They are all well-educated professionals articulate, entrepreneurial and, quite bluntly, streetwise and savvy individuals. The e-mails had all the characteristics of an unequivocal acceptance. 153 These statements of jurisprudence are of cardinal importance in understanding and fashioning the law of contract. The following excerpts are particularly relevant: Desmond: 13/01/20 01:17 go hp online now. 130 It can be persuasively argued that given (a)the historical pedigree of the cases, (b)the dictates of certainty and predictability in the business community and (c)the general acceptance of the existence of distinct common law rules, it is preferable not to conflate these concepts. I must add that these were far from being ordinary printers for home use. He placed his first order for 50 units at about 2.58am, and his second order for another 50 units at 3.22am, again through the HP website. After establishing from the web pages that the price quoted for the laser printer was indeed $66, he proceeded to make searches through search engines like Yahoo and visited the website of Hardware.com. Certainly, none of them had ever been induced to conduct transactions on such a scale on the Internet for any product, let alone sophisticated commercial laser printers. He classifies mistake in the following manner at 386: If attention is fixed merely on the factual situations, there are three possible types of mistake: common, mutual and unilateral. When the defendants discovered this mistake on their website, they sent an email to the complainants to say they would not be fulfilling this order. He in effect forwarded the first plaintiffs e-mail to them. Any reasonable person, given the extent of the knowledge and information the plaintiffs were armed with, would have come to a similar conclusion. 40 When the fourth plaintiff responded to the first plaintiffs mass e-mail, he copied his response to the second plaintiff. Yong Pung HowCJ in Tribune Investment Trust Inc v Soosan Trading Co Ltd [2000] 3 SLR 405 at [40] opined: [T]he function of the court is to try as far as practical experience allows, to ensure that the reasonable expectations of honest men are not disappointed. In Associated Japanese Bank (International) Ltd v Credit du NordSA [1989] 1 WLR 255 at 266, Lord DenningMRs views were doubted and described as reflecting an individual opinion by SteynJ (as he then was). Counsels approach is flawed. This can be supported by the decision of the High Court of Singapore in the case of Chwee Kin Keong v. Digilandmall.com Pte Ltd, in which Judicial Commissioner Rajah argued that "the party who selects the means of communication should bear the consequences of any unexpected events" . 57 Malcolm Tan is 30 years old and a practising advocate and solicitor. The plaintiffs and the defendant later reached an agreement to dispense with any further oral evidence, save for that of Tan Cheng Peng. This rationalised the law and gives the court a broad discretion to fashion the applicable relief. 116 The term snapping up was aptly coined by JamesLJ in Tamplin v James (1880) 15ChD 215 at 221. Prejudice is to be viewed broadly to encompass any injustice and embraces both procedural and substantive notions; (d) recognising that while a costs award against the party seeking late amendments can frequently alleviate any inconvenience caused, this may not always be appropriate; (e) taking into account policy considerations that require finality in proceedings and proper time management of the courts resources and scheduling. In Great Peace Shipping Ltd v Tsavliris Salvage (International) Ltd, the English Court of Appeal decided that Solle v Butcher was wrong to hold that there was an equitable doctrine of common mistakes. 7 At about 3.36pm, Samuel Teo, an employee of DIL, inadvertently uploaded the contents of the training template onto the Digiland commerce website operated by DIL, in place of the test website allocated for the training. It has been pointed out that the pedigree of these decisions is dubious, to say the least (see [128] and [129] infra). After the defendant intimated that it would not be delivering the laser printer, he sent an e-mail excoriating it, asserting, I felt that I had done all that was conceivably within my means to ensure that the Price was. The law may not imply a condition precedent as to the availability of stock simply to bail out an Internet merchant from a bad bargain, a fortiori in the sale of information and probably services, as the same constraints as to availability and supply may not usually apply to such sales. This can be before or during the trial, or after judgment or on appeal. I agree that this exception should be kept within a very narrow compass. He then zealously sent at about 2.58am, an e-mail to 54 persons, all of whom were friends and/or business associates. Registered office: Creative Tower, Fujairah, PO Box 4422, UAE. Rather they assist in explaining how the common law has incrementally and cautiously allowed and continues to mould exceptions to the application of the objective theory of contracts. Chwee Kin Keong vs Digilandmall.com - Free download as Powerpoint Presentation (.ppt / .pptx), PDF File (.pdf), Text File (.txt) or view presentation slides online. Case