Terms of service.

These terms govern your use of the public website at cimalys.com (the "Site"), including the booking flow. They do not by themselves create a paid engagement; paid work is governed by a separate signed agreement (the "Engagement Agreement"). Where these terms conflict with the Engagement Agreement, the Engagement Agreement prevails.

By using the Site you accept these terms. If you do not accept them, do not use the Site.

Cimalys ApS

CVR 46502493 / EU VAT DK46502493

Næstvedvej 34 st., 4100 Ringsted, Denmark

Contact: hello@cimalys.com

Cimalys offers professional services to businesses (B2B). The Site and our services are not directed at consumers as defined in the Danish Consumer Contracts Act (Forbrugeraftaleloven). The 14-day right of withdrawal in that Act does not apply.

Cimalys delivers AI strategy and implementation services, including the AI opportunity audit, enablement programmes, advisory retainers, mentorship, and strategy sessions. Specific scope, deliverables, and prices for any paid engagement are set out in the Engagement Agreement.

Cimalys is a technology and AI-operations consultancy. We design and build compliance-ready systems and surface compliance considerations as part of that work, but we do not provide legal advice, tax advice, or formal regulatory certification (including but not limited to GDPR conformity assessments, EU AI Act conformity assessments, or DPIA sign-off). Where you require these, you must engage an appropriately qualified legal, tax, or regulatory professional. Cimalys accepts no liability for decisions you make on the basis of our work without independent professional validation.

Invoices and milestones are governed by the Engagement Agreement. Default currency is Danish Kroner (DKK); EUR, GBP, and CHF are accepted for international clients. Unless otherwise agreed, invoices are due net 8 days from the invoice date. Overdue amounts accrue default interest at the rate set by the Danish Interest Act (Renteloven) plus a 310 DKK reminder fee per Inkassoloven, and we may suspend services until the account is brought current.

• provide accurate, complete information necessary for the engagement;
• respond to our requests for information or decisions within a reasonable timeframe;
• obtain any third-party consents needed for us to process the materials and data you share with us;
• safeguard any credentials, API keys, or access tokens you supply to us or that we issue to you;
• comply with applicable laws when using our outputs and any AI systems we build for you.

On full payment, ownership of bespoke deliverables created specifically for you under the Engagement Agreement transfers to you. Cimalys retains ownership of general methodologies, frameworks, prompts, templates, internal tooling, and any reusable components — including pre-existing or independently developed materials — and grants you a non-exclusive, perpetual, royalty-free licence to use these in combination with the bespoke deliverables for your internal business purposes.

Use of your name, logo, or anonymised case-study material in our portfolio or marketing requires your prior written approval.

Each party will treat information disclosed by the other and marked or reasonably understood as confidential with at least the same care it applies to its own confidential information of like kind, and in any case with no less than reasonable care. Confidential information may be used only for the purposes of the engagement, may not be disclosed to third parties except to sub-processors under equivalent obligations, and these duties survive termination for 3 years.

Standard exclusions apply: information that is publicly available without breach, was independently developed without use of the other party's confidential information, was already known to the receiving party without confidentiality obligation, or must be disclosed by law (with prompt notice to the other party where lawful).

Our processing of personal data via the Site is described in the privacy policy and cookie policy.

Where Cimalys processes personal data on your behalf during a paid engagement (as a processor under GDPR Art 28), the Engagement Agreement incorporates a Data Processing Agreement defining the subject matter, duration, nature, and purpose of the processing, the categories of data subjects and personal data, your documented instructions, the agreed sub-processors, and the technical and organisational measures applied. A standalone DPA is available on request to hello@cimalys.com.

We will perform our services with reasonable skill and care in accordance with prevailing industry standards. Beyond this, and to the maximum extent permitted by law, we make no representations or warranties of any kind, express or implied, regarding outcomes. AI systems are probabilistic and depend on input data, prompt design, third-party model availability, and your operational discipline; specific business outcomes are not guaranteed.

To the maximum extent permitted under Danish law, neither party is liable for indirect, consequential, special, or incidental losses, including loss of profits, revenue, goodwill, or data. Each party's total aggregate liability under or in connection with an engagement is capped at the fees paid by you to Cimalys for the three (3) months preceding the event giving rise to the claim.

Nothing in these terms limits liability that cannot be limited under mandatory law, including liability for intent or gross negligence, personal injury, or wilful misconduct.

Cimalys ApS holds a professional liability and IT-Ansvar insurance policy with Tryg Forsikring A/S; details of cover are available on request.

Each party will defend, indemnify, and hold the other harmless against third-party claims arising from the indemnifying party's breach of these terms, infringement of third-party intellectual property by materials it provides, or violation of applicable law in connection with the engagement, subject to the liability cap in §12.

You agree not to use the Site or our services to:

• violate any law, regulation, or third-party right;
• send unsolicited commercial communications, spam, malware, or harmful content;
• circumvent security, rate limits, authentication, or scraping protections;
• reverse-engineer, copy, or compete with the Site itself or our internal tooling.

Either party may terminate an Engagement Agreement for convenience with thirty (30) days' written notice, or immediately for material breach not cured within fourteen (14) days of written notice. On termination, fees for services delivered up to the termination date remain payable, and each party promptly returns or deletes the other party's confidential information, subject to mandatory retention obligations (notably the Danish Bookkeeping Act § 12, 5 years).

Neither party is liable for failure to perform caused by an event beyond its reasonable control — including outages of third-party providers (cloud, AI models, payment networks), industrial action, natural disaster, pandemic, war, government order, or large-scale cyber incident — provided the affected party notifies the other promptly and resumes performance as soon as reasonably practicable.

We may update these terms from time to time. The version, revision number, and issue date are shown in the header above. Material changes that affect an active engagement will be notified to clients by email and take effect 30 days after notice unless objected to in writing within that period.

If any provision of these terms is held invalid or unenforceable, the remaining provisions remain in force. These terms, together with any applicable Engagement Agreement, DPA, and the privacy and cookie policies referenced herein, constitute the entire agreement between the parties on the subject matter and supersede any prior understandings.

These terms and any non-contractual obligations arising out of them are governed by Danish law, excluding its conflict-of-laws rules and the UN Convention on Contracts for the International Sale of Goods. Exclusive venue for any dispute is the courts of Copenhagen, Denmark.

Questions about these terms: hello@cimalys.com.