue under the version of the Terms in force at signature unless both parties agree in writing to the new version.
20. Contact
- Email: support@jjir.org
- Postal: JJ Innovative Results, LLC, State of Missouri, United States of America