Singapore: Punitive Damages In Contract And Tort - The Position In Singapore (Chinese)

Last Updated: 3 October 2017
Article by Ik Wei Chong

PH Hydraulics & Engineering Pte Ltd v Airtrust (Hong Kong) Ltd 和另一起上诉 [2017] SGCA 26。 近期一起新加坡的案件中,上诉法庭审查了是否可以对纯合同违约行为判处惩罚性损害赔偿。

背景

PH Hydraulics & Engineering Pte Ltd(简称"PH")设计、制造并供应海上重型机械。2007年9月,Airtrust (Hong Kong) Ltd(简称"AirTrust")与PH签订一份协议,PH将为其设计并提供一个300吨卷轴驱动装置(简称"RDU"),用于在澳大利亚巴斯海峡铺设海底脐带电缆。

Airtrust于2008年4月提取RDU。在其一项业务操作中,RDU发生了灾难性故障,并且必须进行修复。在维修过程中,RDU被发现在设计和制造方面存在一些问题。Airtrust指称,PH不仅提供了质量不合格且不适合其用途的器械,而且在获取RDU相关认证的方式上存在欺诈。

法院判定如下

法院法官同意Airtrust的指控,即PH违反了合同,未能交付具有适销质量且满足其用途的RDU(没有针对该等发现提出上诉)。

法官还发现,PH被认定为故意以不诚实的方式获得相关认证。

关于损害赔偿问题,法官指出,最高法院曾在 MFM Restaurants Pte Ltd v Fish & Co Restaurants [2011] 1 SLR 150一案的判决中表示可以在纯合同条件下判定惩罚性损害赔偿。法官认为,事实上,PH以"非常荒谬和应受谴责"的方式采取行动,以证明实施惩罚性赔偿是合理的(PH在测试中忽略某些周长和如何仅获得RDU的部分而非完整认证)。

PH就法官对欺诈的发现以及惩罚性损害赔偿的判决提出上诉。

上诉

上诉法庭审查了这些证据,不同意法官认为PH存在欺诈行为的观点。上诉法庭认为PH最多是重大过失,但其行为没有任何欺诈的因素。

即便如此,上诉法庭进一步考虑即使没有发现欺诈,是否可以因合同违约而作出惩罚性损害赔偿的判决。如果可以,在什么情况下可以判定惩罚性损害赔偿。

首先,作为一个法律问题,惩罚性赔偿适用于侵权行为责任而不是合同责任。只有同时存在侵权责任和合同责任的情况下,法院才会判定惩罚性赔偿(如果相关情况得以证明这一点)。本案中,上诉法庭须考虑法院是否仍然可以在不存在侵权行为索赔的情况下裁定惩罚性损害赔偿。

在得出结论之前,上诉法庭考虑了双方的绝大多数论据,并参考了诸如英国、澳大利亚和新西兰以及加拿大等法域的普通法立场,这些国家竭力反对就纯合同违约行为判定惩罚性赔偿。反对的理由概括如下:

反对判定惩罚性赔偿的论据

  1. 合约和侵权行为之间存在固有的区别。合约义务由相关各方自愿承担,而侵权责任是作为一种政策性的考虑并且一般针对个人的法律责任。对于合同而言,协议的要素意味着,法院在双方已经达成一致的交易方面(包括违约的制裁和处罚)应进行最小的干预,并且应谨慎地用法院自身的理解去补充何为公平或公正。相比之下,侵权法规定了完全陌生的人之间的规范行为标准(例如,在过失侵权中,通过就近原则对涉事人士施加注意义务)。即使如此,对侵权行为实行惩罚性赔偿只是个别案例而非常见案例——只有某些特定情况才能适用惩罚性赔偿的裁定。
  2. 法院将一些具有惩罚或威慑作用的补救措施作为对传统补偿性赔偿判决的替代或补充。这些措施包括:
    • "Wrotham Park 赔偿" –允许被告违反限制性约定或其他法律限制,作为赔偿原告可以合理索赔的款项金额;
    • 利润补偿 – 被告因违约而产生的利益或收益;或
    • 精神损害赔偿 – 尤其是如果合同本身的目的是确保当事人心态平和或免受压力。
  3. 何为允许判决惩罚性损害赔偿的"不能容忍"的违约行为的评判标准是非常不确定的,并且会损害商业稳定性。商业活动毕竟是以自身或既得利益为主要考虑因素。

