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Abusive Clauses in Credit Agreements and Service Contracts (Telephony, Energy, etc.): How to Spot and Challenge Them

November 22, 2025
Bank loans, mobile phone subscriptions, energy and gas supply contracts, internet and TV packages almost always come in the form of standard, pre-drafted forms. In these contracts the consumer signs or clicks “I agree” on a set of terms and conditions which they rarely negotiate and often barely have time to read.

Precisely in these adhesion contracts you often find abusive clauses: technical wording hidden among dozens of pages, allowing the professional (the bank or service provider) to unilaterally change prices, introduce opaque fees, severely limit the consumer’s right to terminate the contract, or shift business risks onto the consumer that they should not normally bear. To protect consumers, the European Union and Romania have created a specific legal framework against such clauses.

In Romania, abusive clauses are regulated mainly by Law no. 193/2000 on unfair terms in contracts concluded between professionals and consumers, which transposes Council Directive 93/13/EEC on unfair terms in consumer contracts. This law applies both to credit agreements and to service contracts (telecom, utilities, etc.) and has been complemented in recent years by sectoral legislation (for instance Government Emergency Ordinance – GEO no. 50/2010, GEO no. 52/2016, GEO no. 34/2014, GEO no. 111/2011) and by a substantial body of case law of Romanian courts and the Court of Justice of the European Union (CJEU).

This article explains in clear, practical language how to recognise an abusive clause, what types of clauses tend to appear in credit contracts and service contracts, and what you can actually do to challenge them – via the National Authority for Consumer Protection (ANPC) and in court.

1. Legal framework: from Directive 93/13/EEC to Law 193/2000

At EU level, the key instrument is Council Directive 93/13/EEC on unfair terms in consumer contracts. Its core idea: a non-individually negotiated term is unfair if, contrary to the requirement of good faith, it causes a significant imbalance in the parties’ rights and obligations under the contract, to the detriment of the consumer. Annex to the Directive contains an indicative list of examples (unilateral price increases, exclusion of liability, disproportionate penalties, etc.).

In Romania, the Directive is implemented by Law no. 193/2000, which provides, among other things:

  • any contract concluded between professionals and consumers must contain clear and unambiguous terms, which do not require specialist knowledge to understand (Article 1(1));
  • in case of doubt, contractual terms are interpreted in favour of the consumer (Article 1(2));
  • professionals are expressly prohibited from stipulating abusive terms (Article 1(3));
  • Annex to the law contains a list of terms deemed abusive, inspired by the Directive (for example, unilateral modification of contract, disproportionate penalties, limiting the consumer’s rights, etc.);
  • central effect: abusive terms do not bind the consumer, and the contract continues to apply if it can survive without them (Article 6); the consumer may seek termination if the contract cannot continue without the abusive terms (Article 7).

Law 193/2000 also sets out institutional mechanisms: ANPC and other authorities perform inspections; courts may require the professional to amend all standard contracts in use and to remove the abusive clauses from pre-formulated contracts, not just in a single consumer’s case. Recent changes (including those associated with GEO no. 58/2022) have strengthened collective actions to eliminate abusive clauses from a trader’s entire portfolio of contracts.

Alongside Law 193/2000, several sector-specific instruments impose additional transparency rules:

On top of this legislative framework, CJEU case law – in cases such as C-26/13 Kásler, C-143/13 Matei, C-415/11 Aziz and C-118/17 Dunai – has significantly influenced Romanian courts’ approach to abusive clauses in loan agreements.

2. How to recognise, in general, an abusive clause

Law 193/2000 and Directive 93/13/EEC rely on three core elements when assessing whether a clause is abusive:

  1. No individual negotiation – the clause appears in a standard form drafted by the professional; the consumer had no real possibility to influence its content. In practice, nearly all credit and utility contracts are adhesion contracts.
  2. Significant imbalance in rights and obligations – the clause puts the consumer in a markedly worse position than the trader, without a legitimate justification (for example, allowing the bank to increase interest unilaterally without clear criteria, while giving the consumer no real option other than to accept).
  3. Contrary to good faith – the professional takes advantage of their stronger position and of their superior knowledge of the product and the law, while the consumer typically does not. The clause may also be drafted in a way that hides its consequences or makes them difficult to understand.

