Securing AI Agreements: Key Strategies for Indemnification, Liability, and Data Protection

Michael R. Overly
Ashley M. Kennedy
Tyler J. Thompson
Michael R. Overly | Foley & Lardner LLP
Ashley M. Kennedy | Foley & Lardner LLP
Tyler J. Thompson | Reed Smith LLP

Live Video-Broadcast: March 31, 2025

3 hour CLE

This program is only available to All-Access Pass Members.
Subscribe to Federal Bar Association CLE Pass...
Co-Sponsored by myLawCLE
Get this course, plus over 1,000+ live webinars.
Learn More

Program Summary

Session I – Mastering Legal Tech Contracts: Key Considerations and Industry Trends – Michael Overly and Ashely Kenndy

As technology evolves, legal professionals must navigate critical decisions in tech-related contracts, from local install versus cloud based solutions to essential industry trends shaping the field. This session will cover the foundational steps in collecting key deal information, conducting thorough pre- and postcontract due diligence, and understanding the “Big Four” factors that influence negotiations. Attendees will also gain insight into key contract provisions that can impact liability, compliance, and long-term business success.

Key topics to be discussed:

  • Local Install v. Cloud
  • Important industry trends
  • Collecting basic deal information
  • Pre- and post-contract diligence
  • The “big” four
  • Key contract provisions

Session II - Service Levels, Compliance with Laws, and Evolving AI Standards - Tyler Thompson

As AI technology rapidly evolves, legal professionals must address unique challenges in AI contracts, particularly in service levels and compliance with emerging regulations. This session will explore the complexities of negotiating service level agreements (SLAs) for AI tools, including uptime guarantees, response times, and provider resistance to certain commitments. Attendees will also gain insight into the shifting regulatory landscape, industry standards, and the impact of extraterritorial laws like the EU AI Act. With AI-related legal requirements on the rise, this session will provide practical strategies for ensuring compliance and mitigating risk in AI service agreements.

Key topics to be discussed:

  • Service levels and support in AI contracts
    • Challenges with service levels for AI tools due to the nature of AI and third-party models
    • Common AI service level terms: Uptime guarantees and response times for outputs
    • Negotiating AI-specific service levels: Tailoring to business needs and performance expectations
    • When providers may resist certain service level commitments
  • Compliance with evolving AI laws and standards
    • Understanding the regulatory landscape for AI and the obligations placed on AI providers
    • The role of AI-related industry standards and how they complement current laws
    • The impact of extraterritorial laws like the EU AI Act on AI service agreements
    • Preparing for increasing AI-related legal requirements and ensuring compliance with

This course is co-sponsored with myLawCLE.

Date / Time: March 31, 2025

  • 1:00 pm – 4:20 pm Eastern
  • 12:00 pm – 3:20 pm Central
  • 11:00 am – 2:20 pm Mountain
  • 10:00 am – 1:20 pm Pacific

Closed-captioning available

Speakers

Michael-R.-Overly_Foley-&-Lardner-LLP_FedBarMichael R. Overly | Foley & Lardner LLP

Michael Overly is a partner in Foley & Lardner’s Information Technology & Outsourcing Group and Privacy, Security and Information Management Groups. He is one of the few practicing lawyers who have satisfied the rigorous requirements necessary to obtain the Certified Information System Auditor (CISA), Certified Information Systems Security Professional (CISSP), Information Systems Security Management Professional (ISSMP), Certified in Risk and Information Systems Controls (CRISC), Certified Outsourcing Professional (COP), and Certified Information Privacy Professional (CIPP) certifications. He writes and speaks frequently regarding negotiating and drafting technology transactions and the legal issues of technology in the workplace, e-mail, and electronic evidence. He has written numerous articles and books on these subjects and is a frequent commentator in the national press (e.g., the New York Times, Chicago Tribune, Los Angeles Times, Wall Street Journal, ABCNEWS.com, CNN, and MSNBC) and has testified before the U.S. Congress regarding online issues.

