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Contract clause

English translation: or any document relating to the contract

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12:15 Jun 3, 2011
English to English translations [PRO]
Law/Patents - Law (general)
English term or phrase: Contract clause
Dear colleagues,

I have a purely linguistic question... I understand the terminology and everything in the following sentence:

Should any clause set out in this Contract, or any document relating hereto, be held illegal...

My question is... Do the commas separate the "any document relating hereto" part from "any clause" so that any document does not refer back to "clause"?

So does the sentence read..

a) Should any clause set out in this contract or (should) any document relating hereto be held illegal...

or

b) Should any clause set out in this contract or (should any clause set out in) any document relating hereto be held illegal...

How would *native speakers* interpret this sentence? I believe the use of the commas suggests a) but would like some confirmation from native speakers.
innsbruck
English translation:or any document relating to the contract
Explanation:
The segment rephrased:
Should any clause set out in this Contract, or any document relating to this Contract, be held illegal...

In other words, the "hereto" is referring to the Contract.


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Note added at 33 mins (2011-06-03 12:49:31 GMT)
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Note added for clarification: "Hereto" does not refer to "any clause"; it refers to "this Contract".
"be held illegal", however relates to both "any clause set out in this Contract" and "any document relating to this Contract". HTH.

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Note added at 35 mins (2011-06-03 12:51:51 GMT)
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There is no linguistic relationship between "any document" and "any clause".

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Note added at 39 mins (2011-06-03 12:55:17 GMT)
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Perhaps it would help to think of "any document relating to this Contract" as a single noun (noun phrase)?
Or:
Should A or B be held illegal (where A="any clause set out in this contract", and B = "any document relating to this contract").
Selected response from:

Allison Wright
Portugal
Local time: 14:49
Grading comment
THanks
4 KudoZ points were awarded for this answer



Summary of answers provided
4 +1or any document relating to the contract
Allison Wright
4Option B
B D Finch


Discussion entries: 9





  

Answers


12 mins   confidence: Answerer confidence 4/5Answerer confidence 4/5 peer agreement (net): +1
contract clause
or any document relating to the contract


Explanation:
The segment rephrased:
Should any clause set out in this Contract, or any document relating to this Contract, be held illegal...

In other words, the "hereto" is referring to the Contract.


--------------------------------------------------
Note added at 33 mins (2011-06-03 12:49:31 GMT)
--------------------------------------------------

Note added for clarification: "Hereto" does not refer to "any clause"; it refers to "this Contract".
"be held illegal", however relates to both "any clause set out in this Contract" and "any document relating to this Contract". HTH.

--------------------------------------------------
Note added at 35 mins (2011-06-03 12:51:51 GMT)
--------------------------------------------------

There is no linguistic relationship between "any document" and "any clause".

--------------------------------------------------
Note added at 39 mins (2011-06-03 12:55:17 GMT)
--------------------------------------------------

Perhaps it would help to think of "any document relating to this Contract" as a single noun (noun phrase)?
Or:
Should A or B be held illegal (where A="any clause set out in this contract", and B = "any document relating to this contract").

Allison Wright
Portugal
Local time: 14:49
Native speaker of: Native in EnglishEnglish
PRO pts in category: 10
Grading comment
THanks
Notes to answerer
Asker: Thank you very much (really), but I am perfectly aware that "hereto" referes to the Contract. The question is whether "any document" refers back to "any clause" or not!


Peer comments on this answer (and responses from the answerer)
agree  xxxThuy-PTT
2 days21 hrs
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3 hrs   confidence: Answerer confidence 4/5Answerer confidence 4/5
contract clause
Option B


Explanation:
An English solicitor once told me that the reason legal documents generally have few or no commas is because the average English solicitor or judge cannot be trusted to use them properly. I think that commas, properly used, clarify meaning. In this case, the commas change the meaning and one should assume that is intentiona. Normally, there would not be a comma before "or"; the insertion of commas indicates that "or any document relating hereto" does not simply follow on from "Contract", but refers back to "any clause". This would have been achieved with more clarity by better drafting: e.g. Should any clause set out in this Contract or should any document relating hereto be held illegal....

So I think that your option B is correct.

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Note added at 4 hrs (2011-06-03 16:35:33 GMT)
--------------------------------------------------

I am not sure what you mean by "an independent unit in the sentence". As far as I am aware, that is not a grammatical category! It is a noun phrase, it doesn't possess a finite verb, so it is not a clause (presumably the closest approximation to "an independent unit" in a sentence). The point I was making may be clearer if I put "simply in bold; i.e. it follows on but it also refers back to "any clause".

I do see why you are confused by my suggestion for redrafting, which was wrong! Change to: Should any clause set out in this Contract or in any document relating hereto be held illegal....

B D Finch
France
Local time: 15:49
Works in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 52
Notes to answerer
Asker: Thank you for your answer, really!! But now I am quite lost... You write "the insertion of commas indicates that "or any document relating hereto" does not simply follow on from "Contract" (totally AGREED!) but then you write... but refers back to "any clause" (so the commas don't make any difference at all? If there were no commas, "or any document" would clearly refer back to "any clause set out in"! I would have thought the very use of the commas (whether this usage is correct or incorrect is a different matter, I believe the commas are not used correctly here, thus creating problems) means that ", or any document relating hereto" is a completely separate unit in the sentence and thus option A would be how the sentence should be read since commas are included (with option B being what should be meant). I get confused because you write "or any document relating hereto" refers back to "any clause", but then you seem to write that it is an independent unit in the sentence "This would have been achieved with more clarity by better drafting: e.g. Should any clause set out in this Contract or should any document relating hereto be held illegal...." So are you saying that "Should any clause set out in this Contract or should any document relating hereto be held illegal" is the meaning of the sentence with commas? BTW, I appreciate your help tremendously...


Peer comments on this answer (and responses from the answerer)
neutral  Tony M: I agree in principle with what you say, except for the fact that to have meaning b), the 'in' really ought to have been repeated: "...in this contract, or in any document..."; as it stands, it is meaning a) that comes across at first reading
11 mins
  -> The fact that the meaning is not clear shows it is badly drafted. That is why it needs to be analysed and redrafted.
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