Companies across industries are moving quickly to adopt artificial intelligence in customer-facing products and across core business operations. Middle market businesses, in particular, are under pressure to move fast, stay competitive, and extract value from AI tools and systems.

AI deployment often advances faster than governance. That gap can create significant legal and business risks involving privacy, cybersecurity, intellectual property, contracting, employment, consumer protection, and regulatory compliance exposure.

We help clients close the AI governance gap.

We advise companies that are developing, commercializing, acquiring, licensing, implementing, and using AI systems and AI-enabled tools. We bring a practical, business-oriented approach to AI governance, product development, commercial contracting, and corporate transactions.

We help clients put practical, defensible governance around AI adoption that supports innovation and reduces avoidable risk, so they can advance their business goals with greater speed, confidence, and control.

What we help clients do

Our work includes:

• Identify where AI is being used across an organization
• Assess legal, operational, and reputational risks tied to those uses
• Implement policies, controls, and approval processes for AI deployment
• Negotiate AI-specific protections in vendor, customer, and partner agreements
• Develop and commercialize AI-enabled products and services with appropriate legal and contractual safeguards
• Address privacy, confidentiality, security, bias, and transparency issues before they become liabilities
• Protect the value of AI-assisted products, workflows, data assets, and outputs

AI Governance and Program Design

Strong AI governance begins with visibility, accountability, and practical controls. We help clients build governance structures that fit their business, risk profile, and stage of adoption.

We deliver:

• Assistance with AI tool inventories and enterprise use-case mapping
• Governance gap assessments and legal risk analysis
• AI governance frameworks and internal control structures
• Role allocation, approval, and escalation procedures
• Documentation standards and decision logs
• Legal guidance on ongoing monitoring, testing, audit, and review procedures
• AI incident response planning

AI Procurement, Vendor Diligence, and Contracting

Many AI risks enter the business through third-party tools and vendors. We help clients evaluate those risks early and negotiate vendor and customer contracts that allocate risks appropriately.

We deliver:

• AI procurement workflows and intake procedures
• AI vendor diligence and assessment frameworks
• Drafting and negotiation of AI vendor, SaaS, licensing, and services agreements
• AI-specific contract provisions, including data use rights and restrictions, confidentiality, liability, and indemnification
• Recommendations for allocating responsibility for output accuracy, bias, explainability, and human review
• Customer-facing disclosures and contract language for AI-enabled products and services
• Flow-down obligations for contracts with subcontractors, service providers, and commercial partners

Privacy, Data, and Regulatory Compliance

AI raises complex questions about data use, transparency, automated decision-making, and regulatory exposure. We help clients resolve those issues in alignment with their business operations.

We deliver:

• Privacy, confidentiality, and data protection reviews for AI use cases
• Guidance on rights and restrictions governing use of data in AI model training, and AI prompts and outputs
• Assessment of data minimization, retention, and purpose limitation practices
• Transparency and disclosure reviews
• Advice on automated decision-making and profiling issues
• Consumer protection and unfair or deceptive practices risk analysis
• Alignment with privacy, cybersecurity, and sector-specific compliance requirements

Intellectual Property and AI-Generated Value

AI can generate substantial enterprise value, but its use can compromise IP ownership, use rights, and protection. We help clients address IP issues arising from AI development, procurement, deployment, and output generation.

We deliver:

• Ownership and licensing analysis for inputs, outputs, models, and derivative works
• Protection strategies for proprietary prompts, workflows, training methods, and AI-enabled solutions
• Recommendations concerning copyright, trademark, trade secret, right of publicity, and open-source issues
• Advice on restrictions on model training, fine-tuning, and downstream use
• Commercialization strategies for AI-assisted and AI-generated outputs
• IP diligence in transactions, technology partnerships, and product launches

Bias, Testing, and Responsible AI Controls

One of the most significant AI risks is unreliable, discriminatory, or insufficiently controlled outcomes. We work in coordination with clients’ technical teams and other specialists to help implement review processes that are practical, documented, and proportionate.

We deliver:

• Algorithmic bias and fairness review processes
• Risk-tiering for high-impact and sensitive AI applications
• Guidance on testing and validation procedures for accuracy, robustness, and consistency
• Explainability and human oversight controls
• Recommendations for documentation and audit support
• Governance measures for reducing discrimination, unfairness, and downstream harm

Internal Use, Training, and Workforce Adoption

Internal AI use can create meaningful value, but it can also create avoidable risk if employees and contractors use unsanctioned tools, input confidential information into AI systems without appropriate safeguards, or rely on outputs without review.

We deliver:

• Acceptable use policies for employees, contractors, and vendors
• Internal AI use guidelines and approval procedures
• Prompt hygiene and confidential information handling rules
• Training for legal, compliance, HR, IT, security, procurement, and business teams
• Procedures for documenting and retaining employee-created AI-assisted materials and deliverables
• Controls for internal experimentation, pilot programs, and enterprise rollout

Ongoing Strategic Counsel

We provide ongoing support to help clients adapt as their use of AI expands.

We deliver:

• Outside counsel support for AI deployment and governance issues
• Product counseling for AI-enabled offerings
• Board and management briefings
• Support for customer diligence requests and procurement questionnaires
• AI-related diligence and advice in mergers, acquisitions, and other corporate transactions
• Response support for AI-related incidents, disputes, and regulatory inquiries
• Updates to governance frameworks as business use and legal requirements change

Why clients engage us

Many businesses do not have a dedicated internal AI governance function, yet they face the same issues as larger enterprises: unclear vendor terms, employee use risks, uncertainty around output ownership, bias concerns, customer transparency demands, and rapidly evolving legal requirements.  We help clients address those issues with governance that is right-sized, commercially workable, and built to evolve with their business.

Clients turn to us when they need to:

• Assess whether AI use is creating legal exposure
• Establish a governance framework
• Negotiate protections in AI vendor and customer agreements
• Address ownership and commercialization issues for AI-assisted and AI-generated outputs
• Create review procedures for higher-risk AI use cases
• Respond to customer diligence requests regarding AI use and safeguards
• Evaluate AI-related risks in mergers, acquisitions, and other corporate transactions
• Align AI adoption with privacy, security, IP, and compliance obligations

Move forward with clear guardrails

The companies that will realize the greatest value from AI will be the ones that deploy it strategically, with governance that supports innovation, protects enterprise value, and reduces avoidable risk.

If your business is adopting AI faster than its governance framework is developing, we can help you close the gap.

Contact us to discuss your company’s AI governance, contracting, privacy, or IP needs.