9911796707
|
Home
Issues Involved:
1. Existence of a Concluded Contract 2. Validity of the Arbitration Clause 3. Appointment of an Arbitrator Detailed Analysis: 1. Existence of a Concluded Contract: The Petitioner-Company, based in Dubai and engaged in trading minerals, sought to supply Bauxite to the Respondent, an Indian company. The Petitioner submitted a commercial offer on 15.10.2007, which was accepted by the Respondent on 16.10.2007 through e-mail, confirming the supply of five shipments. The Petitioner then finalized deals with the Bauxite supplier and ship owner. Despite several exchanges of e-mails and a formal contract sent on 08.11.2007, the Respondent later requested to hold the next consignment and eventually rejected the claim for damages. The Respondent argued that there was no concluded contract, as essential terms like product specifications, price, delivery point, and others were still under negotiation. However, the court found that the minute-to-minute correspondence and the acceptance of the offer for five shipments on 16.10.2007 at 3:06 PM constituted a concluded contract. The essential terms were detailed in the offer, and the Respondent's acceptance was clear and unconditional. The court emphasized that once a contract is concluded, the absence of a formal signed agreement does not affect its validity. 2. Validity of the Arbitration Clause: The Petitioner invoked the arbitration clause under Section 11(6) of the Arbitration & Conciliation Act, 1996, as per Clause 6 of the Commercial Offer and Clause 29 of the Agreement. The Respondent contended that there was no binding arbitration agreement due to the lack of a concluded contract and ambiguity in the arbitration clause. The court, however, held that the arbitration clause in the commercial offer was valid and enforceable. The acceptance of the offer included the arbitration clause, and the subsequent formal contract also contained a detailed arbitration clause. The court noted that the intention of the parties to arbitrate any dispute arising from the contract was clear from the correspondence and the terms of the offer. The court referred to the principle that once a contract is concluded, the arbitration clause within it is binding, even if a formal agreement is not signed. 3. Appointment of an Arbitrator: The court appointed Hon'ble Mr. Justice B.N. Srikrishna, former Judge of the Supreme Court, as the Arbitrator to resolve the dispute between the parties. This decision was based on the fact that Justice Srikrishna was already adjudicating a related dispute between the same parties. The court emphasized that it had not expressed any opinion on the merits of the claims made by both parties, and the Arbitrator would decide the issue on merits after affording adequate opportunity to both parties. The place of arbitration was fixed at Mumbai, and the Arbitrator was given the liberty to fix his remuneration and other expenses, to be borne equally by both parties. Conclusion: The court allowed the arbitration petition, confirming the existence of a concluded contract and the validity of the arbitration clause. The appointment of an Arbitrator was made to resolve the dispute, with the place of arbitration fixed at Mumbai. The court's decision was based on the detailed examination of the correspondence and the terms of the offer, emphasizing the intention of the parties to arbitrate any disputes arising from the contract.
|
