Randazzo, Frank P. v. Harris Bank Palatine ( 2001 )


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  • In the
    United States Court of Appeals
    For the Seventh Circuit
    No. 00-2915
    FRANK P. RANDAZZO, as Trustee for
    Frank P. Randazzo Declaration of Trust
    Dated July 18, 1997,
    Plaintiff-Appellant,
    v.
    HARRIS BANK PALATINE, N.A.,
    Defendant-Appellee.
    Appeal from the United States District Court
    for the Northern District of Illinois, Eastern Division.
    No. 99 C 6161--Ruben Castillo, Judge.
    ARGUED JANUARY 25, 2001--DECIDED August 21, 2001
    Before COFFEY, RIPPLE and DIANE P. WOOD,
    Circuit Judges.
    RIPPLE, Circuit Judge. Frank Randazzo,
    as trustee under a declaration of trust
    ("FPR Trust"), entered into three
    agreements with Harris Bank Palatine
    ("Harris") in April 1999 to establish a
    $2.8 million revolving credit line. In
    September 1999, Mr. Randazzo filed suit
    against Harris, alleging breach of
    contract and violations of the Illinois
    Consumer Fraud and Deceptive Business
    Practices Act, 815 ILCS sec. 505/1 et
    seq. Harris moved for summary judgment,
    and the district court granted the
    motion. For the reasons set forth in the
    following opinion, we affirm the judgment
    of the district court.
    I
    BACKGROUND
    A.   Facts
    Mr. Randazzo, a long-standing customer
    of Harris, entered into three agreements
    with the bank in April 1999 that
    established a $2.8 million revolving
    credit line for the FPR Trust. The line
    was secured by Mr. Randazzo’s stock in
    America Online ("AOL"), Cisco Systems,
    and Sun Microsystems. Harris required Mr.
    Randazzo to sign blank stock powers for
    those securities, giving Harris the
    authority to sell them.
    Mr. Randazzo did not read any of the
    loan documents that established the
    credit line. In fact, he indicated in his
    deposition that in the past twenty-five
    years he had not read any of the
    paperwork accompanying his various loans.
    See R.15, Def.’s Ex.2, Randazzo Dep. at
    66 ("I’ve never read any loan documents
    or any other documents ever put in front
    of me by a bank."); see id. at 172 ("Why
    would I read them then if I hadn’t read
    them for the previous 25 years?"). Mr.
    Randazzo explained that John Callahan,
    the Harris loan officer servicing the
    credit line, explained the key economic
    terms of the credit line to him.
    Between April 7, 1999, and August 5,
    1999, Mr. Randazzo and Callahan never
    spoke concerning the Harris loan or its
    underlying collateral. On August 6, 1999,
    however, Callahan reviewed the credit
    line and, using the bank’s loan-to-value
    ratio, determined that Mr. Randazzo had
    insufficient collateral to secure the
    loan because the value of the AOL stock
    had declined in the previous fifteen
    months. Callahan thus telephoned Mr.
    Randazzo and requested that he either
    reduce the loan balance or provide
    additional collateral. Callahan told Mr.
    Randazzo that Harris was making a margin
    call and that the bank would sell the
    stock if Mr. Randazzo did not comply. Mr.
    Randazzo responded that he was willing
    and able to satisfy the request for more
    collateral and offered a second lien on
    his Florida residence. He also requested
    that Callahan delay any action to permit
    Mr. Randazzo to supply Harris with an
    updated financial statement.
    On August 10, 1999, after reviewing the
    updated financial statement that Mr.
    Randazzo supplied and meeting with Harris
    Bank President Thomas MacCarthy, Callahan
    again telephoned Mr. Randazzo. In that
    conversation, Callahan told Mr. Randazzo
    that Harris would not accept the
    additional collateral or the second lien
    on Mr. Randazzo’s home. Callahan also
    informed him that Harris would sell the
    existing collateral to pay off the loan
    if Mr. Randazzo did not reduce the loan
    balance by $900,000 or provide other,
    acceptable collateral.
