What to put in your agency contract when you use AI tools

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I write for the owner or head of a small agency of 2 to 30 people. You make ads, social content, video or brand visuals, and some of it now starts in an AI image or video tool. This page lists the clauses I would want in the contract, with sample wording you can adapt. This is general information, not legal advice. Contract law, copyright and disclosure rules differ by country and change often, so check local law and the platform's current rules, and ask a lawyer to review the final text.

Where I cite what AI tools allow, I use their published terms as an example, not as a recommendation. The point is to match your promises to what you can truly deliver.

Why your old contract is silent on AI

A standard agency contract promises original work, assigns ownership to the client on payment, and says nothing about the tools. With AI in the process, three gaps open:

• "Original work" may be impossible to promise, because AI tools can produce output that resembles other people's output.
• "You own it" may be only partly true, because the law on who can own AI-generated material is unsettled in many places.
• Client files, logos and staff photos may be going into tools whose terms allow them to use the content for training.

Large advertisers are already writing their own rules. The US Association of National Advertisers (ANA), working with the law firm Venable, released a standard generative AI rider (an add-on page to a contract) in July 2025, as reported by AdExchanger. It covers disclosure of AI use, human oversight, an accuracy disclaimer, limits on harmful uses, and ownership that does not promise rights where none exist. If a big client sends their own paper, use theirs, and use the clauses below for everyone else.

Before you write anything: check what each tool lets you promise

You can only assign to a client what you hold, and you can only warrant what you can control. Before writing a clause, read the terms of every AI tool your team uses. As one example, the Higgsfield terms (last updated 23 October 2026) say the company does not claim ownership of your inputs or outputs and does not restrict commercial use of outputs. In the same terms, outputs "may not be unique across users", content may be used to train its models except for customers on an Enterprise agreement, and you must hold the rights and consents for any name, likeness or voice you upload. The terms also have the user indemnify Higgsfield, which means you cover its losses in some cases, and they offer no IP indemnity (a promise to cover your costs if someone sues over an output) to users. Other tools differ, so read each one.

Two practical results follow:

• An agency on a Team or Scale plan with a tool like this cannot honestly promise "no client data will ever train any AI model". Limit that promise to what you control (see clause 4).
• Keep a one-page list of the tools you use, with a link to each tool's terms and its training setting. Update it when a tool changes.

For a checklist of what to ask a tool before uploading client material, see AI tools and training on your data. For the rights question on paid ads, see can I use AI video commercially. This page stays on the contract wording.

Do not write a blanket rule: sort AI use into three tiers

Advisers on the advertiser side suggest matching rules to risk rather than saying "any AI". A simple version:

• Low: resizing, cleanup, noise removal, spell-check. No notice needed.
• Medium: AI-made backgrounds, b-roll, concept images, variants. Disclose in the tool list and get sign-off on the final.
• High: realistic people, voices, testimonials, regulated claims (health, finance). Disclose, get explicit written sign-off, and check the platform's labelling rules.

The clauses below use these tiers.

First, define "AI" and cover your freelancers

Two drafting points that rival guides stress, and that save arguments later. First, define what "AI tool" and "AI-generated" mean in the contract, because you and the client may mean different things. A workable line: "AI tool means software that generates or substantially alters images, video, audio or text from a prompt. Built-in spell-check, resizing and noise reduction are not AI tools for this agreement." Second, make sure your freelancers and subcontractors are bound by the same rules, and that your agreements with them let you pass their work on to the client. A client promise is only as strong as the weakest link behind it.

Clause 1: AI use and disclosure

Say what you may use, how you will tell the client, and how the client can restrict it. A middle position:

"The Agency may use generative AI tools in producing deliverables. The Agency will keep a current list of the tools it uses on this project (the 'Tool List') and will provide it on request. For any deliverable where AI-generated imagery, video, audio or copy forms a material part of the final work, the Agency will tell the Client before approval. The Client may, in writing and before work starts, restrict the use of AI for particular deliverables. Where a law or platform rule requires the final work to carry an AI label, the Agency will tell the Client, and the Client is responsible for applying the label on its own channels unless the Agency is publishing on its behalf."

Notice what is missing: a promise to label everything. Promise to follow the law and platform requirements, not a blanket labelling rule you will then have to police. The full thinking on when to tell and what to say is in should you tell clients you used AI.

Clause 2: Ownership, and no promise of uniqueness or copyright

"Subject to payment in full, the Agency assigns to the Client whatever rights the Agency holds, if any, in the deliverables, excluding the Agency's tools, methods, prompts and pre-existing materials. The Client understands that works made with AI tools may not be protected by copyright in some countries, that the AI tool's output may not be unique, and that the Agency does not warrant that any deliverable is unique, exclusive or capable of registration."

"Whatever rights the Agency holds, if any" is the honest part. The US Copyright Office has said that prompts alone do not make a person an author, and that protection depends on human-authored expression, such as creative selection, arrangement or modification (Part 2 report, January 2025). Using AI as a tool does not by itself bar protection. Other countries differ. So the sensible promise is "we assign what we have", plus a records habit: keep drafts, prompts and edit history for key assets so you can show human creative work if you ever need to.

Logos need extra care. Law-firm commentary on AI-generated logos (for example from Foley and Lardner in Bloomberg Law, June 2025) says a purely AI-made logo may be protectable as a trademark but may not be eligible for copyright, and recommends clearance searches, a review of platform terms, written assignments from contractors and documenting the process. Add a line: the client approves a trademark clearance search before adopting any logo or brand mark made with AI. Do not generalize from a single court decision in one country.

Clause 3: Client inputs, likeness and voice consent

When a client sends staff photos, a founder's voice recording or a product shot, those become inputs to an AI tool. Most tools make you responsible for having the rights.

