Last updated May 8, 2026
Lawcel Version 2.0 | Effective Date: 8 May 2026
These Terms of Service (the "Terms") are a binding agreement between Lawcel ("Lawcel", "we", "us") and the business entity accessing or using the Lawcel compliance platform (the "Service").
By creating an account, accessing, or using the Service you confirm you have read and agreed to these Terms, our Privacy Policy, and our Acceptable Use Policy, each incorporated here by reference. If you accept on behalf of an organisation, you confirm you have authority to bind that organisation, and "you" or "your" refers to that organisation.
If you do not agree, do not use the Service.
The Service is for businesses acting in a professional or commercial capacity. It is not intended for consumers. Effective 8 May 2026.
By creating an Account you confirm that you are a recognised legal entity (or a professional acting in a business capacity), have legal capacity to contract, have authority to bind your organisation, and will use the Service in compliance with applicable law (including Danish and EU law). The Service is not for consumers.
You must provide accurate, current, complete information at registration and keep it up to date. You can sign in via single sign-on (Google, Microsoft Entra ID, or GitHub OAuth) or via email magic link. You are responsible for the security of your authentication credentials.
The Service uses role-based access control. Roles are assigned at invitation and may be changed by an admin.
You are solely responsible for the confidentiality and security of your Account and all activity under it. You must promptly notify us of any actual or suspected unauthorised access (Section 18), ensure your Authorised Users comply with these Terms, and not share credentials with anyone outside your organisation. We are not liable for loss arising from your failure to maintain Account security.
Unless we agree otherwise in writing, each organisation may have only one active Account. We may merge or terminate duplicate Accounts at our discretion.
The Service is a compliance platform for software development organisations. It includes:
All Proposed Updates require explicit human review and approval before they are applied to any Legal Document.
We may modify, update, or discontinue any feature subject to Section 17.
You may use the Service only for lawful purposes and in accordance with these Terms and our Acceptable Use Policy, which is incorporated by reference. Breach of the AUP is a breach of these Terms.
You acknowledge that the Service is a compliance assistance tool — not a replacement for your independent obligation to comply with applicable law. Final responsibility for the accuracy, legality, and completeness of any Legal Document rests with you and your qualified legal advisors.
The Service — software, algorithms, AI prompts (to the extent proprietary), source code, design, documentation, trademarks, and all other intellectual property forming part of it ("Lawcel IP") — is owned by Lawcel or its licensors and protected by applicable IP law. Nothing in these Terms transfers any ownership in Lawcel IP to you.
Subject to your compliance with these Terms and timely payment of any applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Service for your organisation's internal business purposes during the term of your Account.
You may not: copy, distribute, or create derivative works of the Service except as permitted by these Terms or applicable law; use the Service to develop a competing product; remove or alter proprietary notices; or use Lawcel IP outside the scope of this licence.
You may not use Lawcel's name, logo, or trademarks in any way that implies endorsement, affiliation, or sponsorship without our prior written consent. Factual, descriptive references (e.g. "we use Lawcel for compliance monitoring") are permitted if accurate and not misleading.
If you give us suggestions, feedback, ideas, or recommendations about the Service ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use and incorporate that Feedback for any purpose, without obligation to compensate you.
As between you and us, you retain all right, title, and interest in your Legal Documents, Workflow Data processed on your behalf, your Legal Profile data, and any other Content you provide ("Your Data"). We do not claim ownership of Your Data.
You grant us a limited, non-exclusive, worldwide, royalty-free licence to access, store, process, transmit, and use Your Data only as necessary to provide the Service, conduct Compliance Analysis and generate Proposed Updates, maintain version history, share with sub-processors as needed (Section 8), and comply with legal obligations.
This licence does not permit us to use Your Data to train or fine-tune third-party AI models beyond what is disclosed in our Privacy Policy, or to share Your Data with third parties for their independent commercial purposes.
Proposed Updates and other AI outputs ("AI Outputs") are produced for your review and do not constitute legal advice. AI Outputs may contain errors. You are solely responsible for reviewing, approving, and taking legal responsibility for any AI Output you incorporate into your Legal Documents. Where material compliance or legal risk is involved, you must obtain independent legal review by a qualified professional before applying an AI Output.
You warrant that you have all rights and consents necessary to submit Your Data and grant the rights in this Section 7; that Your Data does not infringe third-party rights or violate applicable law; and that you will not submit personal data beyond what is necessary for your Legal Profile, only in accordance with applicable data-protection laws (including the GDPR).
The Service does not publish or distribute Your Data to other users. Your Data is processed exclusively in the context of your private Account.
