A legal agreement between you and CELLLS. Plain language where possible. Governed by Dutch law. Please read before using the Service.
Welcome to CELLLS (the "Service"). These Terms of Service (these "Terms") are a legal agreement between you ("you" or "User") and CELLLS ("Company," "we," "us," or "our").
By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Service.
If you are using the Service on behalf of an organisation (such as your employer), you represent and warrant that you have the authority to bind that organisation to these Terms, and "you" and "User" will refer to that organisation.
2.1 Age. You must be at least 18 years old to use the Service.
2.2 Legal capacity. You must have the legal capacity to enter into a binding contract under the laws of your jurisdiction.
2.3 Compliance. You must comply with all applicable laws and regulations, including GDPR where applicable.
2.4 Prohibited jurisdictions. The Service is not available in countries subject to EU or UN sanctions or export restrictions.
3.1 Account creation. To access the Service, you must create an Account by providing your full name, email address, and a password.
3.2 Accurate information. You agree to provide accurate, current, and complete information during registration and to keep it up to date.
3.3 Security. You are responsible for maintaining the confidentiality of your Account credentials. Notify us immediately of any unauthorised use at support@cellls.com.
3.4 One account per user. You may not create more than one Account or share your Account with others. One free trial per person or organisation.
3.5 Termination for false information. We reserve the right to suspend or terminate your Account if any information you provide is inaccurate, false, or incomplete.
4.1 Plans. Current plan pricing and features are available at cellls.com/#pricing.
4.2 Free trials. We may offer a free trial period for certain Subscription Plans. At the end of the free trial, your Account will automatically convert to a paid subscription unless you cancel before the trial ends.
4.3 Billing. Paid subscriptions are billed in advance monthly or annually as selected. Your subscription renews automatically unless cancelled before the renewal date. Payments are processed by Paddle (UK). We never see or store your card details.
4.4 Price changes. We may change pricing at any time with at least 30 days' notice by email. If you do not agree, you may cancel your subscription.
4.5 Taxes. All prices are shown excluding VAT. VAT is added at checkout based on your location.
4.6 Credits. CELLLS operates a dual-credit system. Subscription Credits are included with your plan and expire at the end of each billing cycle — they do not roll over. Top-Up Credits are purchased separately as a one-time payment and do not expire unless your account is inactive for 12 consecutive months. Subscription Credits are consumed before Top-Up Credits. All credit purchases are final and non-refundable. Credits have no monetary value and cannot be exchanged for cash or transferred between accounts.
4.7 Refunds. All fees are non-refundable except as required by applicable law, including mandatory EU consumer rights. Contact us at support@cellls.com if you believe you are entitled to a refund.
5.1 License grant. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service for your internal business purposes.
5.2 Restrictions. You may not:
5.3 Third-party services. The Service may integrate with third-party services (e.g., Paddle, Orq.ai). Your use of such services is governed by their respective terms.
6.1 Ownership. You retain all ownership rights in your User Content. We do not claim ownership of any data you create through the Service.
6.2 License to us. By using the Service, you grant us a limited, non-exclusive, worldwide, royalty-free licence to process your User Content solely to deliver the Service. We will never sell your data, share it with advertisers, or use it to train AI models.
6.3 Restrictions. You may not upload User Content that infringes Intellectual Property Rights, contains malware, violates any applicable law, or contains private information of others without authorisation.
6.4 Data export. You can export your data at any time as CSV or Excel. When you delete your account, your data is deleted within 30 days, except billing records required by law.
6.5 Backup. You are solely responsible for backing up your User Content.
7.1 Ownership. The Service, including all content (other than User Content), features, software, logos, and trademarks, is owned by Company or its licensors and protected by Dutch and international intellectual property law.
7.2 Trademarks. CELLLS and related marks are trademarks of Company. You may not use our trademarks without prior written consent.
7.3 Feedback. If you provide feedback or suggestions about the Service, you grant us an unlimited, irrevocable, royalty-free licence to use and incorporate such feedback without any obligation to you.
You may not use the Service to:
Enforcement. Violations may result in a warning, suspension, termination, or referral to law enforcement.
9.1 Your responsibility. CELLLS enables AI-powered data extraction from sources you specify. You are solely responsible for ensuring you have the legal right to extract data from any URL or source you provide, including compliance with the target website's terms of service, robots.txt directives, and applicable copyright law.
