МГИМО_Практикум по юридическому переводу

B.

Translate into Russian:

Events of default. If one or more of the following events (herein called “events of default”) shall occur and be continuing:

The Company shall fail to pay the principal of or interest on any Loan when due; or the Company shall fail to pay any fees, indemnities or other amounts payable by it hereunder and such failure shall continue for two (2) Business Days or more after the date when any such amount shall have become due; or

Any representation, warranty or certification made or deemed made herein or in any of the other Loan Documents by the Company, or any certificate furnished to the Lender pursuant to the provisions hereof or thereof, shall have been false or misleading as of the time made or deemed made or furnished in any material respect; or

The Company shall default in the performance of any of its agreements or other obligations under this Agreement or any of the other Loan Documents or the Investment Agreement between Company and ___ dated ___________; or

The Company shall admit in writing its inability to, or be generally unable to, pay its debts as such debts become due; or

The Company shall (i) apply for or consent to the appointment of, or the taking of possession by, a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its assets, (ii) make a general assignment for the benefit of its creditors, (iii) commence a voluntary case under the U.S. federal bankruptcy code or any other applicable law (domestic or foreign) relating to bankruptcy, insolvency, reorganization, moratorium, reorganization, creditor or debtor rights, windingup, or composition or readjustment of debts, (iv) file a petition

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seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, moratorium, reorganization, creditor or debtor rights, winding-up, or composition or readjustment of debts, or (v) take any corporate action for the purpose of effecting any of the foregoing; or

A proceeding or case shall be commenced, without the application or consent of the Company in any court of competent jurisdiction, seeking (i) its liquidation, reorganization, dissolution or winding-up, or the composition or readjustment of its debts, including the filing of an involuntary petition under the U.S. federal bankruptcy code, (ii) the appointment of a trustee, receiver, custodian, liquidator or the like of the Company or of all or any substantial part of its assets, or (iii) similar relief in respect of the Company under any law relating to bankruptcy, insolvency, reorganization, creditor or debtor rights, windingup, or composition or adjustment of debts, and such proceeding or case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and shall not be vacated or dismissed within 30 days; or an order for relief against the Company shall be entered in an involuntary case under any applicable bankruptcy code; or

The Security Agreement or any of the other Security Documents shall at any time and for any reason cease to be in full force and effect, or shall be declared to be null and void, or the validity, enforceability, perfection or priority thereof shall be contested by the Company, or the Company shall deny that it has any further liability or obligation under the Security Agreement or any other Security Document, as applicable, or the Company shall fail to perform any of its obligations under the Security Agreement or any other Security Document; or

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Any attachment or other Lien, whether or not with the Company’s consent, shall be levied against any of the Collateral, or the Lender for any reason whatsoever shall fail to hold pursuant to the Security Agreement a valid, perfected, first priority security interest in and to all of the Collateral, subject to no other Lien whatsoever, enforceable against the Company, the Collateral, and all other third parties whatsoever; or

THEREUPON: (i) in the case of an Event of Default other than one referred to in clause (e), (f) or (g) of this Section 9, the Lender may, by notice to the Company, terminate the Commitment and/or declare the principal amount then outstanding of, and the accrued interest on, the Loans and all other amounts payable by the Company hereunder and under the Notes to be forthwith due and payable, whereupon such amounts shall be immediately due and payable without presentment, demand, diligence, protest or other formalities of any kind, all of which are hereby expressly waived by the Company; and (ii) in the case of the occurrence of an Event of Default referred to in clause (e), (f) or (g) of this Section 9, the Commitment shall be automatically terminated and the principal amount then outstanding of, and the accrued interest on, the Loans and all other amounts payable by the Company hereunder and under the Notes shall become automatically immediately due and payable without presentment, demand, diligence, protest or other formalities of any kind, all of which are hereby expressly waived by the Company.

Issues to be discussed:

1.Enumerate the major events of default.

2.Explain the effect of an event of default.

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LESSON 16

TRUST

While being a well-developed institution in English law, “Trust” is relatively new to Russian legislation. Therefore, this Lesson is primarily based on the concepts adopted in the AngloSaxon legal systems, and terms are selected accordingly.

1.Read and translate the following definitions. Use vocabulary given below:

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property to another who agrees to hold or manage it for the benefit of a third person.

An equitable right, title or interest in property, real or personal, distinct from its legal ownership; or it is a personal obligation for paying, delivering or performing anything, where the person trusting has no real. right or security, for by, that act he confides altogether to the faithfulness of those intrusted. This is its most general meaning, and includes deposits, bailments, and the like. In its more technical sense, it may be defined to be an obligation upon a person, arising out of a confidence reposed in him, to apply property faithfully, and according to such confidence. 2. Trusts were probably derived from the civil law. The fidei commissum, is not dissimilar to a trust. Trusts are either express or implied. 1st. Express trusts are those which are created in express terms in the deed, writing or will. The terms to create an express trust will be sufficient, if it can be fairly collected upon the face of the instrument that a trust was intended. Express trusts are usually found in preliminary sealed agreements, such as marriage articles, or articles for the purchase of land; in formal conveyances, such as marriage settlements, terms for years, mortgages, assignments for the payment of debts or other purposes; and in wills and testaments, when the bequests involve fiduciary interests for private benefit or public charity, they may be created even by parol.

2d. Implied trusts are those which without being expressed, are deducible from the nature of the transaction, as matters of intent; or which are superinduced upon the transaction by operation of law, as matters of equity, independently of the particular intention of the parties.

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therefore, it often becomes indispensable for him, before he acts, to seek, the aid and direction of a court of equity.

To establish a trust, one party (the setllor – also sometimes called the donor, creator, or trustor) transfers property to another party (the trustee), who administers it for the benefit of a third party (the beneficiary). People can create a trust still alive, or provide for one through a will.

Requirements for Creation of an Express Trust (the usual type)

1.Capacity of settlor to make a contract or will.

2.Intention to create a trust.

3.Adherence to any formal, statutory requirements.

4.Conveyance to trustee of specific property that settlor has right to convey.

5.Clearly identified beneficiary.

6.Trust not violative of law or other public policy.

Two types of implied trusts are imposed by law to remedy unjust situations: (1) constructive trusts, used to require the return of wrongly obtained property (a trust meant to correct fraud or other misconduct); and (2) resulting trusts, making a person who received property he/she was not intended to receive a trustee for the intended beneficiary (a trust meant to correct mistakes).

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