Terms of Service

These Terms of Service ("Terms") are a binding agreement between you and Sampson Scribe LLC ("Sampson," "we," "us," or "our"), 732 S 6th St, Ste N, Las Vegas, NV 89101, governing your use of the Sampson Scribe application, website, and related services (the "Service").

PLEASE READ THESE TERMS CAREFULLY. SECTION 15 CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO BRING A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. YOU MAY OPT OUT OF ARBITRATION AS DESCRIBED IN SECTION 15.7.

1. AGREEMENT TO TERMS

1.1 Acceptance. By creating an account, clicking to accept, or accessing or using the Service, you agree to be bound by these Terms, our Privacy Policy, and — because the Service handles Protected Health Information — our Business Associate Agreement ("BAA"), which you execute alongside these Terms. If you do not agree, do not use the Service.

1.2 Who you are contracting as. Accounts are issued to individual licensed clinicians, and we contract with you as the account holder. If you use the Service in the course of your employment or practice, you represent that either you are yourself a HIPAA covered entity, or you have authority to agree to the BAA on behalf of the covered entity whose Protected Health Information you process, or you are permitted under that covered entity's policies to use third-party documentation tools for the encounters you document. You are responsible for ensuring that your use complies with your employer's or practice's policies, including its policies on documentation tools and on recording patient encounters, and for any inaccuracy in these representations. We rely on them in good faith and do not independently verify your authority. Your employer or practice is not a party to these Terms unless it has signed a separate written agreement with us; our HIPAA obligations under the BAA nonetheless run to every covered entity whose information we handle through your account. Organizations that want a group agreement or a countersigned BAA should contact us at admin@sampsonscribe.ai.

1.3 Changes to these Terms. We may update these Terms. When a change is material, we publish a new version number and you will be asked to review and accept the new version before continuing to use the Service; we may also notify you by email. Each version you accept is archived with its version number and a cryptographic hash of its exact text, so that you and we can always establish what was agreed. Non-material clarifications (for example, typographical corrections, formatting, or updated contact details) may be posted with an updated "Last updated" date without a new version number. If you do not agree to an updated version, stop using the Service and cancel your subscription as described in Section 6.

2. DESCRIPTION OF SERVICE

Sampson is a documentation-assistance tool. It does the work of a medical scribe: it records and transcribes provider-dictated audio and produces draft clinical documentation based on what the provider said. Specifically, Sampson:

• Records audio dictations from healthcare providers
• Transcribes audio to text using speech recognition technology
• Generates draft clinical documentation from provider dictation
• Stores and syncs your notes across your devices for a limited period (see Section 9)

2.1 What Sampson is not. Sampson is not a clinical decision support tool, diagnostic engine, medical reference, or recommendation service. It is not a medical device and has not been cleared, approved, or otherwise authorized by the U.S. Food and Drug Administration (FDA) or any other regulatory body, nor is such authorization required for documentation-assistance tools of this type.

Sampson drafts the standard elements of an emergency department note from your dictation, including a case summary, a differential-diagnosis section, risk-mitigation and disposition language, and phrasing that documents the work you performed in terms consistent with current AMA E/M documentation guidelines. Where your dictation does not address an element, the draft may propose customary documentation language for that element (for example, listing the dangerous diagnoses conventionally considered for a chief complaint). These are documentation drafts for your review. They are derived from your dictation and from standard documentation conventions, not from any assessment of your patient. Sampson may also flag portions of a draft for your attention, for example where dictation is ambiguous or internally inconsistent; a flag is a prompt to review, not clinical advice.

Sampson does not: examine or assess patients; rank or recommend diagnoses; recommend tests, treatments, medications, or doses; check drug interactions or allergies; calculate risk scores or apply decision rules except to document a score you dictate; or answer clinical questions (it is not UpToDate, OpenEvidence, DoxGPT, or any similar clinical knowledge or decision-support product). Any clinical reasoning, decision-making, diagnosis, and treatment plan that appears in a note you approve is yours.

