Manufacture of Consent
A contract records consent. The four documents that Next has put in front of me do something else: each contains at least one sentence written to produce consent on paper that was never given in fact. The four are the meters agreement of February 2025, the only one I signed; the management agreement and the service conditions of January 2026, which I refused; and the act of handover of July 2026, which I refuse. This page is about those sentences. How my signature was sought, and what was held until I gave it, is told elsewhere; why two of the four are falsified, and whether any of this is a crime, have their own pages. Here the documents speak for themselves.
"No ambiguity"
Two of the four contain a clause of the same kind. The meters agreement has the parties "confirm that the agreement does not contain any ambiguities and represents the result of the mutual free will of both parties". The act of handover has them "confirm that it contains no ambiguous provisions and they have no claims against each other".
Why would a company want a counterparty to certify that its text is clear, on a transactional agreement and on a purported receipt, of all things? Because of a principle older than any modern legal system. Roman law already held that an obscure or ambiguous term counts against the seller or the lessor, "in whose power it was to write the term more clearly" (Papinian, translated from Latin); Francis Bacon set it down as verba fortius accipiuntur contra proferentem, "words are taken most strongly against the one who put them forward". The rule is contra proferentem, and its reason has not changed in eighteen centuries: whoever holds the pen bears the cost of writing badly. Georgian law recognizes it. Standard contract terms, if unclear, "shall be interpreted in favour of the other party" (Article 345 of the Civil Code); standard terms are those "prepared in advance for repeated use that one party (the offeror) proposes to the other party" (Article 342), and Next's documents are exactly that, templates with the counterparty's name filled in, as their leftover lines show.
A "no ambiguity" clause is an attempt to contract out of the rule. The counterparty is made to sign, in advance, the finding a court would have to make against the drafter: that the text is clear. If it later turns out not to be, the drafter can quote the counterparty's own signature. The clause does not make the text clear. It makes the counterparty certify that it is, so that the protection the law gives him against the drafter's carelessness or malice cannot be invoked. That is a mockery of the principle, and in Next's case a visible one: a document that certifies its own clarity cannot spell its own title. The Code has answers for such clauses too: an uncommon provision the other party "could not have expected" does not become part of the contract at all (Article 344), and a standard term that disadvantages the counterparty against "the principles of trust and good faith" is void "notwithstanding [its] inclusion in the contract" (Article 346). Whether these particular clauses fall there is for a court; what they were written to do is plain on their face.
The "mutual free will" half of the meters clause is the same device aimed at a different objection. It is the drafter's pre-signed evidence that no one was pressured. I signed it with my meters installed but unusable "until you settle the outstanding amount" (message), and with my renovation to be postponed, if I did not pay, until "after the tourist season ends" (message). The sequence is on the coercion page.
February 2025: the meters agreement
The meters agreement is the one contract with Next I have signed. I signed it on February 21, 2025, and paid the same day. Before it, I had signed nothing with Next, ever: I bought my apartments from a private individual, and my only dealings with the developer's companies had been my wife's WhatsApp conversations (with Lola and Shota) about the renovation. The agreement obliges me to pay two sums, US$2,028 for bringing my materials up in the freight elevator and removing waste, and GEL 2,400 for meters and their registration, both paid, both "services" delivered. It is a transactional agreement.
Clause 1.6 is the certificate of clarity and free will discussed above. Clause 1.7 reads:
"The terms (points) of the contract that have not been modified by this agreement remain unchanged and retain their legal force."
Read it as I did, as someone who had signed nothing before: "the contract" can only be this agreement itself, and the sentence says that its own unmodified clauses remain in force, which is legalese gone in a circle. Two other clauses (1.3, 1.4) call the document "the additional agreement", additional to nothing. That reading fit the rest of the page, which is full of errors:
- The date is written "17.02.2025г.", with the Russian abbreviation for "year" in an English text;
- Clause 1.1 has "the parties confirm that LUIS FERNANDO SCHULTZ XAVIER DA SILVEIRA are the owners", one person in the plural;
- The same clause makes me the owner "of a non-agricultural land plot of 1705 sq.m.", which I have never owned; I own two apartments on it;
- It places that plot at "27 Inasaridze Street"; the building is at 27 Mamuladze Street, as my titles and Next's own act of handover say;
- It gives the cadastral code as "05.31.12.050"; the registry's is 05.32.12.050;
- "The property in question is an apartment … identified as Apartment №11 and №12": one apartment, two numbers;
- "The additional agreement will lose its legal force" appears twice, for a document that is additional to nothing.