    Mr. Randazzo was upset by Harris’
    actions. In his deposition, he recounted
    the ensuing conversation with Callahan as
    follows:
    I said, "John, how in the hell can you
    sell me out when I’ve been a customer of
    your bank for over 25 years, never been
    late on one payment"--this is when I did
    get offended--"never late in 25 years,
    paid you millions of dollars? I have
    collateral that I’m willing to give you.
    . . ."
    . . .
    He [Callahan] just says that, "Frank,
    you’re either going to sell out"--he
    says, "Let me remind you that we’ve got
    the stock; we’ve got the stock power." I
    says, "John," I says, "I can’t believe
    you’re doing this to me." I kept
    repeating it because I literally could
    not believe it.
    Id. at 250-51.
    Callahan then presented Mr. Randazzo
    with a choice; he told him that either he
    had to sell the stock or that the bank
    would do so. Because Mr. Randazzo
    remembered that Harris’ parent company
    once had charged him what he considered
    an exorbitant commission to sell stock,
    he asked Callahan what Harris would
    charge him for the sale. Callahan replied
    that he did not know. Mr. Randazzo then
    found a broker willing to sell the 23,000
    shares for less than $2,000. Mr. Randazzo
    called Callahan; Callahan told him that
    he had not obtained commission fee
    information from any brokers. Mr.
    Randazzo then elected to sell the stock
    himself. He later explained that he saw
    no alternative and wanted, at a minimum,
    to avoid the inflated commission that he
    expected Harris would have charged for
    the sale of his securities. Mr. Randazzo
    never questioned Harris’ purported right
    to sell the existing collateral and pay
    off the loan. According to Mr. Randazzo,
    "I never argue with a banker. . . .
    [W]hatever bankers want is what I give
    them all the time." Id. at 218, 135. He
    explained that, if he had "read the
    document beforehand, I would have told
    Mr. Callahan to stick it right up." Id.
    at 277.
    The sale’s proceeds were wired to Harris
    and deposited to close out Mr. Randazzo’s
    credit line. Three days later, on August
    15, 1999, Mr. Randazzo faxed Callahan to
    inform him that the stocks that Mr.
    Randazzo had sold had increased in value
    during the three-day period. He claimed
    that, as a result of the sale, he had
    lost over $400,000.
    B.   District Court Proceedings
    Mr. Randazzo filed this diversity action
    against Harris in September 1999,
    alleging breach of contract and
    violations of the Illinois Consumer Fraud
    and Deceptive Business Practices Act, 815
    ILCS sec. 505/1 et seq. ("Consumer Fraud
    Act" or "the Act"). In essence, Mr.
    Randazzo alleged that Harris forced him
    to sell the stock although it had no
    right to do so because he was not in
    default under his agreement with the
    bank. Harris moved for summary judgment,
    and the district court granted the
    motion.
    In the district court’s view, the
    voluntary payment doctrine was
    dispositive of Mr. Randazzo’s claims.
    Under this doctrine, a plaintiff who
    voluntarily pays money in reply to an
    incorrect or illegal claim of right
    cannot recover that payment unless he can
    show fraud, coercion, or mistake of fact.
    See Smith v. Prime Cable of Chicago, 
    658 N.E.2d 1325
    , 1329-30 (Ill. App. Ct.
    1995); Jursich v. Arlington Heights Fed.
    Sav. & Loan Ass’n, 
    441 N.E.2d 864
    , 866
    (Ill. App. Ct. 1982). The district court
    determined that this doctrine applied
    here: Harris claimed that the loan
    agreement gave it the right to sell Mr.
    Randazzo’s stock held as collateral, and,
    because of that representation, Mr.
    Randazzo paid the bank.
    The district court refused to permit Mr.
