STXT
ESEN .stxt

Contracts and legal agreements

A contract is normative text with data inside: parties, dates, amounts, deadlines, service levels. STXT allows writing it so that the text remains text —paragraph by paragraph, clause by clause— and the data is data, extractable and checkable, in the same document.

This page is not about replacing the signed legal document or the legal process around it. It is about the source format of contracts, framework agreements, service level agreements, non-disclosure agreements and internal policies: the file from which the PDF, the template for the next version and the data other systems need all come.

Today that data is inside the paragraphs. To know when an agreement expires, what amount is invoiced or what response time was committed, the document has to be read, and a system that needs those values receives them copied by hand. Versions are compared by opening two binary files, and the standard clause the legal department approved once is rewritten in every contract with small variations nobody notices.

A services agreement

Agreement (com.acme.legal.contract):
	Id: AGR-2026-001
	Title: Technical support services agreement
	Status: Signed
	Effective date: 2026-02-01

	Parties:
		Party: ACME Corp
			Role: Provider
			Registration: B-12345678
		Party: Example Ltd
			Role: Client
			Registration: GB-87654321

	Term:
		Start: 2026-02-01
		End: 2027-01-31

	Payment:
		Fee: 12000
		Currency: EUR
		Billing period: Monthly

	Governing law: ES

	Clauses:
		Clause: Subject matter
			Number: 1
			Text >>
				The Provider shall render to the Client the technical support
				services described in Annex I, within the hours and at the service
				levels established therein.
		Clause: Confidentiality
			Number: 2
			Text >>
				Each party shall treat as confidential all non-public information
				received from the other under this agreement, and shall not disclose
				it to third parties without prior written consent.

				Information in the public domain, or whose disclosure is required by
				law, shall not be considered confidential.
		Clause: Limitation of liability
			Number: 3
			Text >>
				The total liability of each party shall not exceed the annual amount
				of the contract. This limitation shall not apply in case of wilful
				misconduct or gross negligence.
			Internal notes >>
				Standard clause LEG-07, approved by the legal department on
				2025-11-03. Do not modify without legal review.

	History:
		Revision: Initial version
			Date: 2026-01-15
		Revision: Update of the payment terms
			Date: 2026-01-28

The document reads top to bottom like a contract: identification, parties, term, payment, clauses. What changes with respect to an ordinary text document is that every datum has a name, and every clause is a node with its text inside.

What is data and what is text

The criterion is the same as in any document: data is what someone will look up, compare or check without reading the whole contract.

  • The parties, the dates, the amount and the governing law are data. They are what an invoicing system, an expiry alert or a risk report need, and with a node of their own they are obtained without interpreting prose.
  • The text of each clause is text, in a >> block that admits several paragraphs. It is not fragmented into sentences or rewritten in a formal notation: it is the legal wording, as is.
  • Each clause is a node with its title as value and its number as a child, which makes it possible to refer to it, order it and compare it between versions. Two contracts sharing a standard clause have it as the same block, and a diff shows whether someone altered it.
  • Internal notes go in a separate block, inside the clause they refer to, and are not part of the contractual text: the process that generates the PDF omits them, the one that prepares the review shows them.

The template

Template (@stxt.template): com.acme.legal.contract
	Description >>
		Agreement: Contract or agreement between two or more parties
		Clauses: Numbered clauses; the text is the literal legal wording
		Internal notes: Review notes; not part of the contract
	Structure >>
		Agreement:
			Id: (1)
			Title: (1)
			Status: (1) ENUM [Draft, Signed, Terminated]
			Effective date: (?) DATE
			Parties: (1)
				Party: (2+)
					Role: (1)
					Registration: (?)
			Term: (?)
				Start: (1) DATE
				End: (?) DATE
			Payment: (?)
				Fee: (1) NUMBER
				Currency: (1) ENUM [EUR, USD, GBP]
				Billing period: (?) ENUM [Monthly, Quarterly, Yearly]
			Governing law: (?)
			Clauses: (?)
				Clause: (*)
					Number: (?) NATURAL
					Text: (1) TEXT
					Internal notes: (?) TEXT
			History: (?)
				Revision: (*)
					Date: (1) DATE

What the template guarantees is what a legal review checks first, and the editor checks it while typing:

  • An agreement has at least two parties ((2+)), each with its role.
  • Dates are valid dates and the amount is a number; Fee: 12,000 € does not pass.
  • Currency and billing period are in a closed list: there are no Euros, eur and EUR coexisting in three contracts.
  • Every clause has text. A title without wording is not a clause.
  • The status is one of three; a Signed contract without Effective date is still valid for the template (the date is optional), and it is the process that decides whether to admit it.

And what it deliberately does not restrict: the wording of the clauses, their number and their order. The template does not impose the contract; it imposes that the contract be complete.

A service level agreement

An SLA is the case with the most data inside legal text: targets, times, penalties. With nodes of their own, those values are the ones a monitoring system compares with reality:

SLA (com.acme.legal.sla):
	Service: Payments platform
	Agreement: AGR-2026-001
	Effective date: 2026-03-01

	Availability:
		Target percentage: 99.9
		Measurement period: Monthly

	Response times:
		Severity: Critical
			Max response minutes: 30
		Severity: High
			Max response minutes: 120
		Severity: Normal
			Max response minutes: 480

	Penalties:
		Penalty: Availability breach
			Condition >>
				Monthly availability below the target.
			Consequence >>
				10 % discount on the invoice of the affected month.

	Legal text >>
		Metrics shall be measured according to the procedures described in the
		technical annex. The parties shall review the targets yearly.
Template (@stxt.template): com.acme.legal.sla
	Description >>
		SLA: Service level agreement attached to a contract
	Structure >>
		SLA:
			Service: (1)
			Agreement: (?)
			Effective date: (1) DATE
			Availability: (1)
				Target percentage: (1) NUMBER
				Measurement period: (1) ENUM [Monthly, Quarterly]
			Response times: (?)
				Severity: (*)
					Max response minutes: (1) NATURAL
			Penalties: (?)
				Penalty: (*)
					Condition: (1) TEXT
					Consequence: (1) TEXT
			Legal text: (?) TEXT

Agreement: AGR-2026-001 links the SLA to the contract it belongs to, by its identifier. The availability target and the response times are numbers: the dashboard that measures the service reads them from the same file the parties signed, not from a copy in its configuration.

In the workflow

  • Versions: each contract is a file in a repository, and each revision is a readable diff: which clause changed, which date moved. The History node holds the summary; the repository, the detail.
  • Standard clauses: the legal department maintains its approved clauses as text fragments; a contract incorporates them by copying, and a script compares each clause with the approved version and flags the ones that differ.
  • Validation: stxt validate contracts/ (The command line) in continuous integration rejects an agreement without parties, without a valid date or with a status outside the list.
  • Extraction: from the canonical tree come the quarter's expiries, the amounts per client or the SLAs with a target below 99.9 %, without reading a single contract.
  • Publishing: the PDF or the signable document is generated from the file, omitting the internal notes.

Limits

STXT provides no legal validity, electronic signature or custody: the signed document is still the one the legal process produces, and this file is its source. Nor does it interpret the text of the clauses: a condition written in prose ("except in case of wilful misconduct") is text to the language, and only a person, or an application that models it as data, can evaluate it. And the template does not check consistency between fields —that End is after Start, that the SLA cites a contract that exists—: that is the job of the script that walks the repository.

The same data-inside-text approach, for lighter documents, is developed in Corporate documents; STXT vs XML compares the closest format for this kind of normative source, and the tutorial covers the language itself.