A survey of formal languages for contracts

In this short paper we present the current status on formal languages and models for contracts. By a formal model is meant an unambiguous and rigorous representation of contracts, in order to enable their automatic validation, execution, and analysis — activates that are collectively referred to as contract lifecycle management (CLM). We present a set of formalism requirements, which represent features that any ideal contract model should support, based on which we present a comparative survey of existing contract formalisms

A Formal Analysis of a Business Contract Language

This paper presents a formal system for reasoning about violations of obligations in contracts. The system is based on the formalism for the representation of contrary-to-duty obligations. These are the obligations that take place when other obligations are violated as typically applied to penalties in contracts. The paper shows how this formalism can be mapped onto the key policy concepts of a contract specification language, called Business Contract Language (BCL), previously developed to express contract conditions for run time contract monitoring. The aim of this mapping is to establish a formal underpinning for this key subset of BCL

Modeling the dynamics of contractual relations

Contracts usually have clauses that enable contracted parties to adjust their contractual positions in time, e.g., to relieve another party from duty or to grant new permission. This is especially important in long-running service relations, which require contracts to be adjusted to accommodate new or unforeseen circumstances. Despite that, the representation of dynamic aspects of contractual relations has not been given enough attention in the literature. In this study, we address this gap by employing the notions of legal power and legal subjection. We propose an ontological analysis of unilateral contractual changes based on a well-founded legal core ontology that adopts a relational perspective for legal positions. We present a case study to show the benefits of representing different types of contractual changes and how these changes can impact contractual dynamics. The case study is based on recent changes to WhatsApp terms of service.</p

Contract specification for compliance checking of business interactions

PhD ThesisIn the business world, contracts are used to regulate business interactions between trading parties. When business transactions are conducted over an electronic channel, electronic forms of contracts are needed; and because of the additional capabilities of an electronic means, their function can be extended to include compliance checking for the interactions of the parties, and enforcement of contractual clauses when needed. A contract is assumed to be a document that stipulates a list of clauses stating rights, obligations and prohibitions, and their associated constraints, that business partners are expected to honour. Compliance checking is taken to mean checking if business operations executed by business partners match with their rights, obligations and prohibitions as stipulated in the contract. We intend enforcement as making sure that business operations match the rights, obligations, and prohibitions of the parties, possibly compensating for deviations from expected behaviour. In traditional business interactions, compliance checking and enforcement are carried out man- ually. With electronic business interactions, such tasks can ideally be automated. This requires a model for the process of checking contract compliance, and an electronic language for the speci ca- tion of the actual contract. The rst main contribution of this thesis is such a model. The EROP model (from Events, Rights, Obligations and Prohibitions), composed of an ontology and an architecture, observes the interactions between the business partners, forms an interpretation of their outcome from a neutral perspective and checks their contractual compliance by matching executed operations with their sets of rights, obligations, and prohibitions, and reacting accordingly to them. Implementations of the EROP ontology and of an experimental prototype of the architecture are also presented. The second main contribution of this thesis is the EROP language, designed to specify contractual compliance, and to regulate execution of business operations through the manipulation of the sets of rights, obligations and prohibitions of the business partners. The EROP language is rule-based and event-driven, and, in a similar fashion to contracts in natural language, contractual clauses are expressed as business rules, conditional statements associating events and conditions to lists of actions altering the rights, obligations and prohibitions of the participants. The practicality of the approach taken with the EROP language is evaluated presenting a larger, complete scenario and a number of smaller ones taken from comparable work. Notes on the translation of the EROP language to one on a lower level of abstraction that relies on the implementation of the EROP ontology are also presented. The Appendix presents a formal grammar for the language.UK EPSRC e-Science Pilot Project: "GOLD (Grid-based Information Models to Support the Rapid Innovation of High Value Added Chemicals)

Foundations of B2B electronic contracting

Nowadays, flexible electronic cooperation paradigms are required for core business processes to meet the speed and flexibility requirements dictated by fast-changing markets. These paradigms should include the functionality to establish the formal business relationship required by the importance of these core processes. The business relationship should be established in an automated, electronic way in order to match the speed and flexibility requirements mentioned above. As such, it should considerably improve on the ineffectiveness and inefficiency of traditional contracting in this context. The result of the establishment should be a detailed electronic contract that contains a complete specification of the intended cooperation between organizations. Electronic contracts should contain a precise and unambiguous specification of the collaboration at both the conceptual and technological level. Existing commercial software solutions for business-to-business contracting provide low level of automation and concentrate solely on the automated management of the contract enactment. However, in the modern, dynamic, business settings, an econtracting system has to support high automation of the e-contract establishment, enactment, and management. In the thesis, the business, legal, and technological requirements for the development of a highly automated e-contracting system are investigated. Models that satisfy these requirements and that can be used as a foundation for the implementation of an electronic contracting system are defined. First, the thesis presents the business benefits introduced to companies by highly automated electronic contracting. Next, a data and process analysis of electronic contracting is presented. The specification of electronic contracts and the required process support for electronic contract establishment and enactment are investigated. The business benefits and data and process models defined in the thesis are validated on the basis of two business cases from on-line advertising, namely the cases of online advertising in "De Telegraaf" and "Google". Finally, the thesis presents a specification of the functionalities that must be provided by an e-contracting system. A conceptual reference architecture that can be used as a starting point in the design and implementation of an electronic contracting system is defined. The work in the thesis is conducted on the intersection of the scientific areas of conceptual information and process modeling and specification on the one hand and distributed information system architecture modeling on the other hand

A unified behavioural model and a contract language for extended enterprise

This paper presents a coordination model for expressing behaviour in an extended enterprise. Our model is unified because it enables the same style of expressions for describing behaviour/structure in a selfcontained enterprise and for describing cross-enterprise behaviour/structure. This model can support a broad range of modelling activities but the specific focus of this paper is on deriving the key elements of a domain language primarily targeted at expressing and monitoring behavioural conditions stated in business contracts. We also show how business contracts serve as a unifying mechanism for describing interactions in the extended enterprise

Allgemeine Geschäftsbedingungen in Peer-to-Peer-Märkten

Die Arbeit behandelt elektronische Marktplätze, die ohne eine zentrale Instanz auskommen und allein durch die Marktteilnehmer entstehen. Sie bietet technische Ansätze und deren rechtliche Beurteilung, um den Zugangsnachweis für Erklärungen führen zu können und behandelt wie Rechner zur Rechtsfolgenermittlung eingesetzt werden können, um den Nutzer für den Vertragsentwurf und -abschluss einzelfallbezogenes rechtliches Expertenwissen zur Verfügung stellen zu können

Spia's Multi-party Negotiation Protocol: Implementation Using Yawl

A supply chain comprises several different kinds of actors that interact either in an ad hoc fashion (e.g. an eventual deal) or in a previously well-planned way. In the latter, how the interactions develop is described in contracts that are agreed on before the interactions start. This agreement may involve several partners, thus a multi-party contract is better suited than a set of bi-lateral contracts. If one is willing to negotiate automatically such kind of contracts, an appropriate negotiation protocol should be at hand. However, the ones for bi-lateral contracts are not suitable for multi-party contracts, e.g. the way to achieve consensus when only two negotiators are haggling over some issues is quite different if there are several negotiators involved. In the first case, a simple bargain would suffice, but in the latter a ballot process is needed. 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