This article has been written by Koushlendra Singh pursuing a Diploma in International Contract Negotiation, Drafting and Enforcement from LawSikho.

This article has been edited and published by Shashwat Kaushik.

Introduction

Languages play a very important role when it comes to dealing with international clients. A person who can’t communicate effectively will have more difficulty convincing a client of a business deal than someone fluent in the client’s language. This is because language is one of the key factors through which we can convey our thoughts to another person, and the ability to be able to communicate with foreign clients in their language develops a sense of trust in the business. Indeed, knowing other foreign languages helps create a gateway into another culture. By knowing their language, we gain access to other cultures, learn more about them, and understand various aspects of these cultures. 

Efforts at transactions often cannot fully capture the nuances conveyed in different languages. However, multilingual people can read new literature without translation. Thus, understanding foreign languages is essentially very helpful in learning about the cultures of other societies. By reading their literature in their own language, we gain more knowledge about their culture, and this will eventually help us reduce the gap between us and other foreign individuals. To understand their beliefs and practices, it is necessary to learn their culture. After understanding their cultural beliefs, it also becomes an easier task for us to connect with our clients more effortlessly, fostering a genuine and transparent relationship. There are numerous benefits to grasping more about foreign languages, which eventually help us understand the cultures of others.

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Essentials of a valid contract

To enforce a contract legally, the contract must fulfil its essential conditions, such as “offer, acceptance, consideration, intention to create legal relations, authority, and capacity.” Let us analyse these essential elements in an exhaustive manner:

  1. Offer: “Offer” means that one of the parties engaging in a contractual obligation proposes a proposal or conveys their interest in forming a contract. In simple terms, we can say that an offer is the first step in the process of forming a contract in which a person presents his proposal to the other person with the intention of forming an agreement that can, later on, be concluded as a contract.
  2. Acceptance: “Acceptance” is the second step, following an offer. When one party conveys his proposal to another, it’s up to the other party to accept the proposal and form an agreement. 
  3. Consideration: “Consideration” also plays a pivotal role in forming a contract. Consideration can be anything; it can be in monetary terms or anything else. If we talk about its meaning, then, in simple words, we can term it “quid pro quo,” which means something in return for something. The parties involved in a contract have to form certain considerations for each other to make the contract a valid one.
  4. Intention to create legal considerations: It’s important to keep in mind that a valid contract imposes certain duties to be fulfilled by the parties. So it’s necessary for the parties to have the intention of creating legal relations, as contracts are legally binding, and if one of the parties fails to perform the work assigned to them as classified in the contract, it can result in legal consequences.
  5. Capacity: Capacity refers to the legal ability of the person indulging in the contract. This means the person who is indulging in the contract as a party should attain the age of majority and should not be insane or intoxicated.

Certainly, without these elements, a contract is not legally binding and may not be enforced by the courts.

Use of foreign language in a contract

The use of a foreign language in a contract can be a complex and intricate issue, especially in a globalised world where businesses and individuals frequently engage in cross-border transactions.

  1. Legal validity:
    • The validity of a contract written in a foreign language is generally recognised and enforceable in most jurisdictions. However, specific rules and regulations may vary based on the country’s or region’s legal system.
    • In some cases, a translation of the foreign language contract may be required to ensure clarity and understanding for the non-native speakers involved.
  2. Choice of language:
    • Parties to a contract have the autonomy to choose the language in which the agreement is drafted. This choice can be influenced by various factors, such as the parties’ native languages, the location of the transaction, or the governing law applicable to the contract.
    • It’s advisable to specify the chosen language explicitly in the contract to avoid future disputes or misinterpretations.
  3. Translation accuracy:
    • If a translation of the contract is necessary, it’s crucial to ensure accuracy and fidelity to the original text.
    • Professional translation services or certified translators should be employed to guarantee the precision and legal validity of the translated document.
  4. Interpretation and disputes:
    • In the event of disputes or differing interpretations of the contract terms, the chosen language may have a significant impact.
    • Courts and legal authorities may consider the original foreign language version as the authoritative source, potentially leading to challenges in comprehending and applying the contract’s provisions.
  5. Governing law:
    • The governing law applicable to the contract can influence the interpretation and enforcement of its terms, including those related to the use of foreign language.
    • Some legal systems may prioritise the original foreign language version, while others may give more weight to the translated version or apply specific rules for interpreting contracts in foreign languages.
  6. Risk mitigation strategies:
    • Engaging legal professionals familiar with international law and the relevant jurisdictions can help mitigate risks associated with using foreign languages in contracts.
    • Clear and concise drafting, avoiding ambiguity and legal jargon, can minimise the potential for misunderstandings and disputes.
  7. Cultural and linguistic considerations:
    • It’s important to be mindful of cultural and linguistic nuances when using a foreign language in a contract.
    • Certain terms or phrases may have different meanings or interpretations in different languages, potentially leading to unintended consequences.

