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Contract of Adhesion

This document discusses contracts of adhesion, which are agreements where one party imposes a standard form contract that the other party must either accept or reject without modification. The first paragraph provides an example of a contract of adhesion involving the sale of a property where the buyers had no opportunity to question or change the terms. The document goes on to define contracts of adhesion and notes that while they restrict negotiation, they are not automatically invalid if the adhering party consents and can reject the contract. However, courts may invalidate contracts of adhesion that leave the weaker party with no real choice.

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178 views1 page

Contract of Adhesion

This document discusses contracts of adhesion, which are agreements where one party imposes a standard form contract that the other party must either accept or reject without modification. The first paragraph provides an example of a contract of adhesion involving the sale of a property where the buyers had no opportunity to question or change the terms. The document goes on to define contracts of adhesion and notes that while they restrict negotiation, they are not automatically invalid if the adhering party consents and can reject the contract. However, courts may invalidate contracts of adhesion that leave the weaker party with no real choice.

Uploaded by

Ryan Acosta
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
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Contract of Adhesion

The Contract to Sell entered into by the parties has some characteristics of a
contract of adhesion. The petitioner drafted and prepared the contract. Private
respondents, who were eager to acquire a lot upon which they could build a home,
affixed their signatures thereon and assented to the terms and conditions of the
contract. They had no opportunity to question nor change any of the terms of the
agreement. It was offered to them on a take-it-or- leave-it basis (Angeles v.
Calasanz, 135 SCRA 323 [1985]).
A contract of adhesion is defined as one in which one of the parties imposes a
ready-made form of contract, which the other party may accept or reject, but
which the latter cannot modify. One party prepares the stipulation in the contract,
while the other party merely affixes his signature or his "adhesion" thereto, giving
no room for negotiation and depriving the latter of the opportunity to bargain on
equal footing.28 It must be borne in mind, however, that contracts of adhesion are
not invalid per se. Contracts of adhesion, where one party imposes a ready-made
form of contract on the other, are not entirely prohibited. The one who adheres to
the contract is, in reality, free to reject it entirely; if he adheres, he gives his
consent. [Norton Resources and Development Corp v. All Asia Bank, G.R. No.
162523, November 25, 2009.]
When contract of adhesion is not valid
A contract of adhesion is just as binding as ordinary contracts. It is true that this
Court has, on occasion, struck down such contracts as being assailable when the
weaker party is left with no choice by the dominant bargaining party and is thus
completely deprived of an opportunity to bargain effectively. Nevertheless,
contracts of adhesion are not prohibited even as the courts remain careful in
scrutinizing the factual circumstances underlying each case to determine the
respective claims of contending parties on their efficacy. [PILTEL v. Tecson, G.
R. No. 156966 May 7, 2004]

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