Representative Matters

AI Governance

AI Vendor Diligence

Created a diligence and contracting standard for third-party AI tools, including training-data and output terms.

Engagement
Standards build
Scope
Diligence, contracting
Sector
Retail

The challenge

Dozens of vendors were quietly adding AI features to existing products, changing how customer data was used without a corresponding contract review.

Our approach

01

Diligence questionnaire

A short, answerable set of questions on training data, retention, sub-processors, and model updates.

02

Contract standards

Fallback positions on output ownership, IP indemnity, and restrictions on training with customer data.

03

Renewal triggers

Flagged existing agreements for re-papering as vendors introduced generative features.

Facing something similar?

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