If English isn't your first language and you're interviewing for a corporate role, you'll almost certainly encounter contract-related questions. Here are 5 phrases that consistently confuse candidates — and what they actually mean.

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1. "Notwithstanding anything to the contrary"

What it sounds like: Despite nothing being the opposite?

What it actually means: "This clause wins over everything else." It's a legal override — whatever follows this phrase takes priority over any conflicting language in the rest of the contract.

In an interview, say: "This is a priority clause — it means this section overrides any conflicting terms elsewhere in the agreement."

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2. "Shall" vs. "May"

What trips people up: In everyday English, "shall" sounds old-fashioned. In contracts, it's critical.

• Shall = mandatory obligation ("The vendor shall deliver by March 1")

• May = optional permission ("The client may request additional revisions")

In an interview, say: "'Shall' creates a binding obligation, while 'may' grants discretionary permission."

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3. "Hold harmless and indemnify"

What it sounds like: Something about being harmless?

What it actually means: One party agrees to protect the other from financial loss. If Party A indemnifies Party B, then Party A pays for any claims, damages, or legal costs that Party B faces because of the agreement.

In an interview, say: "This indemnification clause shifts the financial risk — the indemnifying party covers the other's losses."

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4. "Time is of the essence"

What it sounds like: A motivational phrase about working fast.

What it actually means: Deadlines are legally binding. Missing a deadline isn't just bad practice — it could be a breach of contract that allows the other party to terminate.

In an interview, say: "This means all deadlines are strict contractual obligations — missing one could constitute a material breach."

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5. "Mutatis mutandis"

What it sounds like: Latin that nobody understands.

What it actually means: "With the necessary changes being made." It means the same clause applies to a different situation with appropriate adjustments. For example: "Section 3 applies to Subcontractors, mutatis mutandis" — meaning the clause applies to subcontractors with relevant details swapped.

In an interview, say: "This means the same terms apply to this context, adjusted where necessary."

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Want to Master This?

These 5 phrases are just the beginning. Inside ContractFluent, I teach non-native English speakers how to read, summarize, and discuss contracts with complete confidence — so you walk into your next interview ready.

The full course covers contract anatomy, clause-by-clause analysis, the STAR summary framework, and live mock interview scenarios.