Beta Program - Terms of Use

Updated on May 13, 2024

 

PLEASE READ THESE BETA PROGRAM TERMS OF USE (THIS “AGREEMENT”) CAREFULLY. THIS AGREEMENT IS BETWEEN YOU AND STENO AGENCY, INC. (“STENO”) AND GOVERNS YOUR PARTICIPATION IN ANY CLOSED, EXPERIMENTAL, TRIAL, OR BETA PROGRAM (COLLECTIVELY, “BETA PROGRAM”) AND YOUR ACCESS TO, EVALUATION, AND USE OF EXPERIMENTAL, TRIAL, OR BETA PRODUCTS AND SERVICES MADE AVAILABLE TO YOU BY STENO. BY ACCEPTING THESE TERMS AND CONDITIONS AND/OR ACCESSING OR USING ANY TRIAL, EXPERIMENTAL, OR BETA PRODUCTS OR SERVICES, YOU AGREE TO PARTICIPATE IN THE BETA PROGRAM AND BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.  

YOU MAY ENTER INTO THIS AGREEMENT ON BEHALF OF YOURSELF OR ON BEHALF OF A LEGAL ENTITY. IF YOU ENTER INTO THIS AGREEMENT ON BEHALF OF A LEGAL ENTITY, YOU REPRESENT THAT YOU ARE A DULY AUTHORIZED REPRESENTATIVE WITH THE AUTHORITY TO BIND THAT LEGAL ENTITY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. ALL REFERENCES TO “YOU” AND “YOUR” IN THIS AGREEMENT MEAN THE PERSON ACCEPTING THESE TERMS AS AN INDIVIDUAL AND/OOR THE LEGAL ENTITY FOR WHICH THE REPRESENTATIVE IS ACTING, AS THE CASE MAY BE. IF “YOU” ARE A LEGAL ENTITY, “YOU” ALSO MEANS ALL OF THE USERS ACCESSING THE BETA PROGRAM UNDER OR ASSOCIATED WITH YOUR ACCOUNT.

PLEASE BE ADVISED: THIS AGREEMENT INCLUDES AN EXCLUSION OF CERTAIN TYPES OF DAMAGES AND AN AGGREGATE LIMITATION ON LIABILITY THAT OPERATES AS A RELEASE AND WAIVER OF YOUR ABILITY TO RECOVER CERTAIN DAMAGES FROM STENO. THIS AGREEMENT ALSO INCLUDES A BINDING ARBITRATION CLAUSE AND CLASS AND COLLECTIVE ACTION WAIVER IN SECTION 16 (DISPUTE RESOLUTION) BELOW.

1. Beta Offering; Support

A Beta Offering includes any software, product, service, feature, functionality, or other technology that is offered by Steno to you and has been designated by Steno as part of its Beta Program (each, a “Beta Offering”). Each Beta Offering may be more fully described to You at the time You are given access to the Beta Offering. Steno is not obligated to provide any maintenance or technical support for the Beta Offerings. Steno further reserves the right to modify, abandon, change, alter, or impose any limitations on the use of any Beta Offering at any time, with or without notice, and without any obligation or liability.

2. Eligibility; Participation

Subject to Steno’s prior approval, You may participate in the Beta Program upon request or by Steno’s invitation. Steno has the sole right and discretion to determine eligibility in the Beta Program and the members who are selected into the Beta Program. In order to participate in the Beta Program, you must also agree to and abide by Steno’s Terms of Service.

3. Right to Use; License Grant

Steno grants You a right to access and use, during the Term, each Beta Offering provided by Steno to You. To the extent that access to or use of a Beta Offering requires or allows for You to download, use, or install software, Steno grants You a nonexclusive, nontransferable, nonassignable, nonsublicensable, royalty-free license to the software for Your internal use solely to access and use the Beta Offering during the Term. You acknowledge that Your rights under this Section (Right to Use; License Grant) are revocable in Steno’s sole discretion.

