Terms of Service | DeepCell

These Terms of Service ("Terms") form a binding agreement between you and DEEPCELL AI PTE. LTD. ("DeepCell", "we", "us"), a company incorporated in Singapore.

By creating an account, installing the CLI or the Excel add-in, connecting an MCP client, or otherwise using DeepCell, you agree to these Terms. If you do not agree, do not use DeepCell.

Our Privacy Policy explains how we handle personal information and forms part of this agreement. Where these Terms and the Privacy Policy conflict on a matter of personal-data protection, the Privacy Policy controls.

1. The service#

DeepCell provides the open .deepcell file format together with tools for creating, reading, calculating, versioning, exporting, and collaborating on those files. Depending on what you choose to use, this includes the website, the command-line interface, the MCP server and its integrations, the Excel add-in, the web-based agent, and cloud workspace, sync, and sharing features.

A .deepcell file is a document you control. The format is open and documented, so you can read, write, validate, and transfer files with your own tooling or any third-party implementation — locally, with no account, and without contacting us at all. Our own tools work differently: the CLI, MCP endpoint, web agent, and Excel add-in are clients for our service, so using them on a file sends that file's contents to us. Section 3.3 of the Privacy Policy sets out exactly what is and is not sent. Nothing in these Terms gives us a claim over the format itself or over files you keep on your own machine.

We may add, change, or discontinue features. Where we discontinue a feature you actively rely on, we will give reasonable notice and, where practicable, a way to export your data first.

2. Eligibility and accounts#

You must be able to form a binding contract to use DeepCell. If you use DeepCell for an organization, you represent that you are authorized to bind that organization, and "you" means both you and that organization.

DeepCell is built for professional and commercial use and is not directed at children. Section 15 of the Privacy Policy explains how we treat minors' data.

You are responsible for:

the accuracy of your account information;
keeping your password, API keys (dck_…), OAuth tokens, and session credentials secret;
everything that happens under your account or through credentials issued to it, including actions taken by agents and MCP clients you have authorized; and
notifying us promptly at hello@deepcell.net if you suspect unauthorized access.

You may use parts of DeepCell without registering. Unregistered sessions are provisional: they are tied to a single browser on the website, or to a device identifier stored on disk when you use the CLI. They are subject to the retention rules in Section 10 of the Privacy Policy and may be deleted after a period of inactivity. Whoever holds that browser session or device identifier can reach the workspace, so treat it as the only key to that work — register and claim the workspace if you want it kept.

3. Your content#

You own your content. Files, data, models, prompts, and other material you create, upload, or sync ("Your Content") remain yours. We claim no ownership in them.

You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, display, calculate on, render, export, and otherwise process Your Content solely to operate and provide DeepCell to you, including processing by the service providers described in Section 7 of the Privacy Policy. That licence exists only to run the service; it ends when you delete the content or your account, except for copies retained in backups for the limited periods described in the Privacy Policy, or where the law requires retention.

We do not use Your Content to train general-purpose AI models, and we do not authorize our providers to do so.

You are responsible for Your Content, and you represent that:

you have the rights and permissions needed to upload, process, and share it;
doing so does not breach any law, contract, confidentiality obligation, or third-party right; and
it does not contain personal or sensitive data that you are not authorized to process.

Shared links are readable by whoever holds them. A share link grants access to anyone who has the URL, within the permissions and expiry you set. Treat a share link as public unless you have restricted it, and revoke links you no longer need.

4. Acceptable use#

You may not:

break the law, infringe intellectual-property rights, or violate anyone's privacy;
upload malware, or content that is unlawful, harassing, or abusive;
probe, scan, overload, disrupt, or circumvent the security, rate limits, quotas, or access controls of the service;
access another user's account, workspace, or files without authorization;
reverse-engineer, decompile, or derive source code from non-public parts of the service, except where that restriction is unenforceable by law;
resell, sublicense, or provide the service to third parties as a service of your own, except as we have agreed in writing;
use the service to build a competing product, or to scrape it at scale for that purpose;
misrepresent authorship, or use DeepCell to produce material you present as independently verified when it is not; or
use automated agents in a way designed to evade quotas or usage limits.

You are as responsible for what an AI agent, MCP client, or automation does under your credentials as you are for what you do yourself.

5. AI and agent features — accuracy and reliance#

DeepCell generates models, calculations, research, and conclusions using AI. You should understand what that does and does not mean.

Output can be wrong. AI systems make mistakes. They can misread a source, mis-extract a figure, apply an inappropriate assumption, produce a plausible but incorrect formula, or state something with unwarranted confidence. Output may be inconsistent between runs on the same input.

Output is not professional advice. DeepCell is a modelling tool, not an adviser. Nothing it produces is financial, investment, accounting, tax, legal, or other professional advice, and none of it is an offer, solicitation, or recommendation regarding any security or transaction. It is not a substitute for your own analysis or for advice from a qualified professional.

You must verify before you rely. You are solely responsible for reviewing, verifying, and validating any output before using it, publishing it, filing it, or making a decision on it. This matters most where output feeds a financial statement, a valuation, a regulatory filing, a board or investor communication, or any other decision with real consequences.

DeepCell is designed to help you check its work — assumptions, evidence, formulas and version history are recorded in the file for exactly this reason. Use them.

We do not warrant that any output is accurate, complete, current, or fit for any purpose, and we are not liable for decisions you make on the basis of it.

6. Third-party services#

DeepCell connects to services we do not control: AI model providers, search providers, MCP clients and agent platforms, Git hosting, Microsoft Excel, third-party sign-in, and the sites your research reaches.