The law also imposes a transparency requirement: contracts must be drafted in plain, intelligible language, and key clauses (price, interest, fees, penalties, termination rights) must be explained so that an average consumer can understand them. The CJEU has repeatedly stressed that a clause may be non-transparent not only because of complex wording, but also when the way it is presented conceals its real economic impact (for example, scattering fees across multiple annexes, or referring to an external “list of charges in force” without clearly summarising the total cost).

In practice, some classic red flags are:

  • terms allowing the trader to unilaterally change the price, tariff, interest or fees, without clear, objective reasons and without granting the consumer a genuine right to terminate without penalty;
  • disproportionate penalties or charges (for example, early termination fees amounting to the total of all remaining instalments on a low-value subscription, or “risk” or “maintenance” fees with no clear justification);
  • terms whereby the consumer appears to “waive” statutory rights (for example, a clause stating that the consumer will not challenge bills or will not take the trader to court – such waivers are generally invalid);
  • terms shifting entire business risks onto the consumer that would normally be shared or borne by the trader (for example, some formulations of foreign-currency risk clauses, if not clearly and fully explained);
  • ambiguous drafting and chains of cross-references to other documents (annexes, price lists, internal rules) that make it practically impossible to figure out the total cost.

The list in the Annex to Law 193/2000 contains many specific examples (unilateral changes, disproportionate penalties, limiting the trader’s liability, clauses allowing the trader to decide unilaterally whether the product is conforming, etc.), but both the CJEU and Romanian courts have underlined that this list is illustrative, not exhaustive. Even if a clause is not explicitly listed, it can still be declared abusive if it meets the general criteria.

3. Types of abusive clauses in credit agreements

Consumer credit agreements (personal loans, overdrafts, credit cards, mortgages) are at the heart of many abusive-terms disputes. Romanian and EU case law has focused heavily on banks’ and non-bank lenders’ practices. Below are some of the main categories that emerge from judicial practice and ANPC investigations.

3.1. Non-transparent and unjustified fees (risk fee, administration fee, etc.)

One of the most frequent forms of abusive clauses in credit contracts concerns fees that are difficult to understand or justify: risk fee, administration fee, monitoring fee, loan management fee, etc.

In Romanian case law, the Supreme Court (High Court of Cassation and Justice – ICCJ) has dealt with several cases where, for example, a so-called risk fee was found abusive because it had no clear economic justification and did not correspond to a real service provided to the consumer. In decisions such as ICCJ Decision no. 2896/2014 (widely cited in legal commentaries), the Court held that the conditions of Article 4 of Law 193/2000 were met and that this type of fee created a significant imbalance to the detriment of consumers.

In parallel, the CJEU in Case C-143/13 Matei (concerning credit agreements with Volksbank Romania) looked at “risk charge” clauses and unilateral interest-rate modification clauses, stressing that such terms must be drafted in plain, intelligible language and that their economic consequences must be transparent for consumers.

Practical clue: if your loan contract contains fees that you cannot really explain (“risk fee”, “monitoring fee”, “file analysis fee”), and the bank cannot show clearly what you are actually paying for and why the service is necessary, there is a high risk that those clauses could be considered abusive.

3.2. Vague variable interest and foreign-currency risk clauses

Another category of problematic clauses concerns how the bank can change interest rates or how exchange rates are applied in foreign-currency loans:

  • terms giving the bank a right to change interest “based on the bank’s policy” or “based on market developments”, without objective and verifiable criteria;
  • clauses applying one exchange rate at disbursement and another at repayment, without clear justification (for example, CHF loans where the bank used its buying rate at disbursement and its selling rate at repayment, without clearly explaining the impact).

In C-26/13 Kásler, the CJEU examined a foreign-currency clause that used different buy and sell rates set by the bank. The Court held that even if the clause concerns the “main subject matter” of the contract, it can still be reviewed for unfairness if it is not expressed in plain, intelligible language and if the consumer cannot grasp its economic consequences.

In C-118/17 Dunai, the CJEU further clarified that if a foreign-currency risk clause is found abusive, the national court must assess whether the contract can survive without it. If not, cancellation of the contract may be possible, with all the consequences that follow for both parties.

