Practice - AI Law - Model procurement

AI Model Procurement & Licensing

When an enterprise integrates a third-party AI model, the default terms often grant the vendor quiet access to proprietary data. We negotiate enterprise-grade procurement agreements that explicitly quarantine your data from public training sets, allocate liability for algorithmic hallucinations, and secure rigorous IP indemnification. We treat every API integration as an intellectual property transaction.

Begin the matter Review the steps

Matter: Vendor licensing
Register: Transactional
Counsel: Christopher Moye

Model procurement

Fencing the data

If you do not explicitly protect your inputs in the vendor contract, you have surrendered them.

Principles Â· 01

How we draft the matter.

Every engagement is composed against these commitments. They shape the protections we add, the questions we ask, and the document that leaves the file.

Â§ 01

Fencing the data

If you do not explicitly protect your inputs in the vendor contract, you have surrendered them. We mandate absolute data quarantine.

Â§ 02

Allocating hallucination risk

When the model errs, liability must be apportioned. We draft the indemnities that protect the enterprise from third-party output claims.

Â§ 03

SLA enforcement

Compute is a utility. We negotiate rigorous uptime guarantees and compute availability clauses to ensure the model functions at scale.

What we watch Â· 02

What can break the matter.

These are the terms, structures, and practical risks that usually decide whether the work holds when the file is tested.

CTODATA OFFICER

Training Data Quarantine

Drafting strict zero-retention and zero-training covenants to ensure enterprise inputs are never used to improve the vendor's foundational models.

FOUNDERGC

Output Ownership

Structuring terms to ensure the enterprise retains exclusive ownership of all generated outputs, even when underlying model weights are proprietary.

ENTERPRISEBOARD

Infringement Indemnification

Negotiating robust, uncapped indemnities from the vendor against claims that the model's outputs or training data infringe third-party IP.

The work Â· 03

Four steps. One engagement.

Each step is concrete; each step has a deliverable. The scope is defined, the matter moves, and the file closes.

01
Term Analysis
We dissect the vendor's standard enterprise agreement to expose data retention rights and liability disclaimers.
02
Redlining & Negotiation
We aggressively negotiate the insertion of custom data quarantine provisions, output ownership clauses, and strict SLA requirements.
03
Indemnity Structuring
We mandate IP infringement indemnification, shifting the risk of training-data copyright violations back to the model provider.
04
Deployment Governance
We establish internal usage policies that align employee interaction with the finalized vendor terms.