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Glossary entry

French term or phrase:

tenu indéfinement et solidairement

English translation:

held liable without any limit, jointly and severally

Added to glossary by Adrian MM.
Dec 18, 2019 15:32
4 yrs ago
24 viewers *
French term

tenu indéfinement et solidairement

French to English Law/Patents Law: Contract(s)
Requirements to enter into an agreement:

"- qu'il n’est pas et n'a pas été associé depuis moins d’un an dans une société mise en liquidation ou en redressement et dans laquelle il était tenu indéfiniment et solidairement du passif social ;"

I get the gist of this and I have it as, "as regards which he or she was bound, indefinitely, and on a joint and several basis, to pay the company's debts".
Proposed translations (English)
4 +4 liable without any limit, as well as jointly and severally
4 -3 solidarily liable, without limit
3 -3 bound by indefinite, solidary liability
References
liable without limit, as well as jointly and severally, for
Change log

Jan 1, 2020 09:56: Adrian MM. Created KOG entry

Jan 1, 2020 09:56: Adrian MM. changed "Edited KOG entry" from "<a href="/profile/2688125">Adrian MM.'s</a> old entry - "tenu indéfinement et solidairement"" to ""liable without any limit, jointly and severally""

Discussion

Eliza Hall Dec 19, 2019:
Without limit @SafeTex: indéfiniment is not "until he kicks the bucket," it is, as Adrian said, without limit as to the amount -- i.e. they could lose everything they have in the world, not just everything they invested in the business.

When a company goes belly up, shareholders/investors can only lose the value of their shares/investments; they might lose everything they put into the company, but all their other property (house, car, bank accounts etc.) is protected.

Partners, however, are jointly liable for the company's debts, up to the entire amount of all the property each partner owns in the world. That's what indéfiniment means here: even if you only invested $10, you are still fully on the hook, to the maximum extent possible, for the company's debts.

"La responsabilité solidaire signifie qu’un créancier peut poursuivre un seul associé de la SNC [société en nom collectif] pour la totalité d’une dette. La responsabilité indéfinie implique que les associés sont responsables sur l’ensemble de leurs biens personnels."
https://www.economie.gouv.fr/entreprises/societe-en-nom-coll...
SafeTex Dec 19, 2019:
@ Conor Thanks for saying that it's NOT wrong.

Personally, I'll be happy with whatever you choose. You can even say:

"the guy has to pick up the bill (liability) until he kicks the bucket (indefinitely) and I'll still go along with you :)

Regards

SafeTex
Conor McAuley (asker) Dec 19, 2019:
@ Eliza: A very good and fascinating point, well made.

HOWEVER, the term "jointly and severally" is so entrenched and solidary just sounds wrong on the ear, even though it's not...
Conor McAuley (asker) Dec 19, 2019:
Adrian and AllegroTrans A blast from the past:

https://www.proz.com/kudoz/french-to-english/law-contracts/5...
Eliza Hall Dec 19, 2019:
Solidary vs. joint and several One thing to bear in mind when translating FR/EN legal texts is that you are translating not just between languages, but between legal systems.

Common law is the legal system used in England and places whose legal systems derive from English law, e.g., Canada except Quebec, all US states except Louisiana, and Africa's former British colonies. Civil law is the system used in France and jurisdictions that derive their legal systems from France: Quebec, Louisiana, the former French colonies in Africa...

The term "solidary liability" is the "civil law equivalent" of the common-law concept of "joint and several liability" (look at the "See also" section here: https://en.wikipedia.org/wiki/Joint_and_several_liability). On the rare occasions when this term is used in English, it's in an English-speaking jurisdiction whose legal system is based on French civil law. In other words... Louisiana. That's why Safetex's link here cites a Louisiana court case ("La. App." = Louisiana court of appeal): https://definitions.uslegal.com/s/solidary-liability/

"Joint and several" is the common-law term. Unless you're specifically translating for a Louisiana client/court, that's the translation.
John ANTHONY Dec 18, 2019:
@ Adrian MM Grazie mille... Большое спасибо !

Proposed translations

+4
1 day 52 mins
Selected

liable without any limit, as well as jointly and severally

- as requested and solicited, though I prefer to do the 'soliciting' especially in public!

PS unlimited liability in ENG, except for a corporation outwardly and Lloyd's underwriting names, is not boilerplate.

Tá fáilte romhat!

--------------------------------------------------
Note added at 1 day 1 hr (2019-12-19 16:36:11 GMT)
--------------------------------------------------

Not to worry about the fada accent. The paternity of my own siblings has long been in doubt, even outside (my Welsh sister-in-law's) Land of our (putative) Fathers.

--------------------------------------------------
Note added at 1 day 6 hrs (2019-12-19 21:47:15 GMT)
--------------------------------------------------

Well, Conor, it is in fact a 'deviant-looking affiliation' joke. Intriguing point about Ireland depicted as a woman. (My mates from Dublin always used to ask compatriots: 'how's your father?').

