PROBLEM QUESTION In 2018, Michael Tam started DropOff which was a delivery business that specialised in short distance deliveries throughout Sydney. When Michael first started the business, he did all the deliveries himself in a van which he owned and primarily serviced customers in Sydney's CBD. Michael's business became increasingly busy, and he needed to urgently acquire new delivery vans to increase the delivery capacity. In August 2019, Michael contacted Jessie Moton of YoYo Vehicles Pty Ltd (YoYo), from whom he had purchased several vans previously, and asked if four vans could be urgently supplied. Jessie replied and stated that YoYo could supply the vans in two weeks' time if Michael paid a deposit of $40,000. Jessie's email did not include a quote for the price of the vans, but all the vans previously sold by Jessie to Michael had been at the price of $50,000 each. Michael paid the deposit and two weeks later the vans were delivered. However, due to a mix up in YoYo's ordering system, YoYo delivered six vans to Michael instead of four. After realising the mistake, Jessie sent Michael an email which stated, "We've accidentally delivered six vans to you, can you please confirm whether you're happy to purchase all six vans or wish to return the other two." The email also attached an invoice of $300,000 for six vans. Michael did not reply to Jessie's email or pay the invoice, but subsequently began using all six vans. In December 2019, Michael established the company DropOff Pty Ltd and used the new company to operate the business. The company took on all the business' assets and liabilities, and all new contracts were subsequently entered into by the company (rather than Michael personally). Following the establishment of the company, DropOff continued to grow and expand its services to other cities. In January 2021, DropOff entered into a contract with Putnick, a clothing retailer, to deliver orders from Putnick's online store which was launching on 1 May 2021. Clause 5 of the contract provided that DropOff had to ensure that it had enough capacity to deliver all of Putnick's orders by the date Putnick launched its online store. Clause 6 of the contract provided that for each order that DropOff was unable to deliver, it would be required to pay Putnick $20. In February 2021, Putnick notified DropOff that it was delaying the launch of its online store until July 2021. Based on this information, DropOff delayed expanding its delivery capacity until June (i.e. hiring new drivers and buying new vans). However, at the end of April, DropOff received a further notice stating that it was required to commence deliveries on 1 May 2021. As DropOff was not expecting to deliver orders for Putnick until July, is concerned that it will not be able to service all the orders and may be required to pay Putnick around $5,000 per day until it can increase its delivery capacity.

Question 1 (10 marks): Can YoYo bring a claim for breach of contract against DropOff Pty Ltd, Michael Tam, or both in respect of all six vans which were delivered to DropOff Pty Ltd? Your answer should address the concepts of formation of contract, privity of contract, and breach of contract. Your answer does not need to address the consequences of breaching a contract.

Question 2 (5 marks): Can Putnick claim that DropOff Pty Ltd is liable for breach of clause 5 of the contract and, pursuant to clause 6 of the contract, that DropOff Pty Ltd is required to pay it $20 for each order it fails to deliver? Your answer should consider the principles of promissory estoppel.