Russia

CHAPTER 22. THE DISCHARGE OF OBLIGATIONS

Article 309. The General Provisions

Obligations shall be discharged in the proper way in conformity with the terms of the obligation and with the requirements of the law and of the other legal acts, and in the absence of such terms and requirements - in conformity with the customs of the business turnover or with the other habitually presented demands.

Article 310. Inadmissibly of the Unilateral Refusal to Discharge the Obligation

The unilateral refusal to discharge the obligation and the unilateral amendment of its terms shall not be admitted, with the exception of the law-stipulated cases. The unilateral refusal to discharge the obligation, connected with its parties' performing the business activity, and the unilateral amendment of the terms of such an obligation shall also be admissible in the cases, stipulated by the contract, unless otherwise following from the law or from the substance of the obligation.

Article 311. Discharge of the Obligation by Parts

The creditor shall have the right to accept the discharge of the obligation by parts, unless otherwise stipulated by the law, by the other legal acts and by the terms of the obligation, and does not follow from the customs of the business turnover or from the substance of the obligation.

Article 312. Discharge of the Obligation to the Proper Person

Unless otherwise stipulated by the agreement between the parties and follows from the customs of the business turnover, or from the substance of the obligation, the debtor shall have the right, while discharging the obligation, to demand proofs of the fact that the discharge is accepted by the creditor himself or by the person he has authorized for this purpose, and shall take the risk of the consequences of his failure to present such a demand.

Article 313. Discharge of the Obligation by the Third Person see also Parties, Remedies, Mandatory obligations

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 314. The Term of the Discharge of the Obligation see also Mandatory obligations

1. If the obligation stipulates, or allows to stipulate the day of its discharge or the period of time, within which it shall be discharged, the obligation shall be subject to discharge on this particular day or, correspondingly, at any moment within this period.

2. In the cases, when the obligation does not stipulate the deadline for its discharge and does not contain the terms, making it possible to define this deadline, it shall be discharged within a reasonable term after the inception of the obligation. The obligation, which has not been discharged within a reasonable term, the same as the obligation, the term of whose discharge has been defined by the moment of demand, shall be discharged by the debtor within seven days from the day of the creditor's presenting the claim for its discharge, unless the duty of the discharge within a different term follows from the law, from the other legal acts, from the provisions of the obligation, from the customs of the business turnover, or from the substance of the obligation.

Article 315. Advanced Discharge of the Obligation see also Mandatory obligations

The debtor shall have the right to discharge the obligation in advance of the deadline, unless otherwise stipulated by the law, by the other legal acts or by the terms of the obligation or follows from its substance. However, an advanced discharge of the obligations, involved in the performance by its parties of the business activity, shall be admitted only in the cases, when the possibility to discharge the obligation before the fixed date has been stipulated by the law, by the other legal acts or by the terms of the obligation, or follows from the customs of the business turnover or from the substance of the obligation.

Article 316. The Place of Discharge of the Obligation see also Mandatory obligations

Unless the place of the discharge has been defined by the law, by the other legal acts or by the agreement or follows from the customs of the business turnover or from the substance of the obligation, the discharge shall be effected:

• by the obligation to transfer the land plot, the building, the structure or the other immovable property - at the place of location of the property;
• by the obligation to transfer the commodity or the other property, envisaging its shipment - at the place of the ceding the property to the first shipper for its being forwarded to the creditor;
• by the other obligations of the businessman to transfer the commodity or the other property - at the place of the manufacture or of the storage of the property, if this place has been known to the creditor at the moment of the inception of the obligation;
• by the pecuniary obligation - at the place of residence of the creditor at the moment of the inception of the obligation, and if the creditor is a legal entity - at the place of its location at the moment of the inception of the obligation; if the creditor by the moment of the discharge of the obligation has changed the place of his residence or the place of his stay and has informed about this the debtor - at the new place of the creditor's residence or stay, with referring the expenses, involved in the change of the place of discharge, onto the creditor's account;
• by all the other obligations - at the place of residence of the debtor, and in case the debtor is a legal entity - at the place of its location.

Article 317. The Currency of the Pecuniary Obligations see also Mandatory obligations

1. The pecuniary obligations shall be expressed in roubles (Article 140).

2. In the pecuniary obligation it may be stipulated that it shall be liable to the payment in roubles in the amount, equivalent to the definite amount in the foreign currency, or in the agreed monetary units (ECU, the "special borrowing rights", etc.). In this case, the amount liable to the payment in roubles shall be defined in conformity with the official exchange rate of the corresponding currency or of the conventional monetary units by the day of the payment, unless the other exchange rate or the other day of its formulation has been established by the law or by the parties' agreement.

3. The use of the foreign currency and also of the payment documents in the foreign currency on the territory of the Russian Federation by obligations shall only be admitted in the cases, in the order and on the terms, defined by the law or established in conformity with the procedure, laid down by it.

Article 319. Priority for Satisfaction of Claims under the Monetary Obligation see also Mandatory obligations

The amount of the effected payment, insufficient for the discharge of the pecuniary obligation in full, in the absence of another agreement, shall first of all cover the creditor's expenses, involved in the enforcement of the discharge, then - the interest, and in the remaining part - the basic amount of the debt.