    Randazzo to escape the strictures of the
    voluntary payment doctrine by claiming
    fraud or mistake of fact. Although these
    factors can provide protection from the
    application of the doctrine, neither is
    available when a party to a contract
    relies on the interpretation of another
    party as to the meaning of the terms of
    the contract. "This is true," the
    district court explained, "because a
    party who has access to a written
    instrument cannot reasonably rely on
    representations of other contracting
    parties respecting the effect of the
    written instrument." R.23 at 4.
    Consequently, the court held, Mr.
    Randazzo cannot assert fraud or mistake
    of fact because he chose to rely on
    Harris’ representations regarding
    thecontract rather than reading the loan
    documents himself.
    The district court also recognized that
    coercion can render the voluntary payment
    doctrine inoperative. Under Illinois law,
    a payment is considered coerced when it
    is made to avoid the loss of a necessity
    or to prevent an injury to a person,
    business, or property that is different
    from and disproportionately greater than
    the unlawful demand. In the district
    court’s view, there was no coercion
    because the sale of Mr. Randazzo’s stock
    did not involve the loss of a necessity.
    Moreover, Mr. Randazzo did not produce
    any evidence that the loss that he
    claimed he suffered from his sale of the
    stock was legally different from or
    disproportionately greater than what the
    loss would have been under Harris’
    allegedly unlawful demand.
    In the end, the district court held that
    this case was controlled by the
    fundamental principle that a mistake of
    law does not excuse a voluntary payment.
    Mr. Randazzo did not read the loan
    documents and instead relied on Harris’
    statement that it had a legal right under
    the contract to sell the collateral. This
    mistake of law, the court concluded,
    prevented Mr. Randazzo from recovering
    the monies paid.
    The court also held that Mr. Randazzo
    failed to state a claim under the
    Illinois Consumer Fraud Act for two
    reasons. First, Harris did not make a
    misrepresentation of fact, as is required
    under the Act. Also, Mr. Randazzo failed
    to produce evidence of a deceptive
    practice, another requirement.
    II
    DISCUSSION
    A.   Voluntary Payment Doctrine
    1.
    Illinois has recognized the ancient,
    common-law roots of the voluntary payment
    doctrine. Accordingly, we begin our
    analysis by recalling briefly the origins
    and development of that doctrine.
    Although the principle that "ignorance
    of the law is no excuse" has been
    unquestioned in Anglo-American criminal
    jurisprudence, the development of an
    analogous principle in civil matters
    always has been subject to more
    limitations because of the development of
    equitable principles in chancery
    practice. See generally Stephen L. Camp,
    Note, The Voluntary-Payment Doctrine in
    Georgia, 
    16 Ga. L. Rev. 893
     (1982).
    Indeed, English law at one time
    recognized in its chancery courts the
    general rule that relief would be granted
    for both mistakes of fact or law. See 
    id.
    at 895 (citing various cases in which the
    English courts granted relief for
    mistakes without distinguishing between
    mistakes of fact and mistakes of law). In
    the early nineteenth century, however,
    the English courts and, soon thereafter,
    American tribunals began to acknowledge
    that recovery ought not be premised on a
    mistake of law made with full knowledge
    of the facts. See 
    id. at 895-98
    . The
    voluntary payment doctrine is a corollary
    to the mistake of law doctrine and, in
    its general formulation, holds that a
    person who voluntarily pays another with
    full knowledge of the facts will not be
    entitled to restitution. See 
    id. at 899
    ;
    see also Restatement (3rd) of Restitution
    and Unjust Enrichment sec. 6 (2000). Its
    ties to the mistake of law doctrine have
    remained clear, as demonstrated by the
    fact that most jurisdictions that have
    rejected the mistake of law doctrine also
    have rejected the voluntary payment
    doctrine. See Camp, supra, at 899.
    Nevertheless, equitable principles of
    restitution have continued to exert a
    strong influence on the application of
    the doctrine. Consequently, most courts,
    and, when statutory formulations have
    been utilized, legislatures have made
    exceptions to the voluntary payment
    doctrine to recognize the policy concerns
    that animate the basic restitutionary
    principle that "[a] person who is
    unjustly enriched at the expense of
    another is liable in restitution to the
    other." Restatement (3rd) of Restitution
    and Unjust Enrichment sec. 1; see also
    Camp, supra, at 907-13.
