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Articles 1 - 30 of 133
Full-Text Articles in Law
Similar Fact Evidence In Contractual Interpretation: Bhoomatidevi D/O Kishinchand Chugani Mrs Kavita Gope Mirwani V Nantakumar S/O V Ramachandra And Another [2023] Sghc 37, Calvin John Kaiwen Chirnside
Similar Fact Evidence In Contractual Interpretation: Bhoomatidevi D/O Kishinchand Chugani Mrs Kavita Gope Mirwani V Nantakumar S/O V Ramachandra And Another [2023] Sghc 37, Calvin John Kaiwen Chirnside
Research Collection Yong Pung How School Of Law
In the recent Singapore High Court case of Bhoomatidevi d/o Kishinchand Chugani Mrs Kavita Gope Mirwani v Nantakumar s/o v Ramachandra and another [2023] SGHC 37, the claimant argued, inter alia, that evidence of a prior contract between the first defendant and a third party should be admitted to prove that the defendant had entered into a loan agreement with her in his personal capacity. Justice Lee Seiu Kin dismissed her claim, applying s. 14 of the Evidence Act.
Deontics And Time In Contracts: An Executable Semantics For The L4 Dsl, Seng Joe Watt, Oliver Goodenough, Meng Weng (Huang Mingrong) Wong
Deontics And Time In Contracts: An Executable Semantics For The L4 Dsl, Seng Joe Watt, Oliver Goodenough, Meng Weng (Huang Mingrong) Wong
Research Collection Yong Pung How School Of Law
Existing approaches to modelling contracts often rely on deontic logic to reason about norms, and only treat time qualitatively. Using L4, a textual domain specific language (DSL) for the law, we offer a more operational interpretation of norms, based on states and transitions, that also accounts for the granular timing of events. In this paper, we present a higher-level rendering of the loan agreement from Flood & Goodenough in L4, and an accompanying operational semantics amenable to execution and static analysis. We also implement this semantics in Maude and show how this lets us visualize the execution of the loan …
An Idealist’S Approach For Smart Contract Correctness, Duy Tai Nguyen, Hong Long Pham, Jun Sun, Quang Loc Le
An Idealist’S Approach For Smart Contract Correctness, Duy Tai Nguyen, Hong Long Pham, Jun Sun, Quang Loc Le
Research Collection School Of Computing and Information Systems
In this work, we experiment an idealistic approach for smart contract correctness verification and enforcement, based on the assumption that developers are either desired or required to provide a correctness specification due to the importance of smart contracts and the fact that they are immutable after deployment. We design a static verification system with a specification language which supports fully compositional verification (with the help of function specifications, contract invariants, loop invariants and call invariants). Our approach has been implemented in a tool named iContract which automatically proves the correctness of a smart contract statically or checks the unverified part …
A Non-Contractual Approach To Smart Contracts, Florian Gamper
A Non-Contractual Approach To Smart Contracts, Florian Gamper
Research Collection Yong Pung How School Of Law
This article adds to the debate on what, legally speaking, smart contracts are and what they should be. Currently, much of this debate focuses on the relationship between smart contracts and legal contracts, overlooking that other legal categories may also be appropriate. This article suggests that the concept of abandonment can be fruitfully applied to smart contracts. Using the concept of abandonment has the advantage of allowing smart contracts, as close as legally possible, to be utilized as machines (or using the terminology suggested by Vitalik Buterin, founder of Etherium, as a ‘persistent script’). It would also make other issues, …
International Commercial Mediation And Dispute Resolution Contracts, Nadja Alexander, Natasha Tunkel
International Commercial Mediation And Dispute Resolution Contracts, Nadja Alexander, Natasha Tunkel
Research Collection Yong Pung How School Of Law
Every transaction has the potential to go wrong and international commercial contracts are not spared this plight. It is when an international commercial contract fails – irrespective of the reasons, that the impact of different legal and cultural backgrounds of the parties come to light. The obvious venue for commercial disputes to be decided is generally understood to be in court (litigation)2 or before an arbitral tribunal (arbitration)3. However, there are numerous other alternative dispute mechanisms4 available to parties that are less well known and also deserve consideration; not least because they offer parties methods of resolving the dispute between …
Novation And Advance Consent, Kwan Ho Lau
Novation And Advance Consent, Kwan Ho Lau
Research Collection Yong Pung How School Of Law
Professor Goode once observed that “Novation need not be left to ad hoc agreement; it is open to the parties to provide for it in advance and in particular to establish a contractual mechanism by which novation takes place automatically on the occurrence of a designated act or event”. This deceptively straightforward proposition is examined in the present article. It explores the legal footing for, and the risks in adopting a pristine version of, the proposition, and considers possible safeguards that may be incorporated within the process of scrutiny, if in any case there arises concern over the effectiveness of …
Burdening Assignees With Arbitration Agreements Via ‘Conditional Benefits’, Chee Ho Tham
Burdening Assignees With Arbitration Agreements Via ‘Conditional Benefits’, Chee Ho Tham
Research Collection Yong Pung How School Of Law
In this article, the author compares two concepts that seek to explain why an assignee of a chose in action may be burdened by an arbitration agreement to which it is not privy. He posits that, of the “conditional benefits” concept and the “subject to equities” principle, the latter provides the better explanation.
