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Insights · AI Contracts

AI Contract Checklist

AI vendors blur data rights, indemnity, and compliance, so the contracts need explicit clauses for training materials, discovery, and human oversight before you deploy the output.

February 7, 2026

Data sourcing & training rights

Given recent settlements over training data, it is essential to require vendors to warrant that no unauthorized proprietary or personal data is in the models and that they will document every dataset used for your deliverables.

Indemnity & liability

Insist on indemnities that cover IP infringement, regulatory fines, and misuse of likeness; cap liabilities only when the counterparty can prove a robust risk transfer strategy.

Transparency & audit

Ask for audit rights over training data, red-teaming outputs, and the logs showing when human review kicked in—without this you can never prove compliance or fulfill disclosure obligations to talent unions.

Operational guardrails

Include a mitigation plan that flags misuses (e.g., recreated likenesses, biased outputs) and anchors the vendor’s obligation to pause deployment until humans clear the content.

Action items

  • Publish a vendor questionnaire that tracks datasets, red-team findings, and usage history for each piece of work.
  • Document human-in-the-loop checkpoints in the contract so the developer cannot claim the model is fully autonomous during audits.
  • Include a procedural review section that requires the vendor to document datasets, human oversight, and mitigation plans.
  • Draft a fallback clause requiring the vendor to pull down any unauthorized synthetic likeness upon notice.
  • Build a takedown remedy tied to the general AI policy so you can quickly remove unauthorized synthetic likeness.

References

ACC AI and Emerging Issues initiative (opens in a new window)Anthropic settlement coverage (opens in a new window)

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