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This is clearly a mistake as they could not possible be sold for an amount that in a commercial situation. 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. As part of its business, it operates a website owned by Hewlett Packard (HP) at, 16 When the first plaintiff eventually succeeded in accessing the HP website, he immediately placed an order for 100 laser printers at about, 17 Having called the second and third plaintiffs at about. Any information contained in this case summary does not constitute legal advice and should be treated as educational content only. 145 If the price of a product is so absurdly low in relation to its known market value, it stands to reason that a reasonable man would harbour a real suspicion that the price may not be correct or that there may be some troubling underlying basis for such a pricing. Landmark decision on unilateral mistake of fact in respect of the price of product listed on an online mall and the purchases made thereon . The e-mails sent at 2.34am were also captioned Go load it now! 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. Where common mistake is pleaded, the presence of agreement is admitted. In addition to the law of (especially, unilateral) mistake, issues relating to the formation of a contract will be considered (including the law relating to offer and . Rajah J.C. in the Singapore High Court in Chwee Kin Keong v. Digilandmall.com Pte. I would not however invariably equate the required conduct with fraud. 155 The Internet has revolutionised commerce and radically altered the manner in which commercial interaction currently takes place. Free resources to assist you with your legal studies! 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). 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. I found his entire evidence relating to his communication with the first and other plaintiffs unsatisfactory and in many aspects incredulous. The essence is not so much in the nature of the amendment but rather in the consequences flowing from any amendment to the pleadings. It is not in dispute that the defendant made a genuine error. 20 Annexed to this e-mail was the first plaintiffs earlier mass e-mail. 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. In Chwee Kin Keong v. Digilandmall.com Pte Ltd , 1 one of the defendant's employees mistakenly uploaded the contents of a training template onto the defendant's website, resulting in the retail price of S$3,854 for a commercial laser printer on the website being replaced with the figure S$66. While it is possible that the reporters could have exercised some latitude in penning the reports, they would in essence be conveying, at the very least, summaries and impressions of their interviews with the second, third and fifth plaintiffs. 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. He is currently a supervisor in the taxation department of an international accounting firm, Deloitte & Touche, specialising in corporate taxation services. Administration law is the actions made by a government, which adversely affects an individual. Where either mutual or unilateral mistake is pleaded, the very existence of agreement is denied. The following excerpt is particularly significant and compelling: 23 The subsequent exchange further clarifies that the first plaintiff was fully conscious of the potential profit element arising from the purchase of a substantial number of the laser printers. Rajah J.C. in the Singapore High Court in Chwee Kin Keong v. Digilandmall.com Pte. 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. The knowledge that the offer is not meant according to its literal terms simply displaces the objective theory of contract. After referring to a series of leading cases, including the often quoted decision of ThomsonJ in McMaster University v Wilchar Construction Ltd (1971), 22DLR(3d) 9 (Ont HCJ), Chief Justice McLachlin said at p37: 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: Solle, supra; Belle River Community Arena v WJC Kaufman Co (1978), 20OR(2d) 447, 4 BLR 231, 87DLR(3d) 761 (CA). 128 The most significant judicial pronouncement supporting this view emanates from the recent English Court of Appeal in Great Peace Shipping Ltd v Tsavliris Salvage (International) Ltd [2003] QB 679, a case of common mistake. 140 The defendant has however properly asserted that there was a unilateral mistake that vitiated all the contracts. 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. Entores Ltd v Miles Far East Corp. [1955] 2 Q.B. The law of mistake has generated its own genre of mistakes and obfuscation. One reason for this is the eternal tension faced by courts and judges alike in seeking a just equilibrium between commercial certainty and justice in a particular case. Digilandmall.com Pte Ltd. In the eyes of Singapore law, purported contracts entered into in similar circumstances are void ab initio. In the Singapore context a similar approach has been adopted by the Court of Appeal in, 105 It is not only reasonable but right that the objective appearance of a contract should not operate in favour of a party who is aware, in the eyes of the law, of the true state of affairs when, for instance, there is real misapprehension on the part of the mistaken party and when the actual reality of the situation is starkly obvious. Yong Pung HowCJ in, [T]he function of the court is to try as far as practical experience allows, to ensure that the, Tan Sok Ling, Malcolm Tan and Mohan Das Vijayaratnam (Tan S L and Partners) for plaintiffs; In the High Court, the learned judge ("the Judge") decided, in the main, in favour of the Purchaser. Doctrines and Institutions of Responsible Government. While commercial entities ought not to be given a licence to relax their vigilance, the policy considerations in refusing to enforce mistaken agreements militate against attaching undue weight to the carelessness involved in spawning the mistake. 