Summary I found their attempts to play down the impact of the statements which they had, to all intents and purposes, willingly and deliberately made earlier, unconvincing. Before retiring for the night, the first plaintiff had a further discussion with the second plaintiff on how to store the laser printers they had ordered. As most web merchants have automated software responses, they need to ensure that such automated responses correctly reflect their intentions from an objective perspective. It appears that it wanted to leave no stone unturned and had therefore mounted a root and branch attack on the plaintiffs claims. He is currently self-employed and is intimately involved in the multi-level marketing sales of aromatherapy products under the Bel-Air label. . June Proctor, 1997, p. 13. He is also described as the sole proprietor and manager of two other businesses that provide business support and consultancy. To export a reference to this article please select a referencing stye below: This selection of essays, case summaries and dissertations is of relevance to law students within the Commonwealth and for those students who are studying the Rule of Law from outside the Commonwealth . No modern authority was cited to me suggesting an intended commercial transaction of this nature could ever fail for want of consideration. The unconstrained exchange that followed between the two is both revealing and compelling. 34 He also visited the Digilandmall website to familiarise himself with their standard terms and conditions. The brief will discuss whether a tort of invasion of privacy should be developed by the courts. Why? Merchants may find their contracts formed in foreign jurisdictions and therefore subject to foreign laws. The most recent and authoritative pronouncement in this area (per Lord Phillips of Worth Matravers in Shogun Finance Ltd v Hudson [2003] 3 WLR 1371 at [123]) states: A contract is normally concluded when an offer made by one party (the offeror) is accepted by the party to whom the offer has been made (the offeree). Vincent. These considerations take precedence over the culpability associated with causing the mistake. Put another way, that decision seems to indicate that the effect of a unilateral mistake is only to render a contract unenforceable rather than void. The second, third, fourth and sixth plaintiffs are the only individuals who ordered more than a hundred laser printers each. Having ascertained the true market price, it would have appeared crystal clear, given the huge disparity in the pricing, that a manifest mistake had occurred. The defendant also sells HP products on its own website at http://www.digiland.com (the Digilandmall website). One circumstance falling clearly within the equitable jurisdiction of the Court to relieve against mistake is that where one party, knowing of the others mistake as to the terms of an offer, remains silent and concludes a contract on the mistaken terms: It is not necessary to prove actual knowledge on the part of the non-mistaken party in order to ground relief, as, In summary therefore, the equitable jurisdiction of the Courts to relieve against mistake in contract comprehends situations where one party, who knows or ought to know of anothers mistake in a fundamental term, remains silent and snaps at the offer, seeking to take advantage of the others mistake. Having pointed out 6 that a court 'will generally be cautious if not reluctant to effect any amendments once the hearing has commenced; even more so once the evidential phase of the . 115 There is a distinct line of cases within the narrow confines of unilateral mistake where the common law has been resolutely disinclined to enforce apparent contracts. 33 See the Singapore Court of Appeal decision of Chwee Kin Keong v Digilandmall.com Pte Ltd[2005] 1 SLR 502 (noted by Yeo, TM ' Great Peace: a distant disturbance ' (2005) 121 Law Quarterly Review 393 Google Scholar; KFK Low 'Unilateral mistake at common law and in equity' [2005] Lloyd's Maritime and Commercial Law Quarterly 423; and PW . 101 RSS Intellectual Property Office of Singapore Expand/Collapse. 126 The Australian courts appear to have relied on the views of Lord DenningMR in Solle v Butcher to establish a wholly different doctrinal approach to mistake and have purportedly applied a fused concept of law and equity to the law on mistake. 122 For now it appears that a mistaken party can have two bites at the cherry. (See for example the approach in Williams v Roffey Bros & Nicholls (Contractors) Ltd [1990] 1AllER 512.) Nor should parties regard pleadings as assuming an amoeba-like nature, susceptible to constant reshaping. 152 This view has also found support in the Singapore context. It deals with the process rather than the substance of how to divine the rule. The later the amendment, the greater the adverse consequences. 42 Mark Yeow Kinn Keong has a Bachelor of Science (Economics) degree from the University of London. 