Unconscionable Conduct

Article 54

Either party has the right to request a people's court or an arbitration institution to alter or rescind any of the following contracts:
1. any contract which is made under substantial misunderstanding; or
2. any contract the making of which lacks fairness.
Where a party makes the other party enter into a contract against its true will by means of deceit, coercion or taking advantage of its difficulties, the injured party has the right to request a people's court or an arbitration institution to alter or rescind the contract.
Where the request of the party is an alteration to the contract, the people's court or arbitration institution shall not rescind it.
Article 4.109 (ex art. 6.109) - Excessive benefit or unfair advantage 241
(1) A party may avoid a contract if, at the time of the conclusion of the contract: 242
(a) it was dependent on or had a relationship of trust with the other party, was in economic distress or had urgent needs, was improvident, ignorant, inexperienced or lacking in bargaining skill, and 243
(b) the other party knew or ought to have known of this and, given the circumstances and purpose of the contract, took advantage of the first party's situation in a way which was grossly unfair or took an excessive benefit. 244
(2) Upon the request of the party entitled to avoidance, a court may if it is appropriate adapt the contract in order to bring it into accordance with what might have been agreed had the requirements of good faith and fair dealing been followed. 245
(3) A court may similarly adapt the contract upon the request of a party receiving notice of avoidance for excessive benefit or unfair advantage, provided that this party informs the party who gave the notice promptly after receiving it and before that party has acted in reliance on it. 246
§15 Mental Illness or Defect
(1) A person incurs only voidable contractual duties by entering into a transaction if by reason of mental illness or defect
(a) he is unable to understand in a reasonable manner the nature and consequences of the transaction, or
(b) he is unable to act in a reasonable manner in relation to the transaction and the other party has reason to know of his condition.
(2) Where the contract is made on fair terms and the other party is without knowledge of the mental illness or defect, the power of avoidance under Subsection (1) terminates to the extent that the contract has been so performed in whole or in part or the circumstances have so changed that avoidance would be unjust. In such a case a court may grant relief as justice requires.
§16 Intoxicated Persons
A person incurs only voidable contractual duties by entering into a transaction if the other party has reason to know that by reason of intoxication
(a) he is unable to understand in a reasonable manner the nature and consequences of the transaction, or
(b) he is unable to act in a reasonable manner in relation to the transaction.
§ 208 Unconscionable Contract or Term
If a contract or term thereof is unconscionable at the time the contract is made a court may refuse to enforce the contract, or may enforce the remainder of the contract without the unconscionable term, or may so limit the application of any unconscionable term as to avoid any unconscionable result.
USA UCC Art 2
§ 2-302.Unconscionable contract or Term.
§ 2-302. Unconscionable contract or Term.
(1) If the court as a matter of law finds the contract or any term of the contract to have been unconscionable at the time it was made the court may refuse to enforce the contract, or it may enforce the remainder of the contract without the unconscionable term, or it may so limit the application of any unconscionable term as to avoid any unconscionable result.
(2) If it is claimed or appears to the court that the contract or any term thereof may be unconscionable the parties shall be afforded a reasonable opportunity to present evidence as to its commercial setting, purpose, and effect to aid the court in making the determination.
Article 176. Invalidity of Transaction Concluded by Citizen Limited by Court in Active Capacity
1. A transaction relating to the disposition of property concluded without the consent of the guardian by a citizen limited by a court in active capacity as a consequence of alcohol or drug abuse may be deemed by a court to be invalid upon the suit of the guardian. If such transaction has been deemed to be invalid, the rules provided for by Article 171(1), paragraphs two and three, of this Code shall apply respectively.
2. The rules of this Article shall not extend to petty domestic transactions which a citizen limited in active capacity has the right to conclude on his own in accordance with Article 30 of this Code.
Article 177. Invalidity of Transaction Concluded by Citizen Not Capable to Understand the Purport of His Actions and Directing Them
1. A transaction concluded by a citizen, although having active capacity but at the moment of concluding it being in a state when he was not capable to understand the purport of his actions or to direct them, may be deemed by a court to be invalid upon the suit of this citizen or other persons whose rights or interests protected by law have been violated as a result of the conclusion thereof.
2. A transaction concluded by a citizen who is subsequently deemed to lack active capacity may be deemed by a court to be invalid upon the suit of the trustee if it can be proved that at the moment of concluding the transaction the citizen was not capable of understanding the import of his actions or directing them.
3. If a transaction is deemed to be invalid on the grounds of this Code, the rules provided for by Article 171(1), paragraphs two and three, of this Code shall apply respectively.
Article 178. Invalidity of Transaction Concluded under Influence of Delusion
1. A transaction concluded under the influence of delusion having material significance may be deemed by a court to be invalid upon the suit of the party which acted under the influence of delusion. Delusion as to the nature of a transaction, the identity, or such qualities of its subject which considerably reduce the possibility of using it for its purpose shall have material significance. Delusion as to the motives of a transaction shall not have material significance.
2. If a transaction is deemed to be invalid as concluded under the influence of delusion, the rules provided for by Article 167(2) of this Code shall apply respectively. In addition, the party upon whose suit the transaction was deemed to be invalid shall have the right to demand from the other party compensation for real damage caused to it if it is proved that the delusion arose through the fault of the other party. If it not proved, the party at whose suit the transaction was deemed to be invalid shall be obliged to compensate the other party at its demand for real damage caused to it even if the delusion arose through circumstances beyond the control of the deluded party.
Article 179. Invalidity of Transaction Concluded Under Influence of Fraud, Coercion, Threat, or Ill- Intentioned Agreement of Representative of One Party with Other Party or Coincidence of Grave Circumstances
1. A transaction concluded under the influence of fraud, coercion, threat, or ill-intentioned agreement between a representative of one party with the other party, as well as a transaction which a person was forced to conclude as a consequence of the coincidence of grave circumstances on conditions extremely disadvantageous for himself which the other party took advantage of (transaction on crushing terms) may be deemed by a court to be invalid upon the suit of the victim.
2. If the transaction was deemed invalid on one of the grounds specified in point 1 of this Article, then the other party shall return to the victim everything received by it under the transaction, and if it is impossible to return that received in kind, the value thereof shall be compensated in money. Property received under a transaction by the victim from the other party, as well as that due to it in compensation for what was transferred to the other party, shall go to the revenue of the Russian Federation. If it is impossible to transfer the property to the revenue of the Russian Federation in kind, the value thereof in money shall be recovered. In addition, the other party shall compensate the victim for real damage caused to it