4. Changes to Beta Offering; Suspension, Discontinuance, and Termination of Access and Use

You acknowledge and agree that the form and nature of any Beta Offering and/or the Beta Program may change from time to time without prior notice to You. Notwithstanding any provision set forth in this Agreement, Steno, in its sole and absolute discretion, with or without notice to You and without any liability to You, may terminate, limit, disconnect, deny access to, discontinue, abandon, modify, or suspend Your use of a Beta Offering, participation in the Beta Program, or both, at any time. You also acknowledge that even if You are selected for participation in the Beta Program or to try out a Beta Offering at one point in time, You are not guaranteed participation in the Beta Program or trial of another Beta Offering at another point in time. You acknowledge that any breach by You of Section 6 (Acceptable Use; Prohibited Uses), including a violation of Steno’s Acceptable Use Guidelines, may result in immediate suspension, disconnection, or termination of access to the Beta Offering.

5. Term and Termination of Agreement; Effect of Termination

The term (“Term”) of this Agreement begins as of the date You first access or use a Beta Offering and continues until terminated by either party as set forth below. Either party may terminate this Agreement at any time, with or without cause. Upon any termination of this Agreement, all rights granted to You to use and access any Beta Offering and/or participate in the Beta Program terminate and You shall immediately: (i) cease use of all Beta Offerings and (ii) return or destroy all of Steno’s Confidential Information (as defined in Section 9 (Confidential Information)) and, if requested in writing by Steno, provide Steno with written certification of the same.

6. Acceptable Use; Prohibited Uses

You agree that use of the Beta Offerings is subject to Steno’s applicable guides, statements, notices, and policies and those located at https://steno.com/terms, which may be updated or modified from time to time. You agree that You shall not: (i) make, use, or offer a Beta Offering for lease, rent, or sale, or reproduce, resell, distribute, lend, or otherwise charge fees to other parties for use of the Beta Offering; (ii) modify, customize, disassemble, decompile, prepare derivative works of, create improvements, derive innovations from, reverse engineer, or attempt to gain access to any underlying technology of the Beta Offerings (e.g., any source code, process, data set or database, management tool, development tool, server or hosting site, etc.); (iii) knowingly or negligently use the Beta Offerings in a way that abuses, interferes with, or disrupts Steno’s networks; (iv) engage in activity that is illegal, fraudulent, false, or misleading; or (v) use the Beta Offerings in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.

You agree not to use any Beta Offerings for the receipt, use, maintenance, disclosure, storage, transmission, or processing of protected health information (“PHI”), highly sensitive or other protected information, unless Steno (i) provides its express prior written agreement to the contrary or (ii) makes the Beta Offering directly available to You in a production environment for use of such information with production data. You understand that Steno disclaims all liability if You or Your end users choose to use, access, upload, disclose, or process highly sensitive, confidential, and/or regulated data in connection with a Beta Offering without Steno's permission or in an appropriate environment, and You do so at Your own risk.

Notwithstanding the foregoing, You may use Steno’s Transcript Genius any purpose. Steno's Transcript Genius is built using Anthropic PBC’s Claude technology ("Anthropic"), which maintains SOC2 and HIPAA protocols, which can be found here, https://trust.anthropic.com/. Anthropic’s Terms of Service can be found here, https://www.anthropic.com/legal/commercial-terms, and its privacy policy can be found here, https://www.anthropic.com/legal/privacy. Any data shared with Anthropic through Steno is not used as broader training data. Anthropic also has a Zero Day Retention policy with respect to Steno’s data. Steno may change the generative artificial intelligence platform on which Transcript Genius is built at any time and in its sole discretion.

7. As-Is; Disclaimer of Warranties

STENO AND ITS CONTRACTED VENDORS EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO ANY BETA OFFERING, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR THE CONTINUOUS, UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, OR SECURE ACCESS TO OR OPERATION OF A BETA OFFERING. TO THE EXTENT STENO CANNOT DISCLAIM ANY SUCH WARRANTY AS A MATTER OF APPLICABLE LAW, THE SCOPE AND DURATION OF SUCH WARRANTY SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. YOU ACKNOWLEDGE THAT THE BETA OFFERING IS BEING PROVIDED AND MADE AVAILABLE ON AN “AS IS” OR “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY KIND.

