Flexport (Private) Limited v. Bank of Ceylon – SC C.H.C 07/2009-2009

In Flexport (Private) Limited v. Bank of Ceylon, the Supreme Court addressed whether the Plaintiff-Appellant’s tender submission constituted an effective acceptance of the tender conditions, specifically regarding the requirement for a proper bank guarantee. It was held that the Plaintiff-Appellant’s failure to provide an unconditional bank guarantee, as required under the tender terms, resulted in the tender being invalid. The findings established that a conditional acceptance or a counter-offer operates as a rejection of the initial offer. The decision reaffirmed that strict compliance with tender conditions is mandatory, citing established contract law principles, and emphasized that departures from expressly stated terms in tender documents cannot bind the offeror. As such, the appeal