Germany is rather a fatherland, as opposed to the ex-Soviet Union as a motherland into which the Ukraine, annexed during World War II in 1940, had been 're-incorporated', plus the towering warrior statue at Stalingrad now Volgograd - definitely and indefinitely - depicts 'mother Russia'.
Reference:

http://eng.proz.com/kudoz/english-to-german/law-contracts/2617207-with-notice-or-lapse-of-time.html

Note from asker:
Go raibh maith agat! (It's been a while, might be missing a fada there.)
I think you mean motherland or fatherland rather than paternity! I wonder whether Ireland and Wales are motherlands or fatherlands? I think Ireland is depicted as a woman in songs and poetry.
Peer comment(s):
neutral SafeTex : My only reservation with this is "without any limit" which could well be interpreted as pecuniary limits while I think "indéfinement" refers more to time. But I'm NOT against "jointly and severally"
12 mins
OK. In the context of liability, pecuniary are likelier than time limits cf. à durée indéterminée and 'ad infinitum' so leave 'open' https://www.linguee.com/french-english/translation/indéfinim...
agree Eliza Hall : You're correct and Safetex isn't.
37 mins
Thanks. Safetex has a point and the possible construction could well 'indefinitely' be disputed in court.
agree Cyril Tollari
18 hrs
Thanks de novo et merci de nouveau!
agree Jack Dunwell : Yes Unlimited joint and several liability
1 day 1 hr
Thanks and even better. I would have been content to have left your previously chosen answer as a ref. comment to avoid any charge of plagiarism.
agree AllegroTrans : "with unlimited joint and several liability" could be wound into the translation with a couple of tweaks methinks
8 days
Something went wrong...
4 KudoZ points awarded for this answer. Comment: "Selected automatically based on peer agreement."
-3
9 hrs

bound by indefinite, solidary liability

Hello
I think this question may cause lots of discussion.
Firstly as I see that there are hits for both "soiidary" and "solidarity" liability. Secondly, I see that "indéfinement" has already been translated as "without limit" in a suggestion which raises the issue of whether its without a time limit or without a pecuniary limit, how to know and how to disambiguate this in English if known.
And then the debate of whether to use the semi-legalese term "jointly and severally", proposed by Adrian, perhaps instead of "solidary".
So I expect a deluge of disagrees and neutrals on all answers and as the asker has further context I assume in the translation, he'll just have to decide what is right here.
Note from asker:
A lovely summary if I may say so! See Adrian MM.' link to Fourth's previous answer. All sorted.
Peer comment(s):
disagree Eliza Hall : See above disagrees with Tim Webb's answer. This is "joint and severally liable" in EN (or as a noun, joint and several liability). "Solidary" is not a word we use.
14 hrs
Complete rubbish as usual. See for instance https://definitions.uslegal.com/s/solidary-liability/ or https://www.lawinsider.com/clause/solidary-liability or https://dictionary.findlaw.com/definition/solidary-liability...
disagree Yvonne Gallagher : with others. Boilerplate legalese. In other words I disagree.
14 hrs
No probs either way. I did say I expected a deluge of disagrees and neutrals on most answers and if you want "joint and several liability", I fully understand.
disagree AllegroTrans : No sludge, just a plain disagree
9 days
Out of three suggestions, there are actually two of us who think that "solidary" or solidarity" is okay.
Something went wrong...
-3
2 hrs

solidarily liable, without limit


For info, see Termium's note on "jointly and severally":
Conjointement et solidairement : Formule aussi courante que vicieuse. L'obligation conjointe divisant les poursuites, l'obligation solidaire les réunissant, les deux ne sauraient aller ensemble et, au pied de la lettre, l'expression est dénuée de tout sens juridique. Pour lui restituer une utilité, il faut prendre « conjointement » dans son acception commune « de concert » et ne conférer de portée juridique qu'à l'adverbe « solidairement ». De fait, la jurisprudence assimile cette locution à une simple stipulation de solidarité.

--------------------------------------------------
Note added at 1 day 1 hr (2019-12-19 16:57:56 GMT)
--------------------------------------------------

I agree with your disagrees - solidarily liable is most probably only heard of in Louisiana... but I can't help feeling that "jointly and severally" is more of a transposition than a translation ...
Note from asker:
https://en.wikipedia.org/wiki/Joint_and_several_liability For an unknown amount instead of indefinitely, which is the dictionary translation, so "without limit" is close to being correct.
Peer comment(s):
disagree AllegroTrans : Never in 50 years have I seen "solidarily liable"; it just ain't English as used
2 hrs
disagree Eliza Hall : What AllegroTrans said. This is "joint and severally liable" in EN (or as a noun, joint and several liability).
21 hrs
disagree Yvonne Gallagher : with others. Boilerplate legalese
21 hrs
Something went wrong...

Reference comments

2 hrs
Reference:

liable without limit, as well as jointly and severally, for

We seem to have had this one before, other remarking that solidary is non-standard in Anglo-Am. contract law, plus Solidarity had been a Polish Trade(s) Union movement that had started at a dockyard in Gdansk / Danzig.

Otherwise, solidarity contributions in French nat. ins. means something ther than a 'closing of ranks'.

--------------------------------------------------
Note added at 7 hrs (2019-12-18 22:36:56 GMT)
--------------------------------------------------

reference repeated: https://www.proz.com/kudoz/french-to-english/law-general/413...
Reference:

http://https://eng.proz.com/kudoz/french-to-english/law-general/4137959-%C3%AAtre-tenu-ind%C3%A9finiment-et-solidairement-du-passif-social.h

Note from asker:
Fourth's answer fits the bill, thanks. I sometimes forget to search KudoZ for individual terms, particularly when under time pressure, as was the case here.
Would you like to post your comment as an answer please?
Peer comments on this reference comment:
agree John ANTHONY
2 hrs
Merci and thanks!
agree AllegroTrans : I think thjis could be made into an answer without "as well as" which rather clutter it
2 hrs
Thanks. The other(s) of course was referring to your good(-)self. That apart, I wanted to avoid too many 'ands', plus any predictable criticism of lifting the last ProZ answer.
agree Eliza Hall : Solidary is used in Louisiana law because they have a France-derived civil law system. And perhaps Quebec English uses it too, for the same reason (I haven't checked). Everywhere else, it's "joint and several."
23 hrs
Yes. Abs. right. It was 'remiss' of me to miss out Louisana.
agree Cyril Tollari
1 day 16 hrs
Merci de nouveau and thanks de novo!
Something went wrong...
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