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2025 Supreme(Kar) 674
IN THE HIGH COURT OF KARNATAKA AT BENGALURU
HANCHATE SANJEEVKUMAR, J.
M/S. Applesoft – Appellant
Versus
The Director General, Centre For Development Of Advanced Computing – Respondent
REGULAR FIRST APPEAL NO.1340 OF 2019 (INJ)
Decided on : 02-06-2025
Advocate Appeared:
For the Appellant : SRI. S. KRISHNAMURTHY
For the Respondent:SRI. ASHOK G. V. ADVOCATE
The judgment affirms that an advertisement inviting proposals is not a binding offer, hence no contract was formed, supported by the principle that acceptance must create enforceable obligations.
Headnote:(A) Indian Contract Act, 1872 - Sections 2(a) and 2(e) - Principles of offer and invitation to offer - The advertisement published in the Hindu was not deemed an offer by the defendants; it was an invitation for proposals leading to no binding contract - The plaintiff failed to establish a concluded contract despite sending software proposals, which were evaluated negatively - The suit was opened for filing in the Bengaluru court but was barred by limitation as the cause of action arose in 2008, not 2010 as claimed. (Paras 1, 9, 64)
Facts of the case:
The plaintiff alleges breach of contract regarding software tools proposed for inclusion in Version 2.0 of Tamil language software, claiming losses due to fraudulent exclusion by the defendants, who summoned proposals via newspaper advertisement. (Paras 4.1 to 4.4)
Findings of Court:
The court found no binding agreement existed as there was no express acceptance by the defendants of the plaintiff's proposals, and thus the plaintiffs' claims of damages were unwarranted. The court also ruled the suit was barred by limitation. (Paras 9, 64, 70)
Issues: The main issues included whether there was a concluded contract, whether the suit was barred by limitation, and whether the court had territorial jurisdiction. (Paras 6, 70)
Ratio Decidendi: The court ruled that merely submitting proposals in response to an advertisement does not create a binding contract; the agreement must be established through mutual consent evidenced by a clear acceptance, which was lacking in this case. (Paras 9, 63)
Result: Appeal dismissed, confirming the Trial Court's judgment. (Para 72)
| Table of Content |
|---|
| 1. introduction of the plaintiff's appeal and background of the case. (Para 1 , 2 , 3) |
| 2. plaintiff's case and claims regarding software tools. (Para 6 , 7 , 8 , 9 , 10 , 11) |
| 3. defendants' response and denial of claims. (Para 12 , 13 , 14 , 15 , 16 , 17 , 18 , 19) |
| 4. court's reasoning on jurisdiction and limitation. (Para 20 , 21 , 22 , 23 , 24 , 25 , 26 , 27) |
| 5. conclusion on the merits of the case and dismissal. (Para 28 , 29 , 30 , 31 , 32) |
JUDGMENT :
HANCHATE SANJEEVKUMAR, J.
The plaintiff has preferred this Regular First Appeal challenging the judgment and decree dated 23.03.2019 passed in O.S.No.8799/2012 on the file of XXIX Additional City Civil and Sessions Judge, Bengaluru City (CCH-30) (hereinafter referred to as ‘the Trial Court’ for short), thereby, the suit filed by the plaintiff is dismissed with cost of Rs.25,000/-.
2. For the sake of convenience and easy reference, the parties are referred to as per their rankings before the Trial Court.
3. The entire premise of suit is pertaining to the law of contract.
THE PLAINTIFF’S CASE:
4. Under the peculiar facts and circumstances involved in the case, it is beneficial to state the prayers made by the plaintiff in the suit, which are as follows:
“45. Prayer: - Wherefore, the plaintiff respectfully prays that: -
This Hon'ble Court may be pleased to pass a judgment and decree in favor of the plaintiff by setting aside the contentions of the defendants on the following terms.
a) Granting permanent injunction against the Defendants and their officers/agents or any person, acting or claiming through or under them from continuing to distribute or permit free downloading of the Tamil language software of the Version 2 that was released during the First World Classical Tamil conference (June 2010) and also to refrain from making any other fresh versions of the Tamil Language software under the same scheme till such time the issue in that regard with the Plaintiff herein is resolved through this OS.
b) To declare the right of the plaintiff to the extent of his legitimate claims for inclusion of the valid and due software tools that as per law merited to be added in the Version 2 of the free distribution software in the Tamil Language and which was illegally and unjustly denied to the plaintiff and in consequence direct the defendant to submit to this Hon'ble Court all the relevant details (under Order XI Rule 1 to Rule 22 of the CPC as applicable) to enable discovery and inspection of the relevant documents and records so as to enable the estimation of the financial loss imposed on the plaintiff by the actions of the plaintiff as enumerated in the M O S and to fix the cost of loss and other negative impositions that have been made on the plaintiff by the illegal, impermissible and unjust actions of the defendant and on those facts being ascertained grant compensatory costs including damages and other costs against the Defendants.
c) Direct the defendants to make good the financial loss accrued due to the non-consideration of the software tools submitted by the Plaintiff as per law and to reject the unjust, false and improper excused advanced with regard to the software tools that were already subjected to technical evaluation by the Defendant and to fulfill the promise of consideration of the software tools for which the Defendant has in writing confirmed that due action would be taken but had quietly and surreptitiously stopped further due action, (more so in the fact of release of the Version 2 during the World Classical Tamil Conference held at TN during June 2010) which clearly conveys that the defendant had no mind ab initio to fulfill his part of the implied contract made in this regard.
d) To consider instances as enumerated in this M O S and to reject the false and untenable pleas that may be raised by defendant with regard to each of them in terms of the specific performance due and in case that has been rendered infructuous to arrive at the estimation of loss and damage
