These license terms are an agreement between you and ArcaScribe. They apply to the desktop software named above. The terms also apply to any ArcaScribe services or updates for the software, except to the extent those have different terms.
IF YOU COMPLY WITH THESE LICENSE TERMS, YOU HAVE THE RIGHTS BELOW.
1. INSTALLATION AND USE RIGHTS. Subject to your active subscription and these Terms, ArcaScribe grants you a limited, non-exclusive, non-transferable, revocable license to install and use the software on up to three devices you own or control, solely for the purpose of generating transcript drafts in connection with your authorized professional activities.
2. DATA COLLECTION. The software does not collect telemetry, usage analytics, or any data regarding your use of the software. The only personal information collected and processed by ArcaScribe is that which is strictly necessary to facilitate subscription management and license verification through our third-party payment processor (Stripe). Such information may include your email address, payment details, and license status. ArcaScribe does not collect, transmit, or store any file names, file paths, audio content, transcript content, or any other data related to your use of the software. No information subject to attorney-client privilege or work product protection is collected or transmitted at any time.
3. AI AND ACCURACY DISCLAIMER. User acknowledges that the software utilizes artificial intelligence and probabilistic machine learning models. The software may produce output that is inaccurate, incomplete, or fabricated ("hallucinations"). The software is intended solely as a drafting aid. User assumes sole responsibility for reviewing, verifying, and certifying the accuracy of all transcripts against the original audio recording prior to submission to any court or legal proceeding. ArcaScribe does not warrant that the output will be error-free or admissible in court.
4. USER ELIGIBILITY. The software is intended for use by authorized court reporters, legal transcriptionists, and other qualified professionals. By using the software, you represent that you are at least 18 years of age and that you possess any certifications or authorizations required by applicable law to perform transcription services.
5. PROHIBITED USE. User agrees not to represent unedited output from the software as a certified or official record of proceedings. User shall not use the software to replace a certified court reporter or authorized court transcriptionist where such certification is required by law. User shall defend, indemnify, and hold harmless ArcaScribe and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or related to User's (a) violation of court rules or statutory transcription standards, (b) submission of unverified AI-generated output, or (c) breach of these Terms. ArcaScribe shall provide prompt notice of any claim and reasonable cooperation in the defense thereof.
6. UPDATES. ArcaScribe may from time to time release updates, patches, or new versions of the software. You may check for available updates within the software by selecting "Check for Updates." Updates are optional but recommended. ArcaScribe is not obligated to provide updates or to maintain backward compatibility with prior versions. Continued use of outdated versions is at your own risk, and ArcaScribe shall have no liability for issues arising from the use of outdated software versions. You may obtain updates only from ArcaScribe or authorized sources. Updates may not include or support all existing software features, services, or peripheral devices.
7. FEEDBACK. If you provide feedback about the software to ArcaScribe, you grant ArcaScribe a non-exclusive, perpetual, irrevocable, royalty-free license to use, reproduce, modify, and incorporate such feedback into ArcaScribe's products and services. You will not give feedback that is subject to a license that requires ArcaScribe to license its software or documentation to third parties because we include your feedback in them. These rights survive this agreement.
8. SCOPE OF LICENSE. This license applies to the ArcaScribe product. The software is licensed, not sold. ArcaScribe and its licensors retain all right, title, and interest in and to the software, including all algorithms and any improvements or derivative works thereof. Nothing in this agreement transfers any ownership interest to you. This agreement only gives you some rights to use the software. ArcaScribe reserves all other rights. Unless applicable law gives you more rights despite this limitation, you may use the software only as expressly permitted in this agreement. In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways. You may not reverse engineer, decompile or disassemble the software, or otherwise attempt to derive the source code for the software except and solely to the extent required by third party licensing terms governing use of certain open source components that may be included in the software; remove, minimize, block or modify any notices of ArcaScribe or its suppliers in the software; use the software in any way that is against the law; share, publish, rent or lease the software, or provide the software as a stand-alone offering for others to use.
9. SUPPORT SERVICES. ArcaScribe provides support to subscribers in accordance with the support options described on ArcaScribe's website. Support availability, response times, and channels may vary and are subject to change at ArcaScribe's discretion. ArcaScribe's provision of support does not create any warranty, guarantee of resolution, or additional obligation beyond these Terms.
10. EXPORT RESTRICTIONS. You must comply with all domestic and international export laws and regulations that apply to the software, which include restrictions on destinations, end-users, and end use.
11. APPLICABLE LAW. This agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law provisions. Any legal action arising under this agreement shall be brought exclusively in the provincial courts located in Ontario.
12. DISPUTE RESOLUTION. Before initiating any formal dispute resolution, you agree to contact ArcaScribe and attempt to resolve the dispute informally for at least thirty (30) days. If the dispute cannot be resolved informally, you and ArcaScribe agree to resolve any claim or controversy arising under or in connection with this agreement through binding arbitration administered by ADR Institute of Canada, in accordance with its then-current rules. Arbitration shall be conducted by a single arbitrator in Ontario. The arbitrator's decision shall be final and binding. Each party shall bear its own costs, and arbitration fees shall be shared equally unless the arbitrator determines otherwise. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE THAT ANY CLAIMS SHALL BE BROUGHT IN YOUR INDIVIDUAL CAPACITY ONLY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. Notwithstanding the foregoing, either party may seek injunctive or equitable relief in any court of competent jurisdiction.
13. CONSUMER RIGHTS; REGIONAL VARIATIONS. This agreement describes certain legal rights. You may have other rights, including consumer rights, under the laws of your state or country. Separate and apart from your relationship with ArcaScribe, you may also have rights with respect to the party from which you acquired the software. This agreement does not change those other rights if the laws of your state or country do not permit it to do so.
14. DISCLAIMER OF WARRANTY. The software is licensed “as-is.” You bear the risk of using it. ArcaScribe gives no express warranties, guarantees or conditions. To the extent permitted under your local laws, ArcaScribe excludes the implied warranties of merchantability, fitness for a particular purpose and non-infringement.
15. LIMITATION ON AND EXCLUSION OF DAMAGES. In no event shall ArcaScribe be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, business opportunities, or goodwill, regardless of whether such damages were foreseeable or whether ArcaScribe was advised of the possibility thereof. To the maximum extent permitted by law, ArcaScribe's total cumulative liability arising from or related to this agreement shall not exceed the total amount paid by user to ArcaScribe in the twelve (12) months preceding the event giving rise to the claim.
16. TERMINATION. Either party may terminate this agreement upon fourteen (14) days' notice via email if the other party materially breaches any provision of these Terms and fails to cure such breach within fourteen (14) days of receiving notice. ArcaScribe may immediately suspend or terminate your license without prior notice if you violate Sections 5 or 8, or if required to do so by law. Upon termination, your license to use the software is immediately revoked and you must cease all use of the software and destroy all copies in your possession. Sections 14, 15, the indemnification obligations in Section 5, and 7 shall survive termination.
17. ENTIRE AGREEMENT. This agreement, and the terms for supplements, updates, Internet-based services and support services that you use, are the entire agreement for the software and support services.