Legal
Terms of Service
Last updated: May 29, 2026
These Terms of Service (the "Terms") govern access to and use of the HospiceDefender service (the "Service"), a product of Guildscape, LLC ("HospiceDefender," "we," "us," or "our"). By accessing the Service, signing an order form that references these Terms, or authorizing any user to use the Service, the organization on whose behalf the Service is used ("Customer") agrees to these Terms. If you are accepting on behalf of an organization, you represent that you are authorized to bind that organization.
1. The Service
The Service consists of three software-delivered audit products — Clinical Record Audits, Certification Bulk Audits, and Certification Interactive Audits — provided to hospice provider organizations for internal compliance, quality-assurance, and documentation-review purposes. The specific products, features, usage units, and deliverables for any engagement are set out in the applicable order form, quote, or statement of work (each, an "Order"). In the event of a conflict between an Order and these Terms, the Order controls for that engagement.
2. Eligibility and Access
The Service is offered solely to United States–based hospice provider organizations, by invitation. There is no public self-service signup. Customer is responsible for designating and managing its authorized users, for maintaining the confidentiality of all credentials, and for all activity that occurs under its account. Customer is responsible for ensuring that its use of the Service complies with all laws applicable to it and with the policies of its own organization.
3. Beta / Pre-Release Notice
The Service is currently offered on a private-beta basis. Features may change, be added, or be removed; availability targets may not apply; and certain functionality may be provided on an "as-available" basis while in beta. We will not knowingly degrade a Customer's production use without notice, but Customer acknowledges the evolving nature of a pre-release service when relying on it.
4. Customer Responsibilities and Acceptable Use
Customer will not, and will not permit any user to: (a) use the Service in violation of law or third-party rights; (b) attempt to gain unauthorized access to the Service or its underlying systems; (c) reverse engineer, resell, or provide the Service to a third party except as expressly permitted in an Order; or (d) upload content it lacks the right to process. Customer is responsible for the accuracy and lawfulness of the records and documentation it submits to the Service.
5. Customer Data, PHI, and HIPAA
As between the parties, Customer retains all right, title, and interest in the records and documentation it processes through the Service ("Customer Data"). We process Customer Data solely to provide and support the Service and as described in our Privacy Policy. We do not use Customer Data to train any general-purpose model and do not sell or share it for third-party marketing. To the extent Customer Data includes Protected Health Information under HIPAA, the parties' Business Associate Agreement governs that information and controls over any conflicting provision of these Terms. The public marketing site and email channels are not used to transmit Protected Health Information.
6. Intellectual Property
We and our licensors retain all right, title, and interest in the Service, including its software, models, scoring logic, and documentation, and all improvements to them. Subject to these Terms and payment of applicable fees, we grant Customer a non-exclusive, non-transferable right to access and use the Service during the term for its internal business purposes. Customer may export and retain the audit outputs generated for its own records.
7. Fees and Billing
Fees are set out in the applicable Order and, unless the Order states otherwise, are billed on a postpaid basis — for services already rendered during the billing period. Payment terms, billing periods, and usage units are specified in the Order. Fees are exclusive of taxes, which Customer is responsible for except for taxes on our net income. Refund and dispute handling is described on our Refunds & Disputes page; cancellation is described on our Cancellation page.
8. No Professional Advice; No Guaranteed Outcome
The Service is a documentation-review and decision-support tool. It does not deliver clinical care, does not constitute legal, medical, coding, or compliance advice, and does not replace the judgment of an attending physician, medical director, or interdisciplinary group. Coverage, certification, and recertification decisions remain the responsibility of Customer and its qualified personnel. We do not guarantee any particular survey result, claim outcome, audit result, or reimbursement, and outputs are advisory and intended to be reviewed by qualified personnel before being relied upon.
9. Warranty Disclaimer
We will provide the Service in a professional and workmanlike manner. Except as expressly stated in these Terms or an Order, and to the maximum extent permitted by law, the Service is provided "as is" without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
10. Limitation of Liability
To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or data, arising out of or relating to the Service, even if advised of the possibility. Except for Customer's payment obligations and either party's breach of its confidentiality or data obligations, each party's aggregate liability arising out of or relating to these Terms will not exceed the fees paid by Customer to us in the twelve (12) months preceding the event giving rise to the claim.
11. Indemnification
Customer will defend and indemnify us against third-party claims arising from Customer Data or from Customer's use of the Service in violation of these Terms or applicable law. We will defend and indemnify Customer against third-party claims alleging that the Service, as provided by us and used in accordance with these Terms, infringes that third party's intellectual property rights. The indemnifying party's obligations are conditioned on prompt notice, reasonable cooperation, and control of the defense.
12. Term and Termination
These Terms apply for as long as Customer uses the Service or has an active Order. Either party may terminate for the other party's material breach that remains uncured thirty (30) days after written notice. Customer may cancel as described on our Cancellation page; there is no early-termination fee. Sections intended by their nature to survive — including those on Customer Data, intellectual property, fees accrued, disclaimers, limitation of liability, and governing law — survive termination.
13. Governing Law and Disputes
These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws principles, and the parties consent to the exclusive jurisdiction of the state and federal courts located in Texas. Before filing any claim, the parties will attempt in good faith to resolve the dispute through their designated contacts for at least thirty (30) days.
14. Changes to These Terms
We may update these Terms from time to time. Material changes will be communicated to Customer in advance through the account or a billing contact on file, and the "Last updated" date above will be revised. Continued use of the Service after an update takes effect constitutes acceptance of the updated Terms.
15. Contact
Questions about these Terms may be directed to support@hospicedefender.com.