Moreover, the compromise clause, which was judged at the time of the parties` entry into office on the basis of the surrounding context, was clearly an irreplaceable windfall in which drivers were virtually unable to assert their rights under the broader agreement: 50. We also agree with Lord Clarke on Sedley LJ`s conclusions in this court of what he (Lord Clarke) described as the “critical factual findings” of the Foxwell Labour Judge in the ET. Foxwell J.A. stated that the complainants had no say in the conditions in which they were doing their work; The contracts were fully developed by Autoclenz; and the services they provided were detailed. The complainants had no control over how they did their work. Foxwell J.A. found that the “protests developed in the contract documents, that the men were independent,” had no practical connection to the reality of the relationship. Therefore, according to Lord Clarke, the documents did not reflect the actual agreement between the parties. The ET was entitled to “not comply” with the terms of the written documents as they were inconsistent with the actual conditions agreed between the parties. Mr. Abella and Mr. Rowe then turned to the arguments about unacceptableness and felt that this doctrine was the most appropriate basis for dealing with the potential injustice created by a compromise clause in a standard form contract. While the prevailing theory of contract law was that courts had to impose freely negotiated negotiations between the parties, the just doctrine of scruples exempts unfair agreements resulting from unequal bargaining power.
The Tribunal explained the underlying justifications of the doctrine as follows: Heller argued that the compromise clause was unenforceable. The AA, not the ICAA, blames the agreement between the parties, Heller said, arguing that the civil courts had jurisdiction to examine the validity of the compromise clause, since the interaction between that clause and esa is a simple matter of law. Similarly, in this case, the issue of the unacceptable could be resolved by a cursory examination of the evidence. As a result, the courts were not required to leave the issue of jurisdiction to the arbitrator. The Court of Appeal correctly held that the compromise clause constituted an illegal attribution of ESA, since the clause was intended to prevent workers from imposing minimum employment standards through the procedures provided for by the legislation.