D'Oz International Pte Ltd v PSB Corp Pte Ltd and another appeal

D'Oz International Pte Ltd v PSB Corp Pte Ltd and another appeal

The Term Sheet and Preliminary Agreement formed part of the parties' binding agreement under Chinese law; the promulgation (or coming into force) of the 2003 Regulation constituted a supervening event of force majeure preventing performance of the franchise; therefore D'Oz was entitled to refund of $120,000 with...

Source-derived case information.

Citation
[2010] SGHC 88
Parties
Appellant in DCA 11; Respondent in DCA 12: D'Oz International Pte Ltd; Respondent in DCA 11; Appellant in DCA 12: PSB Corp Pte Ltd
Court
General Division of the High Court
Jurisdiction
Singapore
Judgment Date
18 March 2010
Case Number
District Court Appeals Nos 11 & 12 of 2009
Procedural Posture
District Court Appeals Nos 11 & 12 of 2009 / High Court Appeal From District Court Judgment; Judgment on Cross Appeals
Outcome
DCA 11 (D'Oz's appeal) allowed; DCA 12 (PSB's appeal) dismissed; judgment for D'Oz for refund of $120,000 plus interest; costs to D'Oz here and below
Legal Topics
Force Majeure, Frustration, Common Mistake, Governing Law, Remedies, Interest
Source Language
english
Contract Law Franchise Law Conflict of Laws Chinese Law Force Majeure Frustration Common Mistake Governing Law +2 more

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Parties

D'Oz International Pte Ltd

Appellant in DCA 11; Respondent in DCA 12

PSB Corp Pte Ltd

Respondent in DCA 11; Appellant in DCA 12

Procedural Posture

District Court Appeals Nos 11 & 12 of 2009 / High Court Appeal From District Court Judgment; Judgment on Cross Appeals

Legal Issues

  1. 1 Whether promulgation/coming into force of the 2003 Regulation constituted force majeure under Chinese law
  2. 2 Whether the Term Sheet and Preliminary Agreement formed part of the contract for purposes of timing the supervening event
  3. 3 Whether PSB proved its counterclaim for unpaid balance under Chinese law

Ratio Decidendi

The Term Sheet and Preliminary Agreement formed part of the parties' binding agreement under Chinese law; the promulgation (or coming into force) of the 2003 Regulation constituted a supervening event of force majeure preventing performance of the franchise; therefore D'Oz was entitled to refund of $120,000 with interest; PSB's counterclaim for $80,000 failed because force majeure extinguished D'Oz's liability.

Court Disposition

DCA 11 (D'Oz's appeal) allowed; DCA 12 (PSB's appeal) dismissed; judgment for D'Oz for refund of $120,000 plus interest; costs to D'Oz here and below

Orders

  • DCA 11 allowed
  • DCA 12 dismissed