Key factors by which learning a foreign language would be very beneficial

Key factors by which learning a foreign language would be very beneficial in dealing with international clients:

Precision in communication

Drafting a legal contract is not a cakewalk, one person needs to have a good understanding of the law related to the particular contract. For example, if the contract is a trade-related contract, then the person who is drafting the contract is required to have knowledge about the trade-related laws that apply in the place for which the person is drafting the contract. The person needs to draft the contract or agreement in such a form that it should be precise in nature, and for this, the person needs to understand the language in which the law of the place for which he is drafting the contract is written. If it’s a foreign language, then the person is required to have knowledge of it because having proper knowledge of the foreign language in which the law prevails in the place where he is drafting can be very useful when it comes to drafting legal documents. Certainly, legal documents should be drafted in such a way that they should not have ambiguity or any other problems, such as being drafted in such a way that they can conclude two or more meanings from a single sentence, because by doing so, they can’t get a sense of single understanding, as if the sentence were conveying two different pieces of information, there would be chaos in understanding it. So the person who is drafting legal documents should make his documents appropriately, and there should be no room for ambiguity. The person who is drafting legal documents such as contracts or agreements should not use “Jargons” because they can be difficult to understand by the parties who are participating in the contract. The person should draft the legal document in such a precise way that it can easily be understood by the parties for whom it is drafted.

Building trust

As we all know, with the help of the internet, the world is becoming shorter and shorter with every second, and more and more people are connecting with each other through various platforms, some for just casually knowing each other, but there are many people who are connecting with others for business-related activities. For example, a person named Vijay is using some social networking sites to manage his business activities, such as getting new clients from them, or he can also assign work to his associates and get in touch with them to get all the updates and information on the ongoing projects. The key point to grasp here is that the internet as a resource is so crucial that, with its assistance, we can effortlessly engage in business activities with clients sitting in a whole different country. The Internet has shortened the distance between businesses to such an extent that doing business with people living in foreign countries is now at ease for everyone who has some skills and is able to offer some services. By learning a foreign language, we can undoubtedly end the linguistic barrier that comes between our business functions and by doing so, the client will also become more comfortable during the whole business process because the business here is going in a language that is well known to him so there are very few chances of any differences arising between us and eventually, by doing so, we can bridge the trust gap between the service provider and client. When the client is comfortable doing business with us, the business functions more efficiently and smoothly, and this will eventually help in building trust with the client. “Trust” is one of the main essential ingredients of business because we can’t perform business functions smoothly if there is a lack of trust between both parties who are cracking the deal or doing some sort of business with each other so one of the main things is to ensure the interests of both parties by building trust between them.

Global market access

In today’s era, learning a foreign language will also provide us with an edge in the present competitive market because if we can connect with the client in a language in which he is comfortable, then it can lead us to make professional relations more excellent and after all, the main objective of business is to provide in such a way that it satisfies your client and for this, you can charge them as per your cost. In the era of globalisation, business is going across the globe and dealing with international clients in a more frequent manner than before. Doing business in a foreign language can definitely provide us with an edge over our competitors and this will eventually help us grow our business. Learning a foreign language can also be considered an important skill in today’s legal market because doing international work will provide you with international exposure and you will also have international opportunities from which you’ll eventually earn more than compared to the work you’ll be doing for local clients.