YOU UNDERSTAND AND AGREE THAT ANY BETA OFFERING: (A) IS NOT COMPLETE IN DEVELOPMENT AND HAS NOT BEEN COMMERCIALLY RELEASED BY STENO; (B) MAY NOT BE FULLY FUNCTIONAL AND MAY CONTAIN BUGS, ERRORS, DESIGN FLAWS, OR OTHER PROBLEMS, INCLUDING PROBLEMS THAT MAY ADVERSELY IMPACT THE OPERATION OF YOUR INFRASTRUCTURE OR SERVICES PROVIDED BY STENO OR ANOTHER PARTY; (C) MAY NOT BE RELIABLE, AS ARTIFICIAL INTELLIGENCE IS NOT HUMAN AND MAY MAKE MISTAKES; (D) MAY NOT HAVE BEEN EVALUATED FOR REGULATORY COMPLIANCE; (E) WHEN USED, MAY RESULT IN UNEXPECTED RESULTS, LOSS OF CONTENT OR DATA, OR OTHER UNPREDICTABLE DAMAGE OR LOSS TO YOU. STENO EXPRESSLY DISCLAIMS ANY WARRANTY AS TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION, CONTENT, OR DATA ACCESSED OR USED IN CONNECTION WITH A BETA OFFERING.

8. Compliance with Laws; Consents

You are solely responsible for compliance with all laws that apply to Your participation in the Beta Program and the use, access, and receipt of a Beta Offering, including, but not limited to, laws requiring You to provide proper notifications to, and to obtain proper consents from, all relevant stakeholders, if necessary. You shall comply with all applicable local, state, national and foreign laws, rules, and regulations, including, but not limited to, all applicable import and export, anti-bribery, foreign corrupt practices, intellectual property, and privacy laws and regulations, in connection with Your performance of Your obligations under this Agreement, including access to and use of the Beta Offerings. You are solely responsible for Your access to and use of the Beta Offerings in compliance with this Agreement and all applicable law.

9. Confidential Information

You and Steno agree to keep confidential all non-public, proprietary, or confidential information that You and Steno provide to each other in connection with the performance of this Agreement, the Beta Program, or any Beta Offering. You and Steno further agree to disclose Confidential Information (as defined below) that You or Steno receive under this Agreement only to those employees, officers, directors, advisors, consultants, investors, and agents (including, without limitation, accountants and attorneys) of Yours or Steno’s, as appropriate, who have a strict need to know the information being shared and who are bound by legal or contractual obligations to protect the confidentiality and security of the Confidential Information that are at least as restrictive as the obligations set forth in this Agreement. “Confidential Information” includes, without limitation, business information, development plans, product roadmap details, systems, strategic plans, source code, services, products, pricing, methods, processes, financial data, programs, trade secrets, know-how, and marketing plans in any form that are designated as “confidential” or a reasonable person knows or reasonably should understand to be confidential.

Notwithstanding the restrictions in this Section 9 (Confidential Information), You and Steno may each disclose Confidential Information received under this Agreement to the extent required by law, regulation, or court order, provided that the party from whom the information has been requested first (i) notifies the other party, unless providing such notice is prohibited by the applicable legal authority, and (ii) cooperates with reasonable requests of the other party in order to seek a protective order or otherwise prevent or limit the disclosure of the information to third parties.

You and Steno shall keep all Confidential Information received under this Agreement in the strictest confidence until such time as, and only to the extent that, such information is (a) already rightfully known to You or Steno at the time it is received, free from any obligation to keep such information confidential; (b) or becomes publicly known or available through no wrongful act of You or Steno or any third party; (c) rightfully received from a third party without restriction and without breach of this Agreement; or (d) developed by You or Steno without the use of any proprietary, non-public information received under this Agreement. You and Steno shall each take reasonable steps to maintain the privacy and security of the Confidential Information that You and Steno receive, using measures that are at least as protective as those taken to protect information of a similar sensitivity that belongs to You or Steno, but in no event using less than a reasonable standard of care. In the event of any unauthorized use or disclosure of the other party’s Confidential Information, You and Steno agree to provide notice the affected party of such unauthorized use or disclosure and cooperate to regain control of, and to prevent further unauthorized use or disclosure of, the Confidential Information.

