chwee kin keong v digilandmall high court

While this is the general principle for shop displays, it is open to a merchant to offer by way of an advertisement the mechanics of a unilateral or bilateral contract. The caption in each of the e-mails Successful Purchase Confirmation from HP online says it all. Despite the general views expressed in Taylor v Johnson (1983) 151CLR 422 on equitable mistake, it seems to be generally accepted in Australia as well, that this class of cases requires special mention and consideration. 119 It is apparent from this overview that the Canadian courts have integrated through their equitable jurisdiction the concept of common law mistake within the rubric of unconscionability. Cases of fraud and misrepresentation, and undue influence, are all catered for under other existing and uncontentious equitable rules. They were high-end commercial laser printers. 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. The quintessential approach of the law is to, 106 In the Singapore context, the first port of call when confronted with issues of contract law is inevitably Professor Andrew Phangs treatise on. The leading Canadian decision in this area is the case of McMaster University v Wilchar Construction Ltd (1971) 22DLR(3d) 9 which, incidentally, was cited with approval by the Australian High Court in Taylor v Johnson. Both parties displayed a considerable amount of imagination in dealing with them. It seems to me that he was trying to tailor his evidence to fit neatly within the legal parameters of the plaintiffs case. 27 The first plaintiff obviously took the view that the advertisement should be acted upon urgently. The point is, there is a chasm between a clarification amendment and a new or distinct issue being raised at a later stage. These considerations take precedence over the culpability associated with causing the mistake. Computer glitches can cause transmission failures, garbled information or even change the nature of the information transmitted. Evidence was given that if phone calls were indeed placed, they would from time to time limit the number of sales. The plaintiffs are, however, entitled to the cost of the amendments, in any event, which I fix at $1,000. Often the essence of good business is the use of superior knowledge. 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!! He claimed that when he could not find the identical model on the US HP website he had assumed initially that the laser printer might be obsolete and was therefore being off-loaded cheaply at $66. As a matter of fairness, allowing amendments at a late stage should usually go hand in hand with granting leave to the other party to adduce further evidence, if necessary. 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. 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. This gives their courts a broad and elastic jurisdiction to deal with commercially inappropriate behaviour. The first plaintiffs purchase took place soon after the ICQ conversation with Desmond where Desmond had in no uncertain terms pitched the price of the laser printer between $3,000 to $4,000. He was also involved in initiating the Channel NewsAsia report (see [78] and [79], 77 Soon after the defendant informed the plaintiffs that they did not intend to deliver the laser printers, the plaintiffs took their claims to the press. There was no element of surprise or prejudice to the plaintiffs as the points raised had already been developed by the defendant and addressed by the plaintiffs. Where common mistake is pleaded, the presence of agreement is admitted. He is currently a supervisor in the taxation department of an international accounting firm, Deloitte & Touche, specialising in corporate taxation services. He claims visiting, inter alia, the Epinions and Hardwarezone websites, and though it appears that there was at the material time a discussion thread on the error on the Hardwarezone website, the fourth plaintiff denied having seen this. In New Zealand, the legislature enacted the Contractual Mistake Act 1977. It appears to suggest that even if an offer is snapped up, the contract is not void. 327. Homestead Assets Sdn Bhd v. Contramec . The bites, however, may taste quite different and cause different sensations. In light of these general observations, I now address the law on unilateral mistake. There is no larger noble principle, such as the sanctity of contracts, to be observed or protected in these proceedings. 152 This view has also found support in the Singapore context. But it is difficult to see how that can apply here. He is also described as the sole proprietor and manager of two other businesses that provide business support and consultancy. Scorpio: 13/01/20 01:24 huh?? He received this information through an sms message. When pressed why he asked MsToh to do this research, the fifth plaintiffs response was unsatisfactory. These orders were placed at a price of S$66 each, whereas the actual price was S$3,854 each. There were altogether 1,008 purchase orders for the laser printers placed by 784 individuals between 8 and 13January 2003. The very foundations of predictability, certainty and efficacy, underpinning contractual dealings, will be undermined if the law and/or equity expands the scope of the mistake exception with alacrity or uncertainty. Her evidence was inconsequential and did not assist the plaintiffs. As for the common law on unilateral mistake, it is claimed that the acid test for its application is not satisfied. 134 It is not really in issue that contracts can be effectively concluded over the Internet and that programmed computers sending out automated responses can bind the sender. A prospective purchaser is entitled to rely on the terms of the web advertisement. 