No Oral Modification Clauses: Autonomy, Certainty Or Presumption?, Kwan Ho Lau
No Oral Modification Clauses: Autonomy, Certainty Or Presumption?, Kwan Ho Lau
Research Collection Yong Pung How School Of Law
By a judgment of Lord Sumption with which a majority of the court agreed, the Supreme Court in MWB Business Exchange Centres Ltd. v Rock Advertising Ltd. [2018] UKSC 24, [2019] A.C. 119 ruled that a contractual term which prescribed that the contract was not amendable save in writing signed by or on behalf of the parties (a No Oral Modification or “NOM” clause) was effective to invalidate subsequent oral variations to the contract. Lord Burrows later suggested extrajudicially (in P.S. Davies and M. Raczynska (eds.), Contents of Commercial Contracts (London 2020), 49) that Rock Advertising might not find traction …
Defining Smart Contract Defects On Ethereum, Jiachi Chen, Xin Xia, David Lo, John Grundy, Xiapu Luo, Ting Chen
Defining Smart Contract Defects On Ethereum, Jiachi Chen, Xin Xia, David Lo, John Grundy, Xiapu Luo, Ting Chen
Research Collection School Of Computing and Information Systems
Smart contracts are programs running on a blockchain. They are immutable to change, and hence can not be patched for bugs once deployed. Thus it is critical to ensure they are bug-free and well-designed before deployment. A Contract defect is an error, flaw or fault in a smart contract that causes it to produce an incorrect or unexpected result, or to behave in unintended ways. The detection of contract defects is a method to avoid potential bugs and improve the design of existing code. Since smart contracts contain numerous distinctive features, such as the gas system. decentralized, it is important …
Towards Cnl-Based Verbalization Of Computational Contracts, Inari Listenmaa, Maryam Hanafiah, Regina Cheong, Andreas Kallberg
Towards Cnl-Based Verbalization Of Computational Contracts, Inari Listenmaa, Maryam Hanafiah, Regina Cheong, Andreas Kallberg
Centre for Computational Law
We present a CNL, which is a component of L4, a domain-specific programming language for drafting laws and contracts. Along with formal verification, L4’s core functionalities include natural language generation. We present the NLG pipeline and an interactive process for ambiguity resolution.
Choice Of Law For Formation Of Contracts: Solomon Lew V Kaikhushru Shiavax Nargolwala, Adeline Chong
Choice Of Law For Formation Of Contracts: Solomon Lew V Kaikhushru Shiavax Nargolwala, Adeline Chong
Research Collection Yong Pung How School Of Law
No abstract provided.
