This site uses cookies.
Some of these cookies are essential to the operation of the site,
while others help to improve your experience by providing insights into how the site is being used.
For more information, please see the ProZ.com privacy policy.
French to English translations [PRO] Law/Patents - Law: Contract(s)
French term or phrase:charge solidaire et indivisible
"SOLIDARITE ET INDIVISIBILITE Les obligations résultant du présent bail pour le preneur constitueront pour tous les ayants cause et ayants droit et pour toutes personnes tenues au paiement et à l'exécution une charge solidaire et indivisible. Dans le cas où les significations prescrites par l’article 877 du Code civil deviendraient nécessaires, le coût en serait payé par ceux à qui elles seraient faites."
The issue here, for me, is the word charge: in an ordinary dictionary I find one definition to be "responsibility". But the question is, in a legal context, does it actually mean "a liability"? Bridge has an entry for charge, but none of the examples relates to this usage. Ditto in the archives here: nothing.
Maybe it is something like an "obligation", "duty" or "responsibility". The phrase already uses the word obligation, however, so we may perhaps surmise that a meaning other than "obligation" is intended... or perhaps the drafter just used a different word for the fun of it, to tickle our fancy?
Cyril, thanks for that link. Eliza, thanks for the suggested translation (switching things around). Simple stuff confusingly expressed. Not for the first time.
Most leases also contain non-monetary obligations (no smoking, no parties after 11 pm, no noxious substances in the property, no alterations to the structure, etc, etc, etc)
What difference does it make if we speak of payments or repairs??? Repairs cost money and the tenants are jointly and severally liable to pay whether it's rent or repairs.
You have limited your comment to payments, but this is about ALL obligations under a lease (things like repairs for example). Eliza has summarised it correctly.
I remember having problems with this when I first came across it. Maybe a wiki definition will help:
Under joint and several liability or all sums, a claimant may pursue an obligation against any one party as if they were jointly liable and it becomes the responsibility of the defendants to sort out their respective proportions of liability and payment.[2][4] This means that if the claimant pursues one defendant and receives payment, that defendant must then pursue the other obligors for a contribution to their share of the liability.
I think that François is right. Even if the debt is "indivisible", the text says "...pour toutes personnes tenues au paiement"
So each person has their own part to pay (several) but liability does not stop there if someone else does not pay. In that respect, the debt is "indivisible".
You wrote, "But the fact that the drafter has also added "indivisible" means that, in addition, I presume, that this joint and several liability cannot be divided, into multiple liabilities. Either that, or the drafter is a foolish person who repeats themselves needlessly."
It's just a set legal phrase. The drafter didn't add "indivisible" to "solidaire"; they just chose the set legal phrase that means what they wanted to say.
And you're right, it means it's a single liability, not a single amount of money split into into multiple liabilities. If there are 5 parties who all owe money under such a contract, you can go after the one who's easiest to recover the money from, and he can't say "but there are 5 of us, so I only owe 1/5 of the money!" It's not divisible; he owes the entire amount due.
If he wants to go after the other 4 in court to get them to pay him back, that's his business. But you don't have to sue all 5 of them to get the money you're owed; it's jointly and severally owed by all of them -- you only have to sue one of them to get it all back.
This is joint & several liability. All the parties listed are j&s liable for the obligations under the lease. That means any one of them may be taken to court and forced to pay the entire amount due.
But keeping the original FR syntax doesn't work with the EN "joint(ly) and several(ly)," so instead of making the "obligations" the grammatical subject of the sentence, I would rephrase like so:
FR: Les obligations résultant du présent bail pour le preneur constitueront pour tous les ayants cause et ayants droit et pour toutes personnes tenues au paiement et à l'exécution une charge solidaire et indivisible.
EN: All [insert your translation of tous les ayants cause et ayants droit etc.] shall be jointly and severally liable for the obligations of the lessee that result from the present lease.
That keeps "obligations" in the sentence and lets us avoid an awkward "shall constitute obligations for which the aforementioned parties shall be jointly and severally liable."
I would also add some commas to the EN sentence so it's easier to read. In this case, commas setting off "as well as personnes tenues..." wouldn't change the meaning at all.
"Either that, or the drafter is a foolish person who repeats themselves needlessly."
Here is some explanation https://www.legalplace.fr/guides/clause-solidarite/ La clause de solidarité est souvent appelée clause d’indivisibilité. En effet, comme les colocataires sont ensemble tenus solidairement au paiement du loyer et des charges, on peut considérer qu’ils représentent un seul et même débiteur. À ce titre, la clause stipulée dans le bail de colocation est fréquemment intitulée « clause de solidarité et d’indivisibilité ».
They didn't use a different word just for the fun of it - I think they've done it to avoid repetition. "Charge" is the same as "obligation", and you could translate it as liability or responsibility.
"Joint and several" means "each debtor or each judgment defendant is responsible (liable) for the entire amount of the debt or judgment" (except here the liable parties are obligors rather than debtors as such ...).
But the fact that the drafter has also added "indivisible" means that, in addition, I presume, that this joint and several liability cannot be divided, into multiple liabilities. Either that, or the drafter is a foolish person who repeats themselves needlessly. I usually try to give people the benefit of the doubt.
I'm currently unhappy with this idea of jettisoning the notion of "the obligations arising from this lease shall constitute..." in favour of a catch-all, boilerplate phrase. Again, perhaps the drafter is a verbose idiot, but perhaps not.
I suppose you might be tempted to say "xxx shall be jointly and severally, and indivisibly, liable for the obligations arising from this lease"... but you'd more correctly say "bound by the obligations" or something along those lines.
I think Cyril's "all of his heirs and representatives shall be jointly and severally liable for the performance of this lease" but changed to "its assigns and beneficiaries" works here. So "charge" means evry obligation arising under the lease. Whilst Bridge et al are good references, I don't think they cover every possible use of a term - in fact in some cases they completely miss out something that is boilerplate
In fact the preneur is a company. So the phrase, I think, is "assigns and beneficiaries".
Also it is important to include indivisibilité somewhere in the translation.
Your translation may indeed be what the author intended to mean, but the trouble is that it is a long way from the French: the obligations have disappeared completely from your translation, for example.
peer agreement (net): +4