Terms of Service

1. Acceptance of Terms

Welcome to Cue (the "Platform" or the "Service"). These Terms of Service ("Terms") constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you", "Customer", or "Clinic") and Cue ABA, Inc. ("Cue", "we", "us", or "our"), concerning your access to and use of our website located at cueaba.com (the "Site"), our interactive software applications, and SaaS tools hosted at app.usecue.com.

By registering for an account, accessing the Platform, or subscribing to our services, you agree that you have read, understood, and agreed to be bound by all of these Terms. If you do not agree with all of these Terms, you are prohibited from using the platform and must discontinue use immediately.

2. Account Registration and Roles

To use Cue, you must create a registered clinic account. You represent and warrant that all information provided during registration is accurate, current, and complete.

• Credentials Security: You are entirely responsible for maintaining the confidentiality of your credentials (emails, passwords, API tokens) and for all actions occurring under your accounts. You must notify us immediately of any unauthorized access or breach of security.
• User Roles & Staff Accounts: The Platform supports various role configurations (e.g., Owners, BCBAs, Registered Behavior Technicians/RBTs, Billers, Parents/Caregivers). Clinic owners are responsible for allocating permissions appropriately and ensuring staff members comply with local clinical regulations and ethical codes.

4. Fees, Billing & SaaS Model

Cue operates on a flat-fee subscription basis, avoiding punitive per-seat licenses so your staff can scale naturally.

• Subscription Fees: SaaS tier plans (e.g., Core, Core+, Core Pro) are billed monthly in advance using the payment card provided at registration. Standard flat fees are tiered according to active client counts (e.g., Core+ handles up to 30 clients; Core Pro handles 30–60 clients).
• Modular Add-ons: You can purchase specific premium features from the next tier up as individual modular add-ons without upgrading your entire platform subscription, provided you do not exceed your tier limit.
• Late Payments: If subscription fees are unpaid for more than 14 days, Cue reserves the right to suspend platform access, with prior notification to the clinic administrator. Suspension does not relieve the Clinic of past payment obligations.
• Non-Refundability: Except as specifically outlined in our Service Level Agreement, all payments are non-refundable. All prices exclude applicable state or federal taxes.

5. Acceptable Use Rules

You agree to use Cue strictly for lawful clinical management, billing operations, and caregiver communication. You must not:

• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Cue software, designs, or Flow Design System.
• Utilize automated scripts, scrapers, or indexers to extract data from the Platform without prior written consent.
• Access clinical data of patients or other clinics for which you have not been granted explicit, legally valid permissions.
• Introduce malware, viruses, or code designed to interfere with platform operations or security infrastructure.
• Employ Cue to coordinate billing claims for services not rendered, in violation of state Medicaid, Medicare, or private insurance guidelines.

6. Intellectual Property Rights

• Cue Ownership: Cue ABA, Inc. retains all right, title, and interest in and to the Site, Platform, software, databases, custom RBT Training modules, stylesheets, brand names, logos, and our proprietary Flow Design System. No rights are granted to Customer except the limited, revocable, non-exclusive right to access and use the Platform during the active subscription period.
• Customer Ownership: The Customer owns all right, title, and interest in and to the patient records, clinical notes, files, schedules, and clinical data uploaded by its staff ("Customer Data"). You grant Cue a limited, worldwide, royalty-free license to host, copy, process, and transmit Customer Data solely to provide, support, and maintain the Platform.

7. Limitation of Liability & Medical Malpractice Disclaimers

Cue is a software provider, not a healthcare or medical provider. We provide practice management, data logging, and claim coordination tools. The Clinic is solely and exclusively responsible for all clinical decisions, treatment protocols, RBT supervision, parent consultation, diagnostic coding, and billing claims compliance.

Under no circumstances shall Cue ABA, Inc., its directors, employees, or partners be liable to Customer, patients, or caregivers for any claims of medical malpractice, clinical error, wrongful diagnosis, or billing fraud resulting from the action or inaction of the Clinic's staff, even if data or schedules were stored, compiled, or displayed within Cue (such as in our Daily Briefing or Action Queue).

To the maximum extent permitted by law, Cue's total cumulative liability for any breach, negligence, or claim under these Terms shall be strictly capped at the total subscription fees paid by the Customer to Cue during the twelve (12) month period immediately preceding the event giving rise to liability.

8. Service Levels & Uptime

For Core Pro and Enterprise accounts, Cue guarantees a 99.99% monthly uptime SLA, excluding scheduled maintenance windows announced at least 48 hours in advance.

In the event that platform uptime drops below 99.99% in a given calendar month, affected Clinics may request standard service credits calculated as 10% of their monthly subscription fee for every 1 hour of cumulative, unscheduled downtime, capped at a maximum 50% credit per month. Service credits represent the Clinic's sole and exclusive remedy for platform unavailability.

9. Termination & Data Export

• Termination by Customer: You may cancel your subscription at any time by navigating to your billing dashboard or submitting a request to our billing team. Cancellation will take effect at the end of the current billing cycle.
• Termination by Cue: We reserve the right to suspend or terminate accounts in the event of a material breach of these Terms, non-payment of subscription fees, or if your clinic's practices represent an immediate security risk to other clinics or patient data.
• Data Retention & HIPAA Extraction: Upon termination of your subscription, Cue will maintain your database records for up to thirty (30) days. During this period, the Clinic administrator can request a comprehensive CSV and JSON export of all clinical target records, patient profiles, scheduling data, and billing logs. After 30 days, we will securely delete or scrub all copies of Customer Data from our active servers in compliance with HIPAA and SOC 2 media destruction guidelines.

10. Governing Law & Dispute Resolution

These Terms of Service and your use of the Platform are governed by and construed in accordance with the laws of the **State of California**, without regard to its conflict of law principles. Any legal action or proceeding arising out of or related to these Terms shall be instituted exclusively in the state or federal courts located in San Francisco County, California.

If you have any questions or require legal inquiries regarding these Terms, please contact our Legal Department:

Cue ABA, Inc.
Attn: Legal & Compliance Department
Email: legal@cueaba.com
Address: 100 Pine Street, Suite 1250, San Francisco, CA 94111