Translating a French framework agreement into English

Contrat-cadre: which English term?

French law gives the contrat-cadre a statutory definition. Under article 1111 of the Code civil, it is an agreement by which the parties set the general features of their future contractual relations, with implementing contracts (contrats d'application) then specifying how they are performed. English has no single equivalent, so the choice depends on what the contract covers.

• Framework agreement: the most neutral term, understood everywhere and closest to the French framework / implementation logic.
• Master agreement: widely used for ongoing commercial relationships, as in master services agreement (MSA) for services and master supply agreement for goods.
• For the implementing contracts: call-off contract, implementing contract, order or, for services, statement of work (SOW).

The golden rule: pick one term and stick to it. If clause 1 says framework agreement and clause 12 says master agreement, an English-speaking reader may think there are two separate documents. The same applies to the implementing contracts, which are often mentioned dozens of times. For the rules common to all business contracts, see our guide to translating a commercial contract.

Clauses that need close attention

Price and how it is set

Article 1164 of the Code civil allows the parties to a framework agreement to agree that one of them will set the price unilaterally, provided it justifies the amount if challenged. The translation must keep that duty intact: shall justify the amount, not a soft may explain. Price review and indexation clauses (price review, price adjustment, indexation) need the same care: formula, reference index and effective date must match in both versions.

Term, renewal and exit

Three notions cause most misunderstandings:

• tacite reconduction: automatic renewal, clearer to an English reader than tacit renewal;
• résiliation and résolution: French distinguishes ending a contract for the future from unwinding it for non-performance; English often uses termination for both, so specify termination for convenience or termination for breach;
• préavis: notice period, with the same number and type of days as the original (calendar days or business days).

Obligations of means and of result

This French distinction has no exact counterpart. Best efforts or reasonable endeavours convey an obligation of means, but their scope depends on the governing law. For an obligation of result, write obligation to achieve a specific result or state the commitment directly (the Supplier shall deliver…). If the classification matters to your case, have the wording checked by your lawyer.

Order of precedence and hardship

A framework agreement works alongside implementing contracts, schedules and sometimes general terms. The order of precedence clause must name each document exactly as the rest of the text does. If your contract adjusts or excludes article 1195 of the Code civil on unforeseeable change of circumstances, hardship is the usual term, but translate the clause closely so the mechanism is neither widened nor narrowed.

A short framework agreement glossary

Which version prevails?

A translated contract is not automatically a bilingual contract. If both versions are signed, include a language clause stating which one prevails in case of discrepancy, for example: "This Agreement is executed in French and English. In the event of any discrepancy, the French version shall prevail." If only the French version is signed, the English text is a working version for your partner: say so at the top of the document.

Depending on your situation, French may also be mandatory: our article on the Toubon law explains when. And if a foreign court or authority requires a sworn translation, Manuce does not provide one: contact a translator registered as an expert with a French court of appeal (see when a sworn translation is required).

The method, step by step

1. Freeze the source text. Translate the final version, not a draft still full of tracked changes and comments.
2. Gather the agreement and its schedules. Translating everything in one go keeps terminology identical across documents (see translating a complete file into English). A non-disclosure agreement signed beforehand deserves the same consistency.
3. Upload the file. In the translation workspace, your .docx or text-based PDF is analysed, words are counted on the actual document and the quote appears before any payment. An excerpt is translated free so you can judge the terminology.
4. Let the specialist work. The document goes to Thémis, the legal and contracts specialist in Manuce's language engine. Clause numbering, tables and signature blocks stay in place, and the translation arrives within minutes in your account and by email.
5. Check the sensitive points. Amounts, deadlines, percentages, party names, cross-references and the language clause: check each one, then have your adviser review it if the stakes warrant it.

On confidentiality: no human reads your files, servers are in France and nothing is learned from your documents (details in our privacy policy).

How much does it cost?

Take a 7,000-word services framework agreement (about 18 pages), schedules included, translated from French into English. These are the prices shown on the quote on the day of writing:

The Professional level (1.8 cents per word up to 5,000 words, then 1.64 cents) gives you a contract ready to send to your partner. Premium adds a cross-review, useful for the version that will be signed. Essential is enough for an internal working copy. If the same contract must also go into German and Spanish, all three languages at Professional level come to €258 thanks to the 30% discount. VAT not applicable (article 293 B of the CGI), express at no extra cost, and 25% off with a business account. The full price list is on the pricing page.