Practical clue: if a loan has “variable” interest, the contract should define it with reference to a transparent, objective benchmark (IRCC, ROBOR, EURIBOR, etc.) plus a fixed margin. Vague wording such as “according to the bank’s policy” is a strong warning sign. For foreign-currency loans, look at how the exchange rate is chosen and whether its impact on total cost is clearly explained.

3.3. Unilateral modification of contract terms

The Annex to Law 193/2000 specifically lists clauses allowing the professional to modify the contract unilaterally without a valid reason precisely stated in the contract as potentially abusive. This has been common in banking contracts, where standard terms allowed the bank to change interest, fees or other costs almost at will.

Sector-specific rules in GEO 50/2010 and GEO 52/2016 now impose far stricter conditions: changes must be justified by objective indicators, notified in advance, and usually give the consumer the right to terminate the agreement without penalty if they do not accept the new conditions.

Practical clue: pay close attention to any clause stating that “the bank reserves the right to change interest/fees at any time without the customer’s consent”. Without detailed, objective grounds and a genuine right for you to walk away, such clauses are highly suspect.

3.4. Acceleration and enforcement clauses (early termination)

Some credit agreements include terms allowing the bank to declare the entire loan “immediately due and payable” after very minor breaches (for example, late payment of a single instalment), followed by rapid enforcement (including foreclosure of mortgaged property).

In C-415/11 Aziz, the CJEU stressed that national courts must have the power to review such acceleration clauses for unfairness even during enforcement proceedings. If they are unfair, courts must disapply them, which may block or limit foreclosure.

Romanian courts have followed this path. Amendments to Law 193/2000 and the Civil Procedure Code emphasise that courts must examine the unfair nature of terms ex officio and can do so in enforcement-related proceedings, such as objections to enforcement (contestație la executare).

3.5. Clauses waiving legal rights

Some credit contracts contain wording whereby the consumer appears to waive certain rights (for example, “the client waives the right to challenge this contract in court” or “the client waives any right of set-off or objection”). Such formulations are generally incompatible with consumer-protection law. Directive 93/13/EEC and Law 193/2000 are mandatory rules of public policy, and rights granted under them cannot be waived via standard terms.

Practical clue: be very wary of any clause in which you “waive” your right to complain to public authorities (ANPC, the National Bank of Romania) or to sue the bank. As a rule, such waivers are invalid and may themselves be treated as abusive clauses.

4. Types of abusive clauses in service contracts (telephony, energy, internet, TV)

Abusive clauses are not limited to bank loans. ANPC has identified numerous problems in energy and gas contracts, as well as in mobile, internet and TV contracts. In recent years, checks on energy suppliers have revealed illegal or missing information in contracts and unfair commercial practices. Similar issues have arisen in telecom contracts monitored by ANCOM and ANPC.

4.1. Contract duration and automatic renewal

In telecommunications, GEO 111/2011 (Article 50) states that the initial duration of contracts concluded with consumers may not exceed 24 months and that operators must also offer contracts lasting no more than 12 months. This is meant to prevent consumers from being locked into very long commitments. Any automatic renewal must be clearly explained, and the consumer must be able to terminate under reasonable conditions.

Typical problematic clauses include:

  • long initial durations with automatic renewal for equally long periods, without clear advance notice and without a genuine right to terminate without penalty;
  • very high early-termination penalties for 24-month contracts (for example, payment of all remaining monthly fees, regardless of the actual damage suffered by the provider).

Practical clue: always check the contract’s duration, conditions for extension, and early termination penalties. If penalties are so high that you are effectively “trapped” with one provider, this may indicate a significant imbalance.

4.2. Unilateral tariff-change clauses

Telecom and energy contracts often contain clauses allowing the supplier to adjust prices or fees “based on market conditions”, “following regulatory decisions” or “in line with commercial policy”. Price adjustments can be legitimate, particularly when tied to regulated tariffs or taxes. However, the law requires that:

  • conditions and reasons for changes be clear and objective in the contract;
  • the consumer be notified in advance of changes;
  • the consumer have, in principle, a right to terminate without penalty if they do not accept the new prices.

