Professional Skills Development: Contract Law, Duress, Undue Influence

This report delves into the core concepts of contract law, specifically focusing on duress and undue influence, essential elements determining the validity of agreements. It explores scenarios where contracts become void or voidable due to illegitimate pressure or unfair influence, examining cases like Williams V Bayley and Barton V Armstrong to illustrate these principles. The report then addresses the critical question of distinguishing between the 'rough and tumble' of commercial bargaining and unlawful economic duress, analyzing cases like Progress Bulk Carriers Ltd v Tube City IMS LLC to determine when a tough stance crosses the line into legal illegitimacy. It emphasizes the importance of free will and consent in contract formation, the impact of illegitimate threats, and the role of courts in assessing the ethical and social acceptability of commercial conduct. The report highlights the complexities of financial pressure in contract negotiations and the need for parties to protect their rights, particularly in challenging economic conditions, providing a comprehensive overview of contract law principles and their practical application.

Running head: PROFESSIONAL SKILLS DEVELOPMENT
Professional Skills Development
Name of the Student
Name of the University
Author Note

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Introduction:
Some of the essentials factors of a contract are Duress and Undue influence. We all know that
contract is an agreement which is enforceable by law. The contract is enforceable only when all
the essential elements or the factors of the contract are fulfilled. However, if the parties to the
contract enter into an agreement in such conditions an circumstances which makes the contract
void or voidable at the instance of the parties to the contract.
Duress:
Under the contract law, it is an essential element of the contract that the parties to the
contract must enter into contract with free will and consent. When any of the parties to the
contract violate the rule and without taking the free will of the other party to the contract enters
or enforce the contract then such contract is duress. The main essential which must be fulfilled
for the claim of duress is that the threat must be illegitimate which means that the threat to carry
out a lawful cannot amount to duress. In Williams V Bayley a young fellow manufactured his
father’s signature on promissory notes which he at that point provided for the bank making it
lose cash. The bank called upon his father and requested that he should contract his homestead to
cover the child's obligation or else it would sue his son. The danger was for legitimate activity
thus couldn't add up to pressure. For a danger to be acknowledged as adequate to vitiate the
agreement, it must be one related with violence to the individual it was made to or even a death
risk. In Barton V Armstrong, a previous administrator of an organization threatened the
managing director to have him slaughtered unless he paid over a substantial whole of cash for the
previous director's offers. Court held this was adequate to qualify as pressure, vitiating the

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assertion they had come as a result. The understanding was held to be coercion (McKendrick
2014).
Undue Influence:
The term is developed under the concept of equity and thus it is the discretion of the court and is
created under value thus any cure is at the courts tact, it created to cover those zones where any
type of disgraceful weight kept a gathering from practicing their choice in entering an agreement.
Genuine undue influence is a class under undue influence where there is no extraordinary
connection between the gatherings that may prompt any assumption that undue impact has
happened. The petitioner should demonstrate that there was genuine compulsion adding up to
clear predominance that the inquirer was not able exercise freewill. In Williams V Bayley a
young fellow fashioned supports on promissory notes and made misfortune a bank after which
the bank moved toward his dad and requesting that he pay off his children obligations, this
approach was adequate, by and by the court has arranged to acknowledge that there was undue
impact in view of the idea of the risk which would prompt practically certain transportation. In
these conditions the father had no genuine decision however to acknowledge the bank's terms.
There are exceptional connections where an assumption of undue impact is put by the courts, it
applies at whatever point the connection between the gatherings is with the end goal that one of
them is by reason of the certainty rested in him by the other so as to take out of line advantage
over the other (Posner 2014).
Now coming to the topic of argument that “Is it the "rough and tumble of the pressures of
commercial bargaining" or is it unlawful economic duress? When is the line crossed where
a tough stance becomes legally illegitimate?”