37 The second plaintiff was insistent in his evidence that there was no communication from the first plaintiff alerting him to the likely existence of the mistake; he contends the first plaintiff merely apprised him of a good deal and sent him the weblink to the HP website. Please refer to the PDF copy for a print-friendly version. There is no question, however, that he placed the orders, that these orders were received by the HP website and that the same automated response sent to the other plaintiffs was sent out to him. Slade, in a well reasoned article written not long after Solle v Butcher was decided, asserted: In general, it is submitted that there are no cases which support the proposition that in cases of unilateral mistake, V [the enforcing party] may obtain this relief where the contract is not void at law and there has been no misrepresentation. Court Judgement chwee kin keong and others digilandmall.com pte ltd slr sghc 71 suit no: suit decision 12 apr 2004 date: court: coram: counsel: high court rajah Skip to document Ask an Expert Sign inRegister Sign inRegister Home Ask an ExpertNew My Library Discovery Institutions London School of Business and Finance SAA Global Education In the eyes of Singapore law, purported contracts entered into in similar circumstances are void ab initio. Notwithstanding occasional failure, most e-mails arrive sooner rather than later. Different protocols may result in messages arriving in an incomprehensible form. 112 Phang ([106] supra, at 418) rightly observes: It must be stressed that, in this context, a man is taken to have known what would have been obvious to a reasonable person in the light of the surrounding circumstances. . He also participates in multi-level marketing of Bel-Air aromatherapy products. He was also a partner in what is described as a printing business. The defendant is therefore entitled to recover in full its taxed costs from the plaintiffs. 74 Under product description on each webpage, instead of the actual description of the laser printer which in this case should have been HP9660A Color LaserJet 4600, only the numerals 55 appeared: this was the result of Samuel Teos earlier inadvertent input. Having said that, this exception must always be prudently invoked and judiciously applied; the exiguous scope of this exception is necessary to give the commercial community confidence that commercial transactions will almost invariably be honoured when all the objective contractual indicia are satisfied. Do you have a 2:1 degree or higher? case concerning the purchase of laser printers from an online retailer, Chwee Kin Keong v Digilandmall 76 : To effect the purchase transactions on the respective websites, the plaintiffs had to navigate through several web pages. Has an agreement been reached or not? 109 This cautious statement by Chitty needs to be carefully reconsidered in the context of recent developments in this area of law. He claims he then accessed the US HP website either through a Google web search engine or by abbreviating the url of the HP website. In summary therefore, the equitable jurisdiction of the Courts to relieve against mistake in contract comprehends situations where one party, who knows or ought to know of anothers mistake in a fundamental term, remains silent and snaps at the offer, seeking to take advantage of the others mistake. The payment mode selected by the third plaintiff was cash on delivery. He appeared distinctly uncomfortable during several phases of his cross-examination and his answers on crucial points were evasive and often vague.. His evidence in relation to the level and nature of communications he had with the second and third plaintiffs on the morning in question lacked candour. There are many different shades of sharp practice or impropriety. 19 Later in the morning, at about 4.15am, the fourth plaintiff sent the following e-mail to the first plaintiff, copied to the second plaintiff only: Subject: Re: IMPT HP Colour LaserJet going at only $66!! There could be different considerations. When pressed as to whether he visited other websites, he said he could not confirm that one way or the other. Although a mistaken party will not often be able to discharge the onus of showing that the other party knew or must have known that he or she intended terms different from the terms of the offer or acceptance, it is not a necessary element that the party seeking to enforce the contract has actively contributed to the others mistake. 143 The stark gaping difference between the price posting and the market price of the laser printer would have made it obvious to any objective person that something was seriously amiss. In terms of chronological sequence, the initial page accessed was the shopping cart, followed by checkout-order particulars, checkout-order confirmation, check-out payment details and payment whether by cash on delivery or by credit card. V K Rajah JC: Para continuar leyendo. In effect the Internet conveniently integrates into a single screen traditional advertising, catalogues, shop displays/windows and physical shopping. The plaintiffs assert they were not aware of the defendants mistake when they placed their orders, and had believed the offer was genuine. Ltd.1 has the makings of a student's classic for several reasons: it presents a textbook example of offer and acceptance; it is set in the context of internet contracting; it involves the use in evidence of email, instantaneous messaging, and short messaging system (SMS); and it . The point is, there is a chasm between a clarification amendment and a new or distinct issue being raised at a later stage. Desmond intimated that the defendant would give vouchers or special deals as a matter of equitable compensation should it not honour the purchase orders. The rigour in limiting this scope is also critical to protect innocent third party rights that may have been acquired directly or indirectly. Here are some examples of case citations for other jurisdictions. 