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Subject
FWD: Nexaform AI Platform - Master Service Agreement v3.2 - Please Review Before Thursday
---------- Forwarded message ----------
From: Dana Osei <d.osei@pelhamridge.com>
To: Legal Team <legal@pelhamridge.com>
Date: Tuesday, March 18, 2026, 9:14 AM
Subject: Nexaform AI Platform - Master Service Agreement v3.2 - Please Review Before Thursday
Team,
Attaching the revised MSA from Nexaform for the AI procurement platform we're planning to roll out to our ops and finance teams in Q2. They came back with some changes from the redline we sent in February — I'm told their legal team pushed back hard on sections 8 and 12.
Board presentation is Thursday morning. Marcus wants a clean summary of what we're exposed to before we sign. Specifically he flagged a comment from our insurance broker last week suggesting our current E&O policy may not cover autonomous purchasing decisions made by third-party AI systems.
I've pasted the key sections below since the PDF attachment keeps bouncing off some inboxes. Full document is also attached.
Key sections of concern:
Section 8.3 (Limitation of Liability):
"Nexaform disclaims all warranties, express or implied, regarding the accuracy, completeness, or fitness for purpose of any output generated by the Platform. Customer acknowledges that AI-generated outputs may contain errors and agrees that Nexaform shall bear no liability for any loss, damages, or claims arising from reliance on such outputs, including outputs used in automated workflows."
Section 12.1 (Data Use):
"Customer grants Nexaform a non-exclusive, worldwide license to use, reproduce, and process Customer Data, including inputs and outputs, to operate, maintain, and improve the Platform and its underlying models. This license survives termination of the Agreement."
Section 14.4 (Agent Actions):
"Customer assumes full responsibility for all actions taken by the Platform on Customer's behalf, including actions initiated by automated agents operating within Customer-configured workflows. Nexaform shall not be liable for any direct, indirect, or consequential damages arising from such actions."
There's no section at all addressing synthetic media or generated content liability that I can find.
We're a healthcare-adjacent procurement company operating in California and Colorado. Let me know what you find.
— Dana
Dana Osei | VP of Operations
Pelham Ridge Solutions
d.osei@pelhamridge.com | (312) 555-0174
From: Dana Osei <d.osei@pelhamridge.com>
To: Legal Team <legal@pelhamridge.com>
Date: Tuesday, March 18, 2026, 9:14 AM
Subject: Nexaform AI Platform - Master Service Agreement v3.2 - Please Review Before Thursday
Team,
Attaching the revised MSA from Nexaform for the AI procurement platform we're planning to roll out to our ops and finance teams in Q2. They came back with some changes from the redline we sent in February — I'm told their legal team pushed back hard on sections 8 and 12.
Board presentation is Thursday morning. Marcus wants a clean summary of what we're exposed to before we sign. Specifically he flagged a comment from our insurance broker last week suggesting our current E&O policy may not cover autonomous purchasing decisions made by third-party AI systems.
I've pasted the key sections below since the PDF attachment keeps bouncing off some inboxes. Full document is also attached.
Key sections of concern:
Section 8.3 (Limitation of Liability):
"Nexaform disclaims all warranties, express or implied, regarding the accuracy, completeness, or fitness for purpose of any output generated by the Platform. Customer acknowledges that AI-generated outputs may contain errors and agrees that Nexaform shall bear no liability for any loss, damages, or claims arising from reliance on such outputs, including outputs used in automated workflows."
Section 12.1 (Data Use):
"Customer grants Nexaform a non-exclusive, worldwide license to use, reproduce, and process Customer Data, including inputs and outputs, to operate, maintain, and improve the Platform and its underlying models. This license survives termination of the Agreement."
Section 14.4 (Agent Actions):
"Customer assumes full responsibility for all actions taken by the Platform on Customer's behalf, including actions initiated by automated agents operating within Customer-configured workflows. Nexaform shall not be liable for any direct, indirect, or consequential damages arising from such actions."
There's no section at all addressing synthetic media or generated content liability that I can find.
We're a healthcare-adjacent procurement company operating in California and Colorado. Let me know what you find.
— Dana
Dana Osei | VP of Operations
Pelham Ridge Solutions
d.osei@pelhamridge.com | (312) 555-0174
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