In my reading, a text this full of errors made the sentence "does not contain any ambiguities" just one more error. I took clause 1.7 for garbled self-reference, and signed, under coercion.
There is another reading, and it is Next's. Sixteen months later, its lawyer wrote that under the developer's sale agreements "every purchaser undertook the obligation to execute the Management Agreement and the Common-Area Service Agreement upon registration of ownership", and Next's two 2026 drafts are written as annexes to a purchase agreement "concluded between the parties". In that alternative universe, "the contract" of clause 1.7 is that purchase agreement, this paper is an addendum to it, and my signature at the bottom is my acknowledgment that it exists and remains in force. It does not exist. Next White has never sold me anything, and no signature on a paper about elevators and meters can create a purchase agreement that was never made. But that is what the clause was for, and it is why this document is on this page: it was the first time Next put a phantom contract under my pen, and the one time I did not see it.
January 2026: the management agreement and the service conditions
The two drafts Next sent me on January 28, 2026, the management agreement and the service conditions, which I refused, are examined clause by clause on the falsified documents page, because both are dated to days on which they could not have existed. Here, only the consent they manufacture:
- Both hang from a purchase agreement between Next White and me that does not exist: the management "will commence in accordance with the real estate ('Apartment') purchase agreement concluded between the parties" (2.1); the service conditions are "an integral part of the real-estate agreement" (1.3) and are "annex N 1, of the purchasing agreement concluded between the vendor and the apartment owner" (4.8). Signing either would have been my written acknowledgment of the phantom.
- The management agreement lets Next hand my apartment to any other company: such a transfer "does not require any expressed consent of the owner and by signing this agreement, such consent is deemed as issued" (5.9).
- The service conditions declare themselves "agreed and signed by all the owners of the apartments", and "therefore" to be "the common decision of the apartment owners" (6.2). That sentence, signed one owner at a time, is Next's substitute for the decision of the homeowners' association that the law requires, and it is false of at least one owner: myself.
- The same document lets Next set the building's rules and sanctions "unilaterally" (1.6), dispose of the common property "without a prior or post consents of the apartment owner" (3.2), and closes with a waiver of ignorance: in any dispute "none of the parties will be entitled to refer that he/she was not aware of the legal acts" (9.6).
None of it was signed. Next applies Clause 5.2 to me anyway.
July 2026: the act of handover
The fourth document is the shortest. The act of handover is a one-page form on which an owner or a resident acknowledges receiving elevator chips. Its third paragraph reads:
"By signing this Act, the Parties confirm that it contains no ambiguous provisions and they have no claims against each other."
A receipt for chips, with a general waiver of claims inside it. From July 1 to October 21, 2026, this signature was the price for my access to my co-owned elevators, and by its own terms the form was put to tenants ("Owner/Resident") as well as owners. A copy of the signed act was provided "upon request". I asked for the waiver to be deleted; Next's answer: "Yes, change of act of handover of elevator chips is declined".
The form certifies that it contains "no ambiguous provisions". Next's own file is titled "Act oc Handover"; the company calls itself the "Managemenet Company", twice; and the operative sentence has lost its subject: "The has handed over and the Owner/Resident … has received". A form that cannot state who is handing over the chips certifies its own clarity, and waives, in the same sentence, every claim of the person who signs it. Which claims? Mine begin with the grievances of February 2026, unanswered to this day, and include everything on this site. That is what a chip cost.
The pattern
Four documents, from two companies of the same group, over seventeen months. The devices are few and they recur:
| Device | Where |
|---|---|
| A prior contract recited into existence | Meters agreement 1.7; management agreement 2.1, 4.8, 8.6; service conditions 1.2, 1.3, 9.7 |
| A certificate that the text is clear | Meters agreement 1.6; act of handover |
| A certificate of free will | Meters agreement 1.6 |
| Consent "deemed as issued" | Management agreement 5.9 |
| The consent of all owners, signed one at a time | Service conditions 6.2 |
| A waiver of ignorance of the law | Service conditions 9.6 |
| A waiver of all claims, inside a receipt | Act of handover |
Each is a sentence that, once signed, would be quoted back to me: “you signed an annex to our purchase agreement”; “you agreed the text was clear”; “you agreed you were not pressured”; “you agreed for all the owners”; “you agreed you had no claims”. None of them describes anything that happened. They are not records of consent. They are its manufacture: prefabricated parts of an agreement that was never reached, with the signature as the last part fitted on the line.
I gave one signature, in February 2025, on the paper whose phantom I did not see. Legally, it is merely a transactional agreement. I have given none since.