‘Choice Of Law For Formation Of Contracts: Solomon Lew V Kaikhushru Shiavax Nargolwala, Adeline Chong
‘Choice Of Law For Formation Of Contracts: Solomon Lew V Kaikhushru Shiavax Nargolwala, Adeline Chong
Research Collection Yong Pung How School Of Law
The appropriate choice of law rule for the formation of a contract is an intractable question. Various solutions have been offered, with none enjoying universal approval. In Solomon Lew v Kaikhushru Shiavax Nargolwala, the Singapore Court of Appeal held in favour of the application of a nuanced version of the putative proper law of a contract. It further held that that there was no role for the lex fori in resolving this classic conflict of laws conundrum. While the SGCA emphasised that the reasonable expectations of the parties would be accommodated through its approach, this note argues that this would …
Turning The Tables In Research And Development Licensing Contracts, Niyazi Taneri, Pascale Crama
Turning The Tables In Research And Development Licensing Contracts, Niyazi Taneri, Pascale Crama
Research Collection Lee Kong Chian School Of Business
Research and development (R&D) collaborations between an innovator and her partner are often undertaken when neither party can bring the product to market individually, which precludes value creation without a joint effort. Yet, the uncertain nature of R&D complicates the monitoring of effort, and the resulting moral hazard reduces a collaboration’s value. Either party can avoid this outcome by acquiring the capability that is missing and then taking sole ownership of the project. That approach involves two types of risks: one related to whether the other party’s capability will be acquired and one related to how well it will be …
The Curious Case Of Horseracing Data Caught In A Tangled Web Of Relationships – The Racing Partnership Ltd V. Sports Information Services Ltd [2020] Ewca Civ 1300, Cheng Lim Saw
Research Collection Yong Pung How School Of Law
This paper comments on the recent split decision of the English Court of Appeal in The Racing Partnership Ltd v. Sports Information Services Ltd [2020] EWCA Civ 1300 concerning the common law action for misuse of confidential information. Although the majority overturned the decision of the trial judge and found in favour of the defendant, this author will explain why the conclusion reached by the dissenting judge is the more compelling.
Understanding Post-Employment Obligations Of Confidence And Confidentiality In Compilations Of Data, Cheng Lim Saw, Zheng Wen Samuel Chan
Understanding Post-Employment Obligations Of Confidence And Confidentiality In Compilations Of Data, Cheng Lim Saw, Zheng Wen Samuel Chan
Research Collection Yong Pung How School Of Law
This article closely examinesn two specific areas in the law of confidence. The first concerns erstwhile employer-employee relationships and the various obligations of confidentiality that may bind an employee-including individuals who find themselves in positions analogous to employees-after the contract of employment has come to an end.
The Limits To Freedom To Contract: Supreme Court Case Summary: Leiman, Ricardo V Noble Resources Ltd, Jia Xin Tan
The Limits To Freedom To Contract: Supreme Court Case Summary: Leiman, Ricardo V Noble Resources Ltd, Jia Xin Tan
Singapore Law Journal (Lexicon)
In line with the principle of freedom to contract, the courts will give effect to the intention of the parties in creating their contract, and also hold them to their duty to perform their primary obligations under such contract. However, where the contracting parties agree to vest certain decision-making powers to a specific (non-judicial) entity, to what extent may a court review the exercise of powers by such entity?
Do Algorithms Dream Of Mistaken Contracts? Supreme Court Case Summary: Quoine Pte Ltd V B2c2 Ltd, Lokman Bin Mohamed Rafi Hakim
Do Algorithms Dream Of Mistaken Contracts? Supreme Court Case Summary: Quoine Pte Ltd V B2c2 Ltd, Lokman Bin Mohamed Rafi Hakim
Singapore Law Journal (Lexicon)
Can an agreement which is formed purely through the operation of algorithms be considered a binding contract? If so, can such a contract be unilaterally cancelled because of a mistake, where such mistake resulted in trades being concluded at 250 times the market rate? This was the question before the Court of Appeal (“CA”) in the case of Quoine Pte Ltd v B2C2 Ltd [2020] SGCA(I) 2.
