contract-law international
Contract in different languages
<p>Based on a question on another stackexchange site: Contractor A wants to work for company B. A is English speaking, B is in Bulgaria. B offers a contract in Bulgarian, with an English translation, and wants the Bulgarian version to prevail if there are discrepancies. Very understandable from their side, very unfortunate for A.</p>
<p>Is it possible at all to have a contract written in two languages, with the proviso that when in conflict, the parties will first try come to some agreement, or let a court decide on what should happen, based on <em>both</em> contract versions?</p>
<p>For example, the Bulgarian version might say that overtime payment is 20%, and through some translation mistake the English version says 25%.</p>

<h2>Yes</h2>
<p>Although it’s highly unusual. Most bi-lingual contracts have one language being the definitive version. Doing it this way greatly reduces the likelihood of and cost of resolving a dispute since it eliminates arguments over which conflicting version is right.</p>
<p>However, parties can contract any way they like and if A has sufficient bargaining powers, they might convince B to have both versions definitive or even the English version being definitive.</p>
<p>If A lacks that power, they can pay a legal translator to check the English version matches the Bulgarian.</p>

<blockquote>
<p>Is it possible at all to have a contract written in two languages, with the proviso that when in conflict, the parties will first try come to some agreement, or let a court decide on what should happen, based on both contract versions?</p>
</blockquote>
<p>Yes. The requirement to &quot;<em>first try come to some agreement</em>&quot; may consist of alternative dispute resolution methods such as mediation. The second approach might require translators as expert witnesses because a judge is not necessarily proficient enough in both languages.</p>
<blockquote>
<p>For example, the Bulgarian version might say that overtime payment is 20%, and through some translation mistake the English version says 25%.</p>
</blockquote>
<p>That is not a <em>translation</em> mistake. Digits are the same in both languages, and they cannot lead to the semantic discrepancies that can arise between two languages. The most reasonable enforcement of the provision &quot;<em>the Bulgarian version prevails</em>&quot; is to limit it to said semantic discrepancies rather than to extend it to all imaginable mistakes and misrepresentations company B might make. Therefore, company B has to honour the rate of 25%.</p>
<p>Furthermore, contracts usually state the important numbers both in digits spelled out to preempt confusions. Example: &quot;Overtime payment is 20% (twenty percent)&quot;. Company B's failure to take that precaution hints at its own sloppiness or an attempt to short-change contractor A by hoping that he will not notice a mistake that is detrimental to him.</p>
<p>Contractor A's position is further reinforced by the fact that the Bulgarian version uses Cyrillic rather than Roman alphabet. Company B evidently knew that contractor A is acquainted with Roman alphabet only. From A's perspective, the Bulgarian version is a string of unintelligible symbols where a discrepancy of digits in between is likelier to go unnoticed.</p>
