Totalité et intégralité de l'entente

06:39 Aug 6, 2019
This question was closed without grading. Reason: Other

French to English translations [PRO]
Law/Patents - Law: Contract(s) / section heading
French term or phrase: Totalité et intégralité de l'entente
Heading of a section in a business contract - distribution agreement between manufacturer and distributor.
Tara Salman
Canada
Local time: 04:26


Summary of answers provided
5 +7Entire Agreement
Eliza Hall
4 +7Full and complete agreement
writeaway
3 +2Integration and entirety of agreement
mrrafe
4 +1Whole and entire agreement
Adrian MM.
4(The) entire agreement between the Parties
Eduardo Ramos


Discussion entries: 2





  

Answers


52 mins   confidence: Answerer confidence 4/5Answerer confidence 4/5
Totalité et intégralité de l\'entente
(The) entire agreement between the Parties


Explanation:
sug.

https://www.lexology.com/library/detail.aspx?g=ab1e0ed6-f91d...

https://www.contractology.com/entire-agreement-clause.html

Hope it helps,
EjR

Eduardo Ramos
Thailand
Local time: 15:26
Specializes in field
Native speaker of: Native in PortuguesePortuguese, Native in EnglishEnglish

Peer comments on this answer (and responses from the answerer)
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
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1 hr   confidence: Answerer confidence 3/5Answerer confidence 3/5 peer agreement (net): +2
Totalité et intégralité de l\'entente
Integration and entirety of agreement


Explanation:
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.



mrrafe
United States
Local time: 04:26
Works in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 4

Peer comments on this answer (and responses from the answerer)
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.
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2 hrs   confidence: Answerer confidence 4/5Answerer confidence 4/5 peer agreement (net): +7
Totalité et intégralité de l\'entente
Full and complete agreement


Explanation:
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 ...

writeaway
Specializes in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 375

Peer comments on this answer (and responses from the answerer)
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
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5 hrs   confidence: Answerer confidence 4/5Answerer confidence 4/5 peer agreement (net): +1
Totalité et intégralité de l'entente
Whole and entire agreement


Explanation:
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(s):
  • 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-

    Reference: http://www.lawinsider.com/clause/totality-and-entire-agreeme...
    Reference: http://www.translegal.com/lesson/6944
Adrian MM.
United Kingdom
Specializes in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 28

Peer comments on this answer (and responses from the answerer)
agree  Daryo
3 hrs
  -> Hvala lepo, merci and thanks (for judging this answer purely on its merits).!
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5 hrs   confidence: Answerer confidence 5/5 peer agreement (net): +7
Totalité et intégralité de l\'entente
Entire Agreement


Explanation:
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.

Eliza Hall
United States
Local time: 04:26
Specializes in field
Native speaker of: Native in EnglishEnglish
PRO pts in category: 28

Peer comments on this answer (and responses from the answerer)
agree  Ph_B: 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
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