Stellar Terms of Service and Conditions of Use

Effective Date: November 1, 2024

Welcome to Stellar!—a members-only, private large language model of the American Society of Association Executives, ASAE Foundation, ASAE Business Services, Inc., ASAE Investments, LLC, ASAE Real Estate, LLC and the ASAE Insurance Company (together, “ASAE”)

By accessing and using Stellar, you agree to be bound by the following ASAE Terms of Service and Conditions of Use ("Terms & Conditions"). Please read these Terms & Conditions carefully, as they govern your use of Stellar and outline important rights and obligations.

  1. Introduction and Acceptance

    These Terms & Conditions govern your access to and use of Stellar. By using this service, you agree to comply with these Terms & Conditions. If you do not agree with any part of these Terms & Conditions, you may not use Stellar.

    We reserve the right to modify these Terms & Conditions at any time, and any such changes will be communicated to you. Your continued use of Stellar after such changes indicates your acceptance of the updated Terms & Conditions.

  2. Intellectual Property (IP) Rights
    1. Ownership of Data: When using and interacting with Stellar, you will contribute content to Stellar (e.g., text-based “prompts”). By contributing content or materials to Stellar, you hereby represent and warrant that (a) such content is not subject to any intellectual property rights (and may be freely used); (b) that you own all intellectual property rights to such content; and/or (c) that you own the necessary rights and permissions to grant ASAE the right to use such content for all purposes related to the Stellar platform, including but not limited to improvement or “training” of Stellar.
    2. Licensing: By contributing content or materials to the Stellar platform under 1(b) or 1(c) above, you hereby grant ASAE an irrevocable, non-exclusive, royalty-free, worldwide license to reproduce, distribute, publicly display, publicly perform, and create derivative works from all content and materials you contribute to Stellar for any reason, including but not limited to for the purpose of ASAE member use or for improving Stellar.
    3. Moral Rights: If applicable, you waive any moral rights (such as the right to attribution) related to the content and materials you provide, unless explicitly agreed otherwise in writing.
    4. Third-Party Materials: If you contribute any third-party content or materials, you warrant that you have obtained the necessary licenses or permissions to allow ASAE to use them in connection with Stellar. You agree to fully indemnify and defend ASAE for any liability arising from or related to a breach of the warranties in this Section 2.
  3. Privacy and Data Protection
    1. Personal Data: Stellar is not intended to process personal data. You agree not to submit any materials that contain personally identifiable information (PII), unless such submission complies with applicable privacy laws, including but not limited to the General Data Protection Regulation (GDPR), California Consumer Privacy Act (CCPA), and other relevant data protection laws.
    2. Confidentiality: You acknowledge that Stellar may be trained on confidential or proprietary information provided by members. ASAE agrees to take reasonable measures to ensure that the outputs of Stellar do not inadvertently disclose confidential information. However, members are responsible for ensuring that any materials they submit for Stellar training do not violate confidentiality agreements.
    3. Data Security: ASAE implements commercially reasonable measures to safeguard Stellar and its underlying data from unauthorized access, disclosure, or misuse. However, you acknowledge that no security system is completely foolproof, and ASAE cannot guarantee the absolute security of your data.
  4. Use of Stellar
    1. Permitted Use: Stellar is made available exclusively to members of ASAE for internal purposes only. You may not use Stellar for commercial purposes, resell access to Stellar, or use it in any manner inconsistent with the objectives of the organization. By using Stellar, users do not secure any license or right to use Stellar outputs for any purpose and are fully responsible for any liability arising from or related to their use of Stellar outputs outside of the Stellar platform.
    2. Accuracy of Outputs: Stellar generates responses based on its training data. While ASAE takes reasonable steps to ensure the accuracy and reliability of Stellar, the model is not infallible. You acknowledge that outputs may contain errors or biases, and you agree not to rely solely on Stellar for making important business, legal, medical, or financial decisions.
  5. Accountability for Stellar Outputs
    1. Bias and Discrimination: ASAE is committed to minimizing bias in Stellar’s outputs. However, despite efforts to train the model responsibly, biases may still occur. By using Stellar, you agree to use its outputs responsibly and not to act on any discriminatory or harmful content generated by Stellar.
    2. Liability for Harmful Outputs: You agree that ASAE is not responsible for any harm or damages resulting from use of or reliance on Stellar’s outputs. Stellar is a tool designed to assist members, and you are solely responsible for verifying the accuracy and appropriateness of the outputs before taking any action based on them.
  6. Regulatory Compliance
    1. Compliance with AI Regulations: You acknowledge that AI laws and regulations are evolving, and you agree to use Stellar in compliance with any and all applicable laws or regulations, existing or future, including laws and regulations governing the use of artificial intelligence. ASAE reserves the right to modify or restrict access to Stellar to ensure compliance with applicable laws and regulations, including any regulations introduced in the future.
    2. Professional Standards: If you are using Stellar in a regulated industry (e.g., legal, financial, healthcare), you are responsible for ensuring that your use of Stellar complies with applicable professional standards and regulatory requirements. ASAE does not provide any warranty or assurance that Stellar complies with sector-specific regulations.
  7. Competition and Antitrust Compliance
    1. Fair Use of Information: Stellar is intended to benefit all members of ASAE. You agree not to use Stellar in a way that gives you or your organization an unfair competitive advantage or otherwise engages in anti-competitive practices.
    2. Monopolization of Knowledge: You acknowledge that access to Stellar is limited to members and agree not to use outputs in a way that seeks to monopolize knowledge or restrict access to resources for non-members.
  8. Limitation of Liability
    1. Disclaimer of Warranties: Stellar is provided “as is” and without warranties of any kind, express or implied, including but not limited to warranties of accuracy, reliability, or fitness for a particular purpose.
    2. Limitation of Damages: In no event shall ASAE be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, arising out of or related to your use of Stellar.
  9. Governing Law and Dispute Resolution

    These Terms & Conditions shall be governed by the laws of Washington, D.C., without regard to its conflict of law principles. Any disputes arising under these Terms & Conditions shall be resolved through binding arbitration in Washington, D.C., unless otherwise required by applicable law. By using Stellar, you hereby knowingly and irrevocably consent to, and agree not to resist, the exclusive exercise of subject matter jurisdiction over any disputes arising under these Terms & Conditions, and personal jurisdiction over you, by the courts of Washington, D.C.

  10. Termination

    ASAE reserves the right to terminate or suspend your access to Stellar at any time, with or without cause, including for any violation of these Terms & Conditions. Upon termination, you must cease all use of Stellar and any outputs generated from it.

  11. Contact Information

If you have any questions or concerns about these Terms & Conditions or the use of Stellar, please contact stellar@asaecenter.org, American Society of Association Executives (ASAE), 1575 I St. NW, Washington, DC 20005, P. 888.950.2723.

By using Stellar, you acknowledge that you have read, understood, and agree to these Terms & Conditions.