When you authorize a connection, you authorize us to transmit the information needed to operate it. Those services act under their own terms and privacy policies, and we are not responsible for them. Review them before connecting, and revoke authorizations you no longer need.

If you send files or other content directly to a third-party platform, that transfer is outside DeepCell and outside our control.

7. Intellectual property#

Other than Your Content, the service — software, models, interfaces, designs, documentation, and trademarks — belongs to DeepCell or its licensors. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to use it.

The .deepcell format is open, and components we publish under an open-source licence are governed by that licence, which prevails over these Terms for those components.

You may not use our name, logo, or trademarks without our written permission, except in ordinary descriptive reference to the product.

Feedback. If you send us suggestions or feedback, we may use them without restriction, obligation, or compensation. We will not identify you as the source without your permission.

8. Plans, fees, and beta features#

Some features may be offered free, some for a fee, and some subject to usage quotas. Where fees apply, the applicable price, billing cycle, and refund terms are those presented to you at purchase or set out in a separate written agreement. Fees exclude taxes unless stated. We may change pricing prospectively on reasonable notice.

Features labelled beta, preview, or experimental are provided as-is for evaluation, may change or be withdrawn without notice, and may be less reliable than generally available features. Do not depend on them for production work.

9. Suspension and termination#

By you. You may stop using DeepCell at any time. You can export your data with deepcell account export and delete your account with deepcell account delete; if you would rather not use the command line, write to us and we will action either request. Deletion is permanent.

By us. We may suspend or terminate access, with notice where practicable, if you materially breach these Terms, if your use creates a security, legal, or operational risk to DeepCell or its users, if required by law, or if you have not paid fees due. Where the breach is capable of being cured and the risk allows it, we will give you a reasonable chance to cure first.

On termination, your right to use the service ends and we may delete your data after a reasonable period. Export anything you want to keep before then. Sections 3 (as to your representations), 5, 7, 10, 11, 12, 15, and 16 survive termination.

Terminating one workspace or team does not terminate your account, and leaving an organization may end your access to files that organization controls.

10. Disclaimers#

To the fullest extent permitted by law, DeepCell is provided "as is" and "as available", without warranties of any kind, express or implied, including implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement.

We do not warrant that the service will be uninterrupted, timely, secure, or error-free, that defects will be corrected, or that output will be accurate or suitable for your purposes.

Nothing in these Terms excludes a warranty or liability that cannot lawfully be excluded. Some jurisdictions do not allow certain exclusions, so parts of this section may not apply to you.

11. Limitation of liability#

To the fullest extent permitted by law:

Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, goodwill, business opportunity, or data, however caused and on any theory of liability.
Our total aggregate liability arising out of or relating to DeepCell is limited to the greater of (a) the amount you paid us for the service in the twelve months before the event giving rise to the claim, and (b) SGD 100.

These limits apply even if a remedy fails of its essential purpose, and they do not apply to liability that cannot be limited by law, including liability for death or personal injury caused by negligence, or for fraud.

You acknowledge that these limits reflect a reasonable allocation of risk and are an essential basis of the bargain between us.

12. Indemnification#

You will indemnify and hold harmless DeepCell and its officers, employees, and agents against third-party claims, damages, losses, and reasonable legal costs arising from Your Content, your use of the service, or your breach of these Terms or of applicable law. We will notify you of any such claim and you may control its defence, provided any settlement that imposes an obligation on us requires our consent.

This section does not apply to the extent a claim arises from our own breach or negligence.

13. Teams and enterprise customers#

If you use DeepCell through an organization:

administrators may manage your account, permissions, workspaces, and files, and may access content you create in them;
the organization may set its own rules for access, retention, and deletion; and
you may lose access to organization-controlled files when you leave.

For on-premises or private-cloud deployments, professional services, and other negotiated arrangements, the signed agreement and its data-processing addendum prevail over these Terms to the extent of any conflict.

14. Changes to these Terms#

We may update these Terms as the product, our legal obligations, or our architecture change. The revised version is posted here with its updated and effective dates. We keep every earlier version, and will provide the text in force on any given date on request.

For material changes we will give reasonable advance notice through the website, the product, or email, and where the law requires consent we will obtain it before the change takes effect. Continuing to use DeepCell after a change takes effect means you accept it. If you do not accept it, stop using the affected feature and you may close your account.

15. Governing law and disputes#

These Terms are governed by the laws of Singapore, without regard to conflict-of-laws rules.

We would rather resolve problems directly: contact hello@deepcell.net first, and we will try in good faith to resolve the matter within 30 days.

Failing that, disputes are subject to the exclusive jurisdiction of the courts of Singapore. Where mandatory provisions of your local law give you the right to bring proceedings in your place of residence, or grant consumer protections that cannot be waived by agreement, those provisions apply to the extent of their mandate.

16. General#

Entire agreement. These Terms and the Privacy Policy are the entire agreement between us on this subject, replacing prior discussions, except for a signed agreement that says otherwise.
Severability. If a provision is unenforceable, it is modified to the minimum extent needed, or severed, and the rest stands.
No waiver. Not enforcing a provision is not a waiver of it.
Assignment. You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition, or transfer of assets.
Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
No third-party rights. No one other than you and DeepCell may enforce these Terms.
Notices. We may give notice through the product, the website, or the email on your account. Send notices to us at hello@deepcell.net.
Language. Where we publish these Terms in more than one language and the versions differ, the English version governs.

17. Contact us#

Company: DEEPCELL AI PTE. LTD.
Email: hello@deepcell.net

Website: beta.deepcell.net