98 Once an offer is sent over the Internet, the sender loses control over the route and delivery time of the message. It is germane to observe that none of the cases purporting to follow Solle v Butcher [1950] 1 KB 671 have with any degree of clarity defined the parameters of equitable mistake in contradistinction to a common law mistake. Administration law is the actions made by a government, which adversely affects an individual. 33 After his first order, the second plaintiff contacted the fourth and fifth plaintiffs informing them about the laser printers. [emphasis added]. In common mistake, both parties make the same mistake. This contention is wholly untenable. 72 To effect the purchase transactions on the respective websites, the plaintiffs had to navigate through several web pages. Transactions over websites are almost invariably instantaneous and/or interactive. 147 It is improper for a party who knows, believes or ought, objectively speaking, to have known of a manifest error to seek commercial benefit from such an error. In addition, Tan Cheng Peng, the girlfriend and business associate of the third plaintiff, filed an affidavit detailing her communications with him. Copyright 2003 - 2023 - LawTeacher is a trading name of Business Bliss Consultants FZE, a company registered in United Arab Emirates. The defendant, Digilandmall.com Pte Ltd, were an online IT company that sold related software and hardware from Singapore. Counsel however contends that even if this e-mail were to be read literally, this should not affect the first plaintiffs own purchase that had taken place an hour earlier. CISG-online is a research platform dedicated to the law and practice of the United Nations Convention on Contracts for the International Sale of Goods adopted in Vienna on 11 April 1980 (CISG), as well as related areas of international commercial law. As this is a critical issue, it is imperative that each of their positions be carefully evaluated. The very foundations of predictability, certainty and efficacy, underpinning contractual dealings, will be undermined if the law and/or equity expands the scope of the mistake exception with alacrity or uncertainty. 71 The sixth plaintiffs position can be dealt with very briefly. Again he attempted to minimise the impact of these observations by saying his subsequent searches erased all such doubts. 140 The defendant has however properly asserted that there was a unilateral mistake that vitiated all the contracts. Scorpio: 13/01/20 01:17 what hp online?? 77 Soon after the defendant informed the plaintiffs that they did not intend to deliver the laser printers, the plaintiffs took their claims to the press. Therefore, administrative law encompasses Is the Right to Privacy Adequately Protected? The answer on the authorities is a mistake by one party of which the other knew or ought reasonably to have known. He offered no plausible explanation for the series of orders which he placed while he was in communication with the other plaintiffs, other than stating audaciously that he had to buy a lot to sell a lot, to get a lot. I note that there have been powerful arguments made to the contrary. His own counsels description of him as careful and prudent only serves to corroborate this. This short but highly significant e-mail reads: Subject: IMPT HP Colour LaserJet going at only $66!! 13 The first plaintiff, Chwee Kin Keong, is 29 years old. 97 Different rules may apply to e-mail transactions and worldwide web transactions. I granted leave to both parties to file applications to amend the pleadings. Indeed, the time may have come for the common law to shed the pretence of searching for consideration to uphold commercial contracts. Placing an advertisement on the Internet is essentially advertising or holding out to the world at large. The fourth plaintiff duly accessed the e-mail the second plaintiff had sent him pursuant to their conversation. Having expressed my views on consideration, I should also add for good measure that, in any event, there is ample consideration. The price of the laser printer, prior to 3.36pm on 8January 2003, was stipulated as $3,854 (exclusive of GST) on both the Digilandmall and HP websites (the websites), and as $3,448 on the Digiland commerce website. No modern authority was cited to me suggesting an intended commercial transaction of this nature could ever fail for want of consideration. I found his entire evidence relating to his communication with the first and other plaintiffs unsatisfactory and in many aspects incredulous. Two issues had arisen. He held that the Written Offer was accepted by the . In the context of its true market value the absurd price of $66 was almost the commercial equivalent of virtually giving away the laser printers. Application of such a rule may however result in contracts being formed outside the jurisdiction if not properly drafted. In the absence of proper and full arguments on the issue of which rule is to be preferred, I do not think it is appropriate for me to give any definitive views in these proceedings on this very important issue. I am not prepared, after full consideration, to assume that the reporters misquoted the facts. Having noted all this, I am nevertheless inclined towards the views expressed in the, 131 In a number of cases, including the present, it may not really matter which view is preferred. The CISG has currently been adopted by 95 Contracting States world-wide. 121 While my views here are not central to my decision, the plaintiffs have adverted to this relationship in a misguided attempt to derail the defence on an arid pleading technicality. The High Court of Australia in Taylor v Johnson purportedly relied on Solle v Butcher, Bell v Lever Brothers, Limited [1932] AC 161, McRae v Commonwealth Disposals Commission (1951) 84CLR 377, all cases of common mistake, to suggest that in unilateral mistake a contracting party cannot assert, by relying on his own mistake, that a contract is void, notwithstanding the issue is fundamental or known to the other side. His girlfriend, Tan Cheng Peng, is also a director and shareholder of the company in which he has a stakeholding with the first and second plaintiffs. That said, it also offers new avenues of evidential proof offering intimate insights into realtime thought processes and reactions. His counsel contends that the idea the price was a mistake never arose in the second plaintiffs mind; he was preoccupied with thinking about the profit potential of the laser printers. To that extent, his evidence that he subsequently dismissed the notion altogether is unacceptable. 