M/S. Team Thai vs Ramco Systems Limited
2022 Latest Caselaw 4525 Mad

Citation : 2022 Latest Caselaw 4525 Mad
Judgement Date : 8 March, 2022

Madras High Court

M/S. Team Thai vs Ramco Systems Limited on 8 March, 2022

                                                                               Arb.O.P (Com.Div.) 70 of 2022


                                    IN THE HIGH COURT OF JUDICATURE AT MADRAS

                                                    DATED : 08.03.2022

                                                              CORAM

                                        THE HON'BLE MR. JUSTICE M.SUNDAR

                                               Arb.O.P (Com.Div.) 70 of 2022

                     M/s. TEAM THAI
                     a Partnership Firm registered under
                     the Indian Partnership Act, 1932
                     represented by its Partner, PC Thahir
                     and having their office at
                     28/1670-89, Thondayad By-pass Road,
                     Near Cyber Park, Nellikkode (P.O),
                     Calicut – 673 016                                      ... Petitioner

                                                       Vs.

                     RAMCO SYSTEMS LIMITED
                      a company incorporated under the provisions
                     of the Companies Act, 1956 and having its
                     office at 64, Sardar Patel Road, Taramani
                     Chennai – 600 113                                      ... Respondent

                                  Arbitration Original Petition filed under Section 11(6) of the
                     Arbitration and Conciliation Act, 1996 to appoint a suitable person as the
                     Sole Arbitrator to decide the disputes which have arisen between the
                     petitioner and the respondent and for costs.
                                             For Petitioner    : Mr.M.Sricharan Rangarajan
                                                                 for Mr.Gowtham Kumar

                                             For Respondent:     Ms.Madhupreetha Elango


https://www.mhc.tn.gov.in/judis
                                                                                      Arb.O.P (Com.Div.) 70 of 2022




                                                                ORDER

In the captioned 'Arbitration Original Petition' ('Arb.OP' for the sake

of brevity), Mr.M.Sricharan Rangarajan, learned counsel appearing on

behalf of the counsel on record for sole petitioner and Ms.Madhupreetha

Elango, learned counsel with address for service at 'SRI RANGA' No.8/13

8th Street, Dr.Radhakrishnan Salai, Mylapore, Chennai – 600 004 for the

lone respondent are before this Court.

2. The proceedings made by this Court in the captioned Arb.OP in the

previous listing on 22.02.2022 reads as follows:

'Captioned 'Arbitration Original Petition' [hereinafter 'Arb OP' for the sake of convenience and clarity] has been presented in this Court on 06.01.2022 under Section 11(6) of 'The Arbitration and Conciliation Act, 1996 (Act 26 of 1996)', which shall hereinafter be referred to as 'A and C Act' for the sake of brevity.

2. Mr.Sricharan Rangarajan, learned counsel appearing on behalf of counsel on record for petitioner submits that the fulcrum of the captioned Arb OP is constituted by a purchase order dated 27.06.2019 and license and service agreement of even dated (27.06.2019) (page Nos.1 and 5 of respectively typed set of papers).

3. Adverting to Clause 10 of License and Service Agreement

https://www.mhc.tn.gov.in/judis Arb.O.P (Com.Div.) 70 of 2022

(page No.7 of typed set of papers), learned counsel submits that this Clause captioned 'Arbitration' serves as an arbitration agreement between petitioner and respondent i.e., arbitration agreement within the meaning of Section 2(1)(b) read with Section 7 of A and C Act. Adverting to the aforementioned purchase order and License and Service Agreement, learned counsel submits that the purchase order and agreement pertain to licensing of ERP software, related services and other allied activities as between petitioner and respondent. Learned counsel also submits that the respondent has to provide the software and other services. It is further submitted that the aforementioned agreement ran into rough weather, disputes arose, particularly regarding payments to be made resulting in a trigger notice dated 13.09.2021 (page No.64 of typed set of papers). Adverting to typed set of papers, this Court is informed that the trigger notice was received by the respondent on 15.09.2021 but there was no response for more than 30 days necessitating the presentation of the captioned Arb OP.

4. Prima facie case for issue of notice made out.

5. Issue notice to respondent returnable in a fortnight i.e., returnable by 08.03.2022. Private notice permitted. Private notice through all electronic modes of communications (subject to proof being demonstrated) also permitted.

6. List on 08.03.2022.'

3. Adverting to the aforementioned earlier proceedings made by this

Court in the previous listing in the captioned Arb.OP, both learned counsel

https://www.mhc.tn.gov.in/judis Arb.O.P (Com.Div.) 70 of 2022

i.e., learned counsel on both sides submit that the facts and the trajectory the

matter has taken have been correctly captured in the aforementioned

proceedings. Aforementioned earlier proceedings shall be read as an integral

part and parcel of this order. The short forms and abbreviations used in the

aforementioned earlier proceedings shall continue to be used in this order

also.

4. Be that as it may, adverting to aforementioned earlier proceedings,

learned counsel for respondent very fairly submits that there is no

disputation or disagreement that Clause 10 of Licence and Service

Agreement serves as an arbitration agreement between the parties i.e.,

arbitration agreement within the meaning of Section 2(1)(b) read with

Section 7 of 'The Arbitration and Conciliation Act, 1996 (Act No.26 of

1996', which shall hereinafter be referred as 'A and C Act' for the sake of

brevity.

5. This Court reminds itself that captioned Arb.OP is under Section

11 of A and C Act and therefore the legal perimeter is broadly drawn by

sub-section (6A) of Section 11 of A and C Act. This Court also reminds

itself of Mayavati Trading principle being ratio laid down in Mayavati

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Trading Private Limited Vs. Pradyuat Deb Burman reported in (2019) 8

SCC 714 . Relevant paragraph is paragraph 10, which reads as follows:

'10. This being the position, it is clear that the law prior to the 2015 Amendment that has been laid down by this Court, which would have included going into whether accord and satisfaction has taken place, has now been legislatively overruled. This being the position, it is difficult to agree with the reasoning contained in the aforesaid judgments, as Section 11(6-A) is confined to the examination of the existence of an arbitration agreement and is to be understood in the narrow sense as has been laid down in the judgment in Duro Felguera SA.' (underlining made by this Court to supply emphasis and highlight)

6. As there is no disputation or disagreement about the existence of

arbitration agreement between the parties, this Court proceeds to appoint

Ms.Poongkhulali Balasubramaniam, Advocate, with address for service at

M-1, 'VADHULA' No.18, Brindavan Street, Mylapore, Chennai- 600 004,

Mob: 9176568368, E-mail: [email protected] as sole Arbitrator.

The learned Arbitrator is requested to enter upon reference, adjudicate the

arbitrable dispute i.e., lis that has arisen between the petitioner and

respondent qua Licence and Service Agreement dated 27.06.2019.

https://www.mhc.tn.gov.in/judis Arb.O.P (Com.Div.) 70 of 2022

7. Learned Arbitrator is requested to conduct sittings in 'Arbitration

and Conciliation Centre under the aegis of this Court' (MHCAC) in

accordance with the Madras High Court Arbitration Proceedings Rules,

2017 and Hon'ble Arbitrator's fee shall be as per Madras High Court

Arbitration Centre (MHCAC) (Administrative Cost and Arbitrator's Fees)

Rules 2017.

Captioned Arb.OP is disposed of in the aforesaid manner. There shall

be no order as to costs.