Common use of AI Systems Clause in Contracts

AI Systems. (a) Supplier shall not use AI Systems in the delivery of the Services or a Deliverable or include AI Systems in a Deliverable, without Kyndryl’s prior authorization in a Transaction Document or the Agreement. In seeking ▇▇▇▇▇▇▇’s authorization, Supplier will provide Kyndryl in writing with all necessary information to assess Supplier’s use of AI Systems (e.g., data flows, language models used, data separation). (b) Supplier represents and warrants that: (i) the input provided by Kyndryl (including input provided by the employees or any other third party under a Transaction Document) and output will be classified as Kyndryl Materials, (ii) Supplier will not use Kyndryl Materials to train or fine-tune the foundation model or other elements of the AI Systems, (iii) Supplier will not store Kyndryl Materials longer than necessary to provide the Services, (iv) the AI Systems (including the outputs and the training data) will be classified as part of the Services, and (v) to the extent permitted by applicable law, Supplier hereby assigns all of its right, title and interest in and to the outputs of the AI Systems to ▇▇▇▇▇▇▇. (c) Supplier shall implement and maintain a documented governance and risk management program for the AI Systems that identifies, tests for, monitors, and reasonably and appropriately mitigates known and foreseeable risks, including, without limitation, risks relating to ethics, bias, security, and safety associated with, or arising from, the AI Systems. On request, Supplier will share a copy of its governance and risk management program for AI Systems. Supplier will promptly notify Kyndryl in writing of any risks that occurred or any material risk that has been identified in accordance with notification provision agreed in the Transaction Document with a copy to ▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇.