{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/55.1-2109.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/55.1-2109.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/55.1-2109.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/55.1-2109.html"}],"law_id":67484,"edition_id":1,"section_id":67484,"structure_id":14850,"section_number":"55.1-2109","catch_line":"Unconscionable agreement or term of contract","history":"1982, c. 277, \u00a7 55-434; 2019, c. 712.","full_text":"A\n\nThe court, upon finding as a matter of law that a contract or contract clause was unconscionable at the time the contract was made, may (i) refuse to enforce the contract, (ii) enforce the remainder of the contract without the unconscionable clause, or (iii) limit the application of any unconscionable clause in order to avoid an unconscionable result.B\n\nWhenever it is claimed, or appears to the court, that a contract or any contract clause is or may be unconscionable, the parties, in order to aid the court in making the determination, shall be afforded a reasonable opportunity to present evidence as to:1\n\nThe commercial setting of the negotiations;2\n\nWhether a party has knowingly taken advantage of the inability of the other party to reasonably protect his interests by reason of physical or mental infirmity, illiteracy, or inability to understand the language of the agreement or similar factors;3\n\nThe effect and purpose of the contract or clause; and4\n\nIf a sale, any gross disparity at the time of contracting between the amount charged for the cooperative interest and the value of the cooperative interest measured by the price at which similar cooperative interests were readily obtainable in similar transactions; however, a disparity between the contract price and the value of the cooperative interest measured by the price at which similar cooperative interests were readily obtainable in similar transactions does not, of itself, render the contract unconscionable.","order_by":null,"text":{"0":{"id":244529,"text":"The court, upon finding as a matter of law that a contract or contract clause was unconscionable at the time the contract was made, may (i) refuse to enforce the contract, (ii) enforce the remainder of the contract without the unconscionable clause, or (iii) limit the application of any unconscionable clause in order to avoid an unconscionable result.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":244530,"text":"Whenever it is claimed, or appears to the court, that a contract or any contract clause is or may be unconscionable, the parties, in order to aid the court in making the determination, shall be afforded a reasonable opportunity to present evidence as to:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"B1"},"2":{"id":244531,"text":"The commercial setting of the negotiations;","type":"section","prefixes":["B","1"],"prefix":"1","entire_prefix":"B1","prefix_anchor":"B1","level":2,"prior_prefix":"B","next_prefix":"B2"},"3":{"id":244532,"text":"Whether a party has knowingly taken advantage of the inability of the other party to reasonably protect his interests by reason of physical or mental infirmity, illiteracy, or inability to understand the language of the agreement or similar factors;","type":"section","prefixes":["B","2"],"prefix":"2","entire_prefix":"B2","prefix_anchor":"B2","level":2,"prior_prefix":"B1","next_prefix":"B3"},"4":{"id":244533,"text":"The effect and purpose of the contract or clause; and","type":"section","prefixes":["B","3"],"prefix":"3","entire_prefix":"B3","prefix_anchor":"B3","level":2,"prior_prefix":"B2","next_prefix":"B4"},"5":{"id":244534,"text":"If a sale, any gross disparity at the time of contracting between the amount charged for the cooperative interest and the value of the cooperative interest measured by the price at which similar cooperative interests were readily obtainable in similar transactions; however, a disparity between the contract price and the value of the cooperative interest measured by the price at which similar cooperative interests were readily obtainable in similar transactions does not, of itself, render the contract unconscionable.","type":"section","prefixes":["B","4"],"prefix":"4","entire_prefix":"B4","prefix_anchor":"B4","level":2,"prior_prefix":"B3"}},"ancestry":[{"id":14850,"edition_id":1,"name":"General Provisions","identifier":"1","label":"article","depth":4,"order_by":1,"parent_id":13509,"metadata":{},"date_created":"2026-06-26 03:50:24","date_modified":"2026-06-26 03:50:24","permalink":{"id":247111,"object_type":"structure","relational_id":14850,"identifier":"1","token":"55.1\/IV\/21\/1","url":"\/55.1\/IV\/21\/1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13509,"edition_id":1,"name":"Virginia Real Estate Cooperative Act","identifier":"21","label":"chapter","depth":3,"order_by":1,"parent_id":12914,"metadata":{},"date_created":"2026-06-26 03:45:06","date_modified":"2026-06-26 03:45:06","permalink":{"id":247109,"object_type":"structure","relational_id":13509,"identifier":"21","token":"55.1\/IV\/21","url":"\/55.1\/IV\/21\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12914,"edition_id":1,"name":"Common Interest Communities","identifier":"IV","label":"subtitle","depth":2,"order_by":1,"parent_id":12707,"metadata":{},"date_created":"2026-06-26 03:44:01","date_modified":"2026-06-26 03:44:01","permalink":{"id":246473,"object_type":"structure","relational_id":12914,"identifier":"IV","token":"55.1\/IV","url":"\/55.1\/IV\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12707,"edition_id":1,"name":"Property and Conveyances","identifier":"55.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:49","date_modified":"2026-06-26 03:43:49","permalink":{"id":244769,"object_type":"structure","relational_id":12707,"identifier":"55.1","token":"55.1","url":"\/55.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":58909,"structure_id":14850,"section_number":"55.1-2100","catch_line":"Definitions","url":"\/55.1-2100\/","token":"55.1\/IV\/21\/1\/55.1-2100","metadata":false},{"id":80253,"structure_id":14850,"section_number":"55.1-2101","catch_line":"Applicability","url":"\/55.1-2101\/","token":"55.1\/IV\/21\/1\/55.1-2101","metadata":false},{"id":66032,"structure_id":14850,"section_number":"55.1-2102","catch_line":"Variation by agreement","url":"\/55.1-2102\/","token":"55.1\/IV\/21\/1\/55.1-2102","metadata":false},{"id":62799,"structure_id":14850,"section_number":"55.1-2103","catch_line":"Property classification of cooperative interests; taxation","url":"\/55.1-2103\/","token":"55.1\/IV\/21\/1\/55.1-2103","metadata":false},{"id":68257,"structure_id":14850,"section_number":"55.1-2104","catch_line":"Applicability of local ordinances, regulations, and building codes; local authority","url":"\/55.1-2104\/","token":"55.1\/IV\/21\/1\/55.1-2104","metadata":false},{"id":56764,"structure_id":14850,"section_number":"55.1-2105","catch_line":"Eminent domain","url":"\/55.1-2105\/","token":"55.1\/IV\/21\/1\/55.1-2105","metadata":false},{"id":75027,"structure_id":14850,"section_number":"55.1-2106","catch_line":"General principles of law applicable","url":"\/55.1-2106\/","token":"55.1\/IV\/21\/1\/55.1-2106","metadata":false},{"id":79017,"structure_id":14850,"section_number":"55.1-2107","catch_line":"Construction against implicit repeal","url":"\/55.1-2107\/","token":"55.1\/IV\/21\/1\/55.1-2107","metadata":false},{"id":84361,"structure_id":14850,"section_number":"55.1-2108","catch_line":"Uniformity of application and construction","url":"\/55.1-2108\/","token":"55.1\/IV\/21\/1\/55.1-2108","metadata":false},{"id":67484,"structure_id":14850,"section_number":"55.1-2109","catch_line":"Unconscionable agreement or term of contract","url":"\/55.1-2109\/","token":"55.1\/IV\/21\/1\/55.1-2109","metadata":false},{"id":68385,"structure_id":14850,"section_number":"55.1-2110","catch_line":"Obligation of good faith","url":"\/55.1-2110\/","token":"55.1\/IV\/21\/1\/55.1-2110","metadata":false},{"id":75940,"structure_id":14850,"section_number":"55.1-2111","catch_line":"Remedies to be liberally administered","url":"\/55.1-2111\/","token":"55.1\/IV\/21\/1\/55.1-2111","metadata":false}],"previous_section":{"id":84361,"structure_id":14850,"section_number":"55.1-2108","catch_line":"Uniformity of application and construction","url":"\/55.1-2108\/","token":"55.1\/IV\/21\/1\/55.1-2108","metadata":false},"next_section":{"id":68385,"structure_id":14850,"section_number":"55.1-2110","catch_line":"Obligation of good faith","url":"\/55.1-2110\/","token":"55.1\/IV\/21\/1\/55.1-2110","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/55.1-2109\/","history_text":"

