Agreement to these Terms
These Terms of Service ("Terms") form an agreement between Cenrus LLC, a Wyoming limited liability company ("Cenrus," "we," "us," or "our"), and the company or other legal entity that accepts them ("Customer"). They govern access to the Cenrus website, software, application programming interfaces, payer connection workflows, and related services (the "Service").
If you accept these Terms for a Customer, you confirm that you have authority to bind it. A signed order form, pilot agreement, data protection addendum, or other written agreement with Cenrus can add to or replace parts of these Terms. The signed agreement controls if terms conflict.
The Service
Cenrus helps Customers reconcile provider bills with payer adjudication and available payment evidence. The Service can establish patient-authorized payer connections, retrieve and monitor claims and Explanations of Benefits, ingest Customer-provided records, rank potential matches, compare financial values, detect changes, and return evidence-based verdicts and recommended actions.
Cenrus is not a healthcare provider, insurer, payer, law firm, collection agency, or financial adviser. Cenrus does not make coverage, benefit, medical, provider billing, collection, or payment decisions.
Accounts and access
Customer must provide accurate account information, protect credentials and integration keys, and limit access to authorized users who need the Service for Customer's work. Customer is responsible for activity under its accounts and must notify Cenrus promptly of suspected unauthorized access. Cenrus can set reasonable technical limits needed to protect the Service and other customers.
Customer responsibilities
Customer will:
- use the Service only for lawful healthcare financial review and related purposes
- provide required notices and obtain valid authority before submitting a person's information
- obtain and document each patient's authorization before establishing a payer connection
- ensure that bills, payment evidence, case records, and reviewer feedback it submits are lawfully obtained
- keep its case information accurate and correct material errors it identifies
- review uncertain, discrepant, high-impact, or contested cases with qualified personnel
- follow the Acceptable Use Policy
- meet its own legal, regulatory, contractual, and professional duties.
Patient authorization and payer connections
A patient must authorize payer access through the applicable connection flow. Customer must not impersonate a patient or collect a patient's payer password. Authorization scope, payer availability, source-system limits, and connection duration depend on the payer and connection method.
A patient can revoke access through available payer or Customer workflows. Cenrus stops future retrieval after the revocation takes effect. A connection can also end because authorization expires, the payer changes its service, or Cenrus suspends access to address a security, legal, or operational issue.
Customer data and privacy
As between Customer and Cenrus, Customer retains its rights in information that it or its authorized users submit or authorize Cenrus to retrieve ("Customer Data"). Customer grants Cenrus the rights needed to host, retrieve, normalize, match, analyze, transmit, display, and otherwise process Customer Data to provide, secure, support, and improve the Service and meet our legal duties.
Our Privacy Policy explains our data practices. Any signed data protection terms control where they conflict with this public policy. Customer must not submit data that the governing agreement does not permit Cenrus to process.
Automated results and evidence limits
Cenrus results depend on records from Customers, payers, providers, and other sources. These records can be incomplete, delayed, changed, inconsistent, or wrong. Matching and financial interpretation can also contain errors. Cenrus shows evidence and confidence information so Customer can review the basis for a result.
A payer-assigned patient responsibility amount states how the payer adjudicated a claim. It does not prove that the patient currently owes that amount to the provider. A verdict that a provider request is consistent with payer adjudication does not prove the provider's current balance, account for unavailable payments, or replace review of later records. Customer must send ambiguous and human-review-required results to qualified personnel and apply its own judgment before taking action.
Service changes and availability
We can change the Service as we improve it, address security or legal needs, or respond to source-system changes. We will not materially reduce paid functionality during an active order without the notice or remedy stated in the applicable agreement. The Service can experience interruptions, and payer data can become unavailable for reasons outside Cenrus's control.
Fees
Customer will pay the fees and taxes stated in its order form or other written agreement. Unless that agreement states otherwise, fees are nonrefundable and Customer must dispute an invoice in writing within 30 days after the invoice date.
Confidentiality
Each party will protect nonpublic information that the other party identifies as confidential or that a reasonable person would understand is confidential. The receiving party will use it only to perform or receive the Service and will disclose it only to people who need it and have confidentiality duties. These limits do not cover information that the receiving party lawfully knew without restriction, receives lawfully from another source, develops independently, or that becomes public without breach of an agreement.
A party can disclose confidential information when law requires it. When legally allowed, that party will give prompt notice and reasonable help to seek protection.
Security and incidents
Cenrus uses administrative, technical, and organizational safeguards designed to protect Customer Data. No system is perfectly secure. Customer must maintain appropriate safeguards for its accounts, systems, exports, and use of Cenrus results.
Customer must report suspected unauthorized access or a security vulnerability promptly to security@cenrus.com. Cenrus will investigate confirmed incidents and provide notices required by law and the governing agreement.
Ownership
Cenrus and its licensors own the Service, including its software, models, workflows, documentation, design, branding, and content. These Terms do not transfer ownership of Customer Data to Cenrus. During the applicable service term, Cenrus grants Customer a limited, nonexclusive, nontransferable right to use the Service for its internal business purposes under the governing agreement.
If Customer provides feedback, Customer grants Cenrus a perpetual, worldwide, royalty-free right to use it without identifying Customer or a patient. Customer must not include patient information in feedback unless it is needed for support and permitted under the governing agreement.
Suspension and termination
We can suspend access when reasonably needed to address unlawful use, a security threat, a material breach, nonpayment, or harm to the Service or another person. When practical, we will notify Customer and limit the suspension to the affected use. Either party can terminate as stated in the applicable order or written agreement.
When the agreement ends, Customer must stop using the Service and pay outstanding fees. Cenrus will return or delete Customer Data as the agreement requires, subject to backup cycles and limited legal, fraud, and security retention. Terms concerning payment, confidentiality, ownership, disclaimers, liability, and disputes survive where their purpose requires it.
Disclaimers
To the fullest extent permitted by law, the Service is provided "as is" and "as available." Cenrus disclaims implied warranties of merchantability, fitness for a particular purpose, noninfringement, and warranties arising from a course of dealing or usage of trade. We do not warrant uninterrupted operation, complete payer data, a particular match rate, a specific verdict, or a business outcome. These disclaimers do not apply where law does not allow them.
Limitation of liability
To the fullest extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenues, goodwill, or business opportunities arising from the Service. Cenrus's total liability arising from the Service will not exceed the fees Customer paid or owed to Cenrus for the Service during the 12 months before the event that caused the claim.
These limits do not apply to liability that cannot lawfully be limited. A signed agreement can set different limits.
Governing law and disputes
Wyoming law governs these Terms without regard to conflict-of-law rules. Before filing a claim, each party will give written notice and try in good faith for 30 days to resolve the dispute. Courts with jurisdiction over Cenrus LLC will have exclusive jurisdiction unless a signed agreement states otherwise or applicable law requires a different forum.
General terms
These Terms, the Acceptable Use Policy, and the applicable signed agreements form the agreement for the Service. If a provision is unenforceable, the remaining provisions remain effective. A failure to enforce a provision is not a waiver. Customer cannot assign these Terms without our written consent. Cenrus can assign them as part of a merger, reorganization, financing, or sale of its business. Neither party is responsible for delay caused by events outside its reasonable control.
Contact
Cenrus LLC
2578 Broadway
New York, NY 10025-5642, United States
Legal and Terms questions: privacy@cenrus.com
Security reports: security@cenrus.com