    2.
    The voluntary payment doctrine in
    Illinois reflects the common-law history
    of the doctrine, including its roots in
    the mistake of law doctrine and the
    countervailing restitutionary principles.
    Not too long ago, an Illinois appellate
    court succinctly stated the general rule:
    "Absent fraud, coercion or mistake of
    fact, monies paid under a claim of right
    to payment but under a mistake of law are
    not recoverable." Smith, 
    658 N.E.2d at 1330
    .
    The reason for the rule, the court
    explained, is:
    quite obvious when applied to a case of
    payment on a mere demand of money
    unaccompanied with any power or authority
    to enforce such demand, except by a suit
    at law. In such case, if the party would
    resist an unjust demand, he must do so at
    the threshold. The parties treat . . .
    each other on equal terms, and if
    litigation is intended by the one of whom
    the money is demanded, it should precede
    payment. When the person making the
    payment can only be reached by a
    proceeding at law, he is bound to make
    his defense in the first instance, and he
    cannot postpone the litigation by paying
    the demand in silence or under a
    reservation of right to litigate the
    claim, and afterward sue to recover the
    amount paid.
    
    Id.
     (quoting 66 Am. Jur. 2d Restitution &
    Implied Contracts sec. 94, at 1035-36
    (1973)).
    Two considerations are clear from the
    Illinois court’s discussion. First, the
    voluntary payment doctrine retains its
    affinity to the mistake of law doctrine.
    Second, the voluntary payment rule
    ensures that those who desire to assert a
    legal right do so at the first possible
    opportunity; this way, all interested
    parties are aware of that position and
    have the opportunity to tailor their own
    conduct accordingly.
    Illinois recognizes the traditional
    defenses to the voluntary payment
    doctrine--fraud and mistake of fact--
    defenses designed to identify instances
    in which the countervailing policies of
    traditional restitutionary principles
    should prevail. See, e.g., Smith, 
    658 N.E.2d at 1329-30
    ; Jursich, 
    441 N.E.2d at 866
    . Illinois also has recognized the
    defense of coercion and, like many
    jurisdictions, has expanded this defense
    to cover not only cases of actual
    physical duress but also of business
    necessity. See Ill. Merchants’ Trust Co.
    v. Harvey, 
    167 N.E. 69
    , 71 (Ill. 1929),
    overruled in part, Kanter & Eisenberg v.
    Madison Assocs., 
    508 N.E.2d 1053
    , 1055-56
    (Ill. 1987). The Illinois Supreme Court
    explained in Illinois Merchants’ Trust
    that:
    At the common law duress meant duress
    only of person, and nothing short of a
    reasonable apprehension of imminent
    danger to life, limb, or liberty sufficed
    as a basis for an action to recover money
    paid. The doctrine became gradually
    extended, however, to recognize duress of
    property as a sort of moral duress,
    which, equally with duress of person,
    entitled one to recover money paid under
    its influence. Today the ancient doctrine
    of duress of person (later of goods) has
    been relaxed, and extended so as to admit
    of compulsion of business and
    circumstances.
    
    167 N.E. at 71
    ./1
    3.
    The district court correctly set out the
    controlling principle of law as found in
    the decisions of the Illinois courts. It
    further recognized the exceptions to the
    prevailing rules-- exceptions designed,
    as we have noted, to foster the
    restitutionary principles that have long
    stood in tension with the voluntary
    payment rule. The district court properly
    acknowledged that Mr. Randazzo could not
    make out a case for fraud or mistake of
    fact. To the extent that Mr. Randazzo was
    ignorant of his rights under the loan
    agreement, it was because he refused to
    apprise himself of those rights by
    reading the appropriate documents.