10. Proprietary Rights

You acknowledge and agree that Steno owns all legal right, title, and interest in and to the Beta Program and each Beta Offering, including any feedback provided by You in connection with a Beta Offering or the Beta Program, and any and all intellectual property (and other proprietary) rights therein or arising therefrom, including, but not limited to, any and all copyrights, patents, patent applications, trade secrets, trademarks, and other rights. To the extent You have the right to enforce or license any intellectual property (or other proprietary) rights needed for Steno’s exercise of the rights specified to it under this Agreement, You hereby grant to Steno a perpetual, irrevocable, sublicensable, royalty-free, worldwide license under such rights to exercise (including to utilize the subject matter of) such Steno rights. Except for the license and other rights expressly granted to You in this Agreement, You acknowledge that nothing contained in this Agreement shall be deemed to give You, directly or by implication, estoppel, or otherwise, any rights, forbearances, or waivers under any intellectual property (or other proprietary) rights of Steno.

Each Beta Offering is made available to You for purposes of evaluation and feedback so that Steno may create improvements for the benefit of You and others, but without any financial compensation, reimbursement, or any incentive of any kind from Steno. You acknowledge the importance of communication with Steno while participating in the Beta Program and agree to engage in correspondence with, and provide updates to, Steno. You shall provide reasonable feedback and information, as requested. In the event you choose not to engage in communication with Steno or provide feedback, your use of a Beta Offering or participation in the Beta Program may be terminated. During the Beta Program, You acknowledge that Steno owns, and shall retain ownership of, all right, title, and interest in any suggestions, ideas, know-how, concepts, enhancements, feedback, recommendations or other information provided by You to Steno or any other party relating to a Beta Offering or the Beta Program, including without limitation, new features or functionality relating thereto, and Steno is free to use any such suggestion, idea, know-how, concept, enhancement, feedback, recommendation or other information without any limitation, attribution, or other obligation to You.

11. Content

You may provide, upload, link to, or originate data, content, or other materials in connection with the use of a Beta Offering or for the Beta Program, which may be imported, accessed, used, stored, transmitted, reviewed, extracted, or processed by Steno or a third-party (collectively, “Content”). Content also includes any resulting derivatives, analytics, outputs, visual text, displays, summaries, or data sets created by Steno resulting from the data, content, or other materials or sources provided by You. You grant Steno a perpetual, worldwide, non-exclusive, royalty-free, sublicensable, and transferable license and all other rights required to the Content for purposes of this Agreement. You further agree that Steno owns all rights, title, and interest in and to the information, analytics, and any other data that Steno collects or generates in connection with Your use of a Beta Offering or for the Beta Program in general. Steno may use third-parties, consultants, and contractors in connection with the delivery of any Beta Offering.

You are responsible for any claims relating to any Content, including claims that Content violates the rights of another. Steno reserves the right to remove from any Beta Offering, the Beta Program, or its systems, any Content that creates a risk to Steno, as determined by Steno in its sole and absolute discretion. You agree that Steno has no responsibility or liability for the deletion of, or failure to store, Content and other data or materials maintained or transmitted through use of a Beta Offering or for purposes of the Beta Program. You are solely responsible for securing and backing up Content.

You represent and warrant that, prior to making any Content available through Your use of a Beta Offering or for purposes of the Beta Program, You have obtained all necessary consents with respect to the Content for participation in the Beta Program and use of the Beta Offering. Such consent may be necessary to share Content with Steno, its employees, consultants, and third parties. You understand and agree that You are ultimately responsible for assuring compliance with applicable privacy and data security requirements, including, without limitation, providing sufficient notice to any relevant stakeholder regarding the collection and use of Content by You, Steno, and others as required by applicable law.

Steno may also access, use, preserve, or disclose account information and Content if legally required to do so or on a good faith belief that such access, use, preservation, or disclosure is reasonably necessary to comply with a legal process or request; to enforce this Agreement; to detect or prevent fraud, security, or technical issues; or to protect the rights, property, or safety of any person as permitted by law.

