James is a Certified Financial Planner. Last Saturday night, James attended his family dinner at Restaurant Mari Makan where he met his uncle, Darren, a 50 years old successful businessman. James tried to persuade Darren to appoint him as his financial planner. Before they waved each other goodbye, James asked Darren, "So do you agree to appoint me as your financial planner? Can I send my proposal to you?" Darren replied "Ok, ok." while nodding his head. The next day, James went to Darren's house and handed him a template letter of appointment. The template letter of appointment had Darren's personal information. However, a few columns such as the amount of the service fees and the tenure of services were left empty. Prior to this, there was no discussion with regard to the fees and tenure. Darren told James that he was not sure of appointing him yet and he would need another week to think it over. James told Darren that the contract has formed yesterday, and the signing of the letter of appointment was just a formality. James also promised Darren he will receive a 20% annual return. Unknown to Darren, there was a disclaimer clause in the letter of appointment stating that the appointment of financial planner does not guarantee any rate of return. Yesterday, Darren received a bill from James for an amount equivalent to 10% of his asset value for a

one-time consultation fee. Darren was shocked.

(a) Advise Darren whether a valid contract exists between him and James by referring to any SIX (6) elements to form a valid contract. (35 marks)

(b) Assume there is a contract between James and Darren, consider whether any vitiating factors exists.