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Arguments in favour of the topic
As per the law, when a person has entered int an contract through misrepresentation or
coercing the other person to the contract the contract stands voidable at the instance of the party.
In Progress Bulk Carriers Ltd v Tube City IMS LLC, the court stated that the doctrine of
monetary coercion is said to have committed by the parties to the contract even if the intention of
parties where not unlawful.(Knapp et al 2016).
The referred case was an appeal from the decision of the mediation of the parties to the
contract. The contract between the parties states that the parties where the proprietors of a naval
ship. The contract was entered between two parties in buying a cargo ship name as Cenk K. The
party who wishes to buy the cargo ship named Cenk K. does not had any privilege to substitute
any other ship instead of Cenk K.
The signatories to the contract could not show any interest regarding the substitution of
the vessel with other vessel. The contracting party cannot change their decision unless approved
by the proprietors of the vessel Cenk K. This made an breach to the contract entered between the
parties. However, when Cenk K was to be delivered to the contracting parties at that time it was
found to be loading so the contract stands breach by the contracting parties. (Harrison 2016).
Therefore, the proprietors of Cenk K tried to find an alternative vessel for the contracting
parties. The proprietors of the vessel found an alternative vessel and confirmed the other parties
to pay a sum of money as compensation for the breach of the previous contract and damages
suffered for the said breach. The parties entered into another contract with an updated date of
conveyance and decrease in the amount of contract. The parties who had suffered previously had

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acknowledge the revised contract thinking that they would be compensated for the damages or
losses suffered by them in the previous contract.
The contracting parties entered into contract with the terms and conditions with the
purchaser of the cargo vessel and came to know that the sellers of the vessel will compensate
them with the small amount of reduction in the amount of the freight. The purchasers with no
other alternatives had to agree on the terms and conditions, which saved the seller from cases
emerging out of the breach of the previous contract.
The sellers of the vessel dismissed the terms and conditions of the contract and stated that
they will not pay any compensation for the breach of the previous contract. This has left the
purchasers of the vessel with no other choice but to accept the offer made by the sellers. The
Sellers offered that they would provide them the alternative vessel only of the purchasers waives
the rights to sue the sellers for the breach of contract aroused in previous contract. The purchaser
has no other option available to them but to accept the offer. Therefore, the purchaser accepted
the offer under protest. (Quinn et al 2016).
The key issue under the watchful eye of the Court was this: was the waiver of the
charterers' case for breach of the charter party acquired by financial coercion by the
proprietors?
In the argument between both the parties the sellers of the vessel stated that their offer
was not official and binding under the law whereas the purchaser stated that their consent to the
contract was taken through coercion or economic duress and the argument given by the sellers of
the vessel must be put aside. However, the Judge in this case while determining the issue found
that the cause of the rise of the dispute was the beach in the previous contract where the sellers of

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the vessel could not deliver the cargo vessel Cenk K to the purchaser and breach the terms of the
previous contract. This left the purchaser with no other alternative and to accept the second offer
of the sellers of the vessel.
However, it is the Judge who found that the first breach of agreement by the proprietors
is that for not giving the Cenk K as per the charter party and gave rise to the issue. The
proprietors subsequent behaviour was intended not to give any other choice for the purchaser to
reject their offer so that the alternative vessel is delivered to them without any other cost for the
prior breach.
While deciding upon the case the Judge came to the knowledge that the sellers of the
vessel and put undue pressure upon the purchasers to set aside the breach made by them in the
prior contract and left the purchasers with no other alternative and to purchase the vessel without
getting any compensation for the loss suffered by them in their previous contract.
[1994] 4 AER 714 where the Court of Appeal had acknowledged on a basic level that the
"illegitimate pressure" need not be unlawful conduct, showing that the fitting test is "not whether
the conduct is legal but whether it is ethically or socially unacceptable". The Judge dismissed the
proprietors' contention that it required conduct that incited "such a feeling of outrage and which
appeared so unconscionable or so plainly past the standards of normal business practice that it
could be considered on a standard with direct that the law does explicitly perceive as unlawful or
criminal". It is not surprising that it was rejected and this kind of test would have left
exceptionally restricted adaptability in future cases.
However, this decision doesn't give any expansive course on what constitutes "morally or
socially unacceptable" act. Actually this depends upon the merits of each case that what is