 

Ashley M. Kennedy_FedBarAshley M. Kennedy | Foley & Lardner LLP

Ashley Kennedy is a Technology, Transactions, Cybersecurity & Privacy Practice Group member within Foley & Lardner’s Intellectual Property Department. Ashley provides counsel on structuring and negotiating technology agreements to create strategic and advantageous business relationships between companies. She has experience drafting and negotiating commercial agreements, including intellectual property licenses, software-as-a-service agreements, distribution agreements, master services agreements, non-disclosure agreements, and technology transfer agreements. Ashley also has experience structuring and addressing the intellectual property components of mergers and acquisitions and other corporate transactions.

Prior to joining Foley as an associate, Ashley served as an associate and summer clerk at an intellectual property-focused law firm, preparing patent applications for the USPTO. She previously worked in the engineering sector for an aerospace and defense company.

 

Tyler J. Thompson_FedBarTyler J. Thompson | Reed Smith LLP

Tyler advises clients on data privacy and protection, technology contracts and contract processes, websites and mobile apps, digital accessibility, artificial intelligence, and data issues in the franchise space. He offers clients practical and efficient legal counsel, striving to manage costs and risks with business-friendly strategies. With deep experience in digital compliance, Tyler focuses on handling all aspects of a client’s website, platform, game, or mobile app to achieve compliance while maintaining the best user experience. His practice also focuses on creating enforceable digital agreements with users. He also helps clients reduce website scraping risks.

Tyler has designed and implemented privacy compliance programs for clients ranging from Fortune 500 companies to startups, ensuring those clients are compliant with U.S. and international privacy laws. Advice on those programs includes, among other things, data retention and minimization, privacy by design, data inventories, and privacy impact assessments. Tyler is accredited by the American Bar Association and the International Association of Privacy Professionals (IAPP) as a Privacy Law Specialist. He is also certified by the IAPP as a Fellow of Information Privacy (FIP), Certified Information Privacy Professional for the United States (CIPP/US), Europe (CIPP/E), Asia, (CIPP/A) and Canada (CIPP/C) as well as a Certified Information Privacy Manager (CIPM) and Certified Information Privacy Technologist (CIPT). Tyler is also an ISACA Certified Data Privacy Solutions Engineer (CDPSE).

In the technology space, Tyler counsels on artificial intelligence (including generative AI and LLMs), open-source software, digital marketing, software licensing, and SaaS agreements. Tyler works with clients to modernize commercial contracting processes and privacy practices, enabling in-house attorneys to function more efficiently and conserve resources. He is certified by the IAPP as an Artificial Intelligence Governance Professional (AIGP). Tyler focuses on hard-to-draft agreements, combining elements of data rights, digital compliance, and emerging technologies.

Outside of the firm, Tyler practices archery, is an FAA certified private pilot, and a PADI certified SCUBA diver. He is on a mission to see every national park, MLB stadium, and good tiki bar in the United States.

Agenda

Session I – Mastering Legal Tech Contracts: Key Considerations and Industry Trends| 1:00pm – 3:10pm

  • Local Install v. Cloud
  • Important industry trends
  • Collecting basic deal information

Break | 2:00pm – 2:10pm

  • Pre- and post-contract diligence
  • The “big” four
  • Key contract provisions

Break | 3:10pm – 3:20pm

Session II – Navigating Business Divorce and Shareholder Litigation | 3:20pm – 4:20pm

  • Service levels and support in AI contracts
    • Challenges with service levels for AI tools due to the nature of AI and third-party models
    • Common AI service level terms: Uptime guarantees and response times for outputs
    • Negotiating AI-specific service levels: Tailoring to business needs and performance expectations
    • When providers may resist certain service level commitments
  • Compliance with evolving AI laws and standards
    • Understanding the regulatory landscape for AI and the obligations placed on AI providers
    • The role of AI-related industry standards and how they complement current laws
    • The impact of extraterritorial laws like the EU AI Act on AI service agreements
    • Preparing for increasing AI-related legal requirements and ensuring compliance with

Credits

Alaska

Approved for CLE Credits
3 General

Our programs are CLE-eligible through Alaska’s recognition of multi-jurisdictional reciprocity.
Alabama