9.2 Personal data. You may not use the Service to extract personal data from third-party websites in violation of GDPR or other applicable data protection laws.
9.3 Our role. We do not independently review the sources you instruct the Service to access. We act solely as a processor of your instructions.
9.4 Indemnification. You agree to indemnify and hold CELLLS harmless against any and all claims, damages, fines, or legal costs arising from: (a) extraction of data without authorisation; (b) violation of a third party's terms of service; (c) copyright infringement; or (d) processing of personal data in violation of GDPR.
10.1 No accuracy guarantee. The Service uses third-party Large Language Models (LLMs) to process and enrich data. We do not guarantee the accuracy, completeness, or reliability of any AI-generated outputs. LLMs may produce incorrect, outdated, or fabricated information ("hallucinations").
10.2 Your responsibility. You are solely responsible for verifying all AI-generated data before relying on it for any business decision, publication, or other purpose.
10.3 Research tool only. The Service is a research and enrichment tool, not a source of verified facts. We are not liable for any loss or damage arising from decisions made on the basis of AI-generated outputs.
11.1 By you. You may terminate your Account at any time by cancelling your subscription through Account settings or by contacting us at support@cellls.com. You retain access until the end of your current billing cycle.
11.2 By us. We may suspend or terminate your Account at any time, with or without notice, if you violate these Terms, fail to pay applicable fees, or where required by law. If we discontinue the Service, we will give you at least 30 days' notice.
11.3 Effect of termination. Upon termination, your licence to use the Service will immediately terminate, and we may delete your Account and User Content within 30 days.
11.4 Survival. Sections 6.2, 7, 9.4, 10, 12, 13, 14, and 16 survive termination.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, TO THE FULLEST EXTENT PERMITTED BY DUTCH LAW. WE DISCLAIM ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE ANY SPECIFIC UPTIME PERCENTAGE UNLESS AGREED IN A SEPARATE SERVICE LEVEL AGREEMENT. USE OF THE SERVICE IS AT YOUR OWN RISK.
13.1 Liability cap. TO THE FULLEST EXTENT PERMITTED BY DUTCH LAW, OUR TOTAL LIABILITY SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT YOU PAID TO US IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY; OR (B) €100.
13.2 Exclusion of damages. TO THE FULLEST EXTENT PERMITTED BY DUTCH LAW, WE SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES.
13.3 Exceptions. Nothing in these Terms limits liability that cannot be excluded under Dutch law, including liability for intentional misconduct (opzet) or gross negligence (bewuste roekeloosheid).
You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any rights of another party; (d) your User Content; (e) your extraction of data from third-party sources without authorisation; or (f) your violation of any applicable law including GDPR.
15.1 Privacy Policy. Our Privacy Policy explains how we collect, use, and share your personal information. By using the Service, you agree to our Privacy Policy.
15.2 GDPR. We process personal data in accordance with the General Data Protection Regulation (GDPR) (EU) 2016/679.
15.3 Data Processing Agreement. If you process personal data of EEA individuals through the Service, you are the data controller and we act as the data processor. A DPA is available on request.
16.1 Modifications. We reserve the right to modify these Terms at any time. Material changes will be notified by email at least 30 days before they take effect.
16.2 Effective date. Material changes take effect 30 days after notice. Non-material changes (e.g., clarifications) take effect immediately upon posting.
16.3 Continued use. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms.
17.1 Entire agreement. These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Company with respect to the Service.
17.2 Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without consent in connection with a merger, acquisition, or sale of assets.
17.3 Severability. If any provision of these Terms is held invalid or unenforceable, the remaining provisions continue in full force and effect.
17.4 Force majeure. We shall not be liable for any delay or failure to perform due to causes beyond our reasonable control, including acts of God, war, government actions, or internet disruptions.
17.5 Language. These Terms are written in English. In the event of any conflict between the English version and a translation, the English version prevails.
18.1 Governing law. These Terms are exclusively governed by the laws of the Netherlands. The CISG is expressly excluded.
18.2 Informal resolution. Before filing a claim, you agree to contact us at support@cellls.com and attempt to resolve the dispute informally within 30 days.
18.3 Jurisdiction. All disputes shall be submitted exclusively to the competent court in Utrecht, the Netherlands (Rechtbank Midden-Nederland).
Questions about these Terms? Contact us at support@cellls.com.