“应当做……”与“有权做” 有权做 应当做 • may do • shall do • be required to do • shall/will have the right to do • shall be liable for • (shall) reserve the right • be under the to do obligation to do • (shall) be obliged to • be entitled to do/sth • be authorized/have the do authority to do • it is one’s obligation to do
特殊词语
•provided; provided that; however •notwithstanding = in spite of/despite •upon = as soon as: upon request; upon the
occurrence of …
赘言 couplets, triplets
依„„情况而定
•as the case may be/require; by reference
to the then existing facts and circumstances; •if applicable; if any; •whichever is later/earlier/lower/higher…; •… shall prevail
• by and between • terms and conditions • provisions and stipulations • covenants and agreements • licenses and permits • each and all/every • full and complete
theiray of February 2012 • aforesaid/aforementioned/foregoing • forthwith = immediately • to wit = that is to say • in lieu of = instead of (supersede = replace)
• 送达：dispatch, deliver, send, serve; 专人送达
personal delivery, courier service; 邮寄送达 delivery by post/mail; 特快专递送达express mail service, speed post; 传真送达 delivery by fax • 附件：annex (annexes), appendix (appendices), schedule (schedules), addendum (addenda), exhibit (exhibits), attachment (attachments) • 副本：(与原件original相对) counterpart, copy, duplicate, photocopy, carbon copy; hard copy 与 electronic copy相对
古旧状语
• nothing contained herein, • hereinafter referred to as Party A, provisions hereunder, • I hereby do solemnly depose and say • IN WITNESS WHEREOF, thestparties here to set
定义条款 定义部分开头概括句： • As used in this Agreement, the following terms shall have respective meanings as set forth below: • The following terms as used in this Agreement shall have the meanings set forth in this Article: • For the purpose of this Contract, terms as contained herein shall have the meanings given below: • In this Agreement the following terms have the following meaning unless the context clearly requires otherwise:
状语位置常插入主谓之间
• 法律文体中状语位置灵活。 • 单一副词放在动词之前或之后；e.g. clearly • 并列副词置于动词之后；e.g. do sth directly
or indirectly / orally or in writing • 状语是短语或从句的，以放在主谓之间（助 动词之后）用逗号隔开为特色，也可防在谓 宾之间、句末或句首。e.g. at one’s expense, at liberty; at one’s option; within 30 days; if …
• 费用由谁负担: costs and expenses shall be
borne by sb; sth shall be the expense of sb; payment for sth shall be the responsibility of sb; sth shall be (due and) payable by A to B; cost shall be additional to sb; do sth with cost to sb; do sth at cost to sb; at one’s expense • 日期表达: （于某日）as of; dated（自某日起） as of/from; from; starting from; starting on; （截止某日）to/till (在某日之前；提前多少 日） prior to, no later than, on or before, prior to or before • 年龄：years of age (=years old); years of age and above/under
住所；地址
•place 地点 •address 地址 •principal place of business 主营业地 •domicile登记地址或住所地 •place of abode 住所地 •business premises 营业场所
特殊表达
• 除外条款: unless otherwise provided that;
第13讲
第13讲 法律文体的翻译
•法律法规 •商务合同
第13讲
例文解析 p141 《公司法》
用词正式
•According to in accordance with; in
conformity with •In order to with a view to doing; for the purpose of doing •根据/依照约定: subject to; pursuant to; in pursuance of; pertaining to; pertinent to; under; in accordance with; as per; as provided; as set forth; as stipulated; as set out; as contemplated; according to
分别定义条款 •“Net Profits and Net Losses” means/shall mean/shall have the meaning of the taxable income and loss of the Venture. •“Baht” or the abbreviation “Bht” refers/shall refer to the then lawful currency of the Kingdom of Thailand. •“Effective Date” shall be construed as the date of execution of the Contract.
except as otherwise agreed herein; otherwise than specifically indicated herein to the contrary; save as otherwise stipulated
• 具有宽泛含义的短语: including but not
limited to; without prejudice to; without limit the generality of the foregoing; as sb deems fit and proper; as deemed necessary by sb.
常用表达
•尽力做某事: use all reasonable endeavors
行为人有自行决定做某事的权利 • shall be at liberty to do/shall do sth at one’s option • The Seller shall, at his option, choose the best method, offering either complete or partial replacement or shall depreciate the equipment according to the state of the defect(s). The Buyer shall be at liberty to eliminate the defects himself at the Seller’s expenses after getting the written approval from the Seller.