Delhi District Court
Bimal Kumar Jain vs Biolytics Research And Innovations ... on 3 April, 2025
IN THE COURT OF MS SAVITA RAO, DISTRICT JUDGE
COMMERCIAL COURT-01, SOUTH ,
SAKET COURTS, DELHI
CS (Comm) No. : 571/2022
DLST010086272022
In the matter of :
Bimal Kumar Jain
(Proprietor) M/s Jaldhara & Company
Mariani Road , Rajabari,
Opp. Maruti Showroom,
Jorhat- 785014, Assam
Also At:
Pink Arcade, K.C. Sen Road
Paltan Bazar, Guwahati - 781008, Assam,
E-mail : [email protected]
..... Plaintiff
Versus
Biolytics Research & Innovations Private Limited
Registered Office At :
A-7/3, Saket, Delhi - 110017
Also At :
B-45, First Floor
Shivalik, Malviya Nagar
........ Defendant
Date of Institution : 01.10.2022
Date of Arguments: 15.01.2025, 03.02.2025,
10.03.2025 & 03.04.2025
Date of Judgment : 03.04.2025
JUDGMENT
1. This is suit for recovery of Rs. 5,83,721/- (Rs. Five Lacs Eighty Three Thousand Seven Hundred and Twenty One only) CS (Comm) No. : 571/2022 1/20 filed by plaintiff against the defendant on the facts that plaintiff who is engaged into the business of distributor and wholesale trade of various laboratory chemicals and allied products, was contacted by defendant for supply of certain chemicals and allied products for some of its project. Plaintiff shared quotation of various items required by the defendant vide email dated 14.06.2021 which was duly accepted by defendant company vide email dated 15.06.2021.
2. Defendant company confirmed order against the quotation furnished by the plaintiff and asked the plaintiff to supply the ordered products with an assurance of prompt payment of the supplied goods. Accordingly, goods/products worth Rs. 5,83,721/- were supplied by plaintiff to the defendant on credit basis and invoices were raised. Said goods/products supplied by plaintiff were duly received by defendant company on 19.07.2021 to its complete satisfaction without any valid complaint and the same were also put to beneficial use by defendant company. However, payment against the said supply was not made by defendant company despite repeated requests by plaintiff.
3. Defendant belatedly, with malafide and dishonest intention of not to make payment of supplied goods/products, claimed vide email dated 24.08.2021 that supplied goods/products were received without appropriate packaging, as required, and as such, the same were defective. Legal demand notice dated 04.10.2021 issued by plaintiff upon defendant company did not yield any result.
4. Plaintiff initiated "Pre-Institution Mediation" proceedings and filed an application for Mediation before the competent CS (Comm) No. : 571/2022 2/20 authority under Rule 2 (c) of The Commercial Courts (Pre- Institution) Mediation and Settlement Rules, 2018 wherein Non- Starter Report dated 22.04.2022 was issued by the concerned authority and the plaintiff was constrained to file the instant suit.
5. In written statement filed on behalf of defendant, it was stated that plaintiff in the present matter has clubbed the various transactions between the parties to bring it under the jurisdiction of this court . It was further stated that the goods supplied by the plaintiff vide various transactions, were all rejected and the same has been admitted by plaintiff. Plaintiff has attached the email sent by one of the directors on behalf of defendant where legitimate complaint regarding the poor quality of the goods supplied through such transactions was raised. Instant suit is the consequence of the failure of the plaintiff to keep the required quality checks. Due to his own failure, he suffered business losses, which he is trying to recover from defendant company by defaming, slandering and arm twisting it, through the abuse of process of law.
6. It was further stated that if the intent of the defendant company was not to pay, then there was no point that the defendant company would have proposed to return the goods. The goods supplied were supposed to be packed in dry ice to keep the temperature to certain degree of temperature, while they were supplied without dry ice, hence they were at room temperature, which spoiled the goods and deteriorated its efficacy and quality. The same was communicated to the plaintiff and despite assurance by the plaintiff, it took no action to replace the spoiled goods. The mistake was admitted by the original manufacturer M/s Merck Group and this fact has been CS (Comm) No. : 571/2022 3/20 completely omitted by the plaintiff. It was reiterated that since the material supplied against various purchases and with several invoices, was of poor quality and was rejected, defendant company does not owe a single penny to the plaintiff.
