Semantically Annotated Contract Sentence

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An Semantically Annotated Contract Sentence is a annotated contract sentence that is a semantically annotated sentence (with provision labels that help to explore contract provision elements).

References

2024

  • NOTES
      • Maintaining a consistent annotation style and level of detail across examples is crucial for:
        • Training machine learning models to identify and classify provision elements and types accurately.
        • Creating large, high-quality datasets for training and evaluating contract analysis tools.
      • Capturing relationships between provision elements is essential for accurately interpreting and analyzing the provisions:
        • The sequential numbering of elements within a provision helps preserve the logical structure and dependencies between the elements.
        • Understanding the relationships between elements (e.g., triggers, conditions, obligations, and consequences) is crucial for contract analysis.
      • Provision classification based on the type and the number and nature of elements is important for contract analysis:
        • It helps in understanding the complexity and potential impact of each provision.
        • It can prioritize the review of high-risk or complex provisions and compare similar provisions across different contracts.
      • The annotation scheme can be adapted and expanded to cover provisions specific to various contract types and industries, developing a comprehensive and flexible scheme that can be applied consistently across contract domains.

2024

  • Claude 3.
    • Structured "business logic/rule" format specifications:
Business Rules for Annotating Contractual Provisions:
 1. Element Isolation: Identify and isolate distinct functional elements within each contractual provision. Each element must be clearly separated from other components of the text. If a provision contains a list or series of related elements, separate them into sub-elements for more granular annotation.
 2. Visual Distinction Using HTML Tags: Enclose each element in `` and `` tags to apply italic formatting, enhancing visual distinction from the surrounding text. This formatting helps identify the specific roles and obligations within the provision. If an element contains multiple sentences or clauses, enclose each sentence or clause separately for more precise annotation.
 3. Semantic Labeling with Subscript Tags: After each element, assign one or more semantic labels describing its function or nature within the context of the provision. These labels should be placed in a subscript tag immediately following the element, formatted as `(Label 1, Label 2, ...)`. Use the following consistent set of labels across similar types of provisions to facilitate comparisons and analysis:
  - OBLIGATION: An element that imposes a duty or requirement on a party.
  - PROHIBITION: An element that forbids a party from taking a specific action.
  - PERMISSION: An element that allows a party to take a specific action.
  - CONDITION: An element that specifies a circumstance or event that must occur for another element to take effect.
  - CONSEQUENCE: An element that describes the result of a condition being met or not met.
  - EXCEPTION: An element that specifies a circumstance under which another element does not apply.
  - DEFINITION: An element that provides the meaning of a term used in the provision.
  - REFERENCE: An element that refers to another section, article, or provision within the contract or an external document, standard, or regulation.
 4. Sequential Numbering with Superscript Tags: Number each element sequentially within the provision using superscript tags. This numbering should follow the element immediately, formatted as `number`. If a provision contains sub-elements, use a hierarchical numbering scheme (e.g., 1.1, 1.2, etc.) to indicate the relationship between elements and sub-elements.
 5. Consistency in Annotation Style: Maintain a consistent annotation style and level of detail across all examples. This consistency is crucial for ensuring that the annotations accurately reflect the structure and components of the provisions. Follow these annotation guidelines:
  - Annotate all elements and sub-elements within a provision.
  - Use the prescribed set of semantic labels consistently.
  - Apply the specified formatting for visual distinction and numbering.
  - Include provision classifications and contextual metadata as described below.
 6. Provision Classification: After each annotated example, include labels that describe the type of provision and its classification based on the number and nature of its elements. This classification helps in understanding the complexity and context of the provision, formatted as `Type of Provision, Element-Based Classification`. Use the following taxonomy of provision types and element-based classifications:
  - Provision Types:
    - OBLIGATION_PROVISION: A provision that primarily imposes obligations on one or more parties.
    - PROHIBITION_PROVISION: A provision that primarily prohibits certain actions by one or more parties.
    - PERMISSION_PROVISION: A provision that primarily grants permissions to one or more parties.
    - CONDITION_PROVISION: A provision that specifies conditions or contingencies.
    - CONSEQUENCE_PROVISION: A provision that primarily describes the consequences of certain actions or events.
    - EXCEPTION_PROVISION: A provision that specifies exceptions to other provisions or elements.
    - DEFINITION_PROVISION: A provision that primarily defines terms used in the contract.
    - MISCELLANEOUS_PROVISION: A provision that does not fit into any of the above categories.
  - Element-Based Classifications:
    - SINGLE-ELEMENT_PROVISION: A provision that contains only one element.
    - TWO-ELEMENT_PROVISION: A provision that contains two elements.
    - THREE-ELEMENT_PROVISION: A provision that contains three elements.
    - FOUR-ELEMENT_PROVISION: A provision that contains four elements.
    - MULTI-ELEMENT_PROVISION: A provision that contains five or more elements.
 7. Parent Contract Type Labeling: When referring to a specific type of contractual provision, use a label that accurately represents the parent contract type, such as `COMMERCIAL_LEASE_PROVISION` or `REAL_ESTATE_LEASE_PROVISION`. If a provision is commonly found in multiple types of contracts, use a more general label (e.g., `STANDARD_CONTRACT_PROVISION`).
 8. Multi-Label Elements: If an element within a provision serves multiple functions or falls under multiple categories, assign all relevant labels to that element, separating them with commas within the subscript tag. Use the following guidelines for determining when multiple labels are appropriate and how to prioritize or order the labels:
  - Assign multiple labels when an element clearly serves multiple distinct functions (e.g., a condition specifying a consequence).
  - Order the labels based on the primary function of the element, with the most important or overarching function listed first.
  - Order the labels alphabetically if an element's functions are equally important.
 9. Provision Subtype Labeling: In addition to the main provision type label, include a subtype label that further classifies the provision based on its specific characteristics or the nature of its elements. Use the following hierarchy of provision subtypes:
  - STANDARD_PROVISION: A provision commonly found in contracts of the same type and does not contain any unusual or highly specific elements.
  - NONSTANDARD_PROVISION: A provision that deviates from the typical provisions found in contracts of the same type, either in content or structure.
  - INDUSTRY-SPECIFIC_PROVISION: A provision that is unique to or primarily found in contracts within a particular industry (e.g., CONSTRUCTION_INDUSTRY_PROVISION).
  - JURISDICTION-SPECIFIC_PROVISION: A provision that is unique to or primarily found in contracts governed by the laws of a particular jurisdiction (e.g., CALIFORNIA-SPECIFIC_PROVISION).
10. Cross-Referencing: If a provision contains a reference to another section, article, or provision within the contract, annotate the reference with a label indicating the target of the reference, such as `Section X Reference` or `Article Y Reference`. Place the reference label within the `<sub>` tag along with any other applicable labels.
11. External References: If a provision contains a reference to an external document, standard, or regulation, annotate the reference with a label indicating the type and source of the reference, such as `Industry Standard Reference` or `Federal Regulation Reference`. Place the reference label within the `` tag along with any other applicable labels.
12. Contextual Metadata: Annotate provisions with additional contextual metadata, such as the effective date, parties involved, or governing jurisdiction. Include this metadata as separate labels or attributes within the annotation, such as `Effective Date: YYYY-MM-DD` or `Governing Jurisdiction: State X`. Place the metadata labels on a separate line below the provision classification labels.