"The Client confirms that it holds, or has obtained in writing, all rights and consents needed for materials it supplies to the Agency, including any name, image, likeness or voice of an identifiable person. The Agency will use supplied materials only for this project. The Client will indemnify the Agency for claims arising from supplied materials."

Back it up with a one-page consent form for any person whose photo or voice goes into a tool: what will be made, which tools, where it will appear, how long, and how they can withdraw. Never make AI content that shows a real person doing or saying something they have not agreed to. Platform rules and some laws also restrict realistic synthetic people; check them before publishing.

Clause 4: Training and data handling (and the warranty not to give)

Clients ask: "Will our material train someone's AI?" You can answer for the tools you control, not for every provider.

"The Agency will not enter the Client's confidential information into an AI tool unless the Client has agreed in writing, and will use only tools on the Tool List for such material. The Agency will not itself use Client materials to train or fine-tune any AI model. Where a third-party tool's terms permit the provider to use submitted content for its own model training, the Agency will either choose a plan or setting that turns this off or will tell the Client before using that tool on its materials."

Do not write "no Client data will be used to train any model" unless every tool on your list contractually guarantees it. For example, Higgsfield's terms reserve training use except for Enterprise customers, so an agency using its Team or Scale plans cannot give that blanket promise. Offer the narrower version above and keep the Tool List current. A notice period before adding a new tool is a fair give to nervous clients.

Clause 5: Review, approval and accuracy

"A named member of the Agency's staff will review every deliverable before it is delivered. AI-generated material can contain errors, including incorrect text, faces, hands or product details. The Client will review and approve each deliverable before publication. The Agency does not warrant the accuracy of any factual claim in AI-generated material that the Client supplied or approved."

Pair this with a written approval step. The client's signed or logged sign-off on AI-assisted drafts is useful evidence later. See creative approval sign-off and a creative approval workflow.

Clause 6: Liability, similarity claims and logos

This is where the one-sided examples go too far. The published AI addendum from the agency Gravity Global, for instance, treats AI content as work made for hire owned by the client, gives no non-infringement warranty, and asks the client to hold the agency harmless for similarity claims. That protects the agency completely, and many clients will not sign it. A middle position to negotiate from:

"The Agency warrants that it has followed the terms of each AI tool on the Tool List and has run reasonable checks, such as reverse-image search on key visuals and a clearance search on logos, before delivery. The Agency does not warrant that AI-generated material will not resemble third-party material. Each party's liability under this clause is limited to [an amount agreed with your lawyer]. The Client is responsible for claims arising from materials it supplied."

Why the checks matter: most AI tool terms put clearance on you. The Higgsfield terms, for example, say the company performs no clearance searches and that the user is responsible for rights clearance, and the pricing page lists indemnification only on its Enterprise tier, with the scope not shown publicly. Do not promise your client more protection than your tool gives you. Bring a lawyer in on the liability cap.

Where you must label: platform and legal rules

A contract clause does not replace platform rules. Some are clear: YouTube's help page requires creators to disclose realistic content that was generated or meaningfully altered with AI, with exemptions for minor edits and AI help with scripts or captions. The EU AI Act has a transparency article (Article 50) that requires disclosure of deepfake content, with a lighter duty for clearly artistic or fictional work; it applies from 2 August 2026, and the 2026 Digital Omnibus did not delay the duties for people who deploy AI to make content (information, not legal advice; see the Official Journal text). Meta and TikTok publish their own labelling rules that change often, so read their current policy pages before launch. The time-saving move is to list in the scope of work (SOW) which channels the work will run on, so the right rules are checked at the start.

Rolling it out and signing the updated agreement online

1. New clients: attach the addendum to the master services agreement (MSA) and scope of work (SOW) from the first proposal.
2. Existing clients: send the addendum as an amendment at the next renewal or the next new project, with a short cover note: "We now use AI tools in some production steps. This amendment says how, who owns the work and how we protect your material."
3. Intake question: add "Do you have any restrictions on AI use in your work?" to your onboarding form. If a client's contract bans AI, get clarity in writing on what counts (does it include built-in spell-check, resizing or upscaling?).
4. Sign it properly, and keep the record. A signed amendment you can find in two minutes is worth more than a perfect one buried in email.

For the signing step, an online signature tool keeps an audit trail of who signed what and when. QuickSigner is an e-signature service where you upload the document, place signature and date fields, and the signer completes it from an emailed link. Agencies can keep the MSA, SOW and AI addendum as saved templates so each new client receives the same text. As read on 4 November 2026, its pricing page lists 10 reusable templates on the Business plan and unlimited on Professional, with a Free plan limited to 5 documents a month; check the QuickSigner pricing page for current limits. If you already use another e-signature tool, or a client sends its own paper to sign, you can skip this step. For wider comparisons, see the best e-signature tools for agencies and freelancers and whether e-signatures are legally binding. For the general template, start from the client contract template for small agencies.

When to pay a lawyer instead

• The client is in a regulated field (health, finance, legal, children's products).
• The client sends a long AI rider of their own, with indemnities or audit rights.
• You will produce realistic people, voices or testimonials.
• A contract deal is large enough that a bad liability clause could hurt the business.

An hour of a lawyer's time to review a six-clause addendum, once, usually costs less than one dispute.

How I'd approach this

I would start small: one AI addendum, three tiers, a Tool List, and a consent form. Use it on every new proposal for a month and note which clauses clients push back on. Then have a lawyer tighten the two that matter most, ownership and liability. Keep the clauses short enough that a busy client will actually read them.

If you would like the approval step, the Tool List and the signed paperwork to live in one place for your team and clients, Blur Studio builds repeatable workflows, approval portals and shared asset libraries around these tools. You can read more on the business page.