7. Following issues were framed vide order dated 21.02.2024:
1) Whether the goods supplied by plaintiff were of bad quality and were rejected. If so, its effect? OPD
2) Whether the plaintiff has clubbed the different transactions, if so, its effect? OPD
3) Whether the plaintiff is entitled for recovery of suit amount? OPP
4) Relief
8. In plaintiff's evidence, Sh. Ravinder Kumar Jain, Proprietor M/s Jaldhara & Company examined himself as PW1.
He filed affidavit of evidence Ex. PW1/A and relied upon following documents:-
1. GST details of the plaintiff's proprietorship firm, as downloaded from official website of the GST as Ex. PW1/1
2. Details of the defendant no.1 company as downloaded from official website of Ministry of Corporate Affairs as Ex. PW1/2
3. Defendant company is also registered under GST and is operating its business affairs under GSTIN 07AAJCB2526JIZO details whereof as downloaded from the official GST website as Ex. PW1/3
4. Email dated 14.06.2021 as Ex. PW1/4
5. Email dated 15.06.2021 as Ex. PW1/5
6. Office copy of following invoices as Ex. PW1/6 (colly.)
7. Email dated 24.08.2021 as Ex. PW1/7 CS (Comm) No. : 571/2022 4/20
8. Office copy of legal notice dated 04.10.2021 as Ex. PW1/8
9. Non-Starter report as Ex. PW1/9
10. Certificate U/s 65B of Indian Evidence Act as Ex. PW1/10 (not mentioned in evidence affidavit).
9. In defence, Sh. Dhananjai Joshi, AR/Key Management Personnel of Defendant Company was examined as DW1. He filed affidavit of evidence Ex. DW1/A and relied upon following documents:-
1. Quotations sent by plaintiff and invoices as Ex.DW1/1 (colly)
2. Email communication as Ex. DW1/3.
Issue-wise findings are as under :
10. Issues no. 1 & 3 : Plaintiff' s claim for recovery is based upon the supply of chemicals and allied products, in pursuance to the issuance of purchase orders by the defendant. According to plaintiff, it duly supplied the ordered goods/products worth Rs.
5,83,721/- on credit basis and raised various invoices Ex. PW1/6 (colly) in pursuance thereof. As stated by PW1, dispatch of products made by plaintiff dated 18.07.2021 was received by defendant company on 19.07.2021 at its designated site to the complete satisfaction without any valid complaint from defendant company. Plaintiff thereafter repeatedly followed up with defendant company to clear the outstanding when plaintiff received email dated 24.08.2021 based upon claim of defendant that the supplied goods/products were received without appropriate packaging as required and were defective. Plaintiff also relied upon e-way bills to prove the outward supply and the airway bills particularly ' Air Way Bill ' at page 55, part of Ex. PW1/6 (colly) which contains mention with regard to dispatch of " Laboratory Chemical with Dry Ice, Net WT of Dry Ice - 10 Kgs" .
CS (Comm) No. : 571/2022 5/2011. In cross examination, PW1 was put specific question pertaining to correct/ambient temperature for dispatch of the goods. He stated that the material supplied were primers and admitted that every chemical will perform optimally under ambient temperature and if temperature of the chemical is not ambient/correct, then it will not perform, as it is supposed to be, as its chemical property may change. He conceded about the possibility that if the chemical is not supplied in the ambient temperature,then the final product may not perform optimally. He also admitted that if the input chemical is faulty, the product will also be faulty and the company producing the final product will suffer heavy losses as a consequence to the faulty raw material .