Smart Contracts: Will Fintech Be The Catalyst For The Next Global Financial Crisis?, Randall Duran, Paul Griffin
Smart Contracts: Will Fintech Be The Catalyst For The Next Global Financial Crisis?, Randall Duran, Paul Griffin
Research Collection School Of Computing and Information Systems
Purpose: This paper aims to examine the risks associated with smart contracts, a disruptive financial technology (FinTech) innovation, and assesses how in the future they could threaten the integrity of the global financial system. Design/methodology/approach: A qualitative approach is used to identify risk factors related to the use of new financial innovations, by examining how over-the-counter (OTC) derivatives contributed to the Global Financial Crisis (GFC) which occurred during 2007 and 2008. Based on this analysis, the potential for similar concerns with smart contracts are evaluated, drawing on the failure of The DAO on the Ethereum blockchain, which involved the loss …
Law And Covid-19, Aurelio Gurrea-Martinez, Yihan Goh, Mark Findlay
Law And Covid-19, Aurelio Gurrea-Martinez, Yihan Goh, Mark Findlay
Research Collection Yong Pung How School Of Law
This book is a collection of essays from scholars at Singapore Management University School of Law analysing the challenges and implications of COVID-19 from the perspective of different areas of law, including private law, corporate law, insolvency law, data protection, financial laws, public law, privacy law, commercial law, constitutional law, law and technology, and dispute resolution. It also analyses how the COVID-19 pandemic will affect the judicial system, the study of law, and the future of the legal profession. Beyond considerations of the pandemic’s influence on law and legal service delivery the authors consider how law can help facilitate the …
Rethinking Mistake In The Age Of Algorithms, Vincent Ooi, Kian Peng Soh
Rethinking Mistake In The Age Of Algorithms, Vincent Ooi, Kian Peng Soh
Research Collection Yong Pung How School Of Law
In our previous note: Cryptocurrencies and Code before the Courts ((2019) 30(3) King’s Law Journal 331 - 337), we discussed the Singapore International Commercial Court (High Court)’s decision in B2C2 Ltd v Quoine Pte Ltd. The case subsequently went on appeal, and the Singapore International Commercial Court (Court of Appeal), by a majority, affirmed the decision of the lower court in Quoine v B2C2 (“Quoine”). The case of Quoine represents the first time an apex court in the Commonwealth has ruled on the applicability of contractual principles to situations involving automated trading software. In our recent case note: Rethinking Mistake …
Rethinking Mistake In The Age Of Algorithms: Quoine Pte Ltd V B2c2 Ltd, Vincent Ooi, Kian Peng Soh
Rethinking Mistake In The Age Of Algorithms: Quoine Pte Ltd V B2c2 Ltd, Vincent Ooi, Kian Peng Soh
Research Collection Yong Pung How School Of Law
Good traders remove emotion from the decision-making process. Automated trading algorithms have enabled this, allowing one to trade round the clock, and without the constant need to monitor one’s investments. But software has gremlins. Given the vast amounts of money involved in such trades, it was only a matter of time before disputes involving automated trading software came before the courts. The decision in Quoine v B2C2 (“Quoine”) represents the first time an apex court in the Commonwealth has ruled on the applicability of contractual principles to situations involving automated trading software.
“In Case Of Emergency, Break Contract”? The Case For A Unified Regime For Changed Circumstances In Singapore Contract Law, Nicholas Liu
“In Case Of Emergency, Break Contract”? The Case For A Unified Regime For Changed Circumstances In Singapore Contract Law, Nicholas Liu
Research Collection Yong Pung How School Of Law
It has been accurately observed that the incremental nature of the common law’s development makes it inherently unsuited to dealing with unprecedented crises.208 This is particularly true of what I shall refer to (for convenience) as the law of changed circumstances, which in the common law regime comprises the doctrine of frustration and the operation of force majeure clauses, but could potentially encompass other doctrines and issues as well.209 I suggest that in this area, the flaws of the common law run deeper and broader than its inability to respond quickly to unprecedented crises. Rather, from a lay user’s point …
Neither Contract Nor Tort: Salomon Triumphant?, Kwan Ho Lau
Neither Contract Nor Tort: Salomon Triumphant?, Kwan Ho Lau
Research Collection Yong Pung How School Of Law
This is a note on three cases: Palmer Birch v Lloyd [2018] 4 WLR 164, Gruber v AIG Management France SA [2018] EWHC 3030 (Comm) and Bumi Armada Offshore Holdings Ltd v Tozzi Srl [2019] 1 SLR 10.