22 The exchange between the first plaintiff and Desmond provides an intimate and revealing insight into the first plaintiffs thought process at the material time; the exchange fluctuated between bantering on the one hand, to nothing short of the candid exchange of thoughts on the other, revealing that the first plaintiff was fully aware of the likely existence of an error in pricing. If the offeree knows that the offeror does not intend the terms of the offer to be those that the natural meaning of the words would suggest, he cannot, by purporting to accept the offer, bind the offeror to a contract: Hartog v Colin & Shields [1939] 3All ER 566; Smith v Hughes (1871) LR6 QB 597. It presents a textbook example of offer and acceptance. We are, Our conclusion is that it is impossible to reconcile, In this case we have heard full argument, which has provided what we believe has been the first opportunity in this court for a full and mature consideration of the relation between, 129 The careful analysis of case law undertaken by that court yields a cogent and forceful argument that Lord DenningMR was plainly attempting to side-step, 130 It can be persuasively argued that given (a)the historical pedigree of the cases, (b)the dictates of certainty and predictability in the business community and (c)the general acceptance of the existence of distinct common law rules, it is preferable not to conflate these concepts. His revelation that he did not know if this is an error or whether HP will honour this purchase, not to mention the articulation of his hope that by the time you see this email, the price is still at S$66.00, 27 The first plaintiff obviously took the view that the advertisement should be acted upon urgently. The credit card payments had not been processed. Singapore Court of Appeal. In the final analysis, it would appear that the likely existence of an internal error in pricing was clearly within his contemplation. Any information contained in this case summary does not constitute legal advice and should be treated as educational content only. The plaintiffs orders were processed by the defendants automated system and confirmation notes were automatically despatched to the plaintiffs within a few minutes. The Canadian and Australian cases have moved along with the eddies of unconscionability. Slade, in a well reasoned article written not long after, 128 The most significant judicial pronouncement supporting this view emanates from the recent English Court of Appeal in, Thus the premise of the equitys intrusion into the effects of the common law is that the common law rule in question is seen in the particular case to work injustice, and for some reason the common law cannot cure itself. The sixth plaintiff told his brother to order some for him, without specifying how many laser printers he wanted or how he intended to pay for the laser printers. Such conduct is akin to that of an unscrupulous commercial predator seeking to take advantage of an error by an unsuspecting prey by pouncing upon it before the latter has an opportunity to react or raise a shield of defence. This provision acknowledges that the essential framework of an electronic contract needs to be considered in the usual manner; in other words, principles of contract formation, consideration, terms and conditions, choice of law and jurisdictional issues need to be examined. 155 The Internet has revolutionised commerce and radically altered the manner in which commercial interaction currently takes place. 76 On Monday, 13January 2003, at about 9.15am, an employee of the defendant received a call from a prospective customer inquiring whether the defendant was aware of the posted price of $66 for the laser printers on the HP website. What is urged is that, owing to a common error as to some fundamental fact, the agreement is robbed of all efficacy. Soon after, the second, third and fifth plaintiffs took their claims to the media. Desmond: 13/01/20 01:47 u make me greedy, Scorpio: 13/01/20 01:47 ok lor if you insist . Often the essence of good business is the use of superior knowledge. In its pleaded case, the defendant asserts that the automated e-mail responses it sent out in the early hours of 13January 2003 did not confirm that stock of the laser printers were available and would be delivered. CHWEE KIN KEONG v DIGILANDMALL.COM Pte Ltd (2005) SGCA 2. Given that he left everything in the third plaintiffs hands, his legal position is, to that extent, identical to the third plaintiffs. Part of the training module included hands-on training with a new template for a Price Mass Upload function. The other knows, or must be taken to know, of his mistake. Evidence was given that if phone calls were indeed placed, they would from time to time limit the number of sales. He