What are defenses to enforcement of a contract?

There are several defenses that can conceivably be asserted to a claim to enforce a contract. For instance, if one of the parties was a minor or suffering from mental incompetency at the time the contract was entered into, then those facts may be defenses to the validity of the contract. This defense is called lack of capacity to contract. Likewise, if there was a mutual mistake by the parties, then that could void a contract on the theory that there has been no meeting of the minds and therefore no agreement.

It is not unheard of that in the course of defending a contract claim, the defendant may claim that he or she was induced to enter into contract due to fraud on the part of the other party. Fraud can be loosely defined as a misrepresentation of a material fact.

Other conceivable defenses to a contract claim could come in the form of duress, undue influence, impossibility, and frustration. Duress is simply a threat or perceived threat to induce a party to enter into a contract. If someone puts a gun to your head and makes you sign a contract, that contract is not enforceable because you were operating under duress. Duress may also come in a num­ber of other forms that may be considerably more subtle.

Undue influence arises when certain persons may have a great deal of control over a party and utilize that control in order to unduly influence a person to enter into a contract.

Impossibility arises where it truly becomes impossible to perform a contract due to something that is unforeseen by the parties. For instance, the destruction of the World Trade Center made the performance of the leases for that building impossible. A related concept is that of frustration of purpose. For instance, during the inauguration of a new president, there may be certain contracts entered into. If the inauguration, however, is canceled, then the purpose of those con­tracts has been frustrated. If you were one of the suppliers who agreed to provide the grandstands for the inauguration the U.S. Government may be able to void the con­tract with you since the inauguration is not going forward.

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