在起草合同,尤其是涉及双方权利义务时,经常会有“甲方有权……”之类的表述。经过检索,可以找到两种相关的英文表述,但是拿不准哪个更好。向教授请教后,教授认为原则上用entitled to,除非涉及不可剥夺(inalienable)的权利时,才用right。
以下为请教教授的问题和答复:
Q: I'm checking the comments you left on intern training. For this comment above, I wonder what's the nuance or practical differences between 'someone has the right to ...' and 'someone is entitled to ...' I've searched them on sec.gov, and it looks like they are used interchangeably? It would be of great help if you could shed some light on this. Below are the sec.gov links I found.
- The holders of common stock are entitled to one vote per share on all matters to be voted on by the stockholders, and ...
- Maxim shall have the right to employ its own counsel in any such action which shall be at the Company’s expense if ...
A: They are used interchangeably while technically meaning something different, our approach is to use 'entitled to' by default since this refers to entitlements as opposed to rights, not unlike how we refer to land title and not land rights. If it's inalienable I would use right. Entitled is more nuanced. A second important reason is, translating it 'as a right' would be highly algorithmic and thus match us onto machine translation quite automatically, which is generally a sign that a translation approach is bad (if it's so simple a computer can automate language, it's not language)