12. As stated by PW1, plaintiff company had supplied Denuculotide set 100 milimolar (mm), DNTP-1 KT Sigma. He stated that this product was to be shipped at 20 degree centrigade and they shipped at the temperature at which it was to be shipped. Plaintiff company had also supplied Oligo as per the quotation which was required to be supplied at room temperature. PW1 stated that they had filed on record Air Consignment Note Page no. 55 (part of Ex. PW1/6 (colly) to show that the Oligos and dNTP were supplied at the ambient temperature. He clarified that it was mentioned in 'Air Consignment Note' part of Ex. PW1/6 (colly) that the goods were supplied with dry ice . This document also mentions the invoice no. JC1004 which pertained to dNTP. Name of chemical was mentioned in E-way bill at page no. 54 part of Ex. PW1/6 (colly) but the temperature was not mentioned. DNTP was part of one shipment out of two shipments supplied. He denied that both shipments were sent at the wrong temperature. Assertion of PW1 with regard to dispatch of shipments as mentioned in invoice CS (Comm) No. : 571/2022 6/20 no. JC1004 alongwith dry ice is found correct with perusal of the Airway Bill part of Ex. PW1/6.
13. Ld. counsel for defendant submitted that plaintiff failed to show any document in the cross that mentioned the temperature at which the Chemicals were supplied. Also plaintiff admitted that the goods were not packed by him. Counsel for defendant referred to section 16 of Sale of Goods Act:
" 16. Implied conditions as to quality or fitness.-Subject to the provisions of this Act and of any other law for the time being in force, there is no implied warranty or condition as to the quality or fitness for any particular purpose of goods supplied under a contract of sale, except as follows:-
(1) Where the buyer, expressly or by implication, makes known to the seller the particular purpose for which the goods are required, so as to show that the buyer relies on the seller's skill or judgment, and the goods are of a description which it is in the course of the seller's business to supply (whether he is the manufacturer or producer or not), there is an implied condition that the goods shall be reasonably fit for such purpose:
Provided that, in the case of a contract for the sale of a specified article under its patent or other trade name, there is no implied condition as to its fitness for any particular purpose.
(2) Where goods are bought by description from a seller who deals in goods of that description (whether he is the manufacturer or producer or not), there is an implied condition that the goods shall be of merchantable quality:
Provided that, if the buyer has examined the goods, there shall be no implied condition as regards defects which such examination ought to have revealed.
(3) An implied warranty or condition as to quality or fitness for a particular purpose may be annexed by the usage of trade.
(4) An express warranty or condition does not negative a warranty or condition implied by this Act unless inconsistent therewith" .
14. Based upon the above, counsel for defendant further submitted that plaintiff was aware that if the goods supplied were not under the correct temperature, they would not perform the way they were expected to, which means that that the goods were not of the merchantable quality. Ld. counsel for defendant further referred to section 12 of Sales of Goods Act:
" 12. Condition and warranty.-
(1) A stipulation in a contract of sale with reference to goods which are the subject thereof may be a condition or a warranty.CS (Comm) No. : 571/2022 7/20
(2) A condition is a stipulation essential to the main purpose of the contract, the breach of which gives rise to a right to treat the contract as repudiated.
(3) A warranty is a stipulation collateral to the main purpose of the contract, the breach of which gives rise to a claim for damages but not to a right to reject the goods and treat the contract as repudiated.
(4) Whether a stipulation in a contract of sale is a condition or a warranty depends in each case on the construction of the contract. A stipulation may be a condition, though called a warranty in the contract".
15. Ld. counsel for defendant further submitted that the goods being chemicals and as admitted by the plaintiff, the properties of chemicals change with the change in temperature, the goods became different from what they were contracted for. As a consequence of this, according to sub-section 3, the Defendant had all the rights to reject the goods in toto and the buyer rightfully exercised its right. Reference was further made to section 43 of Sale of Goods Act:
" 43. Buyer not bound to return rejected goods:- Unless otherwise agreed, where goods are delivered to the buyer and he refuses to accept them, having the right so to do, he is not bound to return them to the seller, but it is sufficient if he intimates to the seller that he refuses to accept them".
