Legal Gaps in Automated Contracting under Thai Sale Law

Abstract

The rapid development of digital technology, artificial intelligence, and automated systems has significantly transformed the formation of sale contracts. Transactions that were traditionally based on the direct expression of human intention are increasingly conducted through algorithms capable of generating, transmitting, receiving, processing, and responding to electronic data without direct human intervention. While such automated contracting enhances efficiency, speed, and reduces transaction costs, it also raises fundamental challenges for traditional contract law, particularly in relation to the expression of intention, contractual validity, mistakes, and the allocation of risk arising from system errors.

This article examines the legal issues concerning mistake and risk allocation in automated sale contracts under Thai contract law. It focuses on the extent to which the acts of an automated system may be attributed to the system user, and whether a party may invoke mistakes where the system generates erroneous outputs, such as incorrect pricing, erroneous purchase or sale orders, or inaccurate data processing. The article argues that although Thai law recognizes the legal effect of contracts formed through automated message systems under the law on electronic transactions, it has not yet clearly developed a specific doctrine of attribution of intent for automated contracting.

Accordingly, the application of general principles of contract law, including mistake, good faith, gross negligence, and risk allocation, remains essential in determining the legal consequences of automated system errors. The article further suggests that Thai law should develop a clearer risk-based framework that balances the certainty of digital transactions with fairness between the system user, who controls and benefits from the technology, and the other contracting party, who may rely in good faith on the system’s output.