01Agreement to these terms
These terms govern your use of stephensai.co and any engagement of Stephens AI LLC for services. By using the website or accepting a proposal from us, you agree to these terms.
If you accept these terms on behalf of a practice or other organization, you represent that you have authority to bind that organization, and "you" refers to that organization.
02Who we are
Stephens AI LLC is a Kansas limited liability company that builds software and AI systems for businesses, with a focus on independent healthcare practices. In these terms, "Stephens AI," "we," "us," and "our" refer to Stephens AI LLC.
03Use of this website
You may view, share, and reference this website. The text, design, diagrams, and case material on it are the property of Stephens AI and may not be republished in substantial part without our permission.
You agree not to:
- Attempt to disrupt, overload, or gain unauthorized access to the website
- Scrape the website in a manner that degrades service for others
- Use the contact form to send bulk, automated, or unsolicited commercial messages
- Submit protected health information or other regulated data through the website
Descriptions and prices on this website are for information only and do not constitute an offer. Pricing becomes binding only when set out in a written proposal accepted by both parties.
04Engagements
Each engagement is defined by a written proposal that sets out its scope, deliverables, price, and timeline. We may offer a free discovery call or a paid assessment before a proposal.
Order of precedence
Where a signed proposal, statement of work, or Business Associate Agreement conflicts with these terms, the signed document controls. These terms apply to matters not addressed in the signed documents.
Changes in scope
Work outside the agreed scope is quoted in writing before it begins.
Timelines
Dates in a proposal are estimates and depend on timely access, approvals, and information from you. Delays attributable to you extend the schedule accordingly.
05Fees and payment
- Fees are as stated in your proposal, together with the payment schedule. A proposal may include project fees, monthly fees, usage charges, or fees tied to results.
- Monthly services are billed monthly and continue until terminated as these terms or the proposal provide.
- Invoices are payable on the terms stated on the invoice. If an invoice is past due, we may suspend work and any service we operate for you after giving you notice.
- Fees exclude third-party costs unless your proposal says otherwise. Software subscriptions, cloud usage, clearinghouse transactions, and similar charges are your responsibility, whether billed to your own accounts or passed through by us.
- Fees exclude taxes. You are responsible for any applicable taxes other than taxes on our income.
06Client responsibilities
You agree to provide, within a reasonable time:
- Accurate information about how your practice operates
- The access and permissions required for the work
- A designated contact authorized to make decisions and approvals
- Review of deliverables upon delivery
You are responsible for the accuracy and lawfulness of the materials you provide to us, and for having the right to provide them.
07Third-party services
The systems we build may operate on services you own, such as your cloud account, email platform, or accounting software, on services we operate or contract for on your behalf, such as our clearinghouse account for insurance checks, or on a combination of both. Where protected health information is involved, your Business Associate Agreement with us governs where it is processed and stored.
- Accounts in your name remain under your control and subject to the relevant vendor's terms.
- We are not responsible for a third-party vendor's outage, price change, policy change, or discontinuation of a product.
- If a vendor change affects your system, we will advise you of what is required to address it. Your support agreement, if any, states what it covers. Work beyond that scope is quoted before it begins.
08Artificial intelligence
Use of AI tools in our services
We use AI tools from third-party providers, including Anthropic, OpenAI, and Amazon Web Services, in performing our services. This includes drafting, analysis, writing software, and operating the systems we deliver. Information you provide to us may be processed by these tools in the course of the engagement. By engaging Stephens AI, you consent to this use. Our Privacy Policy describes how we select and configure these tools and how protected health information is handled.
Limitations of AI systems
- AI systems can produce output that is incorrect, incomplete, or inconsistent, including output that appears authoritative. This is a characteristic of the technology and not a defect in a deliverable.
- We design for human review. Where an error would have consequences, we recommend a step at which a person reviews the output before it takes effect. If you choose to operate without one, you accept the associated risk.
- We do not guarantee business outcomes. We warrant that a system performs as described in the proposal. Unless a proposal expressly says otherwise, we do not warrant any particular amount of revenue, time saved, or staff hours reduced, as those results depend on factors outside our control, including how your team uses the system.
- Our systems do not provide professional advice. Nothing we deliver constitutes medical, legal, tax, or accounting advice, and no system may be used as a substitute for the judgment of a qualified professional.
09Ownership
Deliverables
Upon payment in full, the custom deliverables created specifically for you under a proposal become your property, unless the proposal says otherwise. This includes custom code, configuration, written content, and documentation produced for the engagement.
Our products
Software we provide to more than one client, such as our insurance claims tool, and any software we provide as a service, remains the property of Stephens AI. You receive the right to use it for as long as your proposal provides and your fees are paid.
Your data remains your property at all times. You may export it in a standard format during or after the engagement. Where a system stores content we manage on your behalf, we provide a means of exporting it.
Retained materials
We retain ownership of the general tools, templates, patterns, and know-how that we bring to an engagement or develop in the course of it. This does not include your content, data, pricing, procedures, or any other information specific to your practice. Where our pre-existing materials are incorporated into a custom deliverable, you receive a perpetual, non-exclusive license to use them as part of that deliverable.
Term
Unless a proposal sets a minimum term, project engagements do not require a long-term contract, and monthly services may be terminated by either party on 30 days' notice.
Use of your name
We will not identify you publicly, use your logo, or publish details of your engagement that identify you without your written permission. Permission may be withdrawn at any time, after which we will remove the relevant material. We may describe our work and its results in general terms that do not identify you.