16. Ld. counsel for defendant placed reliance upon Sorabji Hormusha Joshi and Co. Vs. V.M. Ismail and Anr. dated 18.11.1959 wherein it was observed that :
" Merchantable quality means that the goods comply with the description in the contract so that to a purchaser buying goods of that description the goods would be good tender: Summer Permain and Co., Ltd. v. Webb and Co., Ltd., (1922) 1 KB 55. Goods are of merchantable quality if they are of such a quality and in such condition that a reasonable man, acting reasonably, would, after a full examination, accept them under the circumstances of the case in performance of the offer to buy them, whether he buys for his own use or to sell again: Per Farwell, L. J., in Bristol Tramway Co. v. Fiat Motors Ltd., (1910) 2 KB 831 at p. 841.
(15) Goods cease to be merchantable because of defects rendering them unfit for the purpose for which they are usually sold or merchantability is fulfilled when the goods do not differ from the normal quality of the described goods including under the term quality the state or condition as required by the contract. The goods should be immediately saleable under the description by which they are known in the market: Grant v. Australian Knitting Mills, (1936) AC 85 at p. 100 (1922) 1 KB 55; Bajrangi Parshad Vs. Provincial Govt. C.P. CS (Comm) No. : 571/2022 8/20 and Bearar, AIR 1951 Nag 301. The seller is bound by an implied condition that the goods are free from such defects".
17. Ld. counsel for defendant further submitted that once the defendant informed the plaintiff about the rejection of goods, the defendant had no other duty towards the plaintiff, not even to return the goods. Vide email dated 24.08.2021, defendant informed the plaintiff about the improper packaging of the goods, thereafter as per the Act, there was no further responsibility of the defendant towards the plaintiff. It was further submitted that there was no delay on the part of defendant to report the wrong packaging. Ld. counsel for defendant referred to cross examination of DW1 wherein he was put suggestion that no communication was made by defendant company to the plaintiff's firm about the goods not having been duly delivered to which witness denied submitting that there was series of conversation initially on telephone later through email including the principal/manufacturer company. Ld. counsel for defendant referred to the averment in the plaint that :
" 11. That the plaintiff firm, acting through Mr. Ravinder Kumar Jain thereafter regularly followed up with defendants with requests to clear the outstanding amount towards the supplied goods...."
18. With reference to above, Ld. counsel for defendant submitted that " joint reading of the cross and the pleadings demonstrates that the plaintiff and the defendant were in regular conversation and during these conversation, the defendant had informed the plaintiff about the packaging issue and the consequent deterioration of the goods. Only after miserably failing to get any amicable solution, defendant was left with 'no option' but to document the same on email dated 24.08.2021. Plaintiff rather after receiving the email, did not even rebut the allegations of the defendant which amounted CS (Comm) No. : 571/2022 9/20 to the admission. A prudent person upon receiving such an email where the allegations of wrong packaging were there, would have at least rebutted the same via return email , if the allegations were wrong. Not only the plaintiff not rebutted the allegations but also he has not shown any bonafide conduct to make good his mistake. There was complete lull from the plaintiff and only after giving a long rope to the plaintiff, the defendant was then forced to involve the manufacturer the MERCK vide email Ex. DW1/3".
19. Defendant admittedly received the consignment on 19.07.2021. Till 24.08.2021, there was no written intimation to the plaintiff with regard to any defect or deficiency in the packaging of the goods delivered. Submission of Ld. counsel for defendant with reference to assertion of PW1 with regard to averment in the plaint that the plaintiff had been following up with defendant to clear the outstanding and then to draw the inference of regular conversation between the parties about packaging issue, is misplaced. There is categorical denial on behalf of plaintiff with regard to any conversation or discussion between the parties pertaining to packaging issue, prior to receipt of email dated 24.08.2021. Further, plaintiff had asserted about regularly following up with defendant to clear the outstanding and not with reference to any regular conversation between the parties pertaining to the packaging issue or deficiency in supply. Defendant has rather not placed on record any communication with the plaintiff with regard to communication about packaging issue till the sending of email dated 24.08.2021. It was rather obligatory upon the defendant itself to inspect/verify regarding the consignment and to intimate the seller/supplier in case of any deficiency then and there. Belated information sent on 24.08.2021 i.e. after more than month of receipt CS (Comm) No. : 571/2022 10/20 of consignment in these circumstances shall be considered 'after thought'.