Sampson's phrasing is designed to document the work you actually performed in language that supports accurate coding. It does not guarantee any coding level, reimbursement, or payer acceptance, and it must never be used to document work that was not performed (see Section 13).

2.2 Your role as the clinician. Sampson is a tool, not a replacement for clinical judgment. All clinical decisions remain yours alone. Every generated note must be reviewed, edited as needed, and approved by a licensed healthcare provider before it is entered into a medical record or used in patient care.

2.3 Early release; changes to the Service. The Service is in an early release period. We may add, change, or remove features, and we may offer features identified as "beta," "preview," or "experimental," which are provided for evaluation and may be modified or withdrawn at any time. We will use reasonable efforts to notify you of changes that materially reduce core functionality. We may also update the Service's underlying speech-recognition and language models; the Service will continue to meet the description in Section 2 as we do so.

3. ELIGIBILITY AND ACCOUNTS

3.1 Eligibility. The Service is intended for use by licensed healthcare providers (physicians, nurse practitioners, physician assistants, and similar), healthcare professionals acting under appropriate supervision, and individuals 18 years of age or older. By using Sampson, you represent that you meet these requirements.

3.2 Identity verification. Because Sampson processes Protected Health Information and we maintain audit records for six (6) years as part of our compliance program, we verify the identity of account holders. You agree to provide accurate identity information we request, including your legal name. We may ask you to enter your individual National Provider Identifier (NPI) so that we can check your name against the public CMS NPPES registry; we do not record the NPI itself, only the outcome of that check. We may also verify your identity against your payment information. You represent that all identity information you provide is your own and accurate. Providing another person's identity or NPI is a material breach of these Terms and grounds for immediate termination.

3.3 One clinician per account. Each account is licensed to one individual clinician. You are responsible for all activity under your account and for keeping your credentials confidential. Notify us promptly at admin@sampsonscribe.ai if you suspect unauthorized use of your account.

4. USER RESPONSIBILITIES

You agree to:

• Provide accurate account information and keep it current
• Maintain the security of your login credentials
• Review and verify all AI-generated content before clinical use
• Copy final documentation into your medical record system before it is automatically deleted from the Service (see Section 9)
• Maintain an alternative means of documenting patient encounters for use when the Service is unavailable (see Section 9)
• Comply with all applicable laws, regulations, professional standards, and the policies of any facility where you practice
• Obtain any consents required by applicable law or facility policy before recording patient encounters
• Not use the Service for any unlawful or unauthorized purpose
• Not attempt to reverse engineer, hack, or disrupt the Service

4.1 Acceptable use. You agree NOT to:

• Use the Service for any purpose other than creating clinical documentation for patient encounters in which you personally participated
• Submit synthetic, bulk, scripted, or automated audio or text, or otherwise use the Service to test, benchmark, extract, or reverse-engineer our models, prompts, or processing pipeline
• Share account credentials, or permit any other person to create documentation under your account
• Resell, sublicense, white-label, or provide the Service to third parties
• Circumvent, probe, or overload usage limits, rate limits, or security controls
• Use the Service to document encounters you did not conduct, or to generate documentation intended to support fraudulent billing
• Upload content containing malware or attempt to disrupt the Service
• Create multiple accounts to obtain additional free trials or avoid fees

We may investigate suspected violations as described in Section 4.2 and may suspend or terminate accounts that violate this policy.

4.2 Monitoring and abuse review. We monitor operational metadata (such as note counts, usage patterns, and error rates) for all accounts to keep the Service secure and reliable. This routine monitoring does not involve reading your clinical content, and monitoring exists solely to protect the Service and its users — never to mine, analyze, or monetize your content.

If we reasonably suspect a violation of these Terms — for example, usage patterns inconsistent with clinical practice, identity discrepancies, or automated submission — we may review content associated with your account to investigate. Where feasible, this review is performed on de-identified copies of your content produced by our PHI-removal pipeline; we review identifiable content only when de-identified review is insufficient to evaluate the suspected violation. Every such access requires a documented reason, is logged in our audit records, is conducted by authorized personnel within our HIPAA-covered infrastructure, and is scoped to the suspected violation. Content reviewed during an investigation is never used for any other purpose, including AI training.

