Translation of legal English
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I’m translating a confidentiality agreement; the original text is quite complicated, so I’d like to share it here for everyone’s discussion. Confidential Information shall also include all notes, analyses, compilations, studies, interpretations, or other documents prepared by the Receiving Party (as defined in Section 1.3) that contain, reflect, or are based on, in whole or in part, the information provided to the Receiving Party or its representatives under this agreement. Confidential information also includes all records, all analyses, compilations, studies, interpretations, and other documents of the Recipient (as defined in Section 1.3 of this Agreement), which contain or reflect all or part of the information received by the Recipient or its representatives, or which were prepared by the Recipient based on all or part of the information received. Thank you! This post was last edited by wangviolet on 2009-2-12 20:46.]
Confidential Information shall be deemed to also include all notes, analyses, compilations, studies, interpretations or other documents prepared by the Receiving Party (as that term is defined under Section 1.3) which contain, reflect or are based upon, in whole or in part, the information furnished to the Receiving Party or its representatives pursuant hereto. This post was last edited by winniebear on 2009-2-11 10:35]
I think in whole or in part, as applied to all information, can imply/include/reflect being based on all or some of the information; if it is changed to \"This information contains, reflects, or is based on all or some of the information provided thereby by the recipient or its representatives.\" ”It may be considered as all or part of the information provided by the recipient. Could there be any ambiguity?
Compilations: assembled by the receiving party. These compilations either contain, reflect, or are based upon the information mentioned earlier – in whole or in part. (Although it’s possible to interpret this as adjectives modifying nouns, the phrase “in whole or in part” doesn’t sound natural; therefore it’s better to mention it explicitly.) Examples of different ways of translating this: The recommendations in 24 of its reports have been implemented, either in whole or in part. In other words, all or some of the recommendations contained in those 24 reports have been put into practice. In the event the Buyer cancels the Contract in whole or in part If the buyer terminates this contract in whole or in part
Thank you! I also think that \"in whole or part\" modifies all verbs. :)
Confidential Information shall be deemed to also include all notes, analyses, compilations, studies, interpretations or other documents prepared by the Receiving Party (as that term is defined under Section 1.3) which contain, reflect or are based upon, in whole or in part, the information furnished to the Receiving Party or its representatives pursuant hereto. This post was last edited by chemlab2009 on 2009-2-11 22:44.]
However, I think what is not included here is the “information of Party A (the recipient)”; it should be confidential information.
Confidential information shall also be understood to include any notes, analyses, compilations, explanatory documents, and other documents prepared by the recipient (as defined in Clause 1.3 of this Agreement) based on all or part of the information received by the recipient or its representatives, including reflections and quotations thereof. \"pursuant herto\" is omitted here.
Thank you! It’s much more concise than mine.
My initial understanding was wrong. The interjection \"in whole or in part\" should modify the verb that precedes it; namely, \"contain\", \"reflect\", or \"are based upon\". Confidential Information shall be deemed to also include all notes, analyses, compilations, studies, interpretations, or other documents prepared by the Receiving Party (as that term is defined under Section 1.3), which contain, reflect, or are based upon, in whole or in part, the information furnished to the Receiving Party or its representatives pursuant hereto. Alternative phrasing: Confidential Information shall also be considered to include all such documents prepared by the Receiving Party (as defined in Section 1.3), documents that wholly or partially contain, reflect, or are based upon the information provided to the Receiving Party or its representatives under this agreement.
Thank you, echommm; we understand that we’re on the same page.