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20:20 Sep 22, 2011
English to German translations [PRO] Law/Patents - Law: Contract(s)
English term or phrase:(effective) with or without term
TEXT: Know-how licence contract
Clause X: Duration of the contract:
1. This contract shall not be terminated before December 31st, 2014. If by this date either of the parties wishes to terminate the contract, a six months prior notice will be required.
2. If the contract is not terminated by December 31st, 2014, it will continue for an unlimited period but may be terminated on December 31st of any subsequent year on receipt of six months prior notice.
3. Irrespective whether a termination *** IS EFFECTIVE WITH OR WITHOUT TERM *** the technical documentation, drawings, tools etc. are expressly regarded as remaining Y's property. Upon termination of this contract Z shall return the technical documentation, drawings, tools etc. received in their current condition.
I just cannot figure out what WITH OR WITHOUT TERM is supposed to mean in the above mentioned context.
Could it be "mit oder ohne Kündigungsfrist gültig" or "dauerhaft gültig oder nicht"? I am totally lost here:(
because a valid termination always puts an end to the contract once and for all - a new contract would be necessary to continue. There is no termination that might only "suspend" the contract for a given time.
In my opinoin, para. 3 of this clause does not refer to the difference between para. 1 and para. 2, since both 1 and 2 require a term of notice.
A termination (effective) without term / without prior notice might be
(a) an "automatic" termination due to the fact that the contract has been concluded for a limited period - this is evidently not the case here;
(b) an immediate termination (e.g. for a just cause) which does not require a prior notice.
Further context might give a clue as to whether certain events (e.g. fundamental breach of contract) might be a cause for immediate termination of the contract by one of the parties.
As I see it, para. 3 is intended to safeguard Y's know-how without regard to the cause or manner of termination of the contract, even in case of a justified *immediate* termination of contract by Z.
... damit "with or without prior notice", mit/ohne Kündigungsfrist für die Beendigung. Nur so macht es für mich Sinn. Oder man schreibt -- da dort eben "term" steht und nicht "notice" -- so etwas wie "mit/ohne Fristsetzung/Vorankündigung", damit auch im Dt. ein anderer Begriff steht ("notice" wird ja weiter oben schon verwendet).
Automatic update in 00:
7 mins confidence:
Explanation: Unabhängig davon, ob eine Kündigung fristlos oder fritgemäß erfolgt, ...