William Tanenbaum authored an article Titled, "Legal Issues for Data Professionals: Protecting Against AI Risks in NDAs," which was previously published in The Data Administration Newsletter from Dataversity, a globally-recognized leader in data management education built to empower the data community.

This column explores how to protect against the risks of AI in legal confidentiality and non-disclosure agreements (NDAs).  When companies are considering entering into a business relationship and/or are engaging in preliminary discussions about a contemplated agreement, they often create a term sheet that outlines the key business and legal provisions to be included in the final agreement.  In each case, they enter into an NDA to protect against the disclosure of confidential information while engaged in preliminary discussions.  In addition, the confidential and non-disclosure provisions agreed to in the NDA are often carried over and used in the final agreement.

Because of the nature of AI, it is important that confidential information specifically includes data that is either owned by a company or controlled by a company.  This column uses the concept of “control of data” to address the uncertain legal status of what “ownership” means with respect to data, and to capture data that a company has the right to use and impose obligations and restrictions on the use of such data on other parties.  This data often includes data that is licensed to the company by a third party.  Such licenses can provide exclusive or semi-exclusive use of the data by the receiving company.  To oversimplify, the company has proprietary rights in the data.