Daily Papers

Information retrieval, specifically contract clause retrieval, is foundational to contract drafting because lawyers rarely draft contracts from scratch; instead, they locate and revise the most relevant precedent. We introduce the Atticus Clause Retrieval Dataset (ACORD), the first retrieval benchmark for contract drafting fully annotated by experts. ACORD focuses on complex contract clauses such as Limitation of Liability, Indemnification, Change of Control, and Most Favored Nation. It includes 114 queries and over 126,000 query-clause pairs, each ranked on a scale from 1 to 5 stars. The task is to find the most relevant precedent clauses to a query. The bi-encoder retriever paired with pointwise LLMs re-rankers shows promising results. However, substantial improvements are still needed to effectively manage the complex legal work typically undertaken by lawyers. As the first retrieval benchmark for contract drafting annotated by experts, ACORD can serve as a valuable IR benchmark for the NLP community.

Legal tasks and datasets are often used as benchmarks for the capabilities of language models. However, openly available annotated datasets are rare. In this paper, we introduce AGB-DE, a corpus of 3,764 clauses from German consumer contracts that have been annotated and legally assessed by legal experts. Together with the data, we present a first baseline for the task of detecting potentially void clauses, comparing the performance of an SVM baseline with three fine-tuned open language models and the performance of GPT-3.5. Our results show the challenging nature of the task, with no approach exceeding an F1-score of 0.54. While the fine-tuned models often performed better with regard to precision, GPT-3.5 outperformed the other approaches with regard to recall. An analysis of the errors indicates that one of the main challenges could be the correct interpretation of complex clauses, rather than the decision boundaries of what is permissible and what is not.

Commercial contracts are known to be a valuable source for deriving project-specific requirements. However, contract negotiations mainly occur among the legal counsel of the parties involved. The participation of non-legal stakeholders, including requirement analysts, engineers, and solution architects, whose primary responsibility lies in ensuring the seamless implementation of contractual terms, is often indirect and inadequate. Consequently, a significant number of sentences in contractual clauses, though legally accurate, can appear unfair from an implementation perspective to non-legal stakeholders. This perception poses a problem since requirements indicated in the clauses are obligatory and can involve punitive measures and penalties if not implemented as committed in the contract. Therefore, the identification of potentially unfair clauses in contracts becomes crucial. In this work, we conduct an empirical study to analyze the perspectives of different stakeholders regarding contractual fairness. We then investigate the ability of Pre-trained Language Models (PLMs) to identify unfairness in contractual sentences by comparing chain of thought prompting and semi-supervised fine-tuning approaches. Using BERT-based fine-tuning, we achieved an accuracy of 84% on a dataset consisting of proprietary contracts. It outperformed chain of thought prompting using Vicuna-13B by a margin of 9%.

Legal contracts in the custody and fund services domain govern critical aspects such as key provider responsibilities, fee schedules, and indemnification rights. However, it is challenging for an off-the-shelf Large Language Model (LLM) to ingest these contracts due to the lengthy unstructured streams of text, limited LLM context windows, and complex legal jargon. To address these challenges, we introduce LAW (Legal Agentic Workflows for Custody and Fund Services Contracts). LAW features a modular design that responds to user queries by orchestrating a suite of domain-specific tools and text agents. Our experiments demonstrate that LAW, by integrating multiple specialized agents and tools, significantly outperforms the baseline. LAW excels particularly in complex tasks such as calculating a contract's termination date, surpassing the baseline by 92.9% points. Furthermore, LAW offers a cost-effective alternative to traditional fine-tuned legal LLMs by leveraging reusable, domain-specific tools.

The advent of Large Language Models has revolutionized tasks across domains, including the automation of legal document analysis, a critical component of modern contract management systems. This paper presents a comprehensive implementation of LLM-enhanced metadata extraction for contract review, focusing on the automatic detection and annotation of salient legal clauses. Leveraging both the publicly available Contract Understanding Atticus Dataset (CUAD) and proprietary contract datasets, our work demonstrates the integration of advanced LLM methodologies with practical applications. We identify three pivotal elements for optimizing metadata extraction: robust text conversion, strategic chunk selection, and advanced LLM-specific techniques, including Chain of Thought (CoT) prompting and structured tool calling. The results from our experiments highlight the substantial improvements in clause identification accuracy and efficiency. Our approach shows promise in reducing the time and cost associated with contract review while maintaining high accuracy in legal clause identification. The results suggest that carefully optimized LLM systems could serve as valuable tools for legal professionals, potentially increasing access to efficient contract review services for organizations of all sizes.

