What is AI Services Agreement Drafting?
An AI services agreement is a contract between an AI (artificial intelligence) provider and a client. Its purpose is to outline how the AI tools will be provided and used. Although it seems straightforward, it does require important information to protect both parties and prevent legal disputes arising from miscommunication.
Read the rest of this article to explore key terms that you should include in the agreement, what to consider when drafting it, and how you can benefit from hiring a qualified lawyer to draft an AI services agreement for you.
What Essential Terms Should Be in an AI Services Agreement?
An AI services agreement should contain the following key terms:
- Work scope. Details about the AI tools and tasks to be performed must be listed.
- Data rights. The agreement should explain which party owns the data, such as the final outputs.
- Training restrictions. When training AI tools, it’s important for the provider to know if they’re allowed to use the client’s data for this purpose or not.
- Performance. This specifies how parties can provide high-quality content and how they will navigate system issues.
- Confidentiality. Since data will be shared, the agreement should explain specific measures for protecting information.
- Indemnification. Should something go wrong with the AI tools, such as if third-party copyright is infringed, the agreement must state which party will be responsible for the damages.
What are Things to Bear in Mind When Drafting an AI Services Agreement?
An AI services agreement requires attention to detail to prevent ambiguity that can result in challenges or disputes. Here are things to consider.
Define the AI Services
Be detailed about the AI services that will be provided to the client. You want to identify both prohibited and permitted uses, what AI system or model is being used, and what inputs and outputs will be included.
Consider Accuracy
One of the biggest concerns a client might have when using AI services is how accurate they will be. Instead of promising that the AI content will be free of errors, it’s better to include measures that will help to increase its accuracy and prevent issues. For example, state how it will be tested and audited.
Distinguish Between Data Types
There will be different data types included in the agreement, such as client data, input/output data, and training data. You should outline these types and explain who owns each category to prevent disputes.
Explain How Changes are Managed
If the AI services or tools are changed or upgraded, the client should be aware of this and be given advance notice. In your agreement, specify what is considered a model change and if the client can reject a change.
Provide Testing and Audit Rights
Linked to the previous point, the client in the agreement will want rights to review security controls, inspect the AI services documentation, and receive performance reports.
Consider what rights are granted and balance them with provisions to protect the provider’s interests. For example, this could include ensuring the client follows confidentiality measures and there’s reasonable notice before audits.
Consider Compliance
Avoid being vague when stating that parties must comply with AI laws. It’s important to explain which party is the provider, deployer, controller, and so on, under the relevant legislation. This ensures that the parties understand their duties and regulatory obligations.
Include Post-Termination Provisions
To protect both parties’ interests, the AI services agreement should specify what will happen to the data used and created when the contract ends. Clients will want to know how they can move their workflow to a new system in a smooth way without risking delays.
How Does a Lawyer Help You with AI Services Agreement Drafting?
Since AI services agreements can be detailed and technical, it’s important to consider hiring a qualified lawyer for help with drafting them. A lawyer can assist you by:
- Identifying the parties’ roles so that they can properly allocate responsibilities and duties.
- Defining the specific uses and prohibited activities to provide clarity for parties.
- Drafting clear and fair intellectual property provisions to distinguish between data ownership and licensing.
- Creating solid confidentiality measures, such as for training models.
- Including human oversight. A lawyer will help you clarify which decisions or processes should be subject to human review.
- Planning ahead for AI incidents. They’ll define what is considered an AI incident and how to deal with it.
- Complying with all relevant laws and regulations.
- Reviewing an AI services agreement you’ve drafted so that they can check it for any ambiguous language or missing information that puts you at risk.
Where to Find a Lawyer for AI Services Agreement Drafting
If you’ve decided to hire a qualified lawyer to draft your AI services agreement, you don’t have to worry about where to find one. On online legal platforms such as ContractsCounsel, you can easily locate a reputable lawyer to draft your contract.
You can request that a lawyer on the platform drafts your AI services agreement. Here are the easy steps to follow:
- Go to the ContractsCounsel marketplace, where you can post your project for free.
- Include some details about what you require so you can match with suitable lawyers.
- Receive multiple bids from lawyers directly on the platform who can assist you.
- Once you receive the lawyer bids, you should review the lawyers’ profiles. The platform provides information to help you choose the best lawyer, such as their location, client ratings, years of experience, and field of expertise.
- Connect with a lawyer to draft your AI services agreement for a flat fee and hire them.