3 All six plaintiffs are graduates, conversant with the usage of the Internet and its practices and endowed with more than an adequate understanding of business and commercial practices. The non-mistaken partys appreciation that there is no real offer on the contracts literal terms undermines the basis of the objective theory and necessarily imports the lack of subjective intention on the part of the mistaken party. The plaintiffs orders were processed by the defendants automated system and confirmation notes were automatically despatched to the plaintiffs within a few minutes. Needless to say, this goes to the very heart of the claims sustainability. Having expressed my views on consideration, I should also add for good measure that, in any event, there is ample consideration. Promotions would be indicated by a P inside a yellow circle next to the product in question. The case of, The offer was wrongly expressed, and the defendants by their evidence, and by the correspondence, have satisfied me that the plaintiff, 116 The term snapping up was aptly coined by JamesLJ in, 117 It should be emphasised that this stream of authority is consistently recognised by all the major common law jurisdictions. 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 also called the first plaintiff to see if the latter had managed to successfully complete his purchase. The plaintiffs are, however, entitled to the cost of the amendments, in any event, which I fix at $1,000. Soon after, the second, third and fifth plaintiffs took their claims to the media. 153 These statements of jurisprudence are of cardinal importance in understanding and fashioning the law of contract. by the earlier decision of Chwee Kin Keong v Digilandmall.com [2005] 1 SLR(R) 502, where the Court of Appeal recognised the doctrine of unilateral mistake in equity, departing from the English position in Great Peace Shipping Ltd v Tsavliris Salvage (International) Ltd [2003] QB 679; [2002] 3 WLR 1617; [2002] 4 All ER 689. Desmond intimated that the defendant would give vouchers or special deals as a matter of equitable compensation should it not honour the purchase orders. 6 On Wednesday, 8January 2003 between 3.00pm and 4.00pm, DILs employees conducted a training session at the defendants premises. As a lawyer, he appears to have been indispensable in the plaintiffs attempts to hold the defendant to the bargain. 105 It is not only reasonable but right that the objective appearance of a contract should not operate in favour of a party who is aware, in the eyes of the law, of the true state of affairs when, for instance, there is real misapprehension on the part of the mistaken party and when the actual reality of the situation is starkly obvious. He was also involved in initiating the Channel NewsAsia report (see [78] and [79] infra). Between 3.13am and 4.00am the second plaintiff revisited the website four times placing four further orders for 20 laser printers each time. He somewhat muddied the authority of his observations by apparently accepting in Gallie v Lee [1969] 2 Ch 17 at 33 (affirmed on appeal in Saunders v Anglia Building Society [1971] AC 1004) that in Cundy v Lindsay there was no contract at all. Kin Keong v Digilandmall.com Pte Ltd [2004 . The defendants wanted to sell some hare skins to the plaintiffs. 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 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. 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. It was found that the plaintiffs must have known or realised that the offer did not express the true intention of the defendants. The most that the court can do in these circumstances is to refuse E [the other party, who wants the contract held void] specific performance, which lies in the discretion of the court and will probably be refused where E has been guilty of some degree of sharp practice. Inflexible and mechanical rules lead to injustice. The notation in the checkout-order confirmation further confirmed that the defendants concern was with the delivery time rather than with qualifying its obligation by reference to stock availability as a condition precedent. 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. This is a matter perhaps best left to law reform rather than to incremental judge-made law which may sow the seeds of confusion and harvest the returns of uncertainty. Mutual promises, by all accounts, on the basis of existing case law, more than amply constitute consideration. The elements of an offer and acceptance are ex facie satisfied in every transaction asserted in the plaintiffs claims. 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. 79 The second, third and fifth plaintiffs tried their best to distance themselves from the quotes attributed to them. The businessmen saw a great opportunity and grabbed it placing an order for 1,000 printers. 