On termination or expiry of your Account, we handle Your Data per our Privacy Policy and any applicable DPA. You may delete your Account at any time via the Danger Zone in your profile settings; deletion is immediate and irreversible. Personal profile data is permanently deleted; audit-trail entries are anonymised to "Deleted User" so compliance history is preserved. The last admin in an organisation cannot self-delete. Organisation-level data is permanently deleted within 90 days following Account deletion. You may also request deletion in writing per Section 18.
The Service relies on third-party services to deliver its functionality. The current list of sub-processors (and the data shared with each) is at https://app.lawcel.com/legal/lawcel/sub-processor-list. By using the Service you acknowledge we share data with those providers as described there and in our Privacy Policy. We are not responsible for third-party services' availability, content, or practices, and do not endorse them by reference.
You specifically acknowledge that Workflow Data and Legal Document content is transmitted to Anthropic (Claude) for AI-assisted Compliance Analysis. You are responsible for ensuring such transmission complies with your internal data-governance policies and any relevant third-party obligations regarding your code and intellectual property.
Your use of any third-party service accessed through the Service is governed by the third party's own terms.
The collection, use, retention, disclosure, and other processing of personal data in connection with the Service is governed by our Privacy Policy, incorporated here by reference. You agree to it as a condition of using the Service.
Where you submit personal data to the Service in the course of your compliance management, you may act as Controller and we may act as Processor; in those cases the parties enter into a Data Processing Agreement under Article 28 GDPR. Lawcel's DPA is incorporated by reference unless a separately signed agreement applies.
You are responsible for ensuring that any personal data submitted to or processed through the Service is handled in compliance with applicable data-protection laws, including having appropriate lawful bases.
The Service uses LLM technology (Anthropic's Claude) for Compliance Analysis, Proposed Updates, the Action Items judge, and IDE-integration AI features. AI outputs are probabilistic and may be inaccurate, incomplete, or contextually mistaken.
AI Outputs are not legal advice and do not constitute the practice of law. They are a tool to assist with managing legal documents, not a substitute for qualified counsel. We disclaim any representation that AI Outputs are legally accurate, complete, or appropriate for your circumstances. You are solely responsible for any decision based on AI Outputs.
All Proposed Updates require explicit human approval before application to a Legal Document. The Service does not automatically apply changes without user authorisation.
The IDE-integration AI feature retains conversation history and generates memory summaries to maintain context across sessions. This data is processed under our Privacy Policy. You may delete your conversation history in line with the deletion rights set out there.
Use of Anthropic's models is subject to Anthropic's usage policies. You must not use the AI features in a way that violates them, including restrictions on harmful, illegal, or deceptive content.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE — including, without limitation, merchantability, fitness for purpose (including fitness for your specific compliance requirements), non-infringement, accuracy of Compliance Analysis or Proposed Updates, uninterrupted or error-free operation, and any warranty in respect of any third-party service.
The Service is a compliance assistance tool. We do not warrant that using it will make your legal documents, products, or business practices compliant with any law, regulation, or standard. Legal compliance remains your sole responsibility.
These Terms govern a contract between businesses; the exclusions and limitations in Sections 11 and 12 reflect a fair allocation of risk given the nature and pricing of the Service.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LAWCEL OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, OR SUB-PROCESSORS BE LIABLE FOR LOSS OF PROFITS, REVENUE, BUSINESS OR ANTICIPATED SAVINGS, DATA OR DATA CORRUPTION (SAVE AS PROVIDED UNDER APPLICABLE DATA-PROTECTION LAW), GOODWILL OR REPUTATION, OR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF (OR INABILITY TO USE) THE SERVICE, HOWSOEVER CAUSED, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, LAWCEL'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (a) THE FEES PAID BY YOU IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (b) DKK 5,000.
Nothing limits or excludes our liability for: death or personal injury caused by our gross negligence (grov uagtsomhed); damage caused by our wilful misconduct (forsæt) or fraud; or any liability that cannot be limited under mandatory Danish or EU law, including under applicable data-protection law.
You acknowledge that these limitations reflect a reasonable and negotiated allocation of commercial risk, and that we would not have entered these Terms or offered the Service at its price point without them.
You will defend, indemnify, and hold harmless Lawcel and its directors, officers, employees, agents, licensors, and sub-processors against any third-party claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising out of or relating to: your breach of these Terms; your use of the Service in violation of applicable law; any claim that Your Data or your use of the Service infringes third-party rights; any Legal Document created, modified, or approved by you through the Service; or any dispute between you and a third party arising from documents you publish or enforce.
We will: (a) promptly notify you in writing of any claim for which we seek indemnification; (b) grant you sole control of the defence and settlement (provided you may not settle in a way that imposes liability or obligation on us without our prior written consent); and (c) provide reasonable cooperation at your reasonable expense.
