AI Addendums: Contract Clauses To Negotiate With AI Vendors

SaaS contracting long followed a predictable model. Vendors supplied infrastructure, storage, processing capacity, and uptime commitments, while customers brought their data. Software behaved the same way every time, outputs were generally deterministic, and risk allocation was reasonably straightforward. You could explain, audit, and draft contracts around the workflow.

But that deterministic world is gone. In a recent Axiom CLE on negotiating generative AI agreements, I argued that many contracts signed three or four years ago are already structurally obsolete, because the foundational relationship between enterprise customers and their software vendors has changed. These systems don’t simply process data. Instead they learn from it, infer from it, and generate new outputs based on probabilistic prediction.