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Terms of Use

Effective Date: April 1, 2026 · Last Updated: July 5, 2026

These Terms of Use ("Terms") govern your access to and use of the Culturally Elevated website located at culturallyelevated.com and the CE Platform (collectively, the "Services"), operated by Culturally Elevated ("CE," "we," "our," or "us"). By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not use the Services.

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: https://denominatorintelligence.com

02. No Protected Health Information

The CE Platform is not designed, intended, or authorized to receive, store, process, or transmit Protected Health Information (PHI) as defined under the Health Insurance Portability and Accountability Act (HIPAA).

Users are strictly prohibited from entering any PHI into the CE Platform or any CE-operated form, system, or communication channel. All data submitted to or through the CE Platform must be aggregate, de-identified, and compliant with applicable federal and state data protection regulations.

CE does not execute Business Associate Agreements (BAAs) in connection with platform access under these Terms. If your use case requires PHI processing, you must contact CE before using the platform to discuss whether a separate written agreement is appropriate.

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
  • Quality Bonus Payment Risk Exposure Model™ — 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 10 business day cure period commencing upon written notice of non-payment.
  • CE may adjust subscription pricing with at least 30 days' advance written notice to the subscriber email address on file. 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.

Subscription Term and Auto-Renewal

All subscriptions are sold under a minimum committed term:

  • Tier 1 — Quality Bonus Payment Risk Exposure Model™: 6-month or 12-month minimum commitment, as selected at the time of purchase.
  • Tier 2 — Denominator Intelligence Suite: 12-month minimum commitment.

Auto-Renewal. Subscriptions automatically renew at the end of each committed term for the same term length at the then-current rate for your enrollment band, unless CE receives written notice of cancellation at least 30 days before the renewal date. Example: a subscription renewing on January 1 requires written cancellation notice no later than December 1.

No Early Termination. Subscriptions are sold as minimum committed terms. Once a subscription period commences, Subscriber is bound to the full committed term and remains obligated for all fees due through the end of that term. No early release, refund, credit, or reduction in payment obligations is available for any reason — including non-use, dissatisfaction with the Services, or changes in Subscriber's organizational or operational circumstances — except as expressly required by applicable law.

Cancellation at End of Term. To prevent auto-renewal, written notice of cancellation must be sent to info@culturallyelevated.com no later than 30 days before your renewal date. Example: a subscription renewing January 1 requires written cancellation notice no later than December 1. Timely cancellation takes effect at the close of the current committed term — no further charges will apply after that date.

Missed Cancellation Window. If Subscriber fails to provide timely written cancellation notice and the subscription auto-renews into a new committed term, Subscriber is bound for that full renewed term. As a one-time exception, Subscriber may submit a written request for early exit from the newly-renewed term only, within 30 days of the renewal date. CE reserves sole discretion to approve or deny such requests. If approved, Subscriber shall pay a two-month early termination fee representing partial compensation for the remaining term, after which no further charges will apply. This provision applies exclusively to the immediately renewed term and confers no right to exit any original committed subscription period.

Charter Rate Discounts. Where a charter rate discount has been applied, such discount applies to the first 12 months of the subscription only and does not carry forward to any renewal term. Renewal invoices will reflect the standard rate for your current enrollment band.

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

The foregoing obligations do not apply to information that: (a) is or becomes publicly available through no act or omission of the receiving party; (b) was rightfully known to the receiving party prior to disclosure by CE without any obligation of confidentiality; (c) is independently developed by the receiving party without use of or reference to CE's Confidential Information; or (d) is required to be disclosed by applicable law, regulation, or court order, provided the receiving party gives CE prompt prior written notice and reasonably cooperates with any effort by CE to seek a protective order or other appropriate relief.

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, algorithms, scoring logic, or underlying methodology of the CE Platform, whether through browser developer tools, network inspection, JavaScript analysis, automated tooling, or any other means
  4. Scrape, crawl, spider, screen-capture, or otherwise extract content, data, outputs, or interface elements from the CE Platform using automated tools, scripts, bots, or manual techniques designed to replicate or harvest platform functionality
  5. Resell, sublicense, or commercially exploit CE platform outputs, reports, or analytical frameworks
  6. Use CE platform outputs, methodologies, or interface designs — in whole or in part — to develop, train, or inform any competing product, service, algorithm, or artificial intelligence model
  7. Reproduce, copy, or distribute any portion of the CE Platform's user interface, visual design, analytical structure, or proprietary frameworks without prior written consent from Culturally Elevated
  8. Use the Services for any unlawful purpose or in violation of any applicable federal, state, or local law or regulation
  9. 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 immediate suspension or termination of access and referral to law enforcement authorities. Violations of this section may result in civil and criminal liability.

