Adhesion Contracts, Unconscionability, Reasonable Expectations

Missouri law does not honor unenforceable contracts of adhesion. An adhesion contract is essentially a take it or leave it proposition. One party accepts the contractual terms of the other party. It is “a form of contract created and imposed by a stronger party on a weaker one.” Swain v. Auto Servs., Inc., 128 S.W.3d 103, 107 (Mo. Ct. App. 2003). They usually are not read. They are not automatically unenforceable, particularly because most contracts are adhesion contracts.

Adhesion contracts become unenforceable when they are “beyond the reasonable expectations of the person signing the contract.” Hearthland Health Sys., Inc. v. Chamberlin, 871 S.W.2d 8, 10-11 (Mo. Ct. App. 1993). The “reasonable expectations” test is objective. In other words, it applies the expectations of the “average member of the public who accepts such a contract,” not an individual’s expectations. Hartland Computer Leasing Corp. v. Insurance Man, Inc., 770 S.W.2d 525, 527-28 (Mo. Ct. App. 1989).

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