Terms of Service

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.

Stephens AI LLC is a Kansas limited liability company that builds internal software and AI systems for independent healthcare practices. In these terms, "Stephens AI," "we," "us," and "our" refer to Stephens AI LLC.

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.

Our engagements generally follow this sequence:

1. An initial qualifying call at no cost
2. A written proposal setting out scope, deliverables, price, and timeline
3. A discovery call following acceptance of the proposal
4. The build
5. Demonstration, setup, and a recorded walkthrough
6. A post-delivery support window

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.

• Project work is fixed price as stated in the proposal, together with the payment schedule. We price the project, not the hours, unless the proposal states otherwise.
• Ongoing support is billed monthly at the rate stated in the proposal and continues until terminated by either party.
• Invoices are payable on the terms stated on the invoice. If an invoice is past due, we may suspend work after giving you notice.
• Fees exclude third-party costs. Software subscriptions, cloud usage, and similar charges are billed to your own accounts and are your responsibility.
• Fees exclude taxes. You are responsible for any applicable taxes other than taxes on our income.

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.

The systems we build operate either on services you own, such as your cloud account, email platform, or accounting software, or on infrastructure we operate on your behalf where no protected health information is involved. A front desk knowledge base is an example of the second kind: your content is stored in a database we manage for you, none of it is patient information, and you may export it at any time. We identify which arrangement applies before you commit to an engagement.

• 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.

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, the systems we build include a step at which a person reviews the output before it takes effect. That step is part of the deliverable. If you elect to remove it, you accept the associated risk.
• We do not guarantee business outcomes. We warrant that a system performs as described in the proposal. We do not warrant, and the proposal will not state, 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.

Deliverables

Upon payment in full, the deliverables created specifically for you become your property. This includes custom code, configuration, written content, and documentation produced for the engagement.

Your data remains your property at all times. You may export it in a standard format during or after the engagement at no charge. 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, configuration, pricing, procedures, or any other information specific to your practice. Where our pre-existing materials are incorporated into a deliverable, you receive a perpetual, non-exclusive license to use them as part of that deliverable.

No long-term commitment

Project engagements do not require a long-term contract. Monthly support agreements are month to month and may be terminated by either party on 30 days' notice. Systems that operate on your own accounts continue to function after an engagement ends.

Use of your name

We will not identify you publicly, use your logo, or publish details of your engagement without your written permission. Permission may be withdrawn at any time, after which we will remove the relevant material.

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 that must be disclosed by law. These obligations survive the end of the engagement.

• Our default is that protected health information is not involved. Most of the systems we build are designed to operate without access to patient records.
• 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.
• Systems that process protected health information operate within your own cloud account, opened in your practice's name with your billing. You accept the cloud provider's Business Associate Agreement directly. The account belongs to you, any access granted to us may be revoked by you, and we configure a spending alert so that usage remains visible. Cloud costs are billed to you directly and are not marked up.
• At the end of an engagement, we return the data we hold in a usable format and delete our copies. Where a Business Associate Agreement is in place, its return and destruction provisions govern. Where a system operates within your own cloud account, we hold nothing to return.
• 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 remains 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.

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.

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.

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.

You agree to defend and indemnify Stephens AI against third-party claims arising from materials you provide to us, 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.

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.

Stephens AI is a small firm. This section describes what applies if we are unable to continue supporting you.

• We document what we build. Source code, configuration, and a walkthrough are included with each delivery so that another developer can maintain the system.
• Systems that operate on your own accounts continue to function independently of Stephens AI. They do not depend on a Stephens AI server or license.
• For systems we host on your behalf, you may export your content at any time. If Stephens AI ceases operations, we will transfer any administrative access we hold, together with your data.
• You retain everything you have paid for.

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.

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.

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.

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.

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