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29. On the other hand Mr. Vivek Tankha, learned Additional Solicitor General appearing for the respondent pressed for the acceptance of the approach of the Division Bench viz. that clause 17.3 must be construed as an indemnity clause and that it must be read strictly and narrowly. As far as this submission is concerned, one has to note that as per Section 124 of the Indian Contract Act, a Contract of Indemnity is one under which one party promises to save the other from loss caused to him by the conduct of the promisor or any other person. Thus in the present case, under clause 5.10.5 of the General Conditions of contract, the appellant has given the indemnity to the respondent against all losses that the respondent may suffer out of the negligence of appellant or their sub-contractor. Clause 17.3 thereof does not deal with any such losses. It makes a provision for compensation in the event of the appellant being subjected to extra cost arising on account of change of law. It cannot be compared with indemnity for loss due to conduct of the promisor or of a third party.

30. Mr. Tankha submitted that clauses in the contract have to be given a literal interpretation. He relied upon the judgments of this Court in Central Bank of India Ltd., Amritsar vs. Hartford Fire Insurance Co. Ltd. AIR 1965 SC 1288 and Polymat India (P) ltd. vs. National Insurance Co. Ltd. (2005) 9 SCC 174 in support. He contended that under the terms of the present contract respondent has taken up the income tax liability of the contractor alone, and clause 17.3 would not have the effect of passing on the burden of the income tax liability of the sub contractor as well on to the respondent. In this connection we must notice that both these judgments are concerning clauses in insurance policies. In the case of Central Bank of India (supra) the concerned clause in the insurance policy was "This Insurance may be terminated at any time at the request of the Insured." This Court held that the words "at any time" can only mean "at any time the party concerned likes". It was in this context that this Court held that the intention of the parties is to be looked for in the words used. In Polymat India (P) Ltd. (supra) the question for the consideration was whether as per the terms of the insurance policy the goods lying outside the shed were covered thereunder. The terms used in the policy were `factory-cum- godown-cum-office'. Obviously the goods lying outside the factory and godown could not be held to be covered under the policy. This Court held that the interpretation could not be given de-hors the context.

38. There is one more submission which has to be referred to. It was canvassed on behalf of the appellant in the High Court and before us also that the award rendered by the umpire was one on a question of law and on that ground also the Court was not expected to interfere with the award. Mr. Dave took us through the notice of intention to appoint the arbitrator, the request for arbitration, the summary of issues submitted by the appellant and the draft issues submitted by the respondent. He then contended that appellant's claim essentially depended on the interpretation of the clauses of contract which plea was specifically raised through these draft issues and this stood on the same footing, as a reference of an issue of law for arbitration. Amongst others, the judgment in M/s Kapoor Nilokheri Co-op Diary Farm Society Ltd. vs. Union of India and Others in (1973) 1 SCC 708 was relied upon in support of this proposition. As against that, Mr. Tankha submitted that in paragraph 23 of M/s Tarapore & Co. v. Cochin Shipyard Ltd. AIR 1984 SC 1072, the judgment in Kapoor Nilokheri has been read as one in the facts of that case. He further relied upon the judgment in Rajasthan State Mines & Minerals Ltd. vs. Eastern Engineering Enterprises & Anr JT 1999 (7) SC 379 to submit that the award of the arbitrator on a question of law is immune from a challenge in a Court only when it is rendered on a specific question of law referred to him and that the same was not the situation in the present matter. The Division Bench has accepted this submission of the respondent and held that in the present case there was no specific question of law referred to the arbitrators or the umpire. It held that what was referred for arbitration was the determination of the claim of the appellant against the respondent, and that an incidental question involving interpretation cannot be said to be a specific question of law.