Employment contracts are used to agree upon the working conditions between employers and employees all over the world. Understanding and reviewing contracts for void or unfair clauses requires extensive knowledge of the legal system and terminology. Recent advances in Natural Language Processing (NLP) hold promise for assisting in these reviews. However, applying NLP techniques on legal text is particularly difficult due to the scarcity of expert-annotated datasets. To address this issue and as a starting point for our effort in assisting lawyers with contract reviews using NLP, we release an anonymized and annotated benchmark dataset for legality and fairness review of German employment contract clauses, alongside with baseline model evaluations.

As a vital stage of automated rule checking (ARC), rule interpretation of regulatory texts requires considerable effort. However, interpreting regulatory clauses with implicit properties or complex computational logic is still challenging due to the lack of domain knowledge and limited expressibility of conventional logic representations. Thus, LLM-FuncMapper, an approach to identifying predefined functions needed to interpret various regulatory clauses based on the large language model (LLM), is proposed. First, by systematically analysis of building codes, a series of atomic functions are defined to capture shared computational logics of implicit properties and complex constraints, creating a database of common blocks for interpreting regulatory clauses. Then, a prompt template with the chain of thought is developed and further enhanced with a classification-based tuning strategy, to enable common LLMs for effective function identification. Finally, the proposed approach is validated with statistical analysis, experiments, and proof of concept. Statistical analysis reveals a long-tail distribution and high expressibility of the developed function database, with which almost 100% of computer-processible clauses can be interpreted and represented as computer-executable codes. Experiments show that LLM-FuncMapper achieve promising results in identifying relevant predefined functions for rule interpretation. Further proof of concept in automated rule interpretation also demonstrates the possibility of LLM-FuncMapper in interpreting complex regulatory clauses. To the best of our knowledge, this study is the first attempt to introduce LLM for understanding and interpreting complex regulatory clauses, which may shed light on further adoption of LLM in the construction domain.

While most social norms are informal, they are often formalized by companies in contracts to regulate trades of goods and services. When poorly written, contracts may contain normative conflicts resulting from opposing deontic meanings or contradict specifications. As contracts tend to be long and contain many norms, manually identifying such conflicts requires human-effort, which is time-consuming and error-prone. Automating such task benefits contract makers increasing productivity and making conflict identification more reliable. To address this problem, we introduce an approach to detect and classify norm conflicts in contracts by converting them into latent representations that preserve both syntactic and semantic information and training a model to classify norm conflicts in four conflict types. Our results reach the new state of the art when compared to a previous approach.

This paper presents RISC, an open-source Python package data generator (https://github.com/GRAAL-Research/risc). RISC generates look-alike automobile insurance contracts based on the Quebec regulatory insurance form in French and English. Insurance contracts are 90 to 100 pages long and use complex legal and insurance-specific vocabulary for a layperson. Hence, they are a much more complex class of documents than those in traditional NLP corpora. Therefore, we introduce RISCBAC, a Realistic Insurance Synthetic Bilingual Automobile Contract dataset based on the mandatory Quebec car insurance contract. The dataset comprises 10,000 French and English unannotated insurance contracts. RISCBAC enables NLP research for unsupervised automatic summarisation, question answering, text simplification, machine translation and more. Moreover, it can be further automatically annotated as a dataset for supervised tasks such as NER

Terms of service of on-line platforms too often contain clauses that are potentially unfair to the consumer. We present an experimental study where machine learning is employed to automatically detect such potentially unfair clauses. Results show that the proposed system could provide a valuable tool for lawyers and consumers alike.

Reviewing contracts is a time-consuming procedure that incurs large expenses to companies and social inequality to those who cannot afford it. In this work, we propose "document-level natural language inference (NLI) for contracts", a novel, real-world application of NLI that addresses such problems. In this task, a system is given a set of hypotheses (such as "Some obligations of Agreement may survive termination.") and a contract, and it is asked to classify whether each hypothesis is "entailed by", "contradicting to" or "not mentioned by" (neutral to) the contract as well as identifying "evidence" for the decision as spans in the contract. We annotated and release the largest corpus to date consisting of 607 annotated contracts. We then show that existing models fail badly on our task and introduce a strong baseline, which (1) models evidence identification as multi-label classification over spans instead of trying to predict start and end tokens, and (2) employs more sophisticated context segmentation for dealing with long documents. We also show that linguistic characteristics of contracts, such as negations by exceptions, are contributing to the difficulty of this task and that there is much room for improvement.