20. Contrary to the contention of Ld. counsel for defendant with regard to regular conversation between the parties pertaining to packaging issue prior to 24.8.2021, even the contents of email dated 24.8.2021 do not support the contention of Ld. counsel for defendant which merely mentions that:
" We had received the DNTP in room temperature conditions without any cold pack/dry ice. Kindly make the necessary amendments or wait for us to check performance before clearing payment for the same.
Further, kindly arrange for the CoA of the Primers as urgent".
21. There is no reference in the email with regard to any prior conversation pertaining to the packaging issue. Furthermore, even vide this email, defendant was still waiting to check performance before clearing the payment for the same.
22. Ld. counsel for plaintiff submitted that the defendant's conduct of belatedly reporting to the plaintiff about the alleged faulty packaging and delivery condition without any accompanying document/photograph/videos etc. clearly establishes the fact that the intentions of the defendant had turned dishonest after having received the goods on credit.
23. No photographs/video etc. have been placed on record by the defendant to controvert the case of plaintiff. Assertion of defendant is also contrary to the mention in the Airway bill/E-way bill pertaining to the consignment, having been sent with 'Dry Ice'.
24. Defendant further put much of the emphasis on the communication made to the Principal MERCK Group regarding the allegedly faulty shipment. As submitted, MERCK Group confirmed that shipping standards were not met, thereby defendant's position was supported. Assertion of DW1 that CS (Comm) No. : 571/2022 11/20 defendant repeatedly and politely requested the plaintiff to rectify the situation to allow the defendant to meet its obligations and minimize its losses , is not made out from record. Response made by MERCK Group vide Ex. DW1/3 is reproduced hereunder :
" I have gone through your email and I am very sorry for the unpleasant experience you've faced. I am also sorry for the losses incurred to you and your client. I can see there are several things which went wrong with this particular order :
*Distributors are appointed to cater the original requirements, any delivery in Delhi should ideally be sourced directly from Merck or from a Delhi based distributor and not from Assam.
* The shipping norms were not followed. The Oligos have substantial shelf-life if handled/stored properly.
* You could directly reach to Merck technical Support for any Merck Product even if purchased through a distributor.
In this particular case, we are not in a position to intervene in any product manner. It was a transaction done between 2 entities and Merck does not have a say there, except that the products involved are of Merck Brand. I cannot force Jaldhara in any manner, we do not overrule our distributors in financial matters. It is a matter that the seller and buyer needs to resolve amongst themselves. I shall be glad to provide any documentary support if needed".
25. It may be noted that email communication to Merck by defendant is dated 22.10.2021 after more than 2 months from the receipt of consignment and that too without copy to plaintiff. Ld. counsel for defendant submitted that the "Principal Merck informed that the plaintiff was not authorized to sell the goods in Delhi Territory. Combined reading of the email response and the cross of PW1 demonstrated that he was not authorized to sell in Delhi which was plausibly done because the goods being chemical in nature have to have " Cold Chain" or very strict temperature controls. Maintaining such temperature over 2000 KM is not an easy task and it is also an expensive affair. But out of his personal greed, plaintiff took a conscious risk of delivering the goods beyond his means, capacity and territory. PW1 in his cross examination admitted that he was well aware that the goods if not sent at proper CS (Comm) No. : 571/2022 12/20 temperature will deteriorate. Still he supplied them in territory where neither he had the authority to sell nor he had the means and capacity to sell, consequently it was his risk for any deterioration of goods and in this case since he did the wrong packaging, he was solely responsible for his own loss and the loss incurred to the defendant".