    Illinois courts have made clear that, if
    a party signs a contract without reading
    it, he must bear the consequences. See
    Jursich, 
    441 N.E.2d at 868
    ; see also Pace
    Communications, Inc. v. Moonlight Design,
    Inc., 
    31 F.3d 587
    , 592 (7th Cir. 1994);
    Northwestern Nat’l Ins. Co. v. Donovan,
    
    916 F.2d 372
    , 378 (7th Cir. 1990).
    Mr. Randazzo cannot, moreover, make out
    a case that his compliance with Harris’
    demand was based on necessity or was
    intended to prevent an injury to person
    or property. Indeed, even if we were to
    conclude that Mr. Randazzo acted to
    prevent an injury, we point out again
    that he found himself in that position
    simply because he had elected not to
    become knowledgeable about the nature of
    his legal rights and, correspondingly,
    had failed to assert them. His own
    testimony makes clear that he never
    apprised himself of his legal rights
    under the contract and never asserted
    those rights.
    Although Illinois recognizes protest as
    particularly good evidence of duress, see
    Smith, 
    658 N.E.2d at 1331
    ; Arra v. First
    State Bank & Trust Co., 
    621 N.E.2d 128
    ,
    131 (Ill. App. Ct. 1993), Mr. Randazzo’s
    "protest" was not the assertion of a
    legal right but simply an appeal to
    Harris’ business judgment. Instead of
    protesting the stock sale as contrary to
    a specific provision in the loan
    documents, Mr. Randazzo merely
    complained, asking Callahan, for example,
    "how . . . can you sell me out when I’ve
    been a customer of your bank for over 25
    years." R.15, Def.’s Ex.2, Randazzo Dep.
    at 250. Faced with a demand for a payment
    by a party with whom he had a contractual
    arrangement, Mr. Randazzo, rather than
    assert his rights under the contract in a
    timely and forthright manner, chose to
    accept the other party’s interpretation
    of his legal rights. Indeed, this
    behavior is precisely the sort of conduct
    that the voluntary payment doctrine was
    designed to discourage.
    Under these circumstances, the district
    court correctly decided that the
    voluntary payment doctrine was
    applicable. Mr. Randazzo, therefore,
    cannot recoup his payment to Harris./2
    B.   Consumer Fraud Act
    Mr. Randazzo also alleges that Harris
    violated the Illinois Consumer Fraud and
    Deceptive Business Practices Act, 815
    ILCS sec. 505/1 et seq., when it asserted
    a nonexistent legal right to sell his
    collateral. The district court found that
    Mr. Randazzo had failed to state a claim
    cognizable under the Act because Harris’
    alleged misrepresentations were of law,
    not of fact. Mr. Randazzo contends on
    appeal that an assertion of legal rights
    in violation of a contract is actionable.
    We cannot accept this view.
    To state a cause of action under the
    Consumer Fraud Act, a plaintiff must
    plead (1) the misrepresentation or
    concealment of a material fact; (2) an
    intent by the defendant that the
    plaintiff rely on that misrepresentation
    or concealment; and (3) that the
    deception occurred in the course of
    conduct involving trade or commerce. See
    Notaro Homes, Inc. v. Chicago Title Ins.
    Co., 
    722 N.E.2d 208
    , 217 (Ill. App. Ct.
    1999). As the prima facie case indicates,
    the Act requires a misrepresentation of
    fact. See 815 ILCS sec. 505/2
    (prohibiting the "use or employment of
    any deception, fraud, false pretense,
    false promise, misrepresentation or the
    concealment,suppression or omission of
    any material fact, with intent that
    others rely upon the concealment,
    suppression or omission of such material
    fact"); see also Mack v. Plaza Dewitt
    Ltd. P’ship, 
    484 N.E.2d 900
    , 906 (Ill.
    App. Ct. 1985) (explaining that the Act
    requires a misrepresentation of a
    material fact).
    The district court was correct in
    finding that Mr. Randazzo did not state a
    cognizable claim. Harris’ alleged
    misrepresentations were not of facts,
    thus removing them from the Act’s ambit.