We do not provide notice while an investigation is in progress. If we take action against your account (feature limits, suspension, or termination), we will notify you at your account email, identify the general nature of the violation, and provide a channel to respond. You may contest an enforcement action by contacting admin@sampsonscribe.ai; we will review timely appeals in good faith.

Nothing in this section limits our right to suspend or terminate under Section 14, to preserve evidence, or to report unlawful activity to law enforcement or regulators as required or permitted by law.

4.3 Usage limits. The Service enforces usage limits (including per-hour and per-day note generation caps) sized for single-clinician clinical practice. We may throttle, queue, or decline requests that exceed limits, and may adjust limits with notice. Sustained usage inconsistent with individual clinical practice is grounds for review under Section 4.2. Limits apply per account and may not be pooled.

5. MEDICAL DISCLAIMER

IMPORTANT: Sampson is a documentation-assistance tool only. It is NOT a medical device, diagnostic tool, clinical decision support system, or any source of medical advice, recommendations, or guidance.

• Sampson does not provide clinical recommendations, diagnoses, treatment plans, or any other clinical decision support — its sole function is to transform provider dictation into draft documentation
• AI-generated notes may contain transcription errors, omissions, or inaccuracies — review every note before signing or submitting
• All clinical decisions, diagnoses, and treatment plans remain the sole responsibility of the licensed provider
• You bear full responsibility for the accuracy, completeness, and clinical appropriateness of your final documentation and the underlying care
• Do not consult Sampson as a reference for medical knowledge, drug information, dosing, or interaction checking — it is not designed for those uses and is not a substitute for the clinical references that are

6. FEES, TRIALS, RENEWAL, CANCELLATION, AND REFUNDS

6.1 Pricing. The Service is offered on a recurring subscription. The price, billing interval, and any promotional or discounted rate are displayed at checkout before you subscribe, and the price you agree to at checkout is the price we charge until it changes under Section 6.4 or a promotional period ends under Section 6.5. Prices are in U.S. dollars and exclude any applicable taxes, which we may collect where required.

6.2 Free trial. We may offer a free trial. The length of the trial is shown when you sign up. If a payment method is required to start a trial, you will not be charged until the trial ends, we will email you before your first charge, and you may cancel at any time during the trial at no cost. If you do not cancel before the trial ends, your subscription begins and your payment method is charged the price shown at signup. Trials are limited to one per person; we may decline or end a trial for anyone who has previously held one. During a trial, the Service is provided for evaluation, and our liability is limited as described in Section 11.

6.3 Automatic renewal. YOUR SUBSCRIPTION RENEWS AUTOMATICALLY at the end of each billing period, and your payment method is charged the then-current price for your plan, until you cancel. By subscribing you authorize us and our payment processor to charge your payment method on each renewal without further action by you. You are responsible for keeping a valid payment method on file. If a charge fails, we may retry it and may suspend the Service after notifying you, until payment succeeds.

6.4 Price changes. We may change subscription prices. We will give you at least thirty (30) days' notice by email before a price change takes effect for you, and the new price applies from your next renewal after that notice period. If you do not agree to the new price, cancel before it takes effect and you will not be charged it.

6.5 Promotional, founding, and trainee pricing. Promotional pricing (including any founding-member or resident/trainee rate) is offered for the period, and on the conditions, stated when it is offered. When a promotional period ends, or when you no longer meet its conditions (for example, completion of residency or fellowship for a trainee rate), your subscription continues at the standard rate then in effect. We will email you before a promotional rate ends. We may ask for reasonable evidence of eligibility for a discounted rate and may withdraw the discount if it was obtained through inaccurate information.

6.6 Cancellation. You may cancel at any time from the account or billing settings in the app, or by emailing admin@sampsonscribe.ai. Cancellation takes effect at the end of your current billing period: you keep access until then, and you are not charged again. Cancellation does not by itself delete your account or your data; automatic deletion continues on the schedule in Section 9, and you may delete your account at any time as described in Section 14.