26. Email sent by defendant to Merck also refers to the introduction of plaintiff company with defendant through one Dr. S. Barua and that due to covid imposition and further unforeseen circumstances, defendant moved its operations to New Delhi and requested that the order be supplied to Delhi which plaintiff consented. It was the defendant only who had shifted its operations to Delhi and had requested to plaintiff to make supplies to Delhi. While PW1 did not concede that there were strict territorial restrictions , at the same time, Principal Merck only referred to the ideal situation where distributors are appointed to cater the regional requirements with burden put upon the defendant only to source dealings in Delhi either from Merck or from Delhi based distributor.
27. As brought on record, even to the Principal Merck no substantiating document i.e. Photo/Videography or any other material had been sent for the purpose of verification when allegedly the consignment was not received in appropriate condition. There is nothing on record to show that even the manufacturer conducted any verification or inspection of the goods delivered to the defendant. Contention of Ld. counsel for plaintiff is found correct that it is lucid from the said email that the defendant had not attached any document/photograph/videos with the said email addressed exclusively to the manufacturer company while CS (Comm) No. : 571/2022 13/20 manufacturer company clearly and in unambigious terms acknowledged that it could not intervene in the financial matters between two separate entities. It was further submitted that defendant deliberately did not copy plaintiff in the email communication with the manufacturer company with ulterior motive to pressurize the plaintiff through the manufacturer company to waive its claim of outstanding due.
28. DW1 admitted that email conversation Ex. DW1/3 was only between the defendant and manufacturer company. Counsel for plaintiff submitted that defendant failed to summon any witness from the manufacturing company to prove that the manufacture company had investigated/verified the goods supplied by plaintiff. Submission of Ld. counsel for plaintiff is found acceptable that reading of the contents of the email received by the defendant from the manufacturer company did not indicate that any verification or inspection of the goods delivered to the defendant was ever conducted by the manufacturer company at the time of its delivery, thus defendant was precluded from raising any such claim at belated stage.
29. It was further submitted that alleged defective goods were never returned back by the defendant to the plaintiff. Ld. counsel for plaintiff referred to section 101, 103 and 106 of Indian Evidence Act which reads as under:.
"101. Burden of proof. Whoever desires any Court to give judgment as to any legal right or liability dependent on the existence of facts which he asserts, must prove that those facts exist. When a person is bound to prove the existence of any fact, it is said that the burden of proof lies on that person.
Illustrations:
(a) A desires a Court to give judgment that B shall be punished for a crime which A says B has committed. A must prove that B has committed the crime.CS (Comm) No. : 571/2022 14/20
(b) A desires a Court to give judgment that he is entitled to certain land in the possession of B, by reason of facts which he asserts, and which B denies, to be true. A must prove the existence of those facts".
"103. The burden of proof as to any particular fact lies on that person who wishes the Court to believe in its existence, unless it is provided by any law that the proof of that fact shall lie on any particular person."
"106. When any fact is especially within the knowledge of any person, the burden of proving that fact is upon him."
30. Based upon the same, Ld. counsel for plaintiff submitted that defendant has failed to prove any of its contentions especially qua the delivery of goods in inappropriate packaging by leading any cogent or reliable evidence, therefore, said contentions are liable to be dismissed by this court.
31. It was admitted on record that the goods/consignment had never been returned by defendant to the plaintiff. Although Ld. counsel for defendant had submitted that defendant was not bound to return the goods to the seller in case of rejection of the goods while it was sufficient if it had intimated to the seller that it refused to accept them. It was also submitted that defendant had suffered huge losses because of the deficient supply of products by the plaintiff. Ld. Counsel for plaintiff responded that admittedly no counter claim had been filed by the defendant and as such, it is necessary implication therefrom that the defendant has used the supplied goods/material for its beneficial purposes.
