A Contract Corpus for Recognizing Rights and Obligations

Proceedings of the 12th Conference on Language Resources and Evaluation (LREC 2020), pages 2045–2053 Marseille, 11–16 May 2020 c⃝ European Language Resources Association (ELRA), licensed under CC-BY-NC 2045 A Contract Corpus for Recognizing Rights and Obligations Ruka Funaki,1,2 Yusuke Nagata,2 Kohei Suenaga,2 Shinsuke Mori3 1LegalForce Inc., Tokyo, Japan 2Graduate School of Informatics, Kyoto University, Kyoto, Japan 3Academic Center for Computing and Media Studies, Kyoto University, Kyoto, Japan ruka.funaki@legalforce.co.jp, nagata.yusuke.88x@st.kyoto-u.ac.jp, ksuenaga@fos.kuis.kyoto-u.ac.jp, forest@i.kyoto-u.ac.jp Abstract A contract is a legal document executed by two or more parties. It is important for these parties to precisely understand their rights and obligations that are described in the contract. However, understanding the content of a contract is sometimes difficult and costly, particularly if the contract is long and complicated. Therefore, a language-processing system that can present information concerning rights and obligations found within a given contract document would help a contracting party to make better decisions. As a step toward the development of such a language-processing system, in this paper, we describe the annotated corpus of contract documents that we built. Our corpus is annotated so that a language-processing system can recognize a party’s rights and obligations. The annotated information includes the parties involved in the contract, the rights and obligations of the parties, the conditions and the exceptions under which these rights and obligations to take effect. The corpus was built based on 46 English contracts and 25 Japanese contracts drafted by lawyers. We explain how we annotated the corpus and the statistics of the corpus. We also report the results of the experiments for recognizing rights and obligations. Keywords: contract, legal document, structuring text, information extraction, document understanding 1. Introduction A contract is a legal document that outlines the agreements between two or more parties. It states the rights and the obligations of each party. These statements legally bind the parties. Therefore, a contract that contains imprecise statements may result in a lawsuit that costs a great deal of time and money. To prevent such trouble, many compa- nies hire professionals, such as in-house lawyers, who are responsible for drafting and reviewing contracts. When a legal worker reviews a contract, he or she often pays atten- tion to the following issues: (1) whether the contract en- dows a desirable right to his/her party and (2) whether the contract incurs unduly heavy obligations on his/her party. Precisely understanding these issues is, however, often a time-consuming task. The interest in computer-assisted contract-review assistants is growing in the area of legal tech to mitigate the cost of reviewing a contract. A contract-review assistant applies a natural language pro- cessing (NLP) methodology to help a legal worker to un- derstand the semantics of a contract. However, there has been little investigation into NLP specialized for legal doc- uments such as contracts. One of the main challenges is understanding the endowed rights and incurred obligations in a contract, which is paramount in the contract review process, as we mentioned above. As a step toward an NLP-based method for recognizing …

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