Due diligence

How a past data license shows up when you sell

License your data now, sell the company later, and the buyer will learn about it. Frankfurt Kurnit Klein & Selz expects earlier data deals to be found during diligence, and Foley & Lardner says AI deals now treat training-data rights as a separate diligence item.

None of that is a reason not to license. It is a reason to keep a tidy file from day one.

AI Data Offers research deskChecked against our methodology Updated October 28, 2026 2 min read 9 sources

01

What a diligence list tends to ask

  1. 1Has the company licensed, sold or shared any data for AI training?
  2. 2To whom, under what agreement, and is it exclusive?
  3. 3Which systems and date ranges were included, and what was left out?
  4. 4How was personal data removed, and who did it?
  5. 5What does the buyer keep, for how long, and can it pass the data on?

Of all the terms, exclusivity will draw the most questions. Buyers' positions range from exclusive as standard, through exclusive for a period, to non-exclusive with no end date. Several reveal it only in the contract, never on their site.

02

Records to keep from day one

  • The buyer's written scope and the systems and dates included
  • The sample you approved and the method used to remove personal data
  • The signed agreement and any side letters
  • Payment records and the acceptance date
  • Any broker or referral fee disclosures

Our data room checklist turns this into folders.

03

Questions to put to any data buyer

  • Is this a license of a copy, or a sale of the records outright?
  • Is it exclusive, and for how long? Can I license the same data elsewhere later?
  • Which systems and date ranges are in scope, and can I leave folders or whole tools out?
  • Who removes names and personal details, how, and do I approve a sample before anything leaves?
  • When does payment arrive, and does the clock start at signing or at your acceptance of the delivery?
  • Do I pay anything, and does anyone in the chain take a cut?
  • How long do you keep the copy, and what happens to it if you are acquired?

FAQ

Questions, answered

Will a future buyer of my company find out?

Assume so. Lawyers working on these deals say earlier data licenses turn up in diligence.

Do buyers publish their exclusivity terms?

Some do and some only set them in the contract. Get the term in writing either way.

What happens to the copy after delivery?

Buyers differ. Several erase the data after a fixed time, but models already trained on it remain. File the retention clause with your records.

Do we still own the data we licensed?

In most cases, according to the buyers. Confirm it in the contract you signed.

What representations should we give about a past license?

That is a negotiation for your deal counsel. Having the full file ready makes it much easier.

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Sources

Every number on this page links back to one of these.

  1. 1Frankfurt Kurnit Klein & Selz: selling company data for AI trainingtechnologylaw.fkks.com
  2. 2Foley & Lardner: what buyers now diligence in AI deals (Oct 2026)foley.com
  3. 3Mode: data partnership programdata.mode.inc
  4. 4Pewter: company data licensingpewterdata.com
  5. 5Polyshares: company data licensingpolyshares.com
  6. 6Polyshares: data handlingpolyshares.com
  7. 7Polyshares: track recordpolyshares.com
  8. 8Beri: micro1's $1B enterprise data partnerships, terms and risksberi.net
  9. 9Grepped: securitygrepped.ai

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