How the Procurement Review works - Part of the Fijishi Procurement Review: review of AI contracts for override, IP and upgrade independence.
Does this AI contract leave the override, the information or the model changes with the vendor?
What it answers
An independent read of one named AI contract – including its technical annexes, service terms and IP terms – assessed on three separate criteria:
- Override independence – can the firm itself override, suspend or switch off the tool's decisions?
- IP completeness – does the firm hold the documentation, data and rights it needs to explain, audit and keep operating the tool's decisions, including on exit?
- Upgrade independence – can the vendor change or replace the model without the firm's notice or approval, and can the firm upgrade or keep operating the tool without recurring dependency on the vendor?
The finding states, for each criterion, whether the contract meets it and, where it does not, what remains with the vendor.
The draft criteria behind this Review are developed in public: FWD-4 Control of AI decision data across vendors and borders.
When to use it
- Before signature, where the finding can inform negotiated terms.
- Before a renewal, while the terms can still change.
- After signature, where it documents the dependency already accepted.
Where a firm is choosing between vendors, each contract is read as its own review.
Turnaround and fee
The turnaround is confirmed at intake. The fee is fixed at intake, before any work begins, based on the contract's complexity, and does not depend on the finding. Intake has no fee.
Who this is for
Chief risk officers, heads of risk, and procurement and vendor-management teams at insurers, reinsurers, banks and other firms that are choosing, contracting or renewing an AI tool for underwriting, claims, credit or another consequential decision.
What this review is not
Legal advice, a certification of the vendor, or an endorsement of the contract. It is an independent technical finding to support the firm's own decision, and the firm owns it outright. The firm's own counsel advises on the contract terms.
Fijishi does not accept an engagement from, or a fee from, the vendor whose contract it reads.
A finding is dated and stands against the contract text it read. A later version of the contract is a new engagement.
Fijishi does not certify a system it helped design or build.
Illustrative finding – not a client engagement
This example is hypothetical. The insurer, the vendor, the contract and every term below are invented to show what a Procurement Review finding looks like. It describes no real firm, vendor or engagement, and it is not legal advice.
The contract
A general insurer plans to sign a three-year contract for an AI tool that recommends settlement amounts for motor claims. For claims under a set value, the tool can also settle automatically. The tool runs on the vendor's platform.
What was read
The draft master agreement, the service schedule, the data processing terms and the technical annex.
Override independence – partly met
- Met: the insurer can switch off settlement recommendations within its own claims system at any time.
- Not met: automatic settlement runs on the vendor's platform. The service schedule allows it to be suspended only through a vendor support request, with a response time of two business days, and does not say who at the insurer may make that request.
IP completeness – not met
- The vendor keeps decision logs for 90 days. After that, the insurer cannot show what the tool recommended for a given claim.
- On exit, records are returned "in the vendor's standard format at the vendor's then-current rates", with no time limit and no documentation of how recommendations were reached.
Upgrade independence – not met
- The vendor may update models "to improve performance" without notice.
- The insurer cannot keep using a previous model version while it assesses a new one.
What would need to change
- A right for named insurer roles to suspend automatic settlement directly, taking effect within a time set in the contract.
- Decision logs kept for the insurer's retention period, accessible on request, and delivered on exit in a usable form, within a set time, at no added charge.
- Documentation of the factors behind recommendations, sufficient for the insurer to explain a settlement.
- Advance notice of model changes, and a right to stay on the current version during a set assessment period.
Finding (illustrative): the contract meets override independence for recommendations but not for automatic settlement, and does not meet IP completeness or upgrade independence. The insurer's own counsel advises on the terms.
This example is hypothetical and describes no real firm, vendor or engagement.
Start an engagement
Write to protocol@fijishi.com with the AI tool, the contract (or draft contract) and any deadline, such as a signature or renewal date. We reply within 5 business days. Start an engagement