加拿大独立最高法院同意惩罚性赔偿

加拿大最高法院在 Whiten v Pilot Insurance Company (2002) 209 DLR (4th) 257 ("Whiten")一案中就纯合同条款内容判定惩罚性损害赔偿。该案中,加拿大最高法院发现,保险公司采用"石墙战术"以否认房屋遭受火灾毁坏的保单持有人的正当要求。最高法院主张除30万加元补偿性赔偿金以外,另外给予100万加元的惩罚性赔偿。新加坡最高法院审核了Whiten案的判决,并得出结论认为,加拿大法院提出的原则没有说服力,并且进一步指出,该决定受到一些极具说服力的批评。

结论

新加坡(以及除加拿大以外的其他普通法法域)现行法律规定的惩罚性损害赔偿金一般不会在不同时具备侵权责任的情况下而只依据纯合同条款进行判定。然而,新加坡最高法院并没有排除某个真正特殊的案例可能会说服其采纳惩罚性损害赔偿的可能,但该案的情况并非如此。

也就是说,发现自己面临合同对方提出的应受谴责的行为时,在合理情形下,他们仍有可能被法院作出采取其他赔偿措施的判决 – 即"Wrotham Park 赔偿"、利润补偿、精神损害赔偿,和/或损害赔偿案件相关的诉讼费用。

The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.

To print this article, all you need is to be registered on Mondaq.com.

Click to Login as an existing user or Register so you can print this article.

Authors
 
Some comments from our readers…
“The articles are extremely timely and highly applicable”
“I often find critical information not available elsewhere”
“As in-house counsel, Mondaq’s service is of great value”

Related Topics
 
Related Articles
 
Up-coming Events Search
Tools
Print
Font Size:
Translation
Channels
Mondaq on Twitter
 
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).
 
Email Address
Company Name
Password
Confirm Password
Position
Mondaq Topics -- Select your Interests
 Accounting
 Anti-trust
 Commercial
 Compliance
 Consumer
 Criminal
 Employment
 Energy
 Environment
 Family
 Finance
 Government
 Healthcare
 Immigration
 Insolvency
 Insurance
 International
 IP
 Law Performance
 Law Practice
 Litigation
 Media & IT
 Privacy
 Real Estate
 Strategy
 Tax
 Technology
 Transport
 Wealth Mgt
Regions
Africa
Asia
Asia Pacific
Australasia
Canada
Caribbean
Europe
European Union
Latin America
Middle East
U.K.
United States
Worldwide Updates
Registration (you must scroll down to set your data preferences)

Mondaq Ltd requires you to register and provide information that personally identifies you, including your content preferences, for three primary purposes (full details of Mondaq’s use of your personal data can be found in our Privacy and Cookies Notice):

  • To allow you to personalize the Mondaq websites you are visiting to show content ("Content") relevant to your interests.
  • To enable features such as password reminder, news alerts, email a colleague, and linking from Mondaq (and its affiliate sites) to your website.
  • To produce demographic feedback for our content providers ("Contributors") who contribute Content for free for your use.

Mondaq hopes that our registered users will support us in maintaining our free to view business model by consenting to our use of your personal data as described below.

Mondaq has a "free to view" business model. Our services are paid for by Contributors in exchange for Mondaq providing them with access to information about who accesses their content. Once personal data is transferred to our Contributors they become a data controller of this personal data. They use it to measure the response that their articles are receiving, as a form of market research. They may also use it to provide Mondaq users with information about their products and services.

Details of each Contributor to which your personal data will be transferred is clearly stated within the Content that you access. For full details of how this Contributor will use your personal data, you should review the Contributor’s own Privacy Notice.

Please indicate your preference below:

Yes, I am happy to support Mondaq in maintaining its free to view business model by agreeing to allow Mondaq to share my personal data with Contributors whose Content I access
No, I do not want Mondaq to share my personal data with Contributors

Also please let us know whether you are happy to receive communications promoting products and services offered by Mondaq:

Yes, I am happy to received promotional communications from Mondaq
No, please do not send me promotional communications from Mondaq
Terms & Conditions

Mondaq.com (the Website) is owned and managed by Mondaq Ltd (Mondaq). Mondaq grants you a non-exclusive, revocable licence to access the Website and associated services, such as the Mondaq News Alerts (Services), subject to and in consideration of your compliance with the following terms and conditions of use (Terms). Your use of the Website and/or Services constitutes your agreement to the Terms. Mondaq may terminate your use of the Website and Services if you are in breach of these Terms or if Mondaq decides to terminate the licence granted hereunder for any reason whatsoever.