Pending CLE Approval
3 General

Arkansas

Approved for CLE Credits
3 General

Arizona

Approved for CLE Credits
3 General

California

Approved for CLE Credits
3 General

Colorado

Pending CLE Approval
3 General

Connecticut

Approved for CLE Credits
3 General

District of Columbia

No MCLE Required
3 CLE Hours

Delaware

Pending CLE Approval
3 General

Florida

Approved via Attorney Submission
3.5 General

Receive CLE credit in Florida via attorney submission.
Georgia

Pending CLE Approval
3 General

Hawaii

Approved for CLE Credits
3.6 General

Iowa

Pending CLE Approval
3 General

Idaho

Pending CLE Approval
3 General

Illinois

Pending CLE Approval
3 General

Indiana

Pending CLE Approval
3 General

Kansas

Pending CLE Approval
3 Substantive

Kentucky

Pending CLE Approval
3 General

Louisiana

Pending CLE Approval
3 General

Massachusetts

No MCLE Required
3 CLE Hours

Maryland

No MCLE Required
3 CLE Hours

Maine

Pending CLE Approval
3 General

Michigan

No MCLE Required
3 CLE Hours

Minnesota

Pending CLE Approval
3 General

Missouri

Approved for CLE Credits
3.6 General

Mississippi

Pending CLE Approval
3 General

Montana

Pending CLE Approval
3 General

North Carolina

Pending CLE Approval
3 General

North Dakota

Approved for CLE Credits
3 General

Our programs are CLE-eligible through North Dakota’s recognition of multi-jurisdictional reciprocity. Section 1, Policy 1.14
Nebraska

Pending CLE Approval
3 General

myLawCLE reports attendance to Nebraska on each attorney’s behalf for all programs. Please do not self-report.
New Hampshire

Approved for CLE Credits
180 General Minutes

As of July 1, 2014, the NHMCLE Board no longer provides pre- or post-approval of courses. Attendees must self-determine whether a program is eligible for credit, and self-report their attendance online at www.nhbar.org, based on qualification provisions of Rule 53.
New Jersey

Approved for CLE Credits
3.6 General

Our programs are CLE-eligible through New Jersey’s recognition of multi-jurisdictional reciprocity, except for the courses required under BCLE Reg. 201:2
New Mexico

Approved for CLE Credits
3 General

Nevada

Pending CLE Approval
3 General

New York

Approved for CLE Credits
3.6 General

Our programs are CLE-eligible through New York’s Approved Jurisdiction Group “B”.
Ohio

Pending CLE Approval
3 General

Oklahoma

Pending CLE Approval
3.5 General

Oregon

Pending CLE Approval
3 General

Pennsylvania

Approved for CLE Credits
3 General

Rhode Island

Pending CLE Approval
3.5 General

South Carolina

Pending CLE Approval
3 General

South Dakota

No MCLE Required
3 CLE Hours

Tennessee

Pending CLE Approval
3 General

Texas

Pending CLE Approval
3 General

Utah

Pending CLE Approval
3 General

All courses accredited in Utah must include both ethics credits.
Virginia

Not Eligible
3 General hOUR

Vermont

Approved for CLE Credits
3 General

Washington

Approved via Attorney Submission
3 Law & Legal

Receive CLE credit in Washington via attorney submission.
Wisconsin

Pending CLE Approval
3.6 General

West Virginia

Pending CLE Approval
3.6 General

Wyoming

Pending CLE Approval
3 General

More CLE Webinars
Upcoming CLE Webinars
Insurance and Bad Faith Litigation in Fire Loss Cases
Insurance and Bad Faith Litigation in Fire Loss Cases Thu, March 20, 2025
On-Demand
Live Replay
Divorce Law 101 (2025 Edition)
Divorce Law 101 (2025 Edition) Fri, March 21, 2025
Live Webcast
Gun Trust 101 (2025 Edition)
Gun Trust 101 (2025 Edition) Fri, March 21, 2025
On-Demand
Live Replay
Ethical Strategies with Law Firm Podcasts
Ethical Strategies with Law Firm Podcasts Mon, March 24, 2025
Live Webcast
AI-Generated Trade Secret Litigation
AI-Generated Trade Secret Litigation Wed, March 26, 2025
Live Webcast
1031 Exchanges 101 (2025 Edition)
1031 Exchanges 101 (2025 Edition) Thu, March 27, 2025
On-Demand
Live Replay