ABSTRACT
Identifying the cases of submission of one of the parties in a negotiation as the ones worthy of protection, this chapter aims at defining which business parties are to be considered weak. Given that weakness is a relational concept and bound to specific contractual relations, different elements have to be taken into consideration, such as size, information and structural asymmetries and relational disadvantages. In such cases, it is argued that relying only on competition law, even though it might be of help in certain situations, cannot entirely replace a substantive fairness control over standard contract terms in b2b contracts. It is therefore fundamental to assess which business parties are worthy of protection and the rationales for the rules allowing a judicial intervention on contracts where unfair terms were imposed to the adherent. Indeed, there is a need for a more sophisticated and differentiated approach in regulating boilerplate in business transactions.