Updated Example Annotation Output:
* Single Element Provision:
** “Employee must not disclose any confidential information(PROHIBITION, EMPLOYEE_OBLIGATION, CONFIDENTIALITY_OBLIGATION, STANDARD_CONTRACT_PROVISION)1." PROHIBITION_PROVISION, SINGLE-ELEMENT_PROVISION.
* Multi-Element Provision with Sub-Elements:
** “If payment is not made within 15 days of the due date(CONDITION, PAYMENT_DEADLINE, STANDARD_CONTRACT_PROVISION)1, a late fee of $100 will be applied(CONSEQUENCE, MONETARY_PENALTY, LATE_FEE)2.1, and interest will accrue at a rate of 1% per month(CONSEQUENCE, MONETARY_PENALTY, INTEREST_PENALTY)2.2 until full payment is received(CONDITION, PAYMENT_RECEIPT)3." CONSEQUENCE_PROVISION, THREE-ELEMENT_PROVISION.

Effective Date: 2023-01-01, Governing Jurisdiction: State Y 

* Complex Provision with Multiple Element Types and Metadata:
** “Upon occurrence of any casualty damage(CONDITION, CASUALTY_DAMAGE_EVENT, COMMERCIAL_LEASE_PROVISION)1, the Lessor shall promptly commence and diligently proceed with the repairs necessary to restore the premises to their pre-casualty condition(OBLIGATION, LESSOR_OBLIGATION, RESTORATION_OBLIGATION, PRE-CASUALTY_CONDITION_STANDARD)2, unless restoration costs would exceed a reasonable percentage of the property's value(EXCEPTION, REPAIR_COST_THRESHOLD, REASONABLE_PERCENTAGE_OF_PROPERTY_VALUE)3, in which case the lease may be terminated by either party(CONSEQUENCE, TERMINATION_OPTION, MUTUAL_TERMINATION_RIGHT)4. Effective Date: 2022-01-01, Governing Jurisdiction: State X" OBLIGATION_PROVISION, FOUR-ELEMENT_PROVISION.