Agentic Generative AI, powered by Large Language Models (LLMs) with Retrieval-Augmented Generation (RAG), Knowledge Graphs (KGs), and Vector Stores (VSs), represents a transformative technology applicable to specialized domains such as legal systems, research, recommender systems, cybersecurity, and global security, including proliferation research. This technology excels at inferring relationships within vast unstructured or semi-structured datasets. The legal domain here comprises complex data characterized by extensive, interrelated, and semi-structured knowledge systems with complex relations. It comprises constitutions, statutes, regulations, and case law. Extracting insights and navigating the intricate networks of legal documents and their relations is crucial for effective legal research. Here, we introduce a generative AI system that integrates RAG, VS, and KG, constructed via Non-Negative Matrix Factorization (NMF), to enhance legal information retrieval and AI reasoning and minimize hallucinations. In the legal system, these technologies empower AI agents to identify and analyze complex connections among cases, statutes, and legal precedents, uncovering hidden relationships and predicting legal trends-challenging tasks that are essential for ensuring justice and improving operational efficiency. Our system employs web scraping techniques to systematically collect legal texts, such as statutes, constitutional provisions, and case law, from publicly accessible platforms like Justia. It bridges the gap between traditional keyword-based searches and contextual understanding by leveraging advanced semantic representations, hierarchical relationships, and latent topic discovery. This framework supports legal document clustering, summarization, and cross-referencing, for scalable, interpretable, and accurate retrieval for semi-structured data while advancing computational law and AI.

Instruction following is one of the fundamental capabilities of large language models (LLMs). As the ability of LLMs is constantly improving, they have been increasingly applied to deal with complex human instructions in real-world scenarios. Therefore, how to evaluate the ability of complex instruction-following of LLMs has become a critical research problem. Existing benchmarks mainly focus on modeling different types of constraints in human instructions while neglecting the composition of different constraints, which is an indispensable constituent in complex instructions. To this end, we propose ComplexBench, a benchmark for comprehensively evaluating the ability of LLMs to follow complex instructions composed of multiple constraints. We propose a hierarchical taxonomy for complex instructions, including 4 constraint types, 19 constraint dimensions, and 4 composition types, and manually collect a high-quality dataset accordingly. To make the evaluation reliable, we augment LLM-based evaluators with rules to effectively verify whether generated texts can satisfy each constraint and composition. Furthermore, we obtain the final evaluation score based on the dependency structure determined by different composition types. ComplexBench identifies significant deficiencies in existing LLMs when dealing with complex instructions with multiple constraints composition.

Generative models, particularly Large Language Models (LLMs), produce fluent outputs yet lack verifiable guarantees. We adapt Design by Contract (DbC) and type-theoretic principles to introduce a contract layer that mediates every LLM call. Contracts stipulate semantic and type requirements on inputs and outputs, coupled with probabilistic remediation to steer generation toward compliance. The layer exposes the dual view of LLMs as semantic parsers and probabilistic black-box components. Contract satisfaction is probabilistic and semantic validation is operationally defined through programmer-specified conditions on well-typed data structures. More broadly, this work postulates that any two agents satisfying the same contracts are functionally equivalent with respect to those contracts.

Artificial Intelligence (AI) is taking on increasingly autonomous roles, e.g., browsing the web as a research assistant and managing money. But specifying goals and restrictions for AI behavior is difficult. Similar to how parties to a legal contract cannot foresee every potential "if-then" contingency of their future relationship, we cannot specify desired AI behavior for all circumstances. Legal standards facilitate robust communication of inherently vague and underspecified goals. Instructions (in the case of language models, "prompts") that employ legal standards will allow AI agents to develop shared understandings of the spirit of a directive that generalize expectations regarding acceptable actions to take in unspecified states of the world. Standards have built-in context that is lacking from other goal specification languages, such as plain language and programming languages. Through an empirical study on thousands of evaluation labels we constructed from U.S. court opinions, we demonstrate that large language models (LLMs) are beginning to exhibit an "understanding" of one of the most relevant legal standards for AI agents: fiduciary obligations. Performance comparisons across models suggest that, as LLMs continue to exhibit improved core capabilities, their legal standards understanding will also continue to improve. OpenAI's latest LLM has 78% accuracy on our data, their previous release has 73% accuracy, and a model from their 2020 GPT-3 paper has 27% accuracy (worse than random). Our research is an initial step toward a framework for evaluating AI understanding of legal standards more broadly, and for conducting reinforcement learning with legal feedback (RLLF).