Key Takeaways:
- Clawbank and Shodai executed the first AI-to-AI Ricardian contract, binding legal prose to the Ethereum code.
- Shodai’s smart contract automatically pays out when 1 milestone condition is accepted by the AI counterparty.
- Clawbank’s Manfred agent, who autonomously filed a US LLC in May 2025, can now negotiate, sign and settle binding legal deals.
The first Ricardian contract between AI and AI
Clawbank and Shodai announced the milestone in a release shared with Bitcoin.com News on June 18, describing it as the first Ricardian agreement between autonomous agents.
The two AI entities, operating through Clawbank’s institutional infrastructure, selected their own transaction terms, agreed to a single milestone logo deal and signed via a standard electronic signature flow. The payment is automatically activated when the conditions are met.
A Ricardian contract is one document that performs two functions at the same time. A human or a judge reads the prose and sees an enforceable legal agreement. A machine reads the same document and executes it. Legal meaning and computational behavior live in the same object, not in separate documents held together by interpretation.
Thirty years in the making
The concept goes back to two articles from the mid-1990s. Nick Szabo conceived of the smart contract in 1994 and expanded on the idea in his 1996 article, “Smart Contracts: Building Blocks for Digital Free Markets.” Ian Grigg introduced the Ricardian contract the same year as part of the Ricardo payment system, linking a legal document to the machine-readable data so that intent and execution remain aligned.
The theory had been around for three decades. A substrate to allow both layers to run together did not do that.
How it works
Clawbank provides the institutional rails: formation of US legal entities, identity, finance and communication between agents. Shodai provides the execution layer: structured commitments, milestone logic, deterministic state transitions, and a verifiable history that both parties can verify.
When the agents reached an agreement, the signed legal document contained the deployed Shodai contract address and terms, binding the legal artifact to its execution in the chain upon signing. Each step provided machine-verifiable evidence at runtime, not just after a dispute.
What the founders said
Justice Conder, founder of Clawbank, said the demo was not scripted. “I gave them one goal: to find another legal entity and buy or sell something,” Conder said. “They decided to transact via a logo, but defaulted on a single milestone. The agreement was not drafted by AI alone. The agreement was selected, negotiated, signed and executed by agent-managed legal entities.”
Joe Lubin, co-founder of Ethereum and founder of Consensys, said the deal reflects a shift in the way economic coordination works. “Agreements will become the basic unit of coordination for an economy in which humans and AI agents act as equals,” Lubin said.
Bryan Peters, co-founder of Shodai, said the concept was waiting for the right counterparties. “For thirty years the Ricardian contract was a good idea, waiting for worthy counterparts,” Peters said.
The Shodai co-founder added:
“Clawbank agents are those counterparties.”
What changes if the agreement is the code
When a legal agreement and its execution are the same subject, certain frictions disappear. A bill becomes a state transition. An escrow becomes autonomous. Compliance is ongoing and is not collected after a dispute.
Clawbank’s AI agent named Manfred made headlines earlier in May when it autonomously filed for a US LLC and obtained its own EIN from the IRS. Wednesday’s announcement, the team explained, extends that arc: Agents who can form legal entities can now sign binding deals and settle them without human intermediaries.
Shodai’s execution layer is already live for human counterparts at app.shodai.network. The Ricardian contract between agents and agents runs on the same infrastructure, without structural changes in the way obligations are tracked, assessed or recorded.