111 In Chwee Kin Keong v Digilandmall.com Pte Ltd [2005] 1 SLR(R) 502 ("Chwee Kin Keong"), this court said at [101]: Under O 20 r 5(1) of the Rules of Court (Cap 322, R 5, 2004 Rev Ed), the court may grant leave to amend a pleading at any stage of the proceedings. This short but highly significant e-mail reads: Subject: IMPT HP Colour LaserJet going at only $66!! Other Jurisdictions. in the High Court decision of Chwee Kin Keong v Digilandmall.com Pte Ltd,2 from the perspective of economics. Borneo United Sawmills Sdn Bhd v. MUI Continental Insurance Bhd (Marine insurance - Loss of goods - Claim for loss of goods under Marine Cargo Policy) [2009] 8 CLJ 217. 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. Prior to this he was an associate in the Intellectual Property and Technology Department of Allen & Gledhill. However, if the defendant did not have stock, it would immediately call the supplier and procure the products for the end-user. There are in this connection two schools of thought. I do not know if this is an error or whether HP will honour this purchase. 1.47K subscribers Chwee Kin Keong v Digilandmall.com Pte Ltd [2005] Facts The defendant, Digilandmall.com Pte Ltd, were an online IT company that sold related software and hardware from. Normally the contract is only concluded when the acceptance is communicated by the offeree to the offeror. When, however, the cases provoked by these factual situations are analysed, they will be seen to fall, not into three, but only two distinct legal categories. 35 In addition to these conversations, the second plaintiff also accessed the Epinions website and sent a related e-mail to the first plaintiff. 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. Web Communication: A Review Of Chwee Kin Keong And Others v. Digilandmall.com pte ltd by Rokiah Kadir [2009] 8 CLJ xxi. Therefore, administrative law encompasses Is the Right to Privacy Adequately Protected? A particular class of case which illustrates unilateral mistake as to the terms intended, known to the other party, is that in which an offer which would be very advantageous to the offeree is snapped up by the offeree. 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. No modern authority was cited to me suggesting an intended commercial transaction of this nature could ever fail for want of consideration. Has an agreement been reached or not? [2005] 1 SLR (R) Chwee Kin Keong v Digilandmall.com Pte Ltd 507 printers. Section13 of the ETA deems that a message by a partys automated computer system originates from the party itself. As part of its business, it operates a website owned by Hewlett Packard (HP) at http://www.buyhp.com.sg (the HP website) where only HP products are sold. 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. No cash had been collected. 156 The plaintiffs claims are dismissed. He conducted the searches to ascertain what the laser printers true price was. A contract will not be concluded unless the parties are agreed as to its material terms. 681) when the court had to decide the moment of contr act formation by post. 148 The circumstances under which the orders were placed and the quantities sought to be purchased wholly undermine counsels variegated contentions that the plaintiffs lacked knowledge of or belief in the existence of a mistake. 25 The mass e-mail at 2.58am is cursorily dismissed by counsel for the plaintiffs as poor use of language that ought not to be taken literally in light of the early hours of the morning. The affidavits did not add anything new. 5 A related website for corporate clients and re-sellers (the Digiland commerce website) is owned and operated by a related entity, Digiland International Limited (DIL). His Internet research alone would have confirmed that. It appears there were a series of sms messages between them and at least a few telephone discussions while the purchases were being effected. Consideration was less than executory and non-existent. 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. 36 The second plaintiff was the key person and pivotal in the entire chain of events. After placing his second order, he admitted making further searches on the Internet to fortify my view that the price of the $66 per printer was not a mistake He was also the only plaintiff who placed an order on the Digilandmall website. To assert that as a rule, leave to amend particulars will be refused, is both illogical and incorrect. The fifth plaintiff was also a member of this bridge group. Altogether different considerations may arise if a party, at a late stage, seeks through an amendment to adduce further evidence to support that same amendment. In my view this further undermines the essence of the plaintiffs case that they never contemplated that the pricing was a mistake. 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. 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. In Canada, the latter suffices. 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. Desmond: 13/01/20 01:41 u want it for profit or personal use? There are two types of orders relevant: market orders and limit orders. 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. 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 . In Chwee Kin Keong v Digilandmall.com Pte Ltd [2004] 2 SLR (R) 594 (" Digilandmall.com "), the plaintiffs concerned placed orders over the Internet for a total of 1,606 Hewlett Packard commercial laser printers on the defendant (seller's) websites. After receiving the e-mail from the first plaintiff, he visited the relevant HP website pages. 70 The third plaintiff proceeded to place orders on behalf of the sixth plaintiff on the HP website. com Pte Ltd30 that was primarily about unilateral mistake. They were high-end commercial laser printers. NZULR, vol. 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