    Taking a position on the interpretation
    of legal documents, even if erroneous, is
    not a deceptive trade practice or act.
    See Notaro Homes, 
    722 N.E.2d at 217
     ("[A]
    deceptive representation or omission of
    law does not constitute a violation of
    the Act because both parties are presumed
    to be equally capable of knowing and
    interpreting the law.")./3
    Conclusion
    The voluntary payment doctrine precludes
    Mr. Randazzo from recouping his payment
    to Harris. Further, he has not stated a
    cognizable claim under the Consumer Fraud
    Act. Accordingly, we affirm the judgment
    of the district court.
    AFFIRMED
    FOOTNOTES
    /1 Although the issue of duress is generally one of
    fact, to be judged in light of all the circum-
    stances surrounding a given transaction, see
    Schlossberg v. E.L. Trendel & Assocs., Inc., 
    380 N.E.2d 950
    , 953 (Ill. App. Ct. 1978), Illinois
    courts have pinpointed several circumstances in
    which duress is commonly found. For example, the
    payment of money under pressure of a "disastrous
    effect to business" is considered involuntary.
    Ross v. City of Geneva, 
    357 N.E.2d 829
    , 836 (Ill.
    App. Ct. 1976) (citation and quotation marks
    omitted); see also Best Buy Co. v. The Harlem-
    Irving Cos., 
    51 F. Supp.2d 889
    , 898 (N.D. Ill.
    1999) (company’s payment of disputed rent charges
    sufficient evidence of duress to withstand summa-
    ry judgment where landlord threatened to pursue
    all remedies under the lease, including eviction,
    if the payments were not made); Kanter & Eisen-
    berg v. Madison Assocs., 
    508 N.E.2d 1053
    , 1056-57
    (Ill. 1987) (payment of disputed rent made under
    duress where nonpayment would result in the
    "termination of a valuable leasehold on which
    [the plaintiffs] had apparently spent a million
    dollars in improvements"); Ill. Glass Co. v.
    Chicago Tel. Co., 
    85 N.E. 200
    , 201-02 (Ill. 1908)
    (although not finding duress, noting that the
    "telephone has become an instrument of such
    necessity in business houses that a denial of its
    advantages would amount to a destruction of the
    business").
    Duress need not, however, reach the level of
    disaster to preclude application of the voluntary
    payment doctrine. In Schlossberg, 
    380 N.E.2d 950
    ,
    for example, the buyer of a parcel of land had in
    turn agreed to resell the property to a third
    party. After tender of the purchase price, the
    seller demanded an additional $30,000. See 
    id. at 951
    . Because the buyer was already obligated to
    sell the property to the third party and would be
    in default if he could not obtain the deed, the
    buyer had no choice but to pay the additional
    funds and then sue for recovery of them. The
    court determined that the buyer’s complaint
    contained "sufficient factual allegations to
    warrant an evidentiary hearing on the issue of
    business duress." 
    Id. at 954
    ; see also Pemberton
    v. Williams, 
    1877 WL 9790
    , at *2, 
    87 Ill. 15
    (Ill. 1877) (duress question for jury when a
    buyer had paid nearly all the contract price for
    a parcel of land, had also contracted to resell
    the property to a third party, and the original
    seller demanded as a condition of the delivery of
    the deed a sum larger than was set forth in the
    contract); Ball v. Vill. of Streamwood, 
    665 N.E.2d 311
    , 318 (Ill. App. Ct. 1996) (duress
    excused plaintiffs’ payment of a tax where their
    homes were subject to contracts to sell to third
    parties, and the village code provided civil
    penalties and fines for failure to pay the tax);
    DeBruyn v. Elrod, 
    418 N.E.2d 413
    , 417 (Ill. App.