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. The modern approach in contract law requires very little to find the existence of consideration. The essence of unilateral mistake is the knowledge or deemed knowledge of a mistake and though fraud may often be present it is not an essential ingredient. 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. The financial consequences could be considerable. Whether the parties have reached agreement on the terms is not determined by evidence of the subjective intention of each party. He graduated from NTU as a bachelor of business studies, specialising in financial analysis. Basic principles of contract law continue to prevail in contracts made on the Internet. 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. 124 A number of decisions over the last five decades emanating from several common law jurisdictions even go so far as to suggest that with the integration of the courts of common law and equity, equitable principles now hold sway and that earlier common law decisions need reinterpretation. Certain Internet service providers provide the technology to inform a sender that a message has not been properly routed. Other Jurisdictions. They assert that spending only $105,996 to procure laser printers with an actual market value of $6,189,524 is wholly irrelevant; they are entitled to a good bargain. They were clearly anxious to place their orders before the defendant took steps to correct the error. 80 Upon the conclusion of submissions, I directed counsel to appear before me. In other words, he really wanted to ascertain the true price of the laser printer. Where either mutual or unilateral mistake is pleaded, the very existence of agreement is denied. The contract stands according to the natural meaning of the words used. 120 The widening of jurisdiction to embrace a broad equitable jurisdiction could well encourage litigious behaviour and promote uncertainty. 27-30 January; 2-6, 9 February; 13 March; 12 April 2004 . Take a look at some weird laws from around the world! The essential point remains: will prejudice be caused and/or are any policy considerations called into play. They are tainted and unenforceable. He acknowledged having had conversations with the other plaintiffs about how much money we can sell the printer and how much we can make and about storage space as well as how many units we intend to buy. Scorpio: 13/01/20 01:43 yeah man whats the original price? After hearing their evidence, observing them and considering the submissions made on their behalf, there was no doubt in my mind that they were fully conscious that an unfortunate and egregious mistake had indeed been made by the defendant. The plaintiffs refute that the error exonerates the defendant; they insist that a concluded contract is sacrosanct and must be honoured. The defendant also sells HP products on its own website at http://www.digiland.com (the Digilandmall website). Given its global reach and ever changing technological advancements, Internet usage will pose a myriad of issues for resolution. 85 Having stated the general rule, it is imperative that the rationale underlying this approach be understood. The individualistic ethic seeks to maximise individual goals and the community ethic seeks to set norms for commercial morality and to ensure that fair dealing and community cohesiveness are observed and maintained. 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. 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. The rationale for this is that a court will not sanction a contract where there is no, 150 The plaintiffs have contended that this court ought to follow the decision in, A thread runs through our contract law that effect must be given to, 152 This view has also found support in the Singapore context. His credibility on the material points was dubious, at best. 104 The creases over the theoretical approach to adopt in determining the existence of contracts have for some time now been decisively ironed out in favour of the objective theory. He made Internet search enquiries as to whether the printer model existed and at what price it could be resold. The product descriptions in all the other pages of the respective websites, at the material time, carried a full detailed description of all advertised products. The issue could be critical where third party rights are in issue as in. It was found that the plaintiffs must have known or realised that the offer did not express the true intention of the defendants. It was held that the contract between the parties was void. There can be no other reasonable explanation. Nor is it disputed that Samuel Teo, or any of the other employees of the defendant, was unaware at all material times of the dramatic chain of events so unwittingly initiated by the former. It has been a fertile source of academic debate, but in practice it has given rise to a handful of cases that have merely emphasised the confusion of this area of our jurisprudence. 