6.7 Refunds. If you are dissatisfied with the Service for any reason, email us at admin@sampsonscribe.ai within 30 days of any charge and we will refund that charge in full to your original payment method. A refund does not cancel your subscription; cancel separately under Section 6.6 if you do not want to be charged again. We may decline refunds to accounts terminated for violating these Terms, or where we reasonably believe the refund policy is being abused (for example, repeatedly subscribing, requesting a refund, and resubscribing). Except as stated in this Section 6.7 or required by law, fees are non-refundable and we do not prorate partial billing periods.

6.8 Payment processing. Payments are processed by a third-party payment processor (currently Stripe). Your payment information is provided directly to the processor and is subject to its terms and privacy policy; we do not store your full card number. Where you subscribe through an app store rather than through us, the app store's billing and refund terms apply to that purchase instead of Sections 6.3 through 6.8.

7. INTELLECTUAL PROPERTY AND YOUR CONTENT

7.1 Our property. The Service, including its software, models, prompts, design, logos, and documentation, is owned by Sampson Scribe LLC and protected by intellectual property laws. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to use the Service for your own clinical documentation. You may not copy, modify, distribute, or create derivative works from the Service without our permission.

7.2 Your content. You retain ownership of the clinical notes and content you create using Sampson. Your content is yours. We are not a data company: we do not sell your content, we do not use it for advertising, we do not share it with data brokers, and we never use it to train AI models without your explicit consent (Section 7.3). Our only business is the subscription you pay for.

You grant us a limited license to store, process, and transmit your content as necessary to (a) provide the Service to you, (b) maintain the security and integrity of the Service, (c) investigate and prevent fraud, abuse, and violations of these Terms, and (d) comply with applicable law. Routine operation involves no human review of your content. Human review occurs only in the limited abuse- and security-investigation circumstances described in Section 4.2 — and even then, wherever feasible, on de-identified copies with patient information removed. Abuse review never feeds analytics, product research, or model training.

7.3 No AI training on your data. We do not use your audio recordings, transcripts, or clinical notes to train, fine-tune, or evaluate any AI model — ours or any third party's — without your explicit, separate opt-in consent. Every speech-to-text and language-model provider we use is bound by a written agreement that prohibits it from using your content for model training and requires it to protect PHI at least as strictly as the BAA requires of us. Our current providers are listed in the Privacy Policy; we may change providers without weakening these commitments, and we will update that list no later than the change. This is a binding commitment; if our practices ever change, we will update these Terms and the Privacy Policy and require fresh consent before any new collection begins.

7.4 Data minimization commitment. By default we collect only the bare minimum data necessary to operate the Service and meet HIPAA audit-logging requirements. Specifically:

• Audio files are deleted from our servers within 72 hours of upload
• Transcripts and notes live only in your private account and are never copied to any analytics, training, research, or aggregation store
• Quality-improvement data (such as note edit deltas, flag interactions, or transcription confidence aggregates) is not collected from your account unless you have explicitly opted in through a separate, specific consent. No such collection is currently active for any account
• We never sell, share, or license your content to advertisers, data brokers, insurers, employers, or any other third party

Full detail is in our Privacy Policy.

7.5 Feedback. If you send us suggestions, ideas, or feedback about the Service, you grant us a perpetual, irrevocable, royalty-free license to use them for any purpose without obligation to you. Feedback never includes your clinical content, which remains governed by Sections 7.2 through 7.4.

8. PRIVACY AND HIPAA

Our Privacy Policy describes what we collect and how we use it. Because the Service handles Protected Health Information under HIPAA, your use is also governed by our Business Associate Agreement, which you execute alongside these Terms. With respect to Protected Health Information, the BAA controls over any conflicting term of these Terms.

9. NO SYSTEM OF RECORD; AVAILABILITY

9.1 Sampson is not the medical record. The Service produces drafts for you to review and place into your medical record system. It is not a system of record and is not designed for long-term storage. Clinical notes and transcripts are automatically deleted approximately 14 days after creation, and audio recordings are deleted from our servers within 72 hours of upload, as described in the Privacy Policy and the BAA. You are responsible for copying any documentation you need into your medical record before it is deleted. We are not responsible for documentation that was not copied out before automatic deletion.

