Translating contracts between Arabic and English: the legal terms that go wrong

In short: Contract translation between Arabic and English rarely fails on difficult words. It fails on familiar ones that carry a different legal meaning in each system. Terms such as "shall", "indemnity", "consideration" and "best efforts" need a deliberate rendering, a governing-language clause, and a second linguist who checks the Arabic against the English line by line.

Why the familiar words are the risky ones

Most commercial contracts drafted in English follow the common-law tradition. Most Arab jurisdictions apply civil codes, with their own vocabulary for obligations, compensation and termination. A dictionary equivalent can be correct as language and wrong as law. The translator's job is to carry the legal effect of each clause, which sometimes means a longer Arabic phrase, or a term drawn from the civil code instead of the first word that comes to mind.

Five English terms that are easy to get wrong

"Shall"

In English drafting, "shall" usually imposes an obligation. Rendered as «سوف», it becomes a statement about the future, and the duty quietly disappears. Obligations keep their force as «يلتزم» or «يجب على». Where "shall" only states how something works, as in "This Agreement shall be governed by", Arabic legal style uses the plain present tense: «يخضع هذا العقد».

"Indemnify and hold harmless"

The Arabic «التعويض» covers compensation for harm in general. An indemnity clause usually does more: it assigns third-party claims, defense costs and named categories of loss to one party. A translation that says only «يعوّض» can narrow the clause without anyone noticing. The Arabic should state who bears which claims and losses, with the same scope as the English.

"Consideration"

In common law, consideration is what each party gives in exchange, and it bears on whether a promise is binding at all. The civil-law systems used across most of the Arab world have no exact equivalent doctrine. Rendering it as «الاعتبار» or «المراعاة» is a classic false friend. In a recital such as "in consideration of the mutual covenants", a phrase like «في مقابل الالتزامات المتبادلة» conveys the exchange without importing a doctrine the Arabic text does not need.

"Best efforts" and "reasonable efforts"

English courts treat "best endeavours" as a heavier duty than "reasonable endeavours", and US courts have not read "best efforts" in one uniform way. The Arabic should keep the difference visible, for example «بذل أقصى الجهود» against «بذل العناية المعقولة». Arab lawyers will also read these clauses through the civil-law distinction between an obligation to achieve a result and an obligation to exercise care, so the wording must not turn one into the other.

"Damages", "terminate" and "rescind"

"Damages" in the plural is the money awarded, «التعويض», while «الأضرار» is the harm itself. Arabic also separates «إنهاء» (ending the contract) from «فسخ» (dissolution, typically for breach), and each carries its own consequences under civil codes. Choose the term that matches the effect of the clause and use it every time.

Arabic legal register is a style of its own

A good Arabic contract is not English syntax in Arabic words. It typically opens with the parties' full details and a preamble, states that the preamble forms an integral part of the contract, and relies on fixed formulas such as «على سبيل المثال لا الحصر» for "including without limitation" and «بالتضامن» for "jointly and severally". A text that reads as a word-for-word copy invites a judge or a counterparty to ask what was really meant.

Governing language, definitions, dates and numbers

When a contract exists in Arabic and English, it should say which version prevails in a conflict. "Both texts are equally authentic" sounds balanced, but it leaves a dispute over meaning with no tie-breaker. A prevailing-language clause has limits too. Courts in several Arab jurisdictions work in Arabic; in the UAE, for example, documents filed with the courts must be in Arabic, translated by a legal translator approved by the Ministry of Justice. The Arabic version is often the one the court actually reads, so it must be sound on its own terms. Requirements vary by country and court, so confirm them with the receiving body.

Arabic has no capital letters, so the visual cue that marks "the Supplier" as a defined term is lost. Put each definition in quotation marks on first use, such as («المورّد»), and use exactly that form afterward. Never alternate «المورّد» and «البائع» for variety.

• Write dates with the month in words. 03/11/2026 is 3 November in the Gulf and March 11 in the United States.
• Where the Hijri calendar appears, state which calendar governs deadlines, and check that paired Hijri and Gregorian dates match.
• Write amounts in figures and in words, and say which prevails if they differ. Arabic financial drafting often closes an amount with «فقط لا غير».
• Keep one digit style, Western or Arabic-Indic, and one decimal convention through the whole document.
• Check currencies and percentages in both versions, figure by figure.

A consistency glossary, and a second linguist

Long contracts, and families of contracts with a framework agreement, schedules and amendments, need a glossary agreed before translation starts: every defined term, party name and recurring formula, with its chosen Arabic rendering. The glossary should travel with every later amendment.

Checklist before signing a translated contract:

• The glossary of defined terms is approved by the legal team.
• The governing-language clause appears, identically, in both versions.
• Every obligation, indemnity and efforts clause is checked against the source.
• Clause numbers, cross-references and schedules match.
• Dates, amounts and party names are verified one by one.
• A second linguist who did not translate the text has revised it.

The last point matters most. ISO 17100, the international standard for translation services, makes revision by a second person mandatory, because translators rarely catch their own misreadings. When a contract will be filed with a court, ministry or embassy, certified legal translation is often required as well, and acceptance rules vary by authority.

This article is general guidance, not legal advice. Final contract wording should be confirmed with qualified counsel in the relevant jurisdiction.

For contracts that need certified legal translation, Bayan Translation is Bayan Group's specialist. It works under ISO 17100 and ISO 9001 certification with a three-linguist workflow (translate, edit, proofread), and its certified translations are used before courts, ministries and embassies.