Terms of Service

By accessing or using the KELIdesk platform, website, and related services (the “Service”), you agree to be bound by these Terms of Service (“Terms”). If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

If you do not agree to these Terms, do not access or use the Service.

KELIdesk provides an AI-powered billing exception detection, triage, and resolution platform for home health agencies. The Service integrates with HHAeXchange via API to import claims and exception data, generate recommended actions, facilitate resolution workflows, and maintain audit trails.

The Service is designed to assist your billing operations — it does not replace professional judgment, and all AI-generated recommendations require human review and approval before action is taken.

To use the Service, you must create an account and provide accurate, complete registration information. You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activity that occurs under your account
• Notifying us immediately of any unauthorized access or use

We reserve the right to suspend or terminate accounts that violate these Terms or that we reasonably believe are being used fraudulently.

You agree to use the Service only for its intended purpose — managing billing exceptions and related workflows for your home health agency. You agree not to:

• Use the Service for any unlawful purpose
• Attempt to gain unauthorized access to any part of the Service or its systems
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service to develop a competing product or service
• Share your account credentials with unauthorized parties
• Transmit any malicious code, viruses, or harmful content
• Use the Service in any way that could damage, disable, or impair its operation

The Service requires API access to your HHAeXchange account. By connecting your HHAeXchange credentials, you:

• Authorize KELIdesk to access, import, and process your HHAeXchange data as necessary to provide the Service
• Confirm that you have the authority to grant this access on behalf of your organization
• Acknowledge that the availability and functionality of the integration depends on HHAeXchange's API and systems, which are outside our control

KELIdesk is not affiliated with, endorsed by, or officially partnered with HHAeXchange. We are an independent platform that integrates with the HHAeXchange system.

The Service uses artificial intelligence to analyze billing exceptions and generate recommendations including plain-English explanations, action plans, draft corrections, and triage classifications.

You acknowledge and agree that:

• AI-generated recommendations are informational and assistive — they are not medical, legal, or financial advice
• All recommendations require human review and approval before implementation
• KELIdesk does not guarantee the accuracy, completeness, or suitability of any AI-generated content
• Your organization retains full responsibility for all billing decisions and actions taken based on the Service
• No automated action is taken on your claims or in HHAeXchange without explicit staff approval

Pricing is based on your agency's active caregiver count and selected plan. Current pricing is published on our website and confirmed during your demo.

• Subscriptions are billed monthly on a 12-month term
• Payment is due upon invoice
• No onboarding fees are charged
• Standard carrier and telephony costs apply for SMS and AI voice outreach usage
• We reserve the right to change pricing with 60 days' written notice before your next renewal period

Failure to pay may result in suspension or termination of your access to the Service.

KELIdesk offers a free 7-day guided demo connected to your real HHAeXchange data. The demo is subject to these Terms. No credit card is required.

During the demo period, we may limit certain features or functionality. The demo may be terminated at any time by either party.

• Your data: You retain all ownership rights to your data, including claims data, caregiver records, exception data, and any other information you provide or that is imported through the HHAeXchange integration. We do not claim ownership of your data.
• Our Service: We retain all rights to the KELIdesk platform, including its software, algorithms, models, interfaces, documentation, and any improvements developed during the course of providing the Service.
• Aggregated data: We may use de-identified, aggregated data derived from the Service for product improvement, benchmarking, and research purposes. This data will not identify your agency, your patients, or your caregivers.

Each party agrees to maintain the confidentiality of any non-public information received from the other party and to use such information only for the purposes of this agreement. This obligation survives termination of these Terms for a period of two years.

If the Service involves access to protected health information (PHI), the parties will execute a Business Associate Agreement (BAA) prior to any PHI being accessed or processed.

KELIdesk's obligations regarding PHI are governed by the BAA and applicable HIPAA regulations. In the event of a conflict between these Terms and the BAA, the BAA will control with respect to PHI.

KELIdesk provides the Service on an “as is” and “as available” basis. To the maximum extent permitted by law, we disclaim all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that:

• The Service will be uninterrupted, error-free, or completely secure
• AI-generated recommendations will be accurate or complete
• The Service will meet all of your specific requirements
• Any defects will be corrected within a specific timeframe

To the maximum extent permitted by law, KELIdesk's total liability arising from or related to these Terms or the Service will not exceed the fees paid by you to KELIdesk in the twelve months preceding the event giving rise to the claim.

In no event will KELIdesk be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, lost data, or business interruption, regardless of the theory of liability.

You agree to indemnify and hold harmless KELIdesk and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your violation of any third-party rights
• Actions taken based on AI-generated recommendations

These Terms are effective when you first access the Service and continue until terminated.

• By you: You may terminate your account at any time by contacting us at help@kelidesk.com. Termination does not relieve you of payment obligations for the current billing period.
• By us: We may suspend or terminate your access if you breach these Terms, fail to pay fees when due, or if we discontinue the Service with reasonable notice.

Upon termination, your right to access the Service ceases. We will retain your data for the period specified in our Privacy Policy, after which it will be deleted unless a longer retention period is required by law.

We may update these Terms from time to time. Material changes will be communicated by email or through the Service at least 30 days before they take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms.

• Governing law: These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles.
• Dispute resolution: Any disputes will be resolved through binding arbitration under the rules of the American Arbitration Association, unless you qualify for small claims court.
• Entire agreement: These Terms, together with the Privacy Policy and any applicable BAA, constitute the entire agreement between you and KELIdesk.
• Severability: If any provision is found unenforceable, the remaining provisions remain in full effect.
• No waiver: Our failure to enforce any provision does not waive our right to enforce it in the future.
• Assignment: You may not assign these Terms without our written consent. We may assign our rights and obligations without restriction.

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

KELIdesk

Email: help@kelidesk.com