claimed that he had not asked her to do the research and that she had done it independently. From time to time there will be cases where this is an overriding consideration. He tried to convey the impression that it never struck him that a mistake in the price posting of the laser printer could have occurred. Solicita tu prueba. The web merchant, unless he qualifies his offer appropriately, by making it subject to the availability of stock or some other condition precedent, could be seen as making an offer to sell an infinite supply of goods. While the first plaintiff was the source of the information concerning the price posting, the second plaintiff actively communicated with all of the plaintiffs (save the sixth plaintiff), throughout the material period. A contract is normally concluded when an offer made by one party (the offeror) is accepted by the party to whom the offer has been made (the offeree). Ltd} has the makings of a student's classic for several rea sons: it presents a textbook example of offer and acceptance; it is set in the context 15 Early on the morning of 13January 2003 at about 1.17am, the first plaintiff received a message from a friend, Desmond Tan (Desmond), through an Internet chatlink. Examples of such mistakes would include (a)human error (b)programming of software errors and (c)transmission problems in the communication systems. Secondly, widening the scope of mistake, unilateral or otherwise, under the rubric of equitable mistake will, with its malleability, only encourage uncertainty and litigation. The CISG has currently been adopted by 95 Contracting States world-wide. He appears to have been in constant communication with the second plaintiff and to have received and read the mass e-mail from the first plaintiff after he placed his first purchase order. 149 It is clear from the authorities reviewed that such a contract, if entered into by a party with actual or presumed knowledge of an error, is void from the outset. The fifth plaintiff, even if he had not been alerted by the second plaintiff, would have instinctively appreciated the existence of a manifest error without any prompting whatsoever. If there appears to be no reasonable explanation for an absurd price discrepancy, it is axiomatic that any hasty conduct, such as the plaintiffs, in snapping up products, should be punctiliously scrutinised and dissected. [emphasis added]. He made Internet search enquiries as to whether the printer model existed and at what price it could be resold. Added to his own purchases of 760 units, he was effectively responsible for the purchase of 1,090 laser printers. Free resources to assist you with your legal studies! The plaintiffs were not being candid when they portrayed very limited exchanges between themselves, dealing allegedly with only the profits to be made and their ability to resell the laser printers. Failure to do so could also result in calamitous repercussions. Rajah J.C. in the Singapore High Court in Chwee Kin Keong v. Digilandmall.com Pte. Parties Chwee Kin Keong & Others v. Digilandmall.com Pte Ltd. Decision date 12/04/2004. 12 The plaintiffs both collectively and individually maintained adamantly that while they thought that the price of $66 appeared to be a good deal they did not think that the website prices had been mistakenly placed or inserted. In submissions, his counsel attempted to play down the significance of both this conversation as well as the mass e-mail. He holds an accounting degree from NTU. Indeed, in difficult cases, the courts in several common law jurisdictions have gone to extraordinary lengths to conjure up consideration. It is important not to force into a Procrustean bed principles that have to be modified or discarded when considering novel aspects of the Internet. It stands to reason that if a party shuts its eyes to the obvious, the party is being neither honest nor reasonable, and ought to be affixed with knowledge. In addition, he despatched e-mails to the fourth and fifth plaintiffs attaching a hyperlink to the HP website. 66 The fifth plaintiff also gave evidence that the next morning, when he logged on his computer, he noted that a Hong Kong lawyer friend, Coral Toh, was also logged onto her computer. The contract stands according to the natural meaning of the words used. The evidence incontrovertibly indicates that the first plaintiff himself entertained this view for the entire period he was in communication with the second and third plaintiffs. , In mutual mistake, the parties misunderstand each other and are at cross-purposes. HIGH COURT. In this case, Defendant was selling IT products over internet in Singapore. In light of this, the parties did not address me on the issue of when the contract was formed, though this appears to be a relevant issue depending on which rule is adopted. It seems to me that he was trying to tailor his evidence to fit neatly within the legal parameters of the plaintiffs case. 51 The fourth plaintiff received a phone call from the second plaintiff at about 2.00am, informing him that there was money to be made through the purchase of laser printers. However, not all principles will or can apply in the same manner that they apply to traditional paper-based and oral contracts.