10Confidentiality
Each party will protect the other's non-public information, use it only for purposes of the engagement, and disclose it only to those who need it for that purpose. These obligations do not apply to information that is publicly available, that the receiving party already possessed or developed independently, or that must be disclosed by law. These obligations survive the end of the engagement.
11Healthcare engagements
- We sign a Business Associate Agreement with every healthcare client before work begins, whether or not protected health information is expected to be involved. Where such an agreement exists, it governs that information and controls over any conflicting provision of these terms, including where the information is processed and stored and how it is returned or destroyed at the end of an engagement.
- If we discover a security incident affecting your data, we will notify you within 24 hours of discovery with the information available at that time, and keep you informed until the matter is resolved. We will cooperate with your own notification obligations.
- Your compliance program and your clinical, billing, and claims decisions remain your responsibility. We build to your requirements and explain how our systems operate. We are not your compliance officer, auditor, or legal counsel, and we do not certify your practice as compliant with any regulation.
12Support and warranty
We warrant that our services will be performed with reasonable skill and care and that each deliverable will perform as described in the applicable proposal.
We respond to support requests within 24 hours on business days. The scope and price of any ongoing support agreement are set out in your proposal.
Each project includes a post-delivery support window of 30 days unless the proposal states otherwise. During that window, defects in the deliverable are corrected at no charge. Requests for new or changed functionality are not defects and are quoted as additional work.
13Disclaimers
Except for the warranty expressly stated above, the website and our services are provided "as is," and we disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the website or any system will be uninterrupted, error-free, or free of harmful components.
We do not warrant that any individual output produced by an AI system will be accurate, complete, or free of error. The warranty above covers whether a system performs as described in the proposal, not the correctness of each output it produces.
Some jurisdictions do not permit certain disclaimers, and portions of this section may not apply to you.
14Limitation of liability
To the fullest extent permitted by law, neither party is liable to the other for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost data, or business interruption, even if advised of the possibility of such damages.
Our total liability arising out of or relating to an engagement, for all claims combined and regardless of the legal theory, is limited to the total fees you paid us for that engagement. For use of the website where no fees have been paid, our total liability is limited to one hundred United States dollars.
Nothing in these terms limits liability that cannot be limited by law, including liability for fraud, willful misconduct, or gross negligence.
15Indemnification
You agree to defend and indemnify Stephens AI against third-party claims arising from materials you provide to us, from clinical, billing, claims, or business decisions you make using our systems, from your use of a deliverable in a manner not contemplated by the proposal, or from your breach of these terms or of applicable law.
We will defend and indemnify you against third-party claims that a deliverable we created infringes a third party's intellectual property rights. This indemnity does not cover claims arising from materials or specifications you supplied, from your modification of a deliverable, from its combination with software we did not provide, or from third-party or open-source components used under their own licenses.
The party seeking indemnification must provide prompt written notice and reasonable cooperation.
16Termination
Either party may terminate a monthly support agreement on 30 days' written notice.
Either party may terminate a project engagement in writing if the other party materially breaches these terms or the proposal and fails to cure the breach within 15 days of written notice.
If a project is terminated before completion, you will pay for work completed to that date, and we will deliver the work that has been completed and paid for. Provisions that by their nature should survive, including ownership, confidentiality, payment for completed work, indemnification, disclaimers, limitation of liability, and governing law, survive termination.
17Business continuity
This section describes what applies if we are unable to continue supporting you.
- We document what we build for you. Custom deliverables include their source code, configuration, and a walkthrough, so that another developer can maintain them. Our products are provided as described in your proposal.
- Custom systems that operate on your own accounts continue to function independently of Stephens AI.
- Your data remains available to you. If Stephens AI ceases operations, we will return your data and transfer any administrative access we hold to accounts in your name.
18General terms
Force majeure
Neither party is liable for failure to perform due to causes beyond its reasonable control, including natural disaster, war, labor action, government order, failure of public networks, or the outage or discontinuation of a third-party service. The affected party will notify the other promptly and take reasonable steps to mitigate the effect.
Severability
If any provision of these terms is held unenforceable, it will be limited or severed to the minimum extent necessary, and the remaining provisions remain in effect.
Entire agreement
These terms, together with any signed proposal, statement of work, or Business Associate Agreement, constitute the entire agreement between the parties regarding their subject matter and supersede prior discussions. Failure to enforce a provision is not a waiver of it.
Service providers
We may use subcontractors and service providers in performing our services and remain responsible for their work under these terms.
Assignment
Neither party may assign this agreement without the other's written consent, except to a successor in connection with a merger, reorganization, or sale of substantially all of its assets. Any other attempted assignment is void.
19Governing law and disputes
These terms are governed by the laws of the State of Kansas, without regard to its conflict of law principles. The state and federal courts located in Sedgwick County, Kansas have exclusive jurisdiction over any dispute, and both parties consent to that venue.
Before commencing any legal proceeding, the parties agree to raise the dispute in writing and to attempt in good faith to resolve it for a period of 30 days.
20Changes to these terms
We may update these terms from time to time. The date at the top of this page reflects the most recent revision. Changes apply to new engagements and to continued use of the website. An engagement already in progress remains governed by the version in effect when its proposal was accepted.
21Contact
Questions regarding these terms may be directed to either founder:
Stephens AI LLC
A Kansas limited liability company
Alec Stephens, Co-founder: alec@stephensai.co
Jusheen Kim, Co-founder: jusheen@stephensai.co