Clauses that allow the provider to raise prices without specifying when, how and within what limits, and without giving you a real right to leave, may be considered abusive because they shift the commercial risk entirely onto the consumer.

4.3. Disproportionate penalties and early-termination fees

Many providers include “early termination fees” or “compensation” if you cancel the contract before its term. A moderate fee that reflects the provider’s reasonable costs (for example, a proportion of the subsidy on a discounted handset) can be acceptable; however, penalties that clearly exceed the real loss may be abusive.

Common suspect clauses include:

  • an early-termination fee equal to all remaining monthly fees until the end of the contract, regardless of reason and without regard to the provider’s savings;
  • high fixed penalties (hundreds of euros) for cancelling a relatively low-value monthly subscription;
  • asymmetrical arrangements: harsh penalties for the consumer’s breach, but no equivalent remedies if the provider fails to deliver (for example, repeated service outages, billing errors, missing installations).

4.4. Clauses about equipment and consumer liability

In energy and utilities, some contracts attempt to make the consumer responsible for equipment (meters, cables, etc.) located outside their direct control (for example, in common areas or on public land), with threats of penalties or service interruption if they do not “secure” that equipment. ANPC has flagged such clauses as problematic because they assign responsibility that, in practice, the consumer cannot fulfill.

Practical clue: be cautious with clauses making you liable for meters or infrastructure placed in stairwells or public areas, or for third-party tampering. Where you cannot realistically control the situation, the clause may be challengeable as abusive.

4.5. Insufficient information and “dense” contracts

GEO 34/2014 requires traders to provide clear pre-contractual information (especially for distance contracts): total price, duration, termination conditions, right of withdrawal, extra charges, etc. Telecom and energy contracts must be accompanied by concise, intelligible information. Where key information is buried in dozens of pages of small print, with obscure cross-references, transparency is likely lacking and some terms may be vulnerable to unfairness challenges.

5. How to review a contract before signing

The golden rule is simple: do not sign or click “accept” before you understand the essential clauses. Some concrete tips:

  • identify exactly who the trader is (legal name, registration number, contact details) and whether it is properly authorised (bank, non-bank lender, energy provider, telecom operator);
  • look for the section describing the total price: interest, fees, charges, penalties, indexation mechanisms, early-termination fees;
  • check the duration of the contract and any automatic-renewal provisions;
  • spot clauses that allow unilateral changes of price or key terms, and see what rights you have in that case (for instance, the right to terminate without penalty);
  • look for clauses that seem to limit your rights (waivers of the right to go to court, to complain to authorities, or to withdraw from the contract);
  • ask for a copy of the contract in advance – Article 6 of Law 193/2000 (as interpreted in practice) obliges traders using standard contracts to provide a copy to any interested person;
  • if you do not understand something, ask for written explanations and, if necessary, take the contract home and consult a lawyer or legal adviser before accepting.

Even if sales staff are pushing for a quick signature (“last day of promotion”, “limited offer”), your rights as a consumer include sufficient time to read and understand the contract. The fact that “everyone signs” does not mean all clauses are lawful.

6. How to challenge abusive clauses: ANPC and the courts

Law 193/2000 and related legislation give you two main avenues:

  • administrative route via ANPC (inspections, fines, court actions to eliminate standard abusive clauses);
  • judicial route via individual or collective court actions (to have clauses declared abusive, removed from your contract, and to obtain restitution of sums you paid under them).

6.1. Complaints to ANPC

Under Law 193/2000, ANPC:

  • monitors compliance with the rules on abusive terms in contracts between professionals and consumers;
  • can inspect, on complaint or ex officio, standard contracts used by banks, non-bank lenders, energy suppliers, telecom operators, etc.;
  • can find contraventions and impose fines where abusive clauses or unfair practices are discovered;
  • can refer the matter to court to order cessation of the use of abusive clauses and modification of ongoing contracts by removing such terms.

In practice, if you file a complaint with ANPC and the authority finds that a bank’s or energy supplier’s contracts contain abusive clauses, ANPC’s court action can lead to the removal of that clause from all standard contracts of that trader, not just yours. This provides an important collective level of consumer protection.