9.2 Availability. We work to keep the Service available and reliable, but we do not guarantee that it will be available at any particular time or without interruption. The Service depends on third-party infrastructure, speech-recognition and language-model providers, app stores, and networks (including hospital networks) that we do not control, and it may be unavailable for maintenance, outages, or reasons beyond our control. You must maintain an alternative means of documenting patient encounters (for example, dictating or typing directly into your medical record system) and are responsible for completing your documentation when the Service is unavailable or a recording or note is delayed or lost.

9.3 Recording safeguards. The Service includes safeguards intended to preserve a recording if an upload fails, described in the Privacy Policy. These safeguards are provided on a reasonable-efforts basis and are not a guarantee that a recording or note will never be lost.

10. DISCLAIMER OF WARRANTIES

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, OR UNINTERRUPTED OR ERROR-FREE OPERATION. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT ANY TRANSCRIPTION OR GENERATED NOTE WILL BE ACCURATE OR COMPLETE, THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME, THAT A RECORDING WILL NOT BE LOST, OR THAT DOCUMENTATION PRODUCED WITH THE SERVICE WILL RESULT IN ANY PARTICULAR CODING LEVEL, REIMBURSEMENT, OR PAYER OR AUDIT OUTCOME. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICE CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

11. LIMITATION OF LIABILITY; EXCLUSIVE REMEDY

11.1 Exclusion of certain damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SAMPSON SCRIBE LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, CONTRACTORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, BUSINESS INTERRUPTION, COST OF SUBSTITUTE SERVICES, OR ANY PROFESSIONAL LIABILITY, MALPRACTICE, LICENSING, BILLING, CODING, OR AUDIT CLAIM ARISING FROM CARE YOU PROVIDED OR DOCUMENTATION YOU APPROVED, IN EACH CASE ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Cap on liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100). IF YOU ARE USING THE SERVICE DURING A FREE TRIAL OR OTHERWISE WITHOUT PAYMENT, OUR TOTAL AGGREGATE LIABILITY WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100).

11.3 Exclusive remedy. Your sole and exclusive remedy for any defect in the Service, or for any dissatisfaction with it, is, at our option, correction of the defect, re-performance of the affected note generation, or a refund of the fees you paid for the affected billing period as described in Section 6.7. If you are dissatisfied with the Service or with these Terms, your remedy is to stop using the Service and cancel your subscription.

11.4 Basis of the bargain. The limitations in this Section 11 are fundamental elements of the agreement between you and us; the Service would not be provided at its price without them. They apply even if a remedy fails of its essential purpose. Nothing in this Section limits liability that cannot be limited under applicable law, including for fraud or willful misconduct, and nothing in these Terms limits our obligations under the BAA to the extent HIPAA requires them.

12. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Sampson Scribe LLC, its members, managers, officers, employees, contractors, and agents from and against any claims, demands, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Service
• Your violation of these Terms, the BAA, or applicable law
• Any inaccuracy in your representations, including as to your identity, your authority to accept the BAA for a covered entity, or your permission under your employer's or practice's policies to use the Service
• Your clinical documentation, coding and billing decisions, or patient care, including any professional liability or malpractice claim
• Any recording made without a consent required by applicable law or facility policy
• Any claim that content you submitted infringes or misappropriates the rights of a third party

We will notify you promptly of any claim for which we seek indemnification and cooperate reasonably in its defense. We may participate in the defense with counsel of our choosing at our expense, and you may not settle any claim in a way that imposes obligations on us without our written consent.

