OASIS LegalXML eContracts TC


  1. What is the eContracts Schema?

    The eContracts schema is an XML schema to describe the generic structure of a wide range of contract documents.

    The eContracts Schema aims to facilitate the storage, maintenance and processing of natural language precedents for contract documents and contract terms that may be used to create contract documents. The eContracts Schema can be used by organizations who maintain precedent or template documents that will be used in automated document assembly, document construction and publishing systems to create contract documents. Thus, it is expected it will be used mainly in back-end, automated processing systems, rather than by lawyers and others involved in day to day contract preparation.

  2. For what kinds of contracts is the eContracts Schema used?

    The eContracts Schema can be used for any kind of contract. It does not attempt to model specific contract transactions.

  3. Who would use the eContracts Schema?

    The eContracts schema is intended to enable organizations who create many contract documents to:

    • store precedent or template contract terms in a non proprietary format over long periods;
    • automate the production of contract documents for individual transactions from stored precedent documents or components;
    • generate draft contract documents in editable form by transforming eContracts markup into the current file format (XML or otherwise) used by current and future word processing tools;
    • generate contract documents in any desired output format such as print, PDF and HTML;
    • record the terms of contracts in a form that can be used to extract contract information by computer processing.

    The eContracts schema could be used by anyone who wants to create a contract document using XML.

    Likely users include:

    • Law firms, financial institutions and others can maintain large volumes of precedent documents in a structured form that can be maintained over a long period regardless of changes in proprietary word processing software. Precedents using the eContracts schema can be automatically assembled and transformed into complete standard form contract documents or into draft documents for use with the firm's choice of word processing software.
    • Businesses who enter into standard form or click-through contracts in online transactions can automatically generate completed contract documents in any desired format from standard documents or fragments to suit the circumstances of each transaction.
    • Parties who need to exchange machine readable contract information for contract management purposes now have a standard format for management of the narrative terms with machine readable data.
  4. What tools do I need to create a contract document with the eContracts Schema?

    Contract documents using the eContracts Schema can be created with any standard XML editor designed to create narrative documents using arbitrary XML schemas or DTDs.

  5. What are the benefits of using the eContracts Schema?

    Expected benefits should include the following:

    • The eContracts Schema should reduce the cost of maintaining large volumes of precedent or template contract documents and terms over long periods. Precedents won't have to be changed to deal with changing file formats in word processing software or when the organization changes the presentation style of its contract documents.
    • If adopted by developers of document assembly software, the eContracts Schema should reduce the cost of setting up documentation for use in document assembly software and enable users to more easily use precedent documentation with multiple software applications.
    • If users develop suitable metadata models, the eContracts Schema will make it easier to people who use precedent or template contracts to find existing precedent resources and reduce the effort in creating high quality contract documents.
    • The eContracts Schema will enable user organizations to more effectively automate the production of contract documents into any output format for specific transactions from precedent documents and transaction data maintained in database systems.
    • The eContracts Schema will enable organizations to record contract terms in XML and more reliably process that information using software systems than is practicable using unstructured word processing files.
  6. What is a contract represented in eContracts markup?

    The eContracts Schema seeks to provide a very simple and flexible model that can be applied to a wide range of contracts and that can be easily adapted to other document types.

    The eContracts Schema provides a broad, semantic model for the overall structure of a contract. The basic outline structure of a contract with named parties and with provision for signatures is shown in the following example:

    <?xml version="1.0" encoding="utf-8"?>
    <contract xmlns="urn:oasis:names:tc:eContracts:1:0">
    <title><text>Contract title</text></title>
  7. How is text content marked up with the eContracts Schema?

    The eContracts Schema defines simple patterns that can be used anywhere that narrative content is required.

    In contracts, the basic unit of narrative content is often called a clause or section. Usually it has a number, a title and a block or paragraph of text.

    In the eContracts Schema, the "item" is the basic building block of the document hierarchy. It is a recursive element and represents structures that may be known in contracts as "chapters," "parts," "sections," "clauses" and "subclauses." A re-defined item element is also used to represent items in a list.

    Grammatical or structural paragraphs in contract documents are represented with the "block" element. The block is intended to encapsulate all content that is semantically part of the paragraph, such as lists, tables, graphics etc.

    The eContracts Schema avoids mixed content within the block. Character data for the paragraph is contained in the "text" element to ensure control over character data that occurs after or between other elements within the block.

    In the eContracts Schema, lists are created by enclosing the item element in a block. There is no separate list container and no concept of ordered or unordered lists. Numbering or bulleting of lists is controlled by an attribute on the containing block element.

    The item, block and list item markup is shown in the following example:

    <item number="1"><title><text>First level</text></title>
    <item number="1.1"><title><text>Second level</text></title>
    <item number="1.1.1"><title><text>Third level</text></title>
    <block><text>Content under third level with title.</text></block>
    <item number="1.2"><title><text>Second level</text></title>
    <block><text>This is a two level list:</text>
    <item number="(a)"><block><text>First level list item.</text>
    <item number="(i)"><block><text>Second level list
    <item number="(ii)"><block><text>Second level list
    <item number="(b)"><block><text>First level list

    In the eContracts Schema, contract fragments can be stored as individual item elements and incorporated into a contract document using XInclude.

  8. What are the licensing requirements for the eContracts Schema?

    The eContracts Schema is copyright and provided under a very simple open source license. Anyone can freely use and create derivative works from the eContracts Schema in accordance with the license terms set out in the schema files.

  9. Can I modify the eContracts Schema?

    Yes, the eContracts Core Schema is designed to be extended to meet the needs of particular users. You can freely modify the eContracts Schema.

    The eContracts license requires that you can only use the name "eContracts" if your modified schema maintains a certain level of compatibility with the eContracts Core Schema. This is defined in the eContracts Schema specification.

  10. Is the eContracts Schema a DTD, XSD or something else?

    The eContracts Schema is provided in Relax NG compact syntax, XML Schema (XSD) and as a DTD. The Relax NG compact syntax version is normative.

    The XSD version is generated from the Relax NG version using Trang, available from www.thaiopensource.com/relaxng/trang.html

    The DTD version is created manually. The eContracts Schema uses features that cannot be represented in DTD syntax, as described in the eContracts specification.

  11. Is there any software to use with the eContracts Schema?

    The eContracts Schema can be used with any software that supports the XML standard, using either a schema or DTD.

    There is currently no open source or commercial software that provides ready to use transformation or publishing applications for the eContracts Schema.

  12. Where do I obtain a working copy of the eContracts Schema?

    The eContracts Schema package consisting of schema files and specification is available from the eContracts TC home page at:

  13. What documentation is available for the eContracts Schema?

    The eContracts Schema specification describes the purpose, use and customization of the eContracts Schema. It also includes an element reference with a description of each element and attribute.

  14. Is there any discussion on the eContracts Schema?

    The eContracts Schema was developed by the OASIS LegalXML eContracts Technical Committee. That TC will be dissolved by the end of May 2007. Members of the original eContracts TC envisage that new technical committees may be formed to develop domain specific applications on the foundation provided by the eContracts Schema 1.0 and accompanying specification.

  15. What is the status of the eContracts Schema as a standard?

    The eContracts Schema is an Organization for the Advancement of Structured Information Standards (OASIS) Committee Specification.