question stringclasses 3
values | gold_answer stringclasses 3
values | agreement_text stringclasses 3
values | evidence_paths listlengths 1 1 | evidence_segments listlengths 2 4 | reasoning_summary stringclasses 3
values |
|---|---|---|---|---|---|
For a routine compliance audit under Section 10.1, how often may an audit be conducted, and how much advance notice is required? | A routine compliance audit may be conducted no more than once in any consecutive 12-month period, and Provider must give at least 30 days' prior written notice. The audit must also take place during Licensee's normal business hours and minimize disruption. | §10.1 During the Term, Provider may audit Licensee's records reasonably necessary to verify compliance with the usage restrictions in this Agreement. A routine compliance audit shall be conducted only in accordance with the Operational Assurance Standard in Appendix A, which is incorporated into and forms part of this ... | [
{
"path_type": "incorporation_by_reference",
"path_steps": [
{
"from_reference": "§10.1",
"relationship": "incorporates the audit procedure in",
"to_reference": "Appendix A — Operational Assurance Standard"
},
{
"from_reference": "Appendix A — Operational As... | [
{
"clause_reference": "§10.1",
"text_span": "A routine compliance audit shall be conducted only in accordance with the Operational Assurance Standard in Appendix A, which is incorporated into and forms part of this Agreement.",
"evidence_role": "Incorporates Appendix A as the governing procedure for rou... | Section 10.1 makes Appendix A's Operational Assurance Standard part of the Agreement for routine compliance audits. Appendix A, Section A.1 provides the frequency cap and notice period, as well as the applicable scheduling conditions. |
After termination, may Licensee retain encrypted system backups, and if so, for how long and subject to what access and use limits? | Yes. Licensee may retain a Residual Backup until it is overwritten in the ordinary backup cycle, but no copy may be kept for more than 90 days after termination. Access is limited to personnel responsible for disaster recovery, restoration is permitted only to address a system failure, and the backup remains subject to... | §1.9 Residual Backup means an encrypted copy created automatically by Licensee's systems as part of a routine backup process, rather than a copy maintained for ordinary business access. §8.1 Each party shall protect the other party's Confidential Information using reasonable safeguards and shall restrict access to pers... | [
{
"path_type": "mixed",
"path_steps": [
{
"from_reference": "§11.3",
"relationship": "states a deletion rule subject to the exception in",
"to_reference": "§11.5"
},
{
"from_reference": "§11.5",
"relationship": "uses the defined term specified in",
... | [
{
"clause_reference": "§11.3",
"text_span": "Upon termination, Licensee shall cease using the Service Materials and delete them in accordance with the applicable deletion procedures, except as permitted under Section 11.5.",
"evidence_role": "Establishes the general deletion obligation and directs the r... | Section 11.3 points to the backup exception in Section 11.5. The definition in Section 1.9 identifies which encrypted copies qualify, while Section 11.5 sets the 90-day maximum and limits access and restoration. Its reference to Section 8.1 also preserves the confidentiality safeguards. |
A company has come under Licensee's common control after an acquisition but is not named in an Order Form. Does it automatically receive access rights under the license? | No. The company may qualify as an Affiliate under Section 1.2 because it is under common control with Licensee, but that status alone does not grant access. Sections 2.1 and 2.2 require it to be identified as an authorized affiliate in an active Order Form and to execute a joinder before it may access the Licensed Mate... | §1.2 Affiliate means an entity that controls, is controlled by, or is under common control with a party. Control means ownership of more than 50 percent of the voting interests or the power to direct the entity's management and policies. §2.1 Subject to Section 2.2, Provider grants Licensee a non-exclusive, non-transfe... | [
{
"path_type": "mixed",
"path_steps": [
{
"from_reference": "§2.1",
"relationship": "uses the term Affiliate as defined in",
"to_reference": "§1.2"
},
{
"from_reference": "§2.1",
"relationship": "makes the license grant subject to",
"to_refer... | [
{
"clause_reference": "§1.2",
"text_span": "Affiliate means an entity that controls, is controlled by, or is under common control with a party. Control means ownership of more than 50 percent of the voting interests or the power to direct the entity's management and policies.",
"evidence_role": "Defines... | The definition in Section 1.2 establishes that common control can make the acquired company an Affiliate. The grant in Section 2.1 is limited to Affiliates specifically identified in an Order Form, and Section 2.2 adds the requirements of an active Order Form entry and an executed joinder. |
Licensing Agreement Definition and Cross-Reference Evidence Retrieval Benchmark
This benchmark focuses on questions that require tracing legal support through definitions, cross-references, and incorporated materials in licensing agreements. Records include agreement text, annotated evidence segments and paths, reference answers, and reasoning summaries. It helps evaluate whether retrieval-augmented generation systems can follow contractual relationships to retrieve supporting evidence rather than relying on surface-level keyword matches, and supports legal document retrieval and contract question-answering research.
Technical Specifications
| Field | Type | Description |
|---|---|---|
| question | string | The benchmark query that requires retrieving legal support from the licensing agreement, including through definitions, cross-references, or incorporated materials. |
| gold_answer | string | The reference answer to the question, supported by the annotated evidence and retrieval paths. |
| agreement_text | string | The source licensing agreement text to search, including any available text of materials incorporated by reference. |
| evidence_paths | array | The annotated chains of contractual relationships that connect the question or an initial clause to supporting evidence. |
| evidence_segments | array | The annotated text spans that provide relevant legal support for answering the question. |
| reasoning_summary | string | A concise explanation of how the linked contractual provisions establish the gold answer. |
Compliance Statement
| Authorization Type | CC-BY-NC-SA 4.0 (Attribution–NonCommercial–ShareAlike) |
| Commercial Use | Requires exclusive subscription or authorization contract (monthly or per-invocation charging) |
| Privacy and Anonymization | No PII, no real company names, simulated scenarios follow industry standards |
| Compliance System | Compliant with China's Data Security Law / EU GDPR / supports enterprise data access logs |
Source & Contact
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