6.2. Individual court actions by consumers

Regardless of ANPC’s actions, you always have the right to bring your own claim before the courts, seeking:

  • a declaration that certain clauses are abusive in your contract;
  • declaration of nullity of those clauses and their removal from the contract;
  • an order for the trader to refund sums paid under those clauses (for instance, illegally charged risk or administration fees);
  • where appropriate, termination of the contract if it cannot continue without the clause, plus damages.

Law 193/2000 states that actions aimed at establishing the existence of abusive clauses in adhesion contracts are not subject to limitation periods (they are imprescriptible). That means you can ask the court to examine your clauses even many years after signing. For claims for repayment of amounts already paid, however, limitation periods under general civil-law rules may apply. Their precise effect depends on the circumstances and on case law, so legal advice is strongly recommended.

6.3. Raising abusive clauses in enforcement proceedings

If your loan is already being enforced (for example, the bank has started foreclosure), you can still challenge abusive clauses via an objection to enforcement (contestație la executare). CJEU case law (especially Aziz) obliges national courts to assess unfair terms ex officio in enforcement proceedings. Subsequent amendments to Romanian law reflect this duty: courts must be able to examine whether enforcement is based on abusive terms (for instance, a harsh acceleration clause) and, if so, to declare them inapplicable and adjust or annul enforcement accordingly.

Because enforcement time limits are short and procedure is technical, it is essential to seek a lawyer’s assistance as soon as you receive enforcement documents.

6.4. Effects of a finding of unfairness

When a court declares a clause abusive:

  • the clause does not bind the consumer; legally, it is treated as though it were never there;
  • the contract continues to apply without that clause if it can function without it; otherwise, the consumer may request termination of the contract and compensation;
  • the trader may be ordered to amend all standard contracts and remove the clause from future contracts;
  • the consumer can obtain refund of sums paid under the abusive clause (repayment of unlawful fees, recalculation of interest, etc.).

The CJEU has stressed in several judgments (including Kásler and Dunai) that judges cannot simply “rewrite” an abusive term with a more reasonable one, except in limited situations allowed by the Directive. This is to ensure that traders are deterred from inserting abusive terms in the first place.

7. Differences in approach between credit and service contracts

Although Law 193/2000 applies to all contracts between professionals and consumers, the emphasis in practice differs between sectors:

  • in credit agreements, the focus is on interest, fees, foreign-currency risk, acceleration clauses and enforcement. Sectoral rules in GEO 50/2010 and GEO 52/2016 provide detailed provisions on disclosures, interest calculation, prepayment rights and fees; courts have developed extensive case law on risk fees, foreign-currency clauses and unilateral modifications;
  • in telecom contracts, the main issues are contract duration, automatic renewals, early-termination penalties and unilateral tariff changes. GEO 111/2011 and ANCOM regulations pay special attention to end-user rights in this context;
  • in energy and gas contracts, disputes often concern price transparency, mechanisms for tariff adjustments, clauses on access to and responsibility for equipment (meters, installations), and billing practices. ANPC and the National Regulatory Authority for Energy (ANRE) have pursued several investigations and sanctions in these areas.

Across all sectors, however, the basic principle is the same: clauses must be clear, balanced and in good faith. If you feel that the contract puts you at a severe disadvantage and gives all the power to the trader, there is a real possibility that one or more terms could be challenged as abusive.

8. Practical recommendations for consumers

  • Do not sign on the spot if you do not understand the contract. Ask for a copy, read it at home, and highlight unclear or worrying clauses.
  • Compare offers. For loans, compare the APR, types of fees and how interest is calculated. For telecom/energy, compare tariffs, contract durations and early-termination fees.
  • Check the law and official guidance. The legislative portal of the Ministry of Justice, ANPC, ANRE and ANCOM websites provide up-to-date texts and user-friendly guides.
  • Keep all documents. Save the contract, annexes, general terms, notices, bills and proof of payments. They are crucial evidence if a dispute arises.
  • Structure your complaint. When writing to ANPC or to the court, identify the exact clause(s) you consider abusive, explain why they create an imbalance, and attach a copy of the contract.
  • Do not be discouraged by “this is a standard contract, we cannot change it”. Precisely because it is standard, the contract is subject to strict scrutiny under Law 193/2000 and Directive 93/13/EEC.
  • Look for similar case law. Many final judgments of the ICCJ and courts of appeal on abusive terms are publicly available and discussed by legal practitioners. If a clause has already been declared abusive in a similar contract, that is a strong argument in your favour.
  • Consult a lawyer or legal adviser. Abusive-term litigation involves both national and EU law and often intersects with enforcement rules. Choosing between individual action, joining collective actions, or intervening in ANPC-led cases is a strategic decision that benefits from professional advice.

