Terms of Use

01. Eligibility and Access

Access to the CE Platform is invite-only and limited to authorized organizational subscribers. To access the platform, you must:

• Be at least 18 years of age
• Have authority to bind your organization to these Terms
• Have received an invitation or authorization from Culturally Elevated
• Agree to these Terms on behalf of yourself and your organization

Platform access is granted on a one seat per organization basis unless otherwise specified in a written agreement between CE and your organization. Access credentials are non-transferable and may not be shared with individuals outside your organization.

The CE Platform is accessible at: [PLATFORM URL — update when domain is mapped to Netlify]

02. No Protected Health Information

Violation of this section constitutes grounds for immediate termination of access without notice and may expose your organization to legal liability.

03. Intellectual Property

All content, features, frameworks, and materials available through the CE website and platform — including but not limited to text, graphics, logos, data models, analytical frameworks, and software — are the exclusive property of Culturally Elevated or its licensors and are protected by applicable intellectual property laws.

The following are expressly protected CE intellectual property:

• Denominator Intelligence™ — the CE analytical framework, methodology, and associated naming
• Stars Financial Intelligence — the CE platform tier, feature set, and associated naming

Platform outputs, reports, and analyses generated through your use of the CE Platform are licensed to your organization for internal use only. You may not share, distribute, publish, resell, sublicense, or otherwise make CE platform outputs available to third parties without prior written consent from Culturally Elevated.

No use of CE's trade names, trademarks, service marks, or logos is permitted without prior written authorization.

04. Subscriptions and Payment

Access to the CE Platform requires a paid subscription. All payments are processed through Stripe, a third-party payment processor. By subscribing, you authorize CE to charge your payment method on the billing schedule agreed to at the time of subscription.

• Fees are non-refundable except as expressly stated in a separate written agreement or as required by applicable law.
• Subscription fees are due in advance of each billing period. CE reserves the right to suspend or terminate platform access for non-payment without further notice after a reasonable cure period.
• CE may adjust subscription pricing with reasonable advance notice. Continued use of the platform after a price change takes effect constitutes acceptance of the new pricing.
• You are responsible for all applicable taxes associated with your subscription.

05. Confidentiality

In the course of using the CE Platform and engaging with CE services, you may receive access to non-public information about CE's methodologies, platform architecture, pricing, and analytical frameworks ("Confidential Information"). You agree to:

• Hold all Confidential Information in strict confidence
• Use Confidential Information only for the purposes of your internal quality improvement work
• Not disclose Confidential Information to any third party without CE's prior written consent
• Take reasonable steps to protect Confidential Information from unauthorized disclosure

Confidentiality obligations survive the termination of your access to the CE Platform and these Terms.

06. Prohibited Uses

You agree that you will not use the CE Platform or website to:

1. Enter, upload, or transmit Protected Health Information (PHI) of any kind
2. Share, transfer, or disclose access credentials to any individual outside your authorized organization
3. Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying methodology of the CE Platform
4. Resell, sublicense, or commercially exploit CE platform outputs, reports, or analytical frameworks
5. Use CE platform outputs to develop competing products or services
6. Use the Services for any unlawful purpose or in violation of any applicable federal, state, or local law or regulation
7. Attempt to gain unauthorized access to any portion of the CE Platform, related systems, or the data of other CE subscribers

CE reserves the right to investigate suspected violations and to take any action it deems appropriate, including suspension or termination of access and referral to law enforcement authorities.

07. Disclaimer of Warranties

THE CE PLATFORM AND WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

CE does not warrant that:

• The platform will be uninterrupted, error-free, or free of viruses or other harmful components
• The results obtained from use of the platform will be accurate, complete, or reliable for any particular purpose
• Use of the platform will result in any specific improvement to your organization's Star rating, quality scores, or QBP revenue outcome

The CE Platform is a decision-support tool. All quality improvement decisions remain the sole responsibility of your organization and its qualified personnel.

08. Limitation of Liability

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

09. Termination

Either party may terminate access to the CE Platform upon reasonable written notice to the other party. CE may terminate access immediately and without prior notice in the event of:

• Any violation of the No Protected Health Information provisions in Section 02
• Any unauthorized use, reproduction, or distribution of CE intellectual property as described in Section 03
• Material breach of any other provision of these Terms that remains uncured for more than five (5) business days after written notice
• Non-payment of subscription fees following the applicable cure period

Upon termination, your right to access the CE Platform ceases immediately. Sections 03 (Intellectual Property), 05 (Confidentiality), 07 (Disclaimer of Warranties), 08 (Limitation of Liability), and 10 (Governing Law) survive termination.

10. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Any disputes arising under or related to these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Texas, and both parties hereby consent to personal jurisdiction in such courts.

11. Changes to These Terms

CE reserves the right to modify these Terms at any time. When changes are made, we will update the "Last Updated" date at the top of this page. Material changes will be communicated to active subscribers via email to the address on file.

Your continued use of the CE Platform or website after changes take effect constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must discontinue use of the Services and notify CE to cancel your subscription.