A contract is the company's most frequently translated document and at the same time the document where a translation error does the most damage: one inaccurately rendered clause imposes a different obligation on a partner, reads differently in court or is not accepted by customs. Sale, service, lease, distribution, licence and employment contracts, shareholder agreements and non-disclosure agreements (NDA) require legal translation, where the term, the structure and the numbering are identical to the original. Our bureau in Tbilisi translates contracts with legally specialised translators, checks them with an editor and, where needed, notarizes them.
The contracts we translate
- Commercial contracts. Sale, supply, services, distribution, agency and franchising.
- Corporate agreements. Shareholder and partner agreements, share purchase, investment agreements, joint venture agreements.
- Real estate. Sale of flats, commercial premises and land, lease, tenancy, construction contracts.
- Intellectual property. Licence agreements, trademark assignment, software licences.
- Employment relations. Employment contracts, confidentiality and non-compete agreements.
- Financial documents. Loan agreements, guarantees, suretyship, pledge and mortgage.
When a contract needs a certified translation
When concluding a contract with a foreign partner, both sides need one and the same text in their own language. A bank asks for the foreign contract when approving a currency transfer or a loan. Customs checks the supply contract together with the invoice in export and import. Courts and arbitration accept a contract as evidence only with a certified translation. The Public Registry registers a sale contract drawn up in a foreign language with a Georgian notarized translation. For a residence permit and a work visa a translation of the employment contract is required. And in an international tender the whole contractual documentation is submitted in the language of the tender.
What sets contract translation apart
The equivalent of the term, not a word-for-word translation
"Penalty", "force majeure", "joint and several liability", "legal successor", "delay", "unilateral withdrawal from the contract" and "compensation for damages" are concepts with established equivalents in the target legal system. In English "penalty" is liquidated damages or penalty depending on the context, and that choice has legal consequences, because English law limits the enforcement of a penalty. Our legal translators know these differences and add a translator's note where needed.
Definitions, numbering and cross-references
The first article of a contract is usually the definitions, and every defined term must be rendered identically throughout the document. The numbering of articles, clauses and sub-clauses, the list of annexes and the cross-references ("in accordance with clause 2 of article 5") stay unchanged, so that both sides' lawyers find the same place in a second. For that we create a glossary for every project, which is then used in the company's subsequent contracts as well.
Amounts, dates and Incoterms
The price, currency, payment terms and interest rate stay unchanged in figures, while the decimal separator and the thousands comma follow the standard of the target language. Dates are converted to the format of the target country. In supply contracts the Incoterms (EXW, FOB, CIF, DAP) are not translated, because they are international standard abbreviations which customs and banks recognise in that form.
A bilingual contract and the prevailing language clause
Most international contracts are prepared in a bilingual format: the text is laid out in two parallel columns and both parties sign both versions at the same time. Such a document needs a separate clause determining which language prevails in case of conflict between the versions. We prepare the two-column version preserving the original formatting, as a Word or PDF file, so that both sides' lawyers can compare the text clause by clause before signing. If the contract has already been signed and a translation is needed afterwards, the translation is attached to the original or its notarized copy and certified separately.
Notarization, the bureau's certification and the apostille
The form of certification of a contract translation depends on the receiving side. For a partner, an investor or internal use a translation certified on the bureau's cover sheet with the translator's signature and seal is often enough: it is faster. The Public Registry, courts, banks and consulates ask for a notarized translation, where the notary certifies the translator's signature and binds the document together with the original or a notarized copy. For submission abroad a contract is a private document and an apostille is not placed directly on it: first a notarized copy or a notarial certification of the signatures is prepared, the Ministry of Justice places the apostille on it, then the document is translated together with the apostille.
Large volumes and short deadlines
Mergers and acquisitions, construction contracts and tender packages often run to hundreds of pages and are needed within a few days. On such projects several translators work in parallel with one glossary and one editor, who checks the whole document for consistency. Tables, annexes and diagrams are returned in the original format. The deadline is agreed in writing before the project starts and does not change during the process. A confidentiality agreement is in place with every translator, and at the client's request we sign an NDA with the company too.
Turnaround
A 5-10 page contract translation is ready within 1-2 working days, 10-30 pages within 2-4 days, and the deadline for large packages is agreed individually. To regular corporate clients we offer monthly invoicing, a priority queue and a dedicated manager who knows the company's terminology.
Frequently asked questions
Does the contract need notarization if I only need it for my partner?
No. For a partner and internal use the bureau's certification is usually enough. A notarized translation is needed when the document is submitted to a registry, a court, a bank or a consulate.
Which language prevails in a bilingual contract?
The one stated in a separate clause of the contract itself. If there is no such clause, both versions have equal force, which is a risk in case of a dispute, so we always recommend adding this clause.
Is an apostille placed on a contract?
Not directly. First a notarized copy or a notarial certification of the signatures is prepared, the apostille is placed on it, and then the document is translated together with the apostille.
How long does a contract translation take?
5-10 pages within 1-2 working days, 10-30 pages within 2-4 days. Express deadlines and large packages are agreed individually.
If the contract has changed, is it translated again in full?
No. If the previous version was translated with us, only the amended clauses are processed with the same glossary, which saves time.