10 News of the rather extraordinary laser printer pricing began to spread like wildfire within the local Internet community. As such, I would strongly appeal to you to reconsider your decision. After hearing their evidence, observing them and considering the submissions made on their behalf, there was no doubt in my mind that they were fully conscious that an unfortunate and egregious mistake had indeed been made by the defendant. The common law has drawn the line in Bell v Lever Bros Ltd. 114 For good measure, I should allude that the plaintiffs in their written submissions concede that in order to establish that mistake is operative at common law, the defendant has to show in this instant case that the plaintiffs each had actual or constructive knowledge of the mistaken pricing. 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. The first plaintiff introduced him to the other plaintiffs. From time to time there will be cases where this is an overriding consideration. He admitted in cross-examination to being the lawyer for this group of people when they had questions like these in the present proceedings. What is urged is that, owing to a common error as to some fundamental fact, the agreement is robbed of all efficacy. The decision of the British Columbia Court of Appeal in 25659 BC Ltd v 456795 BC Ltd (1999) 171DLR(4th) 470 at [25] to [26], is instructive: 25 The law of mistake was discussed in depth by McLachlinCJBC in First City Capital Ltd v BC Building Corp (1989), 43BLR 29 (SC). This assertion is patently untrue. They deny having had any communications amongst themselves about the possibility, let alone probability, that the price posting on the website could have been a mistake. This e-mail was sent only, 29 The first plaintiff struck me as an opportunistic entrepreneur. 135 The defendant however asserts that there were no concluded contracts with any of the plaintiffs on a number of grounds. In my view this further undermines the essence of the plaintiffs case that they never contemplated that the pricing was a mistake. Chwee Kin Keong v Digilandmall.com (2005) - Singaporean case 3d printers sold for $66 instead of $3,800. Established common law principles, in the arena of mistake, ought not be trifled with unless they are so obviously anachronistic and ill-suited to commercial and legal pragmatism. Ltd.1 has the makings of a student's classic for several rea- As the Channel NewsAsia report so succinctly summarised they saw a great opportunity and grabbed it. 116 The term snapping up was aptly coined by JamesLJ in Tamplin v James (1880) 15ChD 215 at 221. The quintessential approach of the law is to preserve rather than to undermine contracts. The fourth plaintiffs single transaction with the Digilandmall website was confirmed by a similar automated response stating Successful Purchase Confirmation from Digilandmall. The Instantaneous Transmission of Acceptances. This was summarily resolved. Certainty in commercial transactions should not be trifled with, as this will inevitably affect how commercial and business exchanges are respected and effected. com Pte Ltd30 that was primarily about unilateral mistake. 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, 104 The creases over the theoretical approach to adopt in determining the existence of contracts have for some time now been decisively ironed out in favour of the objective theory. There is one important exception to this principle. 69 The sixth plaintiff was awakened by his brother, the third plaintiff, at about 3.00am. Quite apart from this singularly precise timing, his exchange with Ms Toh is noteworthy for the following reason: when he told her about the various concluded purchases of the laser printers, she immediately thought it was a mistake and that HP would not honour the contracts. Counsels approach is flawed. It cannot also be seriously argued that there was no intention to enter into a legal relationship. Adopting an objective standard, executory contracts have in fact been entered into and concluded between the parties. be rebutted" (per Salmon LJ in Jones v. Padavatton (1969)). This may be too high a price to pay in this area of the law. CHWEE KIN KEONG and Others v DIGILANDMALL.COM Pte Ltd (2004) 2 SLR 594. Administrative Law in Common Law Countries. He commenced practice in 2000 and currently practices with the law firm representing the plaintiffs in this action. Chwee Kin K eong and others . 108 Chitty on Contracts (28th Ed, 1999) vol1 observes at para5-035: It is not clear whether for the mistake to be operative it must actually be known to the other party, or whether it is enough that it ought to have been apparent to any reasonable man. High Court Suit No 202 of 2003. The elements of an offer and acceptance are ex facie satisfied in every transaction asserted in the plaintiffs claims. In some unusual circumstances where a unilateral mistake exists, the law can find a contract on terms intended by the mistaken party. The same view is echoed in Halsburys Laws of Singapore vol7 (Butterworths Asia, 2000) at [80.164]. 123 One view maintains that the mistaken party can either attempt to have the contract declared void at common law if the mistake is fundamental or radical, or alternatively seek a remedy in equity, which could include rescission. [emphasis added]. The defendant was entitled to stake its entire defence on the basis of common law, though it would have been prudent ex abundanti cautela to have asserted the equitable position in the alternative. He then carried out some checks on the Yahoo search engine to ascertain whether the printer model existed and whether the laser printer could be sold at more than $66. It is pertinent to note that she placed orders for 32 laser printers including 20 units she ordered on behalf of her sister. This can result from human interphasing, machine error or a combination of such factors. Digilandmall.com Pte Ltd [2004] 2 SLR(R) 594, Rajah JC (as . The rigour in limiting this scope is also critical to protect innocent third party rights that may have been acquired directly or indirectly.

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