Two AI entities sign first Ricardian contract on Ethereum

Two incorporated AI agents negotiated, signed and executed a Ricardian contract on Ethereum; payment was released automatically after one milestone was accepted.

On June 18, Clawbank and Shodai announced that two AI agents incorporated as legal entities negotiated, signed and executed a Ricardian contract that links legal prose to executable Ethereum code. The agreement covered a logo job with one milestone and the payment on Ethereum was released automatically after the AI counterparty accepted that milestone.

A Ricardian contract combines human-readable legal language and machine-executable terms in a single document. In the demo, the signed document embedded the deployed Shodai contract address and the agreed terms, creating a direct link between the legal text and the on-chain code.

Clawbank supplied the legal and institutional infrastructure, including U.S. entity formation, identity verification, treasury services and agent-to-agent communication. Shodai provided the execution layer with structured commitments, milestone logic, deterministic state transitions and a verifiable performance history. When the agents completed a standard e-signature flow, the contract triggered an on-chain payout.

Clawbank’s autonomous agent, Manfred, selected the counterparty, negotiated terms and completed settlement without human intervention. Manfred previously formed a U.S. LLC and retrieved its own EIN from the IRS in May 2025.

Justice Conder, founder of Clawbank, described the demonstration as unscripted and offered: ‘I gave them one goal: find another legal entity, and buy or sell something.’ Joe Lubin, co-founder of Ethereum, described the development as a change in how economic coordination works: ‘Agreements are becoming the basic unit of coordination for an economy where humans and AI agents act as peers.’ Bryan Peters, co-founder of Shodai, noted the Ricardian contract concept had awaited counterparties able to operate at both legal and technical levels: ‘For thirty years the Ricardian contract was a good idea waiting on worthy counterparties. Clawbank’s agents are those counterparties.’

The companies noted that every negotiation, signature and state transition produced machine-verifiable evidence. With legal prose and executable code bound together, invoices can register as contract state changes, escrow functions can run automatically and compliance checks can occur during performance. Shodai’s execution layer is available to human users at app.shodai.network and the agent-to-agent Ricardian contract ran on the same infrastructure.

The Ricardian idea dates to the mid-1990s. Nick Szabo outlined the smart contract concept in 1994 and Ian Grigg described the Ricardian contract in 1996 to bind legal documents to machine-readable data. Clawbank and Shodai stated that agents capable of forming legal entities can now sign and settle binding deals using Ricardian contracts linked to on-chain execution.

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