32. Plaintiff has proved on record, sending of the consignment alongwith 'dry ice' , substantiated with the copy of e-way bill/air way bills on record. Defendant has failed to controvert the said assertion of the plaintiff on record. Defendant has failed to prove any deficiency in the consignment or communication of the same to the plaintiff upon receipt of the consignment. Defendant has failed to establish on record any communication with the plaintiff till the sending of email dated 24.8.2021 which also did not contain any CS (Comm) No. : 571/2022 15/20 reference to any previous communication between the parties. Defendant even otherwise failed to prove that the consignment received by defendant was non merchantable by not bringing on record any substantiating documents to establish the same. Except for the sole communication vide email dated 24.8.2021 , no other substantiating material in the form of inspection note, photographs/videography or at least any communication to the plaintiff immediately upon receipt of consignment is part of record. Plaintiff had admittedly supplied the material to the defendant which was duly received by the defendant while defendant has failed to point out any deficiency in receipt of the consignment. Plaintiff thereby is held entitled to receive the claim amount against the supply of goods to the defendant. Both these issues are decided in favour of plaintiff and against the defendant.
33. Issue No. 2: Ld. counsel for defendant made following submissions:
(a) That, defendant sent an email dated 8th June 2021 (Document P4 Ex-PW-1/4) requesting the Plaintiff to offer the prices of different products. Same was responded by the Plaintiff via email dated 14th June 2021 with three quotes. There were 6 attachments, three were excel sheets and three were the PDF files.
(b) That, neither in Defendant's email did he suggest that the Defendant want all the products, nor did the Plaintiff in his reply mandated that the Defendant need to buy all the products (Ex PW-1/5).
(c) That, plaintiff then raised 5 different invoices. Neither the Plaintiff nor the Defendant had either expressed or implied intent to enter into a single contract.CS (Comm) No. : 571/2022 16/20
(d) That, plaintiff's response to defendant's request for quote also neither expressly or impliedly showed any intent of the Plaintiff to enter into a single contract and thereafter the Plaintiff raised 5 different invoices and their deliveries were sent through two separate consignments and that too from different modes on different dates. This demonstrates very clearly that the intent of both the Plaintiff and the Defendant was not to enter into a single contract thus each invoice formed a separate contract and had a separate cause of action.
(e) Ld. counsel for defendant placed reliance upon Food Corporation Of India vs Abhijit Paul on 18 November, 2022 wherein it was held that -
"18. There are certain basic principles evolved by courts of law for deciphering the true and correct meaning of expressions in a contract. In Bihar State Electricity Board, Patna and Ors. v. M/s Green Rubber Industries and Ors. 18, this Court observed that, "Every contract is to be considered with reference to its object and the whole of its terms and accordingly the whole context must be considered in endeavouring to collect the intention of the parties, even though the immediate object of enquiry is the meaning of an isolated clause."
"20. In Provash Chandra Dalui and Anr. v. Biswanath Banerjee and Anr.20, noting that the intention of the porties must be discerned from the context of the contract, this Court observed.
"10. "Ex praecedentibus et consequentibus optimo fit interpretatio. The best interpretation is made from the context. Every contract is to be construed with reference to its object and the whole of its terms. The whole context must be considered to ascertain the intention of the parties. It is an accepted principle of construction that the sense and meaning of the parties in any particular part of instrument may be collected 'ex antecedentibus et consequentibus; every part of it may be brought into action in order to collect from the whole one uniform and consistent sense, if that is possible...."
(f) That, the latin maxim basically means "The best interpretation is derived from what precedes and what follows."
CS (Comm) No. : 571/2022 17/20What preceded the supply was the RFQ of the Defendant vide email dated 8th June 2021, which comprised of 4 different requirement, subsequently his email dated 14 June 2021 which comprised of four different offers.
(g) That, the conduct of the parties that followed was that the material was supplied through five different invoices and across two different modes of transport. There is nothing on the record to suggest that all the four offers could have only been accepted by the Defendant together.
(h) That, the Plaintiff did not have any intent to enter into a single contract, hence he gave three different sheets of quotations. Thereafter the Plaintiff raised five separate invoices and made different deliveries through different modes.