Holding Company's Liability For Inducing Its Subsidiary's Contractual Breach, Pearlie M. C. Koh
Holding Company's Liability For Inducing Its Subsidiary's Contractual Breach, Pearlie M. C. Koh
Research Collection Yong Pung How School Of Law
A decision by a company to breach a contract is necessarily made on its behalf by one or more natural persons. Although the relevant decision-makers may be said to have “procured” the company’s breach of contract, there is authority, albeit not without detractors (see Welsh Development Agency v Export Finance Co Ltd [1992] B.C.L.C. 148; [1992] B.C.C. 270), for the proposition that these individuals are not to be made liable in the tort of inducing breach of contract, provided they had acted in good faith and within the scope of their authority (Said v Butt [1920] 3 K.B. 497). As …
Contracts Formed By Software: When Things Go Wrong, Vincent Ooi
Contracts Formed By Software: When Things Go Wrong, Vincent Ooi
Research Collection Yong Pung How School Of Law
The use of software in contract formation is likely to become increasingly pervasive in light of the digital economy. Consequently, software can also be expected to exhibit greater autonomy and take on increasingly complex transactions and contract negotiations. It is important that a legally coherent, fair, certain and economically justified approach be taken to regulate such contracts.A ‘contracting problem’ arises when software is used to autonomously enter into contracts without human input. The formation of a valid contract requires, inter alia, an agreement between two or more parties, where each party exhibits an objective intention to be legally bound (the …
A Reformulated Test For Unconscionability, Vincent Ooi, Walter Yong
A Reformulated Test For Unconscionability, Vincent Ooi, Walter Yong
Research Collection Yong Pung How School Of Law
Apart from its interesting facts, this case, BOM v BOK [2018] SGCA 83, is significant for its rejection of a “broad” doctrine of unconscionability, the existence of which has been a matter of some debate in English law, and which has been accepted in Australia (see Commercial Bank of Australia Ltd v Amadio (1983) 151 C.L.R. 447; (1983) 46 A.L.R. 402). It also proposes a new test for the doctrine of unconscionability that is narrower than Amadio, based on the requirements inCresswell v Potter [1978] 1 W.L.R. 255. The test for unconscionability in English law has been a matter of …
Recovering Misdirected Trust Assets In The Face Of Torrens Indefeasibility, Alvin W. L. See
Recovering Misdirected Trust Assets In The Face Of Torrens Indefeasibility, Alvin W. L. See
Research Collection Yong Pung How School Of Law
Where misdirected trust asset consists of, or becomes invested in,registered land, whether the beneficiary could recover it from the recipient isdoubtful given that the Torrens system, through the principle ofindefeasibility, effects a substantial reversal of the priority rules under thegeneral law. The key to unravelling the seemingly contradictory cases on thistopic is to be sensitive to the diversity in drafting and interpretation of thedifferent Torrens legislations, with particular focus on whether the principleof indefeasibility also protects registered volunteers. Through a comparative studyof the Torrens jurisdictions in Australia and Singapore, this article highlightshow the position differs from jurisdiction to jurisdiction and …
Contracts Formed By Software: An Approach From The Law Of Mistake, Vincent Ooi
Contracts Formed By Software: An Approach From The Law Of Mistake, Vincent Ooi
Centre for AI & Data Governance
A ‘Contracting Problem’ arises when software is used to autonomously enter into contracts without human input. Questions arise as to how and whether there can be an expression of an objective intention to be legally bound. This article considers three leading solutions to the Contracting Problem. The ‘Mere Tools Theory’, which views software as ‘mere tools’ of communication, is too harsh as it binds users to any software malfunction. The Agency Approach, which treats software as Electronic Agents, capable of contracting on behalf of their users, is untenable as it ascribes unrealistic characteristics to software. The article submits that the …
Equitable Fraud – Some Personal Reminiscences And Reflections, Andrew B.L. Phang
Equitable Fraud – Some Personal Reminiscences And Reflections, Andrew B.L. Phang
Research Collection Yong Pung How School Of Law
I would like to thank the conference organisers for their very kind invitation. It is a great privilege and honour to be amongst such an august gathering of legal scholars. I would like to begin by noting that the international nature of this Conference is emblematic of the nature of legal discourse today — in particular, the importance of comparative analysis. I have, in fact, dealt with this point elsewhere in the context of the law of remedies.1 In particular, Singaporean courts often engage in (to borrow the title of the late Lord Goff of Chieveley’s justly famous Maccabaean Lecture …
Contract Law In Commonwealth Countries: Uniformity Or Divergence?, Andrew B.L. Phang, Yihan Goh
Contract Law In Commonwealth Countries: Uniformity Or Divergence?, Andrew B.L. Phang, Yihan Goh
Research Collection Yong Pung How School Of Law
The present article examines - through a consideration of developments in the most recent and most topical areas of contract law - whether and in what areas the contract law of various Commonwealth jurisdictions has diverged (in the main, from English law) and, more importantly, why such divergence has occurred. It also considers areas where there has been both flux and divergence in the sense that there is both uncertainty in development as well as divergence between jurisdictions (notably, in discharge by breach of contract, unconscionability as well as emerging categories of contractual damages). The article also attempts, in explaining …