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This question was closed without grading. Reason: Other
Aug 6, 2019 06:39
5 yrs ago
3 viewers *
French term

Totalité et intégralité de l'entente

French to English Law/Patents Law: Contract(s) section heading
Heading of a section in a business contract - distribution agreement between manufacturer and distributor.
Change log

Aug 6, 2019 20:20: Yolanda Broad changed "Term asked" from "Totalité et intégralité de l\\\'entente" to "Totalité et intégralité de l\'entente "

Votes to reclassify question as PRO/non-PRO:

Non-PRO (2): Yvonne Gallagher, Germaine

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Discussion

Adrian MM. Aug 7, 2019:
Integration and merger clauses in the US vs. UK Qualification again, pace moderation: these clauses *in the USA only* are also called integration clauses...
Eliza Hall Aug 7, 2019:
Integration clause For anyone who was confused about MrRafe's reference to "integration," these clauses are also called integration clauses, although that term is not generally used as the header in a contract (the term you see in contracts is usually "Entire Agreement"). You may also see people refer to an "integrated agreement" -- that means a written contract that has an Entire Agreement clause in it.

Integration means that this written contract integrates the entire agreement between the parties in one place, leaving nothing out. Anything that isn't written in this contract is not something that the parties have agreed to and is not admissible as evidence if they eventually litigate the contract in court.

Proposed translations

52 mins
French term (edited): Totalité et intégralité de l\'entente

(The) entire agreement between the Parties

Peer comment(s):

neutral mchd : Pour un titre, est-il besoin de traduire en mot-à-mot ?
6 mins
neutral AllegroTrans : Overworded
2 hrs
neutral Eliza Hall : Perfectly understood. Imperfectly worded.
6 hrs
Something went wrong...
+2
1 hr
French term (edited): Totalité et intégralité de l\'entente

Integration and entirety of agreement

This is a standard title for a contract provision.

https://www.lawinsider.com/clause/integration-and-entire-agr...

https://www.lawinsider.com/clause/entire-agreement

If one must track the source term more closely, one could say totality and integration of the agreement, but even that strikes me as unduly creative.

Legalese is stolid and clumsy for a reason, namely that innovative phraseology for the sale of stylistic improvement introduces an unnecessary risk of unforeseeable interpretations by litigants and courts.

Peer comment(s):

neutral AllegroTrans : Integration into what?
1 hr
The legal concept is that the parties intend complete integration, in the sense that the court should ignore any allegations of "extrinsic" or "parol" terms not expressly incorporated into the written contract.
neutral Eliza Hall : You've clearly understood the meaning here. I'm posting "neutral" instead of "agree" because this isn't how it would be phrased in legal English. But you've correctly understood the concept.
5 hrs
This is how I actually do write it after nearly a lifetime as an EN speaking lawyer and judge. As legal writing, trust me, its authenticity far outweighs its mediocrity.
agree Daryo : could also work // agree entirely about "innovative phraseology for the sake of stylistic improvement" being unnecessary, or even plain harmful.
7 hrs
Thank you.
agree Julie Barber : Had wanted to disagree but the links clearly show otherwise :-) but you could have kept more closely with the wording in the links (ie entire agreement)
12 hrs
I noticed others attempting that here, thanks, but my preference was to minimize any exotic tone that might look "funny" to an unfriendly adversary or judge.
Something went wrong...
+7
2 hrs
French term (edited): Totalité et intégralité de l\'entente

Full and complete agreement

Amendment No. 1 to Sales Representative Agreement - SEC.gov
https://www.sec.gov/Archives/edgar/data/0001280263/.../d1935...
This Amendment and Schedule 1 attached hereto represent the full and complete agreement and understanding of the parties with respect to the subject matter ...

General Terms and Conditions Page 1 of 3 GENERAL ... - ArrivaBuy
https://www.arrivabuy.com/attach/general-terms-and-condition...
General Conditions and the Regulations shall represent the full and complete Agreement between each Supplier and the Buyer (the. Agreement) for the ...
Peer comment(s):

agree AllegroTrans : I would use 'full and entire' but this is fine
1 hr
agree Jennifer White : complete - yes
1 hr
agree Yvonne Gallagher
2 hrs
agree Julie Barber
11 hrs
agree Joshua Parker
12 hrs
agree B D Finch
1 day 7 hrs
agree Eliza Hall : This works too, but usually isn't the wording used in the header of such a section in a contract.
1 day 9 hrs
I know that certain clauses have set names regardless of the wording. I never studied contract law, so I've learned something new. Thanks
Something went wrong...
+1
5 hrs
French term (edited): Totalité et intégralité de l'entente

Whole and entire agreement

Here is a re-run since a standard ENG legal drafting contract wording has been ciriticised - see the web ref.

It's hard to see what others have got against the term of art of totality of the agreement, but IMO refers to the legally drafted end-product objectively, as opposed to the entire agreement made by the parties, subjectively.

Anyway, here is another standard contract wording that reflects the whole-contract vs. whole-obligations divide, as commentators will remember from Treitel on Contract.

Example sentence:

Totality and entire agreement. This contract represents the *full and entire* agreement between the parties.

The entire agreement (clause) (also referred to as a whole agreement, integration or merger clause-

Peer comment(s):

agree Daryo
3 hrs
Hvala lepo, merci and thanks (for judging this answer purely on its merits).!
Something went wrong...
+7
5 hrs
French term (edited): Totalité et intégralité de l\'entente

Entire Agreement

This type of clause is literally called an "Entire Agreement clause." Here is a sampling of such clauses, all of which are headed "Entire Agreement":

https://www.lawinsider.com/clause/entire-agreement

The French is more wordy, which is no surprise -- French often is.

The point of these clauses is to clarify that the written contract contains everything that the parties have agreed to with respect to the subject matter of the contract, and there are no unwritten/oral/implied agreements between them. It prevents either party from claiming that the agreement was any broader in scope or any more detailed than what is written in black and white on paper.
Peer comment(s):

agree Ph_B (X) : Aargh - was about to suggest it. Was looking it up in the texts I've translated as refs. as I often see it like that in E>F. Anyway, agreed!
5 mins
Merci!
agree writeaway : my bad...
1 hr
agree Daryo : and even any previous written agreement(s) are to be considered as no longer valid. Few other answers are also OK, but why not keep it short when it's possible?
2 hrs
agree Germaine : Néanmoins, pour moi, écrire "Totalité et intégralité..." dénote davantage un calque de l'anglais juridique (qui affectionne les polynômes synonymiques) que l'usage correct en français.
8 hrs
C'est bien possible, je vois ce que vous voulez dire.
agree AllegroTrans
9 hrs
agree Eduardo Ramos
1 day 43 mins
agree B D Finch
1 day 4 hrs
Something went wrong...
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