We will defend you against any third-party claim that the Service, as provided by us and used in accordance with these Terms, infringes a third party's intellectual-property rights under Danish or EU law, and will indemnify you for amounts finally awarded by a court or agreed in settlement, subject to Section 12. This obligation does not apply where the claim arises from your modification of the Service, your combination of the Service with third-party products or data not provided by us, or your breach of these Terms.
You may terminate your Account and these Terms at any time by writing to us (Section 18) or by using account closure functionality if available. Termination takes effect at the end of your then-current billing cycle (if any) or immediately upon our written confirmation, whichever is earlier.
We may immediately suspend or terminate your access, without prior notice and without liability, where: you breach a material provision of these Terms and (where curable) fail to remedy within 14 days of written notice; you engage in activity that in our reasonable assessment poses a security risk; you submit false or fraudulent information; you become subject to insolvency proceedings or analogous procedure; or continued provision would cause us to violate applicable law.
We may terminate your Account for any reason on 60 calendar days' written notice to your Account email. Prepaid fees for the period after termination will be refunded pro-rata.
On termination or expiry: all licences to you terminate immediately; you must cease use of the Service and Lawcel IP; we handle Your Data per the Privacy Policy and any applicable DPA; and we do not currently provide an automated data export — if you need a copy of specific data before closure, contact us in writing (Section 18) and we will respond in line with applicable data-protection law and the Privacy Policy.
The following survive termination: Section 2 (Definitions), 6.1 (Our IP), 6.4 (Feedback), 7.1 (Ownership), 7.3 (AI Outputs), 10 (AI Features — disclaimers), 11, 12, 13, 14.4, 15, and 16.
These Terms and any dispute or claim arising out of or in connection with them (including non-contractual disputes) are governed by Danish law, without regard to conflict-of-law rules. The parties irrevocably submit to the exclusive jurisdiction of the courts of Denmark, with the City Court of Copenhagen (Københavns Byret) as the court of first instance.
Before commencing proceedings, the parties will attempt in good faith to resolve any dispute through informal negotiation. Either party may initiate the process by sending written notice describing the dispute. The parties will attempt to resolve the dispute within 30 calendar days; if unresolved, either party may proceed.
Any claim must be brought within two (2) years from the date the claimant became, or reasonably should have become, aware of the facts giving rise to the claim, subject to any mandatory longer periods under Danish law.
Entire Agreement. These Terms, together with the Privacy Policy and any applicable DPA, are the entire agreement between us about the Service and supersede prior negotiations and agreements on the subject matter.
Severability. If any provision is found invalid or unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if not possible, without affecting the remaining provisions.
No Waiver. Our failure to enforce a right or provision is not a waiver. Waivers must be in writing and signed by an authorised Lawcel representative.
Assignment. You may not assign these Terms without our prior written consent; any purported assignment without consent is void. We may freely assign these Terms (including in connection with a merger, acquisition, or sale of assets), provided we give you reasonable notice and the assignee assumes our obligations.
Force Majeure. Neither party is liable for delay or failure to perform (other than payment obligations) caused by circumstances beyond reasonable control — acts of God, natural disasters, war, terrorism, civil unrest, government actions, pandemics, power outages, or third-party infrastructure failures. The affected party will promptly notify the other and use reasonable efforts to resume performance.
Independent Parties. Nothing creates a partnership, joint venture, employment, franchise, or agency relationship.
Notices. Notices from us to you go to your Account email or are posted within the Service. Notices from you to us must be in writing to Section 18. Notices are deemed received: immediately on sending if by email and no delivery failure is reported, or on confirmed delivery if by post.
Language. These Terms are drafted in English. In any inconsistency between the English and a translated version, the English prevails.
We may modify these Terms.
Non-material changes (typo fixes, clarifications, or feature additions that don't impose new obligations): we post the updated Terms with an updated Effective Date and notify you by email at least 14 calendar days before the change takes effect. Continued use after the effective date constitutes acceptance.
Material changes (changes affecting your rights or obligations — pricing, use limits, dispute procedures, or data-processing practices): we provide at least 30 calendar days' written notice by email, clearly identify the change, and require your affirmative consent (e.g. an acceptance click on next sign-in) before the change takes effect for your Account. If you don't consent, the previous Terms apply until the notice period ends, after which we may terminate the Account under Section 14.3.
Each version is identified by Effective Date and version number. Prior versions are available on request.
Lawcel — Vesterbrogade 52a, 3250 Gilleleje, Denmark General: hello@lawcel.com Privacy / data protection: privacy@lawcel.com (see Privacy Policy for details on data-subject rights)
If you have unresolved concerns about our processing of personal data, you may complain to the Danish Data Protection Authority (Datatilsynet, Carl Jacobsens Vej 35, 2500 Valby, www.datatilsynet.dk, dt@datatilsynet.dk).
Effective 8 May 2026 (Version 2.0). © 2026 Lawcel. All rights reserved.