13. CUSTOM INSTRUCTIONS

Sampson allows you to provide custom instructions to personalize how your documentation is generated. By using this feature, you acknowledge and agree:

• No fabrication: You will not instruct Sampson to document clinical actions, findings, interpretations, or communications that did not occur
• No fraudulent billing: You will not use custom instructions to artificially inflate billing complexity or claim services not rendered
• Accuracy responsibility: You remain solely responsible for the accuracy and truthfulness of your final documentation

Audit and retention: All custom instruction changes (including rejected attempts) are logged and retained for up to 10 years for compliance, security, and legal defense purposes. This data may be preserved longer under legal hold if required for litigation or investigation.

We reserve the right to reject, disable, or remove custom instructions that violate these Terms or that we believe may be used for fraudulent or unethical purposes.

14. TERMINATION

14.1 By you. You may stop using the Service at any time, cancel your subscription as described in Section 6.6, and delete your account at any time using the Delete Account option in the app's Settings screen or by contacting us.

14.2 By us. We may suspend or terminate your access to the Service at any time for violation of these Terms, for non-payment, where required by law, or where we reasonably believe continued access poses a risk to the Service, other users, or patient information. We may also discontinue the Service or your plan on at least thirty (30) days' notice, in which case we will refund any prepaid fees for the period after discontinuation. If your account is suspended or terminated for violation of these Terms, we will notify you as described in Section 4.2. Fees already paid are non-refundable where termination is for cause.

14.3 Effect of termination. Upon termination, your right to use the Service ceases immediately. Copy any documentation you need out of the Service before termination; we may delete your data in accordance with the Privacy Policy and Section 9, except for compliance and audit records (such as custom instruction history and acceptance records) which are retained as described in Section 13 and the Privacy Policy. We may retain investigation records, audit logs, and evidence of violations as needed for compliance, security, and legal defense. Sections 5, 7, 8, 9.1, 10, 11, 12, 13, 14.3, 15, 16, and 17 survive termination.

15. DISPUTE RESOLUTION; BINDING ARBITRATION; CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US ON AN INDIVIDUAL BASIS AND LIMITS THE WAYS YOU CAN SEEK RELIEF FROM US.

15.1 Informal resolution first. Most concerns can be resolved quickly by email. Before starting arbitration or any court proceeding, you agree to send us a written notice describing the dispute and the relief you want to admin@sampsonscribe.ai or to Sampson Scribe LLC, 732 S 6th St, Ste N, Las Vegas, NV 89101, and we agree to do the same to your account email. The parties will try in good faith to resolve the dispute for sixty (60) days after the notice is received. If it is not resolved, either party may proceed under this Section 15.

15.2 Agreement to arbitrate. Except as provided in Section 15.4, any dispute, claim, or controversy arising out of or relating to these Terms, the BAA, the Privacy Policy, or the Service (a "Dispute") will be resolved exclusively by final and binding arbitration, rather than in court. This agreement to arbitrate is governed by the Federal Arbitration Act (9 U.S.C. § 1 et seq.).

15.3 Arbitration procedure. The arbitration will be administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules or, if the AAA determines they apply, its Consumer Arbitration Rules, in each case as modified by these Terms. The AAA rules are available at www.adr.org. There will be one arbitrator, who may award on an individual basis any relief that a court could award, and whose decision is final and binding. The arbitration will be conducted by video conference, telephone, or written submissions unless the arbitrator finds an in-person hearing necessary, in which case it will take place in Clark County, Nevada, or in the U.S. county where you reside, at your election. The party that starts the arbitration pays the initial filing fee required by the AAA rules; if you start the arbitration and show that the filing fee is a hardship for you, we will pay it. All other administrative and arbitrator fees are allocated as the AAA rules provide, and each party bears its own attorneys' fees unless the arbitrator awards them under applicable law or finds that a claim or defense was frivolous or brought for an improper purpose. Judgment on the award may be entered in any court of competent jurisdiction.

15.4 Exceptions. Either party may (a) bring an individual claim in small claims court if it qualifies; (b) seek injunctive or other equitable relief in court to protect its intellectual property or to stop unauthorized use of the Service or of Protected Health Information; or (c) seek provisional remedies in aid of arbitration. Nothing in this Section prevents either party from reporting to, or cooperating with, a government agency or regulator.