12. General Availability of any Beta Offering

Steno may, in its sole and absolute discretion and at any time, choose to make a Beta Offering generally available to the public and remove the Beta Offering from the Beta Program. Prior to making a Beta Offering generally available, Steno makes no representation that the Beta Offering will comply with any potentially applicable laws (including regulations) during the Beta Program. You acknowledge that (i) additional laws and regulations may apply to a Beta Offering upon general release, and (ii) You may be required to accept additional contract terms, pay for access to the generally available version of a Beta Offering to enable continued use, or both. You acknowledge that participation is voluntary and for the sole purpose of assisting and benefiting Steno in the advancement of the Beta Program and Beta Offering. You acknowledge that (a) Steno has not made any representations, promises, or guarantees that a Beta Offering will ever be announced or made generally available or otherwise available to anyone, (b) Steno has no express or implied obligation to You to announce or make a Beta Offering generally available or otherwise available to anyone, and (c) Steno has not made any representations, promises, or guarantees to you regarding the price of any Beta Offering if it is ultimately made generally available.

Any representation made regarding any Beta Offering, including the availability or ultimate release of any feature or functionality does not represent a commitment or legal obligation to make such Beta Offering generally available to You or to deliver any material, code, or functionality regarding the Beta Offering. Any representation regarding the development, release, functionality, availability and timing of any feature or functionality should be treated as tentative and subject to change without notice.

13. Indemnification of Steno

You shall defend, indemnify, and hold harmless Steno and its respective officers, directors, members, employees, consultants, agents, vendors and representatives from any third-party allegations, suits, claims, or demands and associated liabilities, costs, damages, and expenses (including, but not limited to, attorneys’ fees, expert fees, and court costs) (collectively, “Claims”) arising from or related to Your: (a) violation of this Agreement; (b) infringement or violation of the intellectual property rights of another; and/or (c) violation of any law, rule, or regulation.

14. Limitation on Liability

Please read this section carefully as it limits the liability of Steno to You.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL STENO OR ITS CONTRACTED VENDORS BE LIABLE TO YOU OR ANY OTHER PARTY FOR DAMAGES OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER RESULTING FROM A TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, WARRANTY, OR OTHER FORM OF ACTION, AND INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, AND EVEN IF YOU HAVE ADVISED STENO OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES AGREE THAT THE FOREGOING LIMITATION OF LIABILITY IS MATERIAL TO THIS AGREEMENT, AND THAT THESE LIMITATIONS APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

15. International Use; Export Controls; Sanctions

Any Beta Offering and/or the Beta Program may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Steno, or any products utilizing such data, in violation of the United States export laws or regulations.

16. Dispute Resolution

Please read this Section carefully. It affects Your Rights.

 

Any and all controversies, disputes, demands, counts, claims, or causes of action (including the interpretation and scope of this clause, and the arbitrability of the controversy, dispute, demand, count, claim, or cause of action) between You and Steno arising from, regarding, or relating to this Agreement or otherwise arising out of or relating to any Beta Offering and/or participation in the Beta Program shall exclusively be settled through binding and confidential arbitration.

 

Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”) or JAMS. As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s or JAMS’s rules for commercial arbitration and, if the arbitrator deems them applicable, the procedures for consumer-related disputes.

 

YOU ARE THUS GIVING UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT. YOUR RIGHTS WILL BE DETERMINED BY A NEUTRAL ARBITRATOR AND NOT A JUDGE OR JURY. YOU ARE ENTITLED TO A FAIR HEARING, BUT THE ARBITRATION PROCEDURES ARE SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. ARBITRATOR DECISIONS ARE AS ENFORCEABLE AS ANY COURT ORDER AND ARE SUBJECT TO VERY LIMITED REVIEW BY A COURT.

