Translation of contracts

​Translation of contracts

​Contracts are legally binding documents that outline the terms of an agreement between two parties.

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• Employment Contracts

• Commercial Contracts

• Purchase Agreements

• Rental Agreements

• Non-Disclosure Agreements

• Leases

• Deeds

​Lexical and grammatical peculiarities of contracts:

• ​the use of officialese: undersigned, listed above;

• derived prepositions: in accordance with;

• ​the use of archaisms: hereby, hence-forth, aforesaid;

• the use of words of Latin and French origin: pro and con, ergo, via, per se, folio verso, inter alia;

• ​the use of shortened words, abbreviations, compound words;

• the use of passive voice forms;

• the use of present tense forms;

• the use of shall to describe obligations of the parties;

• complex syntax (complex and compound sentences)​

​Tips for translating contracts into English

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• ​Always look to recast contract language to the active voice.

• Cut and join sentences as needed.

• ​Don’t be afraid to use the party names and defined terms more often in your translation than is used in the original.

• English favours repetition and clarity over variety, so replace synonyms and pronouns with the term they refer to.

• Make sure all terms are uniform (e.g., all capitalised in the same way).

• ​Don’t use word–number doublets

  ​He left €800,056 (eight hundred thousand and fifty-six euros) to his cat.

  He left €800,056 to his cat

  the doublet was originally a safeguard against fraud

  what do you do when translating a document that has word–number doublets? Just use the number and omit the word

• ​Beware of often confused terms

  damages versus damage

  ​liability versus responsibility

• ​The pronoun dilemma

they (their) instead of he, she or he/she

a) The employee will not park their car in the customer car park.

There are strategies for avoiding this decision, like putting the sentence in plural, which would work here:

b) Employees will not park their cars in the customer car park.

You can also recast to get rid of the pronoun:

c) The employee will not park in the customer car park.

You may even be able to recast to the second person, if, say, the document is written for the person in question:

d) You will not park your car in the customer car park. / You will not park in the customer car park.

• ​That or which for defining relative clauses

  a) His company that is based in Texas wants to hire you.

  This is an example of a defining clause: he has more than one company; that is based in Texas defines which one we are talking about.

  b) His company, which is based in Texas, wants to hire you.

  This is an example of a non-defining clause: he probably doesn’t have one more than one company; which is based in Texas is extra information.

• In UK English, you can use which or that for defining clauses whereas in US English the advice is usually to only use that. Both US and UK English use which (or who, where or whose) after a comma for non-defining clauses.

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Tips for translating contracts into Ukrainian

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• Shall can be translated in different ways, but the present tense form should always be used:

​The Buyer shall collect the Goods and pay the Seller for Goods the purchase price stipulated to the Seller – Покупець повинен прийняти товари та сплатити за них за купівельною ціною (за ціною купівлі).

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The Seller shall deliever the Goods to the Buyer’s carrier – Продавець зобов’язується передати товари перевізнику Покупця

• ​Use omission to avoid doublets or triplets:

​The Consultant warrants to the Client that: the Deliverables will conform with the requirements of part 2 of Schedule 1; The Use of the Deliverables by the Client in accordance with this Contract will not: breach the provisions of any law, statute or regulation; infringe any third party’s Intellectual Property Rights; or give rise to any cause of action against the Consultant. – Виконавець гарантує, що: послуги надані відповідно до вимог, передбачених у ч. 2 Додатка 1; використання послуг замовником не порушує закони та нормативно-правові акти, не порушує права інтелектуальної власності жодної третьої сторони, не призводить до дій проти Виконавця.