In theory, the idea of a contract should be simple and
irreversible. However, there are
numerous technicalities to consider, all of which have been passed as a means
to keep dealings between companies, clients and employees fair and
What are some of the legal defenses to breach of contract?
Contract, No Case!: The first
line of defense is obvious—if there is no existing contract then the case
can be thrown out. The prosecution
must be able to show evidence of three aspects of the contract: (1) the
first party offers something of value to the second party; (2) the second
party agrees to the offer; (3) the second party gives something of value
to the first party.
- Lack of
Capacity to Contract: If it can
be proven that one party was not in full understanding of a contract, as
well as the consequences of such an agreement, then the contract can be
declared void. This judgment will
largely depend on why the other party lacked capacity to understand an
agreement. Ignorance is not an
excuse; usually the other party must be proven to be under the age of
comprehension, mentally infirm or a victim of some other
circumstance. Drugs or intoxication
can occasionally be used as a defense.
Children under the age of 18 have an inherent protection here and
their faulty contracts can be voided by their parents or legal guardian. However, upon turning of legal age,
contracts involving minors can become enforceable, no longer protected by
the Lack of Capacity defense.
- Undue Influence,
Duress and Misrepresentation: If one of the parties committed fraud, coerced
the other party to sign or improperly influenced the other party, then it
can be voided. This defense
suggests that the contract was detrimental and given to the victim
possibly by a trusted friend or acquaintance. It could also mean that the contract was
signed because the other party threatened the signer, through duress or
even blackmail. Misrepresentation
involves the other party intentionally making a false statement on the
contract or concealing or withholding information from the signer.
This defense can be argued when
the contract terms are so unfair or illegal (as regards the industry the
parties are involved in) that they “shock” the conscience of the
court. Some of the factors involved
in this defense may include unequal bargaining power, the education and
understanding of the signer, the lack of opportunity to negotiate or
contact an attorney as well as generally unfavorable terms to a weaker
Terms or Mistakes: Naturally, if
illegal terms are on the contract or if it can be proven that an error was
made on the contract (which led to both parties having mistaken beliefs)
then the contract could be voided.