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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Commercial Law

Date & Time
  • event Date

    Tuesday, September 26, 2023

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$297.00
CLE
ALL

This CLE webinar will discuss the myriad of issues and challenges that arise when negotiating and drafting contracts with AI vendors. The panel will examine how to conduct due diligence to assess AI providers and will provide strategies for negotiating and drafting key contractual provisions to mitigate the risks associated with AI deployments.

Faculty

Jordan E. Tanoury
Attorney
Reed Smith

Ms. Tanoury’s practice focuses on technology transactions, including complex technology-related master service agreements, statements of work, license agreements, and data privacy agreements. Her focus is on SaaS, artificial intelligence and outsourcing services. A specialist in analyzing risks in technology commercial contracts such as intellectual property rights, employment law/transfer of staff issues, and liability and damages provisions. Further, she provides counsel on contract governance and compliance. Ms. Tanoury counsels clients in a variety of industries, including healthcare, life sciences, aerospace, defense, manufacturing, and transportation, as well as federal, state, and local governments.

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Randi Seigel
Partner
Manatt Phelps & Phillips LLP

Ms. Seigel provides legal and strategic counsel to healthcare providers, emerging health tech and services companies, women’s health companies, insurers, and post-acute care providers. She brings substantial knowledge of complex healthcare regulations, including HIPAA and state privacy laws, state licensure and scope of practice laws, telehealth, Medicare and Medicaid conditions of participation and billing, fraud and abuse laws, and other regulatory and enforcement matters. Ms. Seigel’s deep understanding of the healthcare players—from commercial and government payors to providers—brings valuable insights to her clients to assist them as they develop and execute their strategic goals. She also supports her clients in structuring innovative payment arrangements, assessing the risks and regulatory impacts of complex transactions, and responding to government audits.

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Description

AI solutions are becoming increasingly prevalent, and the technology is evolving at such a rapid pace that it is difficult to keep up let alone identify and evaluate the risks associated with AI deployments. Thus, it is critical for counsel and business leaders to understand AI to evaluate AI partnerships and effectively contract with AI providers.

Some key issues when negotiating and drafting AI vendor agreements include intellectual property ownership and infringement, data privacy, indemnification, liability caps, jurisdiction, and rights of the parties upon termination of the contract. Counsel must conduct extensive due diligence regarding these issues to ensure the successful adoption of the contract and to mitigate risks.

As AI continues to evolve so do the laws and regulations governing its use. Data privacy and security laws have a big impact on how AI can be used, and these laws are constantly changing. Under this ever-changing legal and regulatory landscape, it is imperative that counsel regularly review AI vendor agreements to ensure they are compliant with current data privacy laws.

Because many AI providers are startup companies with very little business history, business leaders and counsel must ensure an AI vendor can adequately meet the business needs of the client while also maintaining proper compliance with applicable rules and regulations. Before entering into an agreement, an assessment should be made as to whether the vendor is NIST compliant and has proper data security, cybersecurity insurance, and data privacy policies in place.

Listen as our authoritative panel of experts discusses how to conduct due diligence to assess AI providers and identify, evaluate, and mitigate risks with an AI deployment. The panel will also provide tips on negotiating and drafting key contractual terms in an AI vendor agreement.

Outline

  1. Understanding AI tools and how they are currently being used
  2. Data privacy and cybersecurity laws governing the use of AI
    1. California Consumer Protection Act and California Privacy Rights Act
    2. EU's General Data Protection Regulation
    3. Other state privacy and cybersecurity laws
  3. Factors to consider when assessing an AI provider
    1. NIST compliant
    2. Vendor security assessment questionnaire
    3. Privacy policies in place
    4. Insurance policies in place
    5. Business documents
    6. Client reviews
  4. Key contractual provisions in an AI vendor agreement
    1. IP ownership, infringement
    2. Representations and warranties
    3. Indemnification for data security breaches
    4. Data ownership
    5. Liability caps
    6. Insurance requirements
    7. Damages
    8. Jurisdiction for disputes that arise
  5. Key takeaways and practical considerations

Benefits

The panel will address these and other key issues:

  • What are some of the advanced applications now using AI?
  • What are the key things to look for when assessing an AI vendor's ability to accomplish the client's business objectives?
  • What are effective strategies for negotiating specific contract provisions?
  • What are the key contractual provisions necessary to protect a client deploying AI tools?