The respondent contractor submitted a tender for a construction project along with a $150,000 deposit.
After tenders were opened, the contractor discovered a $750,058 calculation error and requested to withdraw its tender without penalty.
The owner proffered the construction contract, which the contractor refused to sign, leading the owner to retain the deposit.
The Supreme Court of Canada held that a unilateral contract (Contract A) arose automatically upon the submission of the tender, making the bid irrevocable.
Because the mistake was not apparent on the face of the tender and did not prevent Contract A from forming, the owner was entitled to forfeit the deposit when the contractor breached Contract A by refusing to enter into the construction contract (Contract B).