Article 320. Discharge of the Alternative Obligation see also Mandatory obligations

The debtor, who is obliged to transfer to the creditor this or that property, or to perform one of the two or of several actions, shall have the right of choice, unless otherwise following from the law, from the other legal acts or from the terms of the obligation.

Article 321. Discharge of the Obligation, in Which Several Creditors or Several Debtors Participate see also Parties

If several creditors or several debtors take part in the obligation, each of the creditors shall have the right to claim the discharge, and each of the debtors shall be obliged to discharge the obligation in an equal share with the others, unless otherwise following from the law, from the other legal acts, or from the terms of the obligation.

Article 327. Discharge of the Obligation by Placing the Debt on a Deposit

1. The debtor shall have the right to place the money or the securities he owes on the notary's deposit, and in the law-established cases - on the court's deposit, if the obligation cannot be discharged by the debtor on account of:

• the absence of the creditor or of the person, whom he has authorized to accept the discharge of the obligation, at the place, where the obligation shall be discharged;
• the creditor's legal incapacity and his having no substitute;
• an obvious absence of any certainty about who is the creditor by the obligation, in particular, in connection with the dispute on this issue arising between the creditor and the other persons;
• the creditor's avoidance of accepting the discharge of the obligation or any other delay on his part.

The placing of the sum of money or of the securities on the notary's or on the court's deposit shall be regarded as the discharge of the obligation. The notary or the court, on whose deposit the money or the securities have been placed, shall notify about this the creditor.

Article 328. The Recourse Discharge of Obligations

1. The recourse discharge shall be recognized as the discharge of the obligation by one of the parties, which in conformity with the agreement has been stipulated by the discharge of its obligations by the other party.

2. In case of the obliged party's failure to discharge the obligations, stipulated by the agreement, or of the existence of the circumstances, obviously testifying to the fact that such discharge will not be effected within the fixed term, the party, onto which the recourse discharge has been imposed, shall have the right to suspend the discharge of its obligation or to refuse to discharge this obligation, and to claim the compensation of the losses. If the obligation, stipulated by the agreement, has not been discharged in the full volume, the party, onto which the recourse discharge has been imposed, shall have the right to suspend the discharge of its obligation or to refuse to discharge it in the part, corresponding to the above-said under-discharge.

3. If the recourse discharge of the obligation has been effected, despite the fact that the other party has not discharged its obligation, stipulated by the agreement, this party shall be obliged to effect such discharge.

4. The rules, stipulated by Items 2 and 3 of the present Article, shall be applied, unless otherwise stipulated by the law.

Article 403. The Debtor's Responsibility for the Actions of the Third Persons see also Parties, Remedies

The debtor shall be answerable for an improper discharge of the obligation by the third persons, on whom the discharge of the obligation has been imposed, unless it has been laid down by the law that the responsibility shall be borne by the third person, who has been an immediate discharger.

Article 408. The Termination of the Obligation by the Discharge

1. The proper discharge shall terminate the obligation.

2. While accepting the discharge, the creditor shall be obliged, upon the debtor's claim, to give him a receipt for accepting the discharge in full or in the corresponding part thereof. If the debtor has issued to the creditor a promissory document to certify the obligation, the creditor, while accepting the discharge, shall be obliged to return it, and in case it is impossible to return the said document, he shall be obliged to indicate this in the receipt he issues. The receipt may be replaced by an inscription made on the returned document. The debtor's custody of the promissory document shall certify the termination of the obligation, unless otherwise proved.

If the creditor refuses to issue the receipt, to return to the debtor the promissory document, or to indicate in the receipt that it is impossible to return it, the debtor shall have the right to delay the discharge. In these cases, the creditor shall be regarded as having delayed it.

Article 410. Termination of the Obligation by an Offset

The obligation shall be terminated in full or in part by offsetting a similar claim of regress, whose deadline has arrived or has not been fixed, or has been defined by the moment of the demand. For the offset, the application from one of the parties shall be sufficient.

Article 411. The Cases of the Offset Being Inadmissible

Inadmissible shall be the offset of the claims:

• if, by the application of the other party, the term of the limitation of actions shall be applicable to the given claim, and the said term has expired;
• for the compensation of the harm, inflicted to the life or to the health;
• on the exaction of the alimony;
• for the life maintenance;
• in the other cases, stipulated by the law or by the contract.

  Article 412. The Offset in the Cession of the Claim

  In case of the cession of the claim, the debtor shall have the right to offset against the claim of the new creditor his own claim of regress against the primary creditor.

  The offset shall be effected, if the claim has arisen on the grounds, which have existed by the moment of the debtor's receipt of the notification about the cession of the claim, and if the deadline of the claim has set in before its receipt or if this deadline has not been indicated or defined by the moment of the demand.

  Article 413. Termination of the Obligation by the Debtor and the Creditor Coinciding in One Person

  The obligation shall be terminated in case the debtor and the creditor coincide in a single person.