2024

  • Perplexity
    • Semantically annotated contract sentences are a crucial aspect of enhancing clarity and understanding in legal documents. These sentences are annotated with specific tags or labels that identify the semantic meaning or function of each sentence within the contract. This process involves using a semantic annotation platform, such as ContrattoA, which is designed to support the semi-automated generation of formal specifications from legal contracts expressed in natural language text form.
    • The key features of semantically annotated contract sentences include:
      1. **Semantic Tags**: Each sentence is assigned specific tags that indicate its semantic meaning or function within the contract. These tags can include concepts like obligations, powers, definitions, and clauses, among others.
      2. **Structural Model**: The sentences are structured according to a predefined model, typically expressed as an extended Backus-Naur Form (eBNF) grammar. This model defines the structure of legal contracts, including the relationships between different elements.
      3. **Lexical Patterns**: The tool uses lexical patterns to recognize elements of the semantic annotation ontology in the text. These patterns are designed to identify specific words or phrases that correspond to the semantic tags.
      4. **Gold Standard**: The annotated sentences are evaluated against a gold standard, which is a set of manually annotated sentences that serve as a reference point for the quality of the annotations.
    • Examples of semantically annotated contract sentences include:
      1. **Obligations**: Sentences that define the responsibilities or duties of one or more parties involved in the contract. For instance, "The buyer shall pay the seller the purchase price within 30 days of delivery."
      2. **Powers**: Sentences that define the rights or abilities of one or more parties involved in the contract. For instance, "The seller has the right to terminate the contract if the buyer fails to make timely payments."
      3. **Definitions**: Sentences that define specific terms or concepts used within the contract. For instance, "For the purposes of this contract, 'delivery' means the transfer of ownership of the goods to the buyer."
      4. **Clauses**: Sentences that outline specific conditions or rules within the contract. For instance, "In the event of a dispute, the parties shall attempt to resolve the matter through mediation before resorting to litigation."
    • By using semantically annotated contract sentences, legal professionals can enhance the clarity and understanding of legal documents by:
      1. **Improving Searchability**: The annotated sentences can be easily searched and filtered based on specific semantic tags, making it easier to locate specific clauses or obligations within the contract.
      2. **Enhancing Compliance**: The structured model and lexical patterns used in the annotation process ensure that the contract is compliant with relevant laws and regulations.
      3. **Facilitating Analysis**: The annotated sentences provide a clear and standardized representation of the contract, making it easier to analyze and extract specific information.
    • Overall, semantically annotated contract sentences are a powerful tool for enhancing clarity and understanding in legal documents, and they have significant implications for the development of legal information systems and the automation of legal tasks.
    • Citations:
[1] https://yourresearchattorney.com/balancing-detail-and-clarity-in-legal-writing/
[2] https://esoftskills.com/legal-writing-clarity-and-precision-in-legal-documents/
[3] https://www.onelegal.com/blog/how-to-effectively-edit-legal-documents/
[4] https://www.proquest.com/docview/2756719005
[5] https://wwwmatthes.in.tum.de/file/1gs0mukbegx90/Sebis-Public-Website/-/Classifying-Semantic-Types-of-Legal-Sentences-Portability-of-Machine-Learning-Models/Gl18b.pdf
[6] https://www.consultwebs.com/blog/improve-legal-documents-clarity/
[7] https://www.americanbar.org/news/abanews/publications/youraba/2019/april-2019/10-tips-from-legal-writing-experts/
[8] https://www.gabormelli.com/RKB/Annotated_Contract_Provision_Sentence
[9] https://nysba.org/clarity-and-context-legal-writing-tips-from-a-federal-judge/
[10] https://www.ncbi.nlm.nih.gov/pmc/articles/PMC10690809/
[11] https://www.dri.org/publications/blog/legal-writing-guide
[12] https://wwwmatthes.in.tum.de/file/onq7u1ic7qfg/Sebis-Public-Website/-/Semantic-text-matching-of-contract-clauses-and-legal-comments-in-tenancy-law/La18a.pdf
[13] https://www.mdpi.com/2227-9709/9/4/72
[14] https://brightleaf.com/understanding-semantic-relationships-in-your-contracts/
[15] https://www.ncbi.nlm.nih.gov/pmc/articles/PMC3756257/
[16] https://semantic-annotation.uvt.nl/LIRICS_semroles.htm
[17] https://www.ontotext.com/knowledgehub/fundamentals/semantic-annotation/
[18] https://www.singaporehealthcaremanagement.sg/Documents/Poster%20Competition%202021/Supply%20Chain%20Management/SHM_SCM003%20-%20Ge%20Zhuo%20Ran_ALPS%20-%20Application%20of%20Semantic%20Textual%20Similarity%20in%20Contract%20Review.pdf
[19] https://www.indeed.com/career-advice/career-development/how-to-improve-legal-writing-skills
[20] https://www.researchgate.net/publication/363703375_Semantic_Annotation_of_Legal_Contracts_with_ContrattoA
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