Contracts under Georgian law
The Civil Code of Georgia gives parties broad freedom of contract, and Georgian courts will generally hold you to what you signed. That cuts both ways: a template pulled from another jurisdiction may be enforceable here and still allocate risk in a way that makes no sense under Georgian rules on termination, penalties, limitation periods, or unilateral variation.
Most of the documents I am asked to fix are not badly written. They are well written for somewhere else.
What I handle
- Commercial agreements. Services, supply, distribution, agency, licensing, and framework agreements.
- Cross-border contracts. Governing law and jurisdiction clauses that will actually work, arbitration provisions, and bilingual drafting where the Georgian and English texts have to say the same thing.
- Employment and contractor documentation. Coordinated with labour law requirements and, for foreign staff, with work authorisation.
- NDAs, IP assignments, and non-competes. Drafted to the limits Georgian law will actually enforce, rather than to the limits of ambition.
- Review and negotiation. A marked-up document with a short risk note in plain language: what matters, what does not, and what I would concede.
- Disputes over existing contracts. Interpretation, breach, termination, and pre-litigation strategy.
How I work
For a review, you get the redline and a summary that ranks issues by consequence rather than by page order, so you can negotiate the three points that matter instead of all twenty. For drafting, I start from your commercial terms, not from a template, and I will tell you when a shorter document would serve you better.
Why work with me
I drafted and negotiated commercial documentation at PwC Georgia and at a Legal 500-ranked firm, for clients ranging from founders to banks and multinationals. I work in Georgian, English, German, and Russian, and bilingual drafting is routine rather than an add-on.
Frequently asked questions
Can a contract in Georgia be governed by foreign law?
In cross-border commercial contracts the parties can generally choose the governing law, and that choice will normally be respected. The practical limits matter more than the principle: mandatory Georgian rules can still apply to certain relationships such as employment and real property, and enforcement in Georgia against Georgian assets is easier with a forum and law the local courts can apply directly.
Does a contract have to be in Georgian?
Commercial contracts between private parties can be concluded in English, and frequently are. Georgian is required where a document is filed with a state body, a court, or a notary, so a certified translation becomes necessary at that point. Where a bilingual version is used, the contract should say which language prevails. The absence of that clause is a recurring source of disputes.
Are non-compete clauses enforceable in Georgia?
Post-termination restraints are viewed narrowly. Enforceability depends on scope, duration, and whether the restriction is proportionate to a legitimate interest, and clauses copied from other jurisdictions are often drafted far wider than a Georgian court would uphold. A tighter clause with a realistic scope is worth more than a broad one that fails as a whole.