Use of www.mondaq.com

To Use Mondaq.com you must be: eighteen (18) years old or over; legally capable of entering into binding contracts; and not in any way prohibited by the applicable law to enter into these Terms in the jurisdiction which you are currently located.

You may use the Website as an unregistered user, however, you are required to register as a user if you wish to read the full text of the Content or to receive the Services.

You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, link, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in these Terms or with the prior written consent of Mondaq. You may not use electronic or other means to extract details or information from the Content. Nor shall you extract information about users or Contributors in order to offer them any services or products.

In your use of the Website and/or Services you shall: comply with all applicable laws, regulations, directives and legislations which apply to your Use of the Website and/or Services in whatever country you are physically located including without limitation any and all consumer law, export control laws and regulations; provide to us true, correct and accurate information and promptly inform us in the event that any information that you have provided to us changes or becomes inaccurate; notify Mondaq immediately of any circumstances where you have reason to believe that any Intellectual Property Rights or any other rights of any third party may have been infringed; co-operate with reasonable security or other checks or requests for information made by Mondaq from time to time; and at all times be fully liable for the breach of any of these Terms by a third party using your login details to access the Website and/or Services

however, you shall not: do anything likely to impair, interfere with or damage or cause harm or distress to any persons, or the network; do anything that will infringe any Intellectual Property Rights or other rights of Mondaq or any third party; or use the Website, Services and/or Content otherwise than in accordance with these Terms; use any trade marks or service marks of Mondaq or the Contributors, or do anything which may be seen to take unfair advantage of the reputation and goodwill of Mondaq or the Contributors, or the Website, Services and/or Content.

Mondaq reserves the right, in its sole discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of the Terms.

Mondaq’s Rights and Obligations

Unless otherwise expressly set out to the contrary, nothing in these Terms shall serve to transfer from Mondaq to you, any Intellectual Property Rights owned by and/or licensed to Mondaq and all rights, title and interest in and to such Intellectual Property Rights will remain exclusively with Mondaq and/or its licensors.

Mondaq shall use its reasonable endeavours to make the Website and Services available to you at all times, but we cannot guarantee an uninterrupted and fault free service.

Mondaq reserves the right to make changes to the services and/or the Website or part thereof, from time to time, and we may add, remove, modify and/or vary any elements of features and functionalities of the Website or the services.

Mondaq also reserves the right from time to time to monitor your Use of the Website and/or services.

Disclaimer

The Content is general information only. It is not intended to constitute legal advice or seek to be the complete and comprehensive statement of the law, nor is it intended to address your specific requirements or provide advice on which reliance should be placed. Mondaq and/or its Contributors and other suppliers make no representations about the suitability of the information contained in the Content for any purpose. All Content provided "as is" without warranty of any kind. Mondaq and/or its Contributors and other suppliers hereby exclude and disclaim all representations, warranties or guarantees with regard to the Content, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. To the maximum extent permitted by law, Mondaq expressly excludes all representations, warranties, obligations, and liabilities arising out of or in connection with all Content. In no event shall Mondaq and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use of the Content or performance of Mondaq’s Services.

General

Mondaq may alter or amend these Terms by amending them on the Website. By continuing to Use the Services and/or the Website after such amendment, you will be deemed to have accepted any amendment to these Terms.

These Terms shall be governed by and construed in accordance with the laws of England and Wales and you irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to settle any dispute which may arise out of or in connection with these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident ("Local Law"). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.

You may print and keep a copy of these Terms, which form the entire agreement between you and Mondaq and supersede any other communications or advertising in respect of the Service and/or the Website.

No delay in exercising or non-exercise by you and/or Mondaq of any of its rights under or in connection with these Terms shall operate as a waiver or release of each of your or Mondaq’s right. Rather, any such waiver or release must be specifically granted in writing signed by the party granting it.

If any part of these Terms is held unenforceable, that part shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties, and the Terms shall continue in full force and effect.

Mondaq shall not incur any liability to you on account of any loss or damage resulting from any delay or failure to perform all or any part of these Terms if such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the control of Mondaq. Such events, occurrences or causes will include, without limitation, acts of God, strikes, lockouts, server and network failure, riots, acts of war, earthquakes, fire and explosions.

By clicking Register you state you have read and agree to our Terms and Conditions