15.5 Class action waiver. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims or preside over any form of class or representative proceeding. If this class action waiver is found unenforceable as to a particular claim, that claim (and only that claim) will be severed from arbitration and heard in court under Section 16, and the remaining claims will still be arbitrated.

15.6 Jury trial waiver. TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND WE EACH WAIVE THE RIGHT TO A TRIAL BY JURY for any Dispute that is heard in court rather than in arbitration.

15.7 Your right to opt out. You may opt out of Sections 15.2 through 15.6 by emailing admin@sampsonscribe.ai with the subject line "Arbitration opt-out," your full name, and your account email, within 30 days after you first accept a version of these Terms containing this Section 15. Opting out does not affect any other part of these Terms. If you opt out, Disputes will be resolved in the courts described in Section 16.

15.8 Confidentiality. Except as required by law or to enforce an award, the parties and the arbitrator will keep the filings, evidence, and result of any arbitration, and the terms of any settlement, confidential. This does not restrict either party from making truthful statements about the Service or its own experience, from posting an honest review, or from communicating with a regulator or licensing body; it does not permit false or defamatory statements, for which the law provides its own remedies.

15.9 Changes to this Section. If we change this Section 15 after you accept these Terms, you may reject the change by emailing us within thirty (30) days after the change takes effect, in which case the version of Section 15 you most recently accepted will continue to apply to Disputes between you and us.

16. GOVERNING LAW AND VENUE

These Terms are governed by the laws of the State of Nevada and, for Section 15, the Federal Arbitration Act, without regard to conflict-of-law principles. Subject to Section 15, any Dispute that is not subject to arbitration will be brought exclusively in the state or federal courts located in Clark County, Nevada, and you and we consent to their personal jurisdiction and venue. The Service is offered from the United States and is intended for use by clinicians practicing in the United States; we make no representation that it is appropriate or available for use elsewhere.

17. GENERAL

17.1 Entire agreement. These Terms, the Privacy Policy, and the BAA (together with any separate written agreement you have signed with us) are the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous understandings. In the event of a conflict, the BAA controls with respect to Protected Health Information, a signed written agreement controls over these Terms, and these Terms control over the Privacy Policy.

17.2 Assignment. You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms without your consent to an affiliate or in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets, provided the assignee assumes our obligations, including under the BAA.

17.3 Force majeure. We are not liable for any failure or delay caused by events beyond our reasonable control, including natural disasters, epidemics, acts of government, labor disputes, internet or utility failures, or failures of third-party providers, app stores, or networks.

17.4 Notices. We may give you notice by email to your account email address or through the Service; notice is effective when sent. You may give us notice by email to admin@sampsonscribe.ai or by mail to Sampson Scribe LLC, 732 S 6th St, Ste N, Las Vegas, NV 89101; notice is effective when received. Keep your account email current.

17.5 No waiver; severability. Our failure to enforce any provision is not a waiver of it. If any provision of these Terms is found unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will continue in full force and effect, except as provided in Section 15.5.

17.6 Independent parties. You and we are independent contracting parties. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship.

17.7 Electronic records and signatures. You agree that your electronic acceptance of these Terms and the BAA, recorded with your account identity, timestamp, and the version and hash of the document, is a valid and binding signature, and that notices and records we provide electronically satisfy any requirement that they be in writing.

17.8 Headings; interpretation. Headings are for convenience only. "Including" means "including without limitation."

18. CONTACT US

For questions about these Terms, or to send a notice under Section 15 or 17.4:

Sampson Scribe LLC

732 S 6th St, Ste N, Las Vegas, NV 89101

Email: admin@sampsonscribe.ai

ELECTRONIC ACCEPTANCE

By checking the acceptance box and continuing, you agree to these Terms of Service and the Privacy Policy for yourself as the account holder, and you execute the Business Associate Agreement for yourself and, to the extent of your authority, on behalf of each covered entity for which you create Protected Health Information through the Service (see Section 1.2). Your acceptance is recorded with your legal name, account email, timestamp, and the version and cryptographic hash of this document.