9. FAQ – Abusive clauses in credit and service contracts

1. In plain terms, what is an abusive clause?

An abusive clause is a term in a standard contract with a professional (bank, energy supplier, telecom operator, etc.) that was not individually negotiated, is unclear or unbalanced, and, contrary to good faith, creates a significant imbalance between the parties’ rights and obligations to the detriment of the consumer. Under Law 193/2000, such terms do not bind the consumer if declared abusive by a court.

2. How do I know if a clause was not individually negotiated?

If you receive a “standard” contract, identical for all customers, and you are told it cannot be modified, it is almost certainly an adhesion contract. The fact that you can choose between several packages (for instance different tariffs) does not mean you negotiated the wording of the clauses themselves.

3. If I sign the contract, can I still challenge abusive clauses?

Yes. Your signature does not “validate” abusive terms. Consumer-protection rules are mandatory; abusive clauses can be declared null even if you signed the contract. You can invoke them in an action against the trader, in a complaint to ANPC, and, where relevant, in an objection to enforcement.

4. What are typical examples of abusive clauses in credit agreements?

Typical examples include: non-transparent “risk” or “administration” fees with no real justification; clauses allowing the bank to change interest unilaterally “according to bank policy”; automatic acceleration (declaring the entire loan due) for minor delays; foreign-currency clauses that do not clearly explain how exchange rates are applied and what the economic impact is.

5. What are typical examples of abusive clauses in telecom, internet or energy contracts?

Common examples: very long contract durations with automatic renewal; disproportionate penalties for early termination; clauses granting the provider broad powers to change tariffs unilaterally without a genuine right for you to terminate; clauses shifting excessive responsibility for equipment or meters located outside your control.

6. What can I do in practice if I find an abusive clause?

Depending on the situation, you can: (1) file a written complaint with ANPC, which can investigate and, where appropriate, take the trader to court to eliminate the clause from all standard contracts; and/or (2) bring your own court action asking for the clause to be declared abusive, removed from your contract, and for any amounts paid under it to be refunded. If enforcement is ongoing, you can also raise abusive clauses in an objection to enforcement.

7. Is there a limitation period for asking a court to declare a clause abusive?

Under Law 193/2000, actions seeking a finding that certain terms in standard consumer contracts are abusive are not subject to limitation periods (they are imprescriptible). However, for claims to recover money already paid under such clauses, limitation periods under civil law may apply, so the details need to be evaluated in light of case law and your specific circumstances.

8. Can I recover money paid under abusive clauses?

Yes, generally you can claim repayment of sums paid under clauses that a court declares abusive (for example, risk or administration fees, or amounts charged due to unfair tariff-change clauses). The court will decide on the period covered and on any impact of limitation periods, based on evidence and legal arguments.

9. Does consumer law still protect me if I signed the contract online?

Yes. Distance contracts (online, by phone) are protected not only by Law 193/2000 on abusive clauses but also by GEO 34/2014 on consumer rights in contracts with traders. Among other things, GEO 34/2014 grants, as a rule, a 14-day withdrawal right for many standard products and services and imposes clear information obligations on traders.

10. I have an old foreign-currency loan. Can I rely on CJEU case law like Kásler and Matei?

Yes. CJEU judgments on abusive clauses apply to contracts as long as disputes are ongoing or new actions can still be brought. National courts must interpret Directive 93/13/EEC and national implementing laws in line with CJEU case law. Whether and how those judgments help in your specific situation (date of contract, type of clauses, enforcement status) is a matter to discuss with a lawyer.

10. Useful sources and official links