Russia

II. Invalidity of Transactions

Article 166. Contested and Null Transactions see also Validity

1. A transaction shall be invalid on the grounds established by this Code, or by virtue of being deemed as such by a court (contested transaction), or irrespective of such deeming (null transaction).

2. A claim to deem a contested transaction to be invalid may be brought by the persons specified in this Code.

A claim to apply consequences of the invalidity of a null transaction may be presented by any interested person. The court shall have the right to apply such consequences at its own initiative.

Article 308. Parties to Obligation

1. One or simultaneously several persons may participate in an obligation as each of its parties, i.e. creditor or debtor.

The invalidity of the creditor's claims with regard to one of the persons participating in an obligation as a debtor, and likewise the expiry of the limitation period with regard to the claim against such person, shall not in and of itself affect his claims against the other such persons.

2. If each of the parties to a contract bears a duty in favor of the other party, it shall be considered the debtor of the other party in what it is obliged to do to the its benefit and, simultaneously, the creditor thereof in what it has the right to demand from it.

3. An obligation shall not create duties for persons who are not participating therein as parties (for third persons).

In the instances provided for by a law, other legal acts, or by agreement of the parties, an obligation may create rights for third persons with respect to one or both parties to the obligation.

Article 313. Discharge of the Obligation by the Third Person see also Mandatory Obligations Termination

1. The discharge of the obligation may be imposed by the debtor upon the third person, unless the debtor's duty to discharge the obligation in person follows from the law, from the other legal acts, from the terms of the obligation or from its substance. In this case the creditor shall be obliged to accept the discharge, offered by the third person instead of by the debtor.

2. The third person, undergoing the threat of losing his right to the property of the debtor (the right of the lease, of the mortgage, etc.) as a result of the creditor's turning the penalty onto this property, may at his own expense satisfy the creditor's claim without obtaining the debtor's consent. In this case, the rights of the creditor by the obligation shall pass to the third person in conformity with Articles 382-387 of the present Code.

Article 430. Contract to Benefit of Third Person.

1. A contract to the benefit of a third person shall be deemed to be a contract in which the parties have established that a debtor is obliged to make performance not to the creditor, but to a third person specified or not specified in the contract and having the right to demand performance of the obligation to his benefit from the debtor.

2. Unless otherwise provided by a law, other legal acts, or by contract, from the moment the third person has expressed to the debtor an intention to take advantage of his right under the contract, the parties may not dissolve or change the contract concluded by them without the consent of the third person.

3. A debtor in a contract shall have the right to raise against the demand of the third person objections which he could have raised against the creditor.