Home / Services / AI Vendor Contracts

AI contracts,
before the second
invoice.

Microsoft Copilot, OpenAI, Anthropic, Google Gemini, Databricks AI and Amazon Bedrock all use commercial constructs that did not exist three years ago. Usage-based pricing, model-training rights, indemnity carve-outs, output liability and exit terms — we negotiate every line, before it becomes a precedent.

8–12
AI vendors covered
20–45%
Typical commercial savings
100%
Buyer-side, vendor-agnostic
2026
Pricing-model maturity
Overview

A new contract type, with old buyer leverage.

AI vendor contracts are not enterprise software contracts. The unit of consumption is a token, a request, a model invocation or an "active employee" depending on the vendor. The IP and data clauses are unsettled. The indemnity carve-outs are aggressive. The pricing escalators are punishing. And the buyer is usually signing the vendor's first-draft paper.

We have negotiated AI vendor contracts across Copilot, OpenAI, Anthropic, Gemini, Bedrock, Databricks and the long tail of vertical AI vendors. The objective is to bring buyer-side discipline to a contract type the market is still inventing — before the precedent locks in for the next decade.

Where this service applies

  • Microsoft 365 Copilot, GitHub Copilot, Copilot Studio and Copilot for Sales.
  • OpenAI Enterprise, ChatGPT Enterprise and the OpenAI Azure model deployments.
  • Anthropic Claude Enterprise and direct API tier contracts.
  • Google Gemini for Workspace, Vertex AI and the Gemini enterprise tier.
  • Amazon Bedrock, Databricks Mosaic AI and vertical AI platforms.
  • AI clauses embedded into existing Salesforce Einstein, ServiceNow Now Assist, Adobe Firefly and SAP Joule contracts.

What we don't do

We do not assess your AI roadmap or recommend which model you should use. We do not implement governance tooling. Our remit is the commercial and legal layer: pricing, data, IP, indemnity, term and exit.

Vendor coverage

Eight to twelve AI vendors

The set of vendors we routinely negotiate is shifting quarterly as the market moves. We track pricing, terms and precedent across every meaningful AI vendor as it changes.

Typical duration

6 to 12 weeks

An AI vendor negotiation runs 6 to 10 weeks. A clauses-only review and remediation engagement on existing AI paper can run 3 to 4 weeks.

Engagement model

Fixed-fee or success-based

Most AI vendor negotiations run on a fixed-fee basis. Where a clean baseline exists, success-based fees against documented savings are available. See engagement models →

How we work

AI contracting, in six phases.

01

Use-case & consumption modelling

Model the realistic usage envelope: how many users, how many invocations, what model mix, what context length. Vendors price aggressively against speculative use cases the buyer never actually hits.

02

Pricing-model decoding

Decompose the pricing model: per-user vs per-token, included credits, throughput tiers, model-tier surcharges, fine-tuning overages. The headline rate is rarely where the cost lives.

03

Data, IP and indemnity review

Review and rewrite the data, IP and indemnity clauses. Customer data, prompts, outputs, model-training rights, output ownership, output indemnity, and the vendor's carve-outs for "open-source-derived" or "third-party-model" liability.

04

Counter-proposal

Counter-proposal with the pricing structure, model mix, term length, commitment shape and clause set we recommend. Make every concession deliberate and traded.

05

Negotiation execution

Lead or co-lead the negotiation. The AI vendors negotiate harder than expected; their corporate development teams are usually behind the deal. Buyer authority on the final deal always sits with you.

06

Mid-term re-opener

Hand over a re-opener calendar. AI pricing is moving fast enough that any deal locked at signature is overpriced inside 18 months unless a re-opener trigger is built in. We build it in.

What we routinely negotiate

The clauses that did not exist five years ago.

Pricing 01
Per-user vs usage-based mix
Per-active-user pricing for productivity AI; per-token pricing for API consumption. Hybrid constructs where the wrong unit is locked in for the wrong workload.
Pricing 02
Included credits and overage rates
"Generous" included credits that expire monthly, overage rates that ratchet up at high volume, and lack of price-protection on next-generation models.
Data 01
Model-training restrictions
Customer data not used for model training is the default ask, but the vendor's standard paper often leaves room for "service improvement" or "abuse detection" that effectively re-opens the door.
Legal 01
Output IP and ownership
Output ownership, derivative-work rights, retention of prompts and outputs, and what happens to your data when the contract ends.
Legal 02
Copyright indemnity
Output indemnity scope, carve-outs (open-source-derived, third-party-model, jailbreak), damage caps, and the indemnity-vs-credit fallback in vendor paper.
Exit 01
Term, switch and re-opener
Term length aligned to AI market reality, switch-out rights between models, and mid-term price re-opener triggers when next-generation models materially change pricing.

"Our first Copilot proposal had pricing locked for three years with no re-opener and full model-training carve-outs left in. Their team renegotiated it into a 12-month deal with a price-protection re-opener and explicit data-training prohibition."

General Counsel
European Financial Services Group
Outcomes

Recent AI deals.

All case studies

AI vendor paper on the table?

Send us the vendor, the proposed annual spend, and the scope of the AI deployment. We will model the negotiable headroom within one business day.