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sufficient between two business events may be inadmissible elsewhere. It is sensible that the
Judge did not attempt to set out a prescriptive test and this would have been a test to get
masterminding frameworks that basically fall on the right half of the line. Besides, when the
understanding has been finished, a gathering that has arranged hard by then faces the hazard that
the other party will endeavour to keep up a key separation from the concurrence on the ground
that the exchanges surpassed the check.
However, all cases has its own criteria based upon its substances, therefore it is difficult
for the parties to envision diverse settings in which equivalent issues may rise. For example, a
supplier who steps back to supply essential items or undermine to do accordingly will every now
and again wind up in breaking the terms of the contract. It was no doubt that the Judge, going
through the remarks which has been already made by the Court of Appeal, focused on that it may
be a generally uncommon case in which financial pressure would be founded on lawful acts,
especially in the commercial context. In Progress Bulk Carriers the act of the sellers to make the
alternative vessel sold without paying any other compensation to the purchaser for the prior
breach of contract, left the [purchasers with no other alternative.
The sellers took the advantage of their position relating to the performance of the
contract. Therefore it is evident from Progress Bulk Carriers is that whether the sellers has acted
legally is not the end of the matter. Despite the fact that the court will be careful about disputed
contracts between business parties, in the event that it takes an especially diminish perspective of
conduct that has made a circumstance where the buyer is left with no genuine option yet to
acknowledge the provider's requests, the buyer might have the capacity to maintain a strategic
distance from the agreement. Therefore, it is advised that the contracting parties who is under
financial pressure to enter the contract shall take such steps so that their rights are not waived. In

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the current testing monetary conditions, it is not amazing that contracting parties are looking to
drive hard deals where they can, nor are that gatherings investigating whether they can maintain
a strategic distance from what may have ended up being terrible deals. This case mirrors that
agreements ought to for the most part be maintained and that financial pressure ought not be a
simple way out of cumbersome contracts, while perceiving that even between business parties
there should be a workable arrangement in those restricted situations where an agreement is
obtained by legal however "ethically or socially inadmissible" conduct.
Arguments against the topic:
This is a territory of genuine significance to numerous organizations in the UK and can
be particularly important when there is a disparity of haggling power - and that does not really
rely upon the relative sizes of the business parties however significantly more on the verifiable
and business setting that exists at the time. Some of the time in business - as in governmental
issues - the approach embraced might be along the lines of the well known citation (first ascribed
to President Theodore Roosevelt and later said to have been utilized by President Richard
Nixon): "When you have them by the balls, their hearts and brains take after!" The importance of
this expression is horrendously evident and it must be said is regularly valid in numerous unique
circumstances, incorporating into business. Be that as it may, every once in a while the weight
utilized might be judged as having gone too far from solid and conceivably even wild transaction
to lead which was unlawful or ill-conceived. It is that circumstance that may enable the harmed
party in actuality to re-gathering and eventually to win the day legitimately and monetarily.
The general standards of the law identifying with monetary pressure were sketched out
by Mr Justice Dyson in DSND Subsea Ltd v Petroleum Geo Services ASA, [2000] BLR 530 at

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para. 131 and rehashed and elucidated in his later choice in Carillion Construction Ltd v Felix
(UK) Ltd, [2001] BLR 1: where he stated the elements of noteworthy coercion are that there
must be weight,
(a) Whose judicious effect is that there is drive on, or a nonappearance of rational choice for, the
setback,
(b) Which is absurd, and
(c) Which is a basic reason actuating the applicant to get into the contract.
In deciding if there has been ill-conceived weight, the court considers a scope of
elements. These incorporate whether there has been a real or debilitated break of agreement;
regardless of whether the individual professedly applying the weight has acted in great or lacking
honesty; whether the casualty had any sensible down to earth elective however to submit to the
weight; whether the casualty challenged at the time; and whether he asserted and tried to depend
on the agreement. These are largely applicable elements. Ill-conceived weight must be
recognized from the harsh and tumble of the weights of ordinary business bargaining.€  € œ
Illegitimate weight must be recognized from the unpleasant and tumble of the weights of
typical business bargaining:€ 
Along these lines the purposes of enthusiasm for this case which obviously indicates how
a business gathering use the law on fiscal intimidation to gain cash related recoupment for the
results of an understanding made under coercion, for instance, to have meant financial pressure.
This was a case fundamentally of a sub-authoritative labourer setting generous pressure on to an
essential transitory specialist. David Donaldson QC sitting as a Deputy High Court Judge for this