    Ct. 1981) (duress found when the plaintiffs "were
    confronted with the choice of payment of the
    sheriff’s fees or his refusal to effect the
    requested sale, execution or redemption"); Ross,
    
    357 N.E.2d at 836
     (duress found where utility the
    sole provider of electricity to the class mem-
    bers’ commercial enterprises; there was evidence
    that it was the utility’s policy to terminate,
    and it had terminated, the supply of electricity
    to users for nonpayment of imposed charges);
    Peterson v. O’Neill, 
    1930 WL 2964
    , at *1-*2, 
    255 Ill. App. 400
     (Ill. App. Ct. 1930) (money paid
    under duress when plaintiff had contracted for
    the resale of property, the defendant was obli-
    gated to furnish the deed, and the defendant
    demanded that the plaintiff pay for the deed,
    knowing that the plaintiff had contracted for the
    sale of the property).
    Illinois law also provides for the recoupment
    of payments made under duress for items deemed to
    be necessities. Specifically, to determine wheth-
    er duress motivated the payment of a demanded
    sum, attention must be given to the nature of the
    asset involved and the consequences of nonpay-
    ment. See Arra v. First State Bank & Trust Co.,
    
    621 N.E.2d 128
    , 132 (Ill. App. Ct. 1993). If the
    asset is a necessity and the consequences of
    nonpayment would adversely affect the asset, a
    case might be made for duress as a motivating
    factor in payment. See 
    id. at 132
     (enough evi-
    dence of duress to overturn grant of summary
    judgment in case involving the plaintiffs’ home,
    "which was certainly a necessity"); see also
    Geary v. Dominick’s Finer Foods, Inc., 
    544 N.E.2d 344
    , 348-53 (Ill. 1989) (because tampons and
    sanitary napkins were necessities that could not
    be purchased without paying the tax imposed, the
    plaintiffs sufficiently pled duress); Getto v.
    City of Chicago, 
    426 N.E.2d 844
    , 850 (Ill. 1981)
    (payment under duress when made to avoid real
    threat of loss of telephone service; telephone a
    necessity such that "implicit" and "real threat"
    that phone service would be terminated amounted
    to duress); Ross, 
    357 N.E.2d at 836
     (payment
    under duress where termination of electrical
    services was threatened, there was evidence that
    it was the defendant’s policy to terminate ser-
    vices for nonpayment, and no formal protest
    mechanism existed that would precede the termina-
    tion). But see Smith v. Prime Cable of Chicago,
    
    658 N.E.2d 1325
    , 1332-33 (Ill. App. Ct. 1995)
    (payment for cable service not under duress;
    plaintiffs’ allegations of threatened loss were
    "wholly speculative" and cable service not a
    necessity such that the loss or threatened loss
    thereof could furnish a motive for payment);
    Dreyfus v. Ameritech Mobile Communications, Inc.,
    
    700 N.E.2d 162
    , 167 (Ill. App. Ct. 1998) (same
    for cellular telephones); Lusinski v. Dominick’s
    Finer Foods, Inc., 
    483 N.E.2d 587
    , 591 (Ill. App.
    Ct. 1985) (plaintiff’s inability to use a dis-
    count coupon did not rise to the level of du-
    ress); Isberian v. Vill. of Gurnee, 
    452 N.E.2d 10
    , 14 (Ill. App. Ct. 1983) ("potential disap-
    pointment" of the plaintiff’s child if prohibited
    from attending an amusement park insufficient to
    warrant a finding that the plaintiff purchased
    the ticket under duress).
    /2 Because we are   deciding this case under the
    voluntary payment   doctrine, we need not address
    Harris’ remaining   defense that Mr. Randazzo
    breached the loan   agreement.
    /3 Mr. Randazzo also claims that Harris violated the
    Consumer Fraud Act by subjecting him to threats
    and economic coercion. Specifically, he contends
    that Harris forced him to sell his stock by
    threatening to sell the stock, and charge higher
    commissions, if he did not sell it himself.
    Harris’ reliance upon its perception of its legal
    rights under the contract is insufficient to form
    the basis of a violation of the Act.