 

You and Steno must abide by the following rules: (1) any claims brought by You or Steno must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding; (2) the arbitrator may not consolidate more than one person’s claims, may not otherwise preside over any form of a representative or class proceeding, and may not award class-wide relief, (3) in the event that You are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, Steno will pay as much of Your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation, (4) Steno also reserves the right in its sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (5) the arbitrator shall honor claims of privilege and privacy recognized at law; (6) the arbitrator’s award shall be final and may be enforced in any court of competent jurisdiction; (7) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (8) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees’ and litigation expenses, and then in such instance, the fees and costs awarded shall be determined by the applicable law.

 

Notwithstanding the foregoing, claims of infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in the state or federal courts located in Los Angeles, California. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts located in Los Angeles, California in order to maintain the status quo pending arbitration, and hereby agree to submit to the exclusive personal jurisdiction of the courts located within Los Angeles, California for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate.

 

With the exception of the paragraphs above in this Section 16 (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable or illegal, or otherwise conflicts with the Agreement, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, either of the above paragraphs in this Section 16 (prohibiting arbitration on a class or collective basis) is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither You nor Steno shall be entitled to arbitration.

 

If for any reason a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in Los Angeles, California.

 

Notwithstanding any provision in this Agreement to the contrary, if Steno seeks to terminate the Dispute Resolution section as included in these Terms, any such termination shall not be effective until 30 days after the version of this Agreement not containing the agreement to arbitrate is posted to Steno’s website, and shall not be effective (a) as to any claim of which You provided Steno with written notice, or (b) to any claim of which Steno provided You written notice, prior to the date of termination.

 

For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org. For more information on JAMS, it’s Rules and Procedures, and how to file an arbitration claim, you may call JAMS at 800-352-5267 or visit the JAMS website at http://www.jamsadr.com.

 

Any and all controversies, disputes, demands, counts, claims, or causes of action between You and Steno and its employees, agents, successors, or assigns, regarding or relating to this Agreement, any Beta Offering, and/or participation in the Beta Program shall exclusively be governed by the internal laws of the State of California, without regard to its choice of law rules and without regard to conflicts of laws principles except that the arbitration provision shall be governed by the Federal Arbitration Act. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.

17. Notice

Steno may give notice to You by (i) email to an email address that Steno has on file for You in Your account, (ii) written communication sent by letter delivered by a nationally recognized overnight delivery service, or (iii) first-class postage prepaid mail to Your address on file with Steno in Your account or on your website or a website maintained by a state bar organization. You (a) consent to receive communications from Steno in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Steno provides to You electronically satisfy any legal requirement that such communications would satisfy if they were in a hardcopy writing. The foregoing does not affect Your non-waivable rights.

You may give notice to Steno (such notice shall be deemed given when received by Steno) by (i) email to legal@steno.com, (ii) letter delivered by a nationally recognized overnight delivery service or first-class postage prepaid mail to Steno at the following address:

Steno Agency, Inc.
315 W. 9th Street
Suite 807
Los Angeles, California 90015
Attn: Legal

18. Entire Terms; Relationship of Parties; Survival

This Agreement constitutes the entire agreement between You and Steno regarding the use of any Beta Offering and/or the Beta Program. Steno’s failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.” If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.

Your relationship to Steno is that of an independent contractor, and neither party is an agent or partner of the other. This Agreement, and Your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by You without Steno’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Steno may freely assign this Agreement. The terms and conditions set forth in this Agreement shall be binding upon assignees.

All sections of this Agreement which, by their nature should survive termination will survive termination, including, without limitation, sections pertaining to Content, confidential information, indemnification, arbitration, and the limitation on liability.

19. Right to Modify

Steno reserves the right to modify the terms and conditions of this Agreement from time to time. By continuing to use any Beta Offering and/or participate in the Beta Program, You will be deemed have accepted this Agreement, and any new terms or modification of the terms thereof, unless expressly prohibited by law.

20. This Agreement Governs

The parties intend for this Agreement to constitute the final agreement between the parties, and that it is the complete and exclusive expression of the parties’ agreement on the matters contained herein. All prior or contemporaneous writings, negotiations, and discussions between the parties with respect to its subject matter are expressly merged and superseded by this Agreement. In entering into this Agreement, neither party has relied upon any statement, representation, warranty, or agreement of the other party except to the extent expressly contained in this Agreement.