The owner of a company, who personally pledged to return its investors their money, disclaimed his commitment on the grounds that the investment was in the company and therefore his personal commitment is irrelevant, and it is as if "nothing was done".
The Court rejected the claim and held that this case does not meet the conditions required to accept a denial of a commitment made by a person. The rule is that a person who entered into a contract is bound according to his obligations in the contract. One of the exceptions to this rule is the contention that "nothing was done" (i.e. denial of the intention to commit even though a commitment was given) which is an exception to the principle of contractual certainty. The acceptance of this contention required two conditions: (a) an extreme difference between the document that the signer believed he had signed and the document that he actually signed; and (b) the absence of negligence on the part of the party that was deceived. Here, we are dealing with a person who covenanted on five different occasions to personally repay the investors their money and even threatened to evade his personal commitment by declaring bankruptcy. Hence, he knew and understood very well that he made a personal commitment and therefore does not meet the conditions required to content that "nothing was done."