Prepared for the AI Governance Committee · Merrowfield Health · Review lead: Compliance · Version 1 of 1
Approve with conditions. Proceed to contract only on closure of F-14 (customer-side suspension control) and execution of contract controls CC-03, CC-07 and CC-19. Reassess at 6 months or on any vendor model release, whichever is first.
Scope: ambient clinical documentation across 6 ambulatory sites; EHR write access to encounter notes; clinician sign-off before commit; operating in MI, OH and IN. Resolved to deployment pattern P-04 (ambient, EHR write). 118 questions and 3 state overlays issued; 116 answered; 41 artifacts received.
| Domain | Weight | Score | Position |
|---|---|---|---|
| D1 Data and model control | High | 2.4 | |
| D2 Subprocessors and supply chain | High | 2.0 | |
| D3 Derivative data and embeddings | High | 3.1 | |
| D4 Human in the loop controls | High | 2.8 | |
| D5 Suspension and fallback | Medium | 1.0 | |
| D6 Model incident reporting | Medium | 2.2 | |
| D7 Ambient capture governance | Medium | 3.4 | |
| D8 Cross border data transfer | Medium | 3.6 | |
| D9 Cross customer tenant separation | Medium | 3.3 | |
| D10 Agentic access and API scope | High | 3.0 | |
| D11 Termination and data return | Standard | 3.5 | |
| D12 Audit rights and inspectability | Standard | 2.9 |
| Ref | Domain | Tier | Finding | Evidence | Status |
|---|---|---|---|---|---|
| F-03 | D1 Data and model control | Tier 3 | Vendor reserves right to use de-identified derivatives for model improvement without opt-out. | Documentation gap | Open · Counsel |
| F-07 | D2 Subprocessors | Tier 3 | Foundation model provider not named in BAA or any flow-down agreement. | Documentation gap | Open · Privacy Officer |
| F-11 | D4 Human in the loop | Tier 2 | Clinician sign-off can be bypassed by batch-approve in the EHR integration. | Partial | Remediation agreed |
| F-14 | D5 Suspension and fallback | Tier 4 | Suspension of automated output requires vendor intervention; no customer-side control. | Verified gap | Review paused until resolved |
| F-19 | D6 Model incident reporting | Tier 2 | Drift notification limited to "material changes" at vendor discretion; no timeline. | Missing | Open · CMIO |
Vendor shall not use Customer Data, or any data derived from Customer Data including de-identified, aggregated or embedded representations, to train, tune, evaluate or improve any model, except as expressly authorized in writing by Customer for a named purpose.
Vendor shall identify in Schedule B each third party that provides, hosts or operates any machine learning model used to process Customer Data, shall not engage any additional such third party without Customer’s prior written consent, and shall deliver executed flow-down agreements within thirty (30) days of the Effective Date.
Customer shall have the unilateral ability to suspend all AI-generated output to the clinical record through a control operable by Customer personnel without Vendor involvement, and Vendor shall maintain a documented fallback to Customer’s prior workflow.
Vendor shall notify Customer within five (5) business days of any change in model version, training data, or monitored performance metric beyond thresholds set out in Schedule C, and shall provide monitoring artifacts on Customer request no less than quarterly.
Illustrative. Sample organization, vendors, scores, findings and clause language are fictitious and provided for demonstration. A score is decision support, not a determination or finding of compliance. Nothing in this document is legal advice; sample clause templates must be reviewed by counsel. © 2026 ReMyll. AITPRM Health™ is a trademark of ReMyll.