---
title: "Review a client-facing tool vendor's contract for confidentiality and supervision"
url: "https://ailawframework.com/obligations/client-facing-and-access-to-justice-ai-tools/review-a-client-facing-tool-vendor-s-contract-for-confidentiality-and-su/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A43-JU20261022-6-US"
practice_area: "Client-facing & access-to-justice AI tools"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Review a client-facing tool vendor's contract for confidentiality and supervision

> From the vendor agreement, list the clauses on confidentiality, whether prompts are used to train a model, how long prompts are kept, who may see them, what happens if the service stops, and any limit on the vendor's…

Canonical page: https://ailawframework.com/obligations/client-facing-and-access-to-justice-ai-tools/review-a-client-facing-tool-vendor-s-contract-for-confidentiality-and-su/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Client-facing & access-to-justice AI tools](https://ailawframework.com/obligations/client-facing-and-access-to-justice-ai-tools.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | From the vendor agreement, list the clauses on confidentiality, whether prompts are used to train a model, how long prompts are kept, who may see them, what happens if the service stops, and any limit on the vendor's liability. Do not sign the agreement. |
| What the lawyer must review | Model Rule 5.3 requires reasonable efforts so that a nonlawyer employed, retained, or associated with the lawyer acts in a way compatible with the lawyer's professional obligations. Formal Opinion 512 applies that duty to a generative-tool provider, including whether confidentiality is enforceable, whether the lawyer is told of a breach, whether the tool retains information after the service stops, and what liability the vendor excludes. The lawyer decides whether the firm can sign. |
| Written for | United States |
| Applies to | [Review a client-facing tool vendor's contract for confidentiality and supervision](https://ailawframework.com/obligations/client-facing-and-access-to-justice-ai-tools/review-a-client-facing-tool-vendor-s-contract-for-confidentiality-and-su.md) |

## Checking plan

- What the AI does: From the vendor agreement, list the clauses on confidentiality, whether prompts are used to train a model, how long prompts are kept, who may see them, what happens if the service stops, and any limit on the vendor's liability. Do not sign the agreement.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- The text opened is the ABA Model Rule. The rule adopted in the lawyer's jurisdiction controls where it differs.
- The opinion's vendor list is drawn from earlier technology opinions. Those earlier opinions were not opened.

## Sources

- [ABA Model Rule 5.3, Responsibilities regarding nonlawyer assistants](https://www.americanbar.org/groups/professional_responsibility/publications/model_rules_of_professional_conduct/rule_5_3_responsibilities_regarding_nonlawyer_assistant/) (checked 2026-10-22)
- [ABA Formal Opinion 512, Generative Artificial Intelligence Tools (29 July 2024)](https://www.americanbar.org/content/dam/aba/administrative/professional_responsibility/ethics-opinions/aba-formal-opinion-512.pdf) (checked 2026-10-22)

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*