This law was first created in 1982. The record of its establishment is cataloged in chapter 277 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1982 \u201cActs\u201d aren\u2019t available online. It has been modified 1 time. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. That modification is as follows: in 2019, chapter 712<\/a>.<\/p>","references":[{"id":80253,"section_number":"55.1-2101","catch_line":"Applicability","order_by":null,"url":"\/55.1-2101\/"}],"refers_to":false,"permalink":{"id":247149,"object_type":"law","relational_id":67484,"identifier":"55.1-2109","token":"55.1\/IV\/21\/1\/55.1-2109","url":"\/55.1-2109\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/55.1-2109\/","token":"55.1\/IV\/21\/1\/55.1-2109","dublin_core":{"Title":"Unconscionable agreement or term of contract","Type":"Text","Format":"text\/html","Identifier":"\u00a7 55.1-2109","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> The court<\/span>, upon finding<\/span> as a matter of law<\/span> that a contract<\/span> or contract<\/span> clause was unconscionable at the time the contract<\/span> was made, may (i) refuse to enforce the contract<\/span>, (ii) enforce the remainder of the contract<\/span> without the unconscionable clause, or (iii) limit the application of any unconscionable clause in order<\/span> to avoid an unconscionable result. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> Whenever it is claimed, or appears to the court<\/span>, that a contract<\/span> or any contract<\/span> clause is or may be unconscionable, the parties, in order<\/span> to aid the court<\/span> in making the determination, shall be afforded a reasonable opportunity to present evidence<\/span> as to: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> The commercial setting of the negotiations; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Whether a party<\/span> has knowingly taken advantage of the inability of the other party<\/span> to reasonably protect his interests by reason of physical or mental infirmity, illiteracy, or inability to understand the language of the agreement or similar factors; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> The effect and purpose of the contract<\/span> or clause; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> If a sale, any gross disparity at the time of contracting between the amount charged for the cooperative interest<\/span> and the value of the cooperative interest<\/span> measured by the price at which similar cooperative interests<\/span> were readily obtainable in similar transactions; however, a disparity between the contract<\/span> price and the value of the cooperative interest<\/span> measured by the price at which similar cooperative interests<\/span> were readily obtainable in similar transactions does not, of itself, render the contract<\/span> unconscionable. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nUNCONSCIONABLE AGREEMENT OR TERM OF CONTRACT (\u00a7 55.1-2109)\n\nA. The court, upon finding as a matter of law that a contract or contract clause\nwas unconscionable at the time the contract was made, may (i) refuse to enforce\nthe contract, (ii) enforce the remainder of the contract without the\nunconscionable clause, or (iii) limit the application of any unconscionable\nclause in order to avoid an unconscionable result.\n\nB. Whenever it is claimed, or appears to the court, that a contract or any\ncontract clause is or may be unconscionable, the parties, in order to aid the\ncourt in making the determination, shall be afforded a reasonable opportunity to\npresent evidence as to:\n\n 1. The commercial setting of the negotiations;\n\n 2. Whether a party has knowingly taken advantage of the inability of the other\n party to reasonably protect his interests by reason of physical or mental\n infirmity, illiteracy, or inability to understand the language of the\n agreement or similar factors;\n\n 3. The effect and purpose of the contract or clause; and\n\n 4. If a sale, any gross disparity at the time of contracting between the\n amount charged for the cooperative interest and the value of the cooperative\n interest measured by the price at which similar cooperative interests were\n readily obtainable in similar transactions; however, a disparity between the\n contract price and the value of the cooperative interest measured by the price\n at which similar cooperative interests were readily obtainable in similar\n transactions does not, of itself, render the contract unconscionable.\n\nHISTORY: 1982, c. 277, \u00a7 55-434; 2019, c. 712.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}