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

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CULTURALLY ELEVATED SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOST PROFITS, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION — ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE CE PLATFORM OR WEBSITE, EVEN IF CE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

LIABILITY CAP: CE's total cumulative liability to you for any claims arising under or related to these Terms shall not exceed the total fees paid by your organization to Culturally Elevated in the three (3) months immediately preceding the event giving rise to the claim.

THIRD-PARTY PROVIDERS: CE is not responsible for service interruptions, data loss, security incidents, or performance failures caused by or attributable to Netlify, Stripe, Zoho Mail, Formspree, or Google Analytics. Each such provider operates under its own terms of service and liability framework.

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

Subscriber has no right to terminate access to the CE Platform during a committed subscription term. Subscriber's sole option is non-renewal per the cancellation process described in Section 04. CE may terminate or suspend Subscriber's 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
  • Any actual or suspected violation of the Prohibited Uses listed in Section 06, including but not limited to reverse engineering, scraping, or use of platform outputs to develop competing products
  • 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

Sole Discretion. In addition to the foregoing, CE reserves the right to suspend or terminate your access to the CE Platform at any time, for any reason or no reason, in CE's sole discretion, with or without notice, if CE reasonably believes that your use of the platform is harmful to CE's intellectual property, business interests, platform integrity, or other subscribers. CE is not required to disclose the basis for any such suspension or termination decision.

Payment Obligations Survive Termination. Termination or suspension of access — whether initiated by CE for cause or resulting from Subscriber's breach — does not relieve Subscriber of the obligation to pay all fees accrued through the date of termination, nor any fees remaining due for the full committed subscription term then in effect. Upon CE-initiated termination for cause, the entire outstanding balance of the committed term becomes immediately due and payable. CE reserves the right to pursue collection of all amounts owed, including reasonable attorneys' fees incurred in connection with such collection.

Upon termination, your right to access the CE Platform ceases immediately. Sections 03 (Intellectual Property), 05 (Confidentiality), 06 (Prohibited Uses), 07 (Disclaimer of Warranties), 08 (Limitation of Liability), 10 (Governing Law), 12 (Indemnification), and 13 (General Provisions) survive termination, together with any payment obligations remaining for the committed subscription term.

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.

12. Indemnification

You agree to indemnify, defend, and hold harmless Culturally Elevated and its officers, directors, employees, agents, and successors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

  1. Your violation of the No Protected Health Information provisions in Section 02, including any claims, fines, or penalties brought by government agencies or third parties arising from unauthorized PHI submission;
  2. Your breach of any representation, warranty, or obligation under these Terms;
  3. Your organization's use or misuse of the CE Platform, including any violation of the Prohibited Uses in Section 06; or
  4. Any negligent or intentional act or omission by your organization or its personnel in connection with these Terms or the CE Platform.

CE's indemnification obligations to Subscriber, if any, are limited to the maximum extent set forth in Section 08 (Limitation of Liability).

13. General Provisions

Entire Agreement

These Terms, together with any executed Order Form or written subscription agreement between CE and your organization, constitute the entire agreement between the parties with respect to the CE Platform and Services and supersede all prior and contemporaneous discussions, representations, and agreements — oral or written — relating to the same subject matter.

Severability

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable. The remaining provisions shall continue in full force and effect.

Waiver

No failure or delay by CE in exercising any right, power, or privilege under these Terms shall operate as a waiver of that right. A waiver of any breach or default shall not be deemed a waiver of any subsequent breach or default of the same or any other provision.

Assignment

You may not assign, transfer, delegate, or sublicense any of your rights or obligations under these Terms without CE's prior written consent. Any purported assignment without such consent is void. CE may assign these Terms, in whole or in part, without your consent in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets.

Notices

All formal notices required or permitted under these Terms must be delivered in writing via email to the addresses provided by each party at the time of subscription enrollment. Notices to CE must be sent to info@culturallyelevated.com. Notices are effective upon confirmed electronic receipt.

Dispute Resolution

The parties agree to attempt to resolve any dispute arising out of or related to these Terms through good-faith negotiation for a period of 30 days following written notice of the dispute. If the dispute remains unresolved after that period, both parties agree to submit the dispute to binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association ("AAA"), with arbitration seated in Texas. The arbitrator's award shall be final and binding, and judgment upon the award may be entered in any court of competent jurisdiction. Each party shall bear its own costs and attorneys' fees unless the arbitrator determines that a party acted in bad faith, in which case the arbitrator may award fees to the prevailing party.

No Class Action

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS. NEITHER PARTY MAY BRING OR PARTICIPATE IN ANY CLAIM AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION OR PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PARTY'S CLAIMS AND MAY NOT PRESIDE OVER ANY CLASS OR REPRESENTATIVE PROCEEDING.

Legal Questions

If you have questions about these Terms of Use, please contact us at:

info@culturallyelevated.com

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