Rule- Court says this is a completely fraudulent transaction. This is not a contract and the third party doesn t have the right to the money for the sale of this business. Hochman never had a choice and this contract was made under duress. This was wrongful. If a party s manifestation of assent is induced by one who is not a party to the transaction, the contract is voidable by the victim unless the other party to the transaction in good faith and without reason to know of the duress either gives value of relies materially on the transaction.
Improper threat underlines duress.
The threat may be expressed in words or it may be inferred from the words or other conduct. A threat, even when improper, does not amount to duress if the victim has a reasonable alternative to succumbing and fails to take advantage of it. It is enough if the threat actually induces assent, on the part of one who has no reasonable alternative. The improper threat that induces the making of the contract is measured by the subjective test of inducement. If a party s assent has been induced by the duress of a third party, rather than that of the other party to the contract, the contract is nevertheless voidable by the victim.