(i) That, the conduct of the parties is clear for any prudent person that they had no intention to enter into a single contract, thus each invoice created a separate contract and separate cause of action. The invoices were maliciously combined by the Plaintiff to create the pecuniary jurisdiction of the Commercial Court. Among the several transactions, value of highest transaction is Rs. 217450/- which is less than the amount for which the plaintiff can approach the commercial court. Plaintiff has clubbed all the transactions to create the impression of value of claim to Rs. 583728/- for the sole purpose of creating the jurisdiction of commercial court. Hence the Suit has to be dismissed.
34. In terms of own plea of the defendant, defendant had enquired vide email requesting the plaintiff to offer prices of different products which was responded by plaintiff alongwith three quotes and six attachments. Subsequent thereto, defendant sought supply of the products. Plaintiff supplied the products and raised CS (Comm) No. : 571/2022 18/20 five different invoices for different products. Although not made out on record, even if contention of Ld. Counsel for defendant is considered that the raising of five different invoices and the deliveries vide different modes on different dates, demonstrated the intention of both the parties not to enter into a single contract, thereby each invoice formed separate contract and separate cause of action, Code of Civil Procedure permits joinder of causes of action . Order 2 Rule 3 of CPC refers to joinder of causes of action:
" (1) a plaintiff may unite in the same suit several causes of action against the same defendant, or the same defendants jointly; and any plaintiffs having causes of action in which they are jointly interested against the same defendant or the same defendants jointly may unite such causes of action in the same suit.
(2) where causes of action are united, the jurisdiction of the court as regards the suit shall depend on the amount or value of the aggregate subject matter at the date of instituting the suit".
35. In Prem Lala Nahata and Ors. Vs. Chandi Prasad Sikaria MANU/SC/7070/2007, it was noted that :
" 10. Order II deals with frame of suits. It provides that every suit shall be framed as far as practicable so as to afford ground for final decision upon the subjects in dispute and to prevent further litigation concerning them. It is also insisted that every suit shall include the whole of the claim that a plaintiff is entitled to make in respect of its subject matter. There is a further provision that the plaintiff may unite in the same suit several causes of action against the same defendant and plaintiffs having causes of action in which they are jointly interested against the same defendant, may unite such causes of action in the same suit. It provides that objection on the ground of misjoinder of causes of action should be taken at the earliest opportunity. It also enables the Court, where it appears to the Court that the joinder of causes of action may embarrass or delay the trial or otherwise cause inconvenience, to order separate trials or to make such other order as may be expedient in the interests of justice."
36. Perusal of record rather indicates the defendant, vide email communication, confirming the order against the quotation furnished by the plaintiff's firm, supply of the ordered products and raising of invoices, forming part of same set of cause of action. Even otherwise, as already noted, transactions between the parties CS (Comm) No. : 571/2022 19/20 were arising in continuity to the same series of cause of action. It would have been rather inappropriate for the plaintiff to file separate suits for the separate invoices. The jurisdiction of the commercial court thereby has been rightly invoked based upon the amount/value of the aggregate subject matters. On both these aspects, the objection taken on behalf of defendant is misplaced. Hence, stands discarded. This issue is decided in favour of plaintiff and against the defendant.
37. Relief (issue no. 4) : Instant suit is accordingly decreed with cost in favour of the plaintiff and against the defendant for an amount of Rs. 5,83,721/- (Rs. Five Lacs Eighty Three Thousand Seven Hundred and Twenty One only) alongwith interest @ 9% p.a. w.e.f. 19.07.2021 till realization.
38. Decree sheet be prepared accordingly. After completion of formalities, file be consigned to record room.
Digitally signed by savita rao savita rao Date: 2025.04.02 15:08:34 +0530 Announced in the open (SAVITA RAO) court on 03.04.2025 DISTRICT JUDGE (COMMERCIAL COURT)-01 SOUTH, SAKET COURTS, DELHI CS (Comm) No. : 571/2022 20/20