Strategic negotiations

Negotiation is one of the paramount skills that are needed when doing business because there are many points on which we do not agree so we have to convey these points to our clients in such a manner that they understand them and agree to our terms. This skill of persuading is known as negotiation. It plays a vital role, especially when we are dealing with clients. When it comes to dealing with international clients, the main problem that arises here is that they don’t know our language and at this point, foreign languages play a crucial role. If we know the client’s language, then we can easily give them reasons for the issues we are facing in this particular deal. There could be any issue relating to anything, such as the fact that the contract’s pay is not enough as per industry standards, or there could be an issue with completing the project by the deadline. So these are just some examples but if we are well aware of the client’s language, it’ll definitely be helpful for us to negotiate with him, which would be very beneficial for both of us because language isn’t a barrier between us and we can communicate effortlessly with each other. Negotiation is one of the soft skills that can’t be perfectly taught to anyone because the skill of negotiation can only be learned by someone when he himself deals with someone and has negotiations in real life. So it can be said that it is one of the skills that can only be learned when someone himself is interested in learning.

Important terms and conditions for signing a contract in a foreign language

Whether you’re entering into a business agreement, purchasing real estate, or engaging in any other legal transaction, it’s important to know all the clauses of the agreement or legal document that you’re signing because legal documents contain some obligations that are considered to be legally binding on the parties. If you don’t read and understand all the clauses or things that are written down in the legal documents, this will eventually result in some serious legal consequences, so it is necessary for everyone to first comprehend all the information given in the legal document. When a person is doing some business work with clients who are alienated from the language that the person speaks, or when the person who is engaged in a business activity doesn’t speak the same language and all the legal work is going on in a foreign language, it becomes crucial for a person to understand all the terms and conditions of the contract more clearly because a contract imposes some actions that have to be performed on time by the parties who are involved in the contract.

Tips for navigating contracts in foreign languages

  • Seek legal advice from a professional who knows the language very well and is familiar with the legal field so that he can comprehend the contract more precisely.
  • Ask the other party to provide you with a translated version of a contract so that it becomes easier for you to understand the terms and conditions of the contract.

Legal problems due to misinterpretation of foreign language terms in contracts

Generally, legal contracts have certain concepts that require various actions by each party. If the two persons who are engaged in a legal contract are from different countries and have different native languages, then problems will arise in preparing the contracts because if the contract is prepared by one of them in his native language, it will become a contract containing a foreign language in it, and the other party may face difficulty comprehending it. There may be different problems that arise from this, such as:

Ambiguity in the contract

Void or voidable contracts are possible because of ambiguity in the contract or because of a misinterpretation of the words or phrases used in the contract. So it’s necessary for the parties to clearly define the words in the contract so that they may not become ambiguous in nature, and the words will define their meaning in a more certain and proficient manner.

Void terms

Contracts require a narrow Focus on terms and stipulations. Without understanding what something means, it becomes vague and unclear. Additionally, if there is confusion in a certain clause of the contract that is misinterpreted by the parties, this will amount to void terms as its meaning is unclear for both parties, and this will eventually result in a mistake that has to be ratified, or this mistake will result in making the contract a void contract.

Conclusion

If you are a person who did some legal work or provides legal services in the market and you have to deal with international clients on a daily basis it becomes necessary for you to learn foreign languages as it will not only be helpful in communicating with your clients but it will also be very helpful in getting an edge over your competitors as the opportunities in the market are limited and you have to prepare yourself by updating your knowledge and by learning new skills and knowing a foreign language will count as an impressive skill to be shown to your clients as it will help you develop a trust in your business relationship and you’ll also be able to learn their culture more by learning their language which will eventually be helpful in knowing your clients better. As this is the era of globalisation, doing work with cross-border clients has become very common in recent years, so you’d have to prepare yourself to face the competition. A foreign language not only provides you with some professional benefits but it will also be very helpful in your personal life. If you travel around the world in the future, it will be very beneficial for you as you’ll not be facing any difficulties in understanding a foreign language. There are numerous benefits of learning a foreign language, some of which are professional and some are useful for personal life too. There are many languages that prevail throughout the world. We should learn some of them, which would be helpful for us in building our careers.

References

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