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circumstance said that "the once-over of issues to be considered in reviewing credibility is not
careful, and the weight to be associated with each of them will depend upon the facts of the
individual case. Additionally, the decision on the basic request whether the weight has gone too a
long way from that which must be recognized in conventional solid business wheeling and
dealing incorporates into any occasion some part of critical worth judgment". That is
unmistakably cure and is habitually a hard decision for the judges. As the judge made it clear that
the weight may - and because of monetary weight usually does - contain a hazard to break an
understanding. That is exemplified by the decision in the Carillion case, where a sub-legally
binding laborer giving cladding to the improvement of an office building declined to continue
with arrangements central for the summit of the works, revealing the essential impermanent
specialist to commitment to the business or significant damages. In the present case, the weight
asserted by GMR was a hazard by Mitras to break the dedication owed by it to GMR to supply
units to IBC (Feldman 2015).
The fundamental question is whether the pressure has crossed the line from accepted
commercial bargaining€ 
This range of the law while giving a helpful device to right wrongs - requires impressive
care in its taking care of and any gathering wishing to play this card needs to take objective and
lawfully all around educated perspective of the circumstance in its full real setting. This is the
place legal advisors come in. The position for the business or business customer is that
frequently it can't take its own particular goal and impartial perspective of occasions that have
happened. It might have been at loggerheads with the other business party for a considerable
length of time or months. Relations might be exceptionally stressed or may have separated
between key people. Everybody on the two sides of the debate may consider they are in

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completely justified and the other party is entirely in the off-base. So the position is that target
legitimate counsel is fundamental and a business party confronted with what it might consider to
be monetary pressure or terrorizing (or a gathering being blamed for applying such coercion or
terrorizing) will require attorneys who can give objective and industrially adroit lawful
exhortation ... also, to do as such expediently (Abdullah and Rahman 2015).
The outcome was that judgment was given to GMR for £451,021.80, spare just for an
entirety of £19,118 surrendered by GMR and which was steady with its initial offer to Mitras.
The expenses to payable by Mitras will certainly have been expansive for this kind of substantial
obligation suit. This case unquestionably demonstrates the perils of going over the best in
transactions when one gathering sees alternate as being over a barrel and after that makes
unlikely requests combined with unlawful or ill-conceived dangers. It is the basic blend of
requests combined with unlawful or ill-conceived dangers, which lies at the core of the idea of
financial coercion. We now swing to a later case chose in the High Court which gives a further
commonsense case of how the cure of monetary coercion (and furthermore the tort of terrorizing)
works. In the current monetary circumstance (and that of the most recent couple of years)
contracts which at one point had been monetarily remunerating have turned out to be less so and
some of the time misfortune making. So gatherings will attempt to secure a business advantage
by re-arrangement for the most part notwithstanding resistance by the gathering who had the
business advantage. In the Kolmar case a gathering called Traxpo declined to submit to its
legally binding commitments to a gathering called Kolmar, unless the terms were changed in
order to be more ideal to it (Stone and Devenney 2014).

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Eventually, it is a generally simple claim to make and yet a hard one to demonstrate. It is astute
to comprehend that the courts work exclusively on confirm so they should be fulfilled on that it
is probably that monetary coercion has built up to such an extent that it went past the "unpleasant
and tumble" of extreme business transactions between stubborn business people.

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Reference:
McKendrick, E., 2014. Contract law: text, cases, and materials. Oxford University Press (UK).
Posner, R.A., 2014. Economic analysis of law. Wolters Kluwer Law & Business.
Knapp, C.L., Crystal, N.M. and Prince, H.G., 2016. Problems in Contract Law: cases and
materials. Wolters Kluwer Law & Business.
Harrison, J., 2016. Law and Economics in a Nutshell. West Academic.
Quinn, M.J., Nerenberg, L., Navarro, A.E., Wilber, K.H. and Yonashiro-Cho, J., 2016.
Developing an Undue Influence Screening Tool for Adult Protective Services Final Report to the
Borchard Foundation Center on Law and Aging 2015 Academic Research Grant Award May 27,
2016.
Feldman, S.W., 2015. Pre-Dispute Arbitration Agreements, Freedom of Contract, and the
Economic Duress Defense: A Critique of Three Commentaries. Clev. St. L. Rev., 64, p.37.
Stone, R. and Devenney, J., 2014. Text, cases and materials on contract law. Routledge.
Abdullah, M.F. and Rahman, R.A., 2015. Consent, standard form contracts and empowerment
for consumers.