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39. The Tribunal further held that NTPC's letter dated 31 st January, 2011 asserting that the Contract "stands frustrated" was intended as a contractual notice, which had the effect of terminating the Contract.

40. It held that the termination of the Contract effected by the said notice was required to be construed as a "termination for convenience"

as contemplated under Clause 42.1 of GCC, which entitled NTPC to terminate the contract for any reason.

41. The Tribunal also accepted the claims made by the Claimants in respect of claims for compensation and awarded total sum of USD 10,688,455.95; EUR 3,341,171.32; and ₹153,495,177.90. The compensation awarded to Claimants under various heads as summarized by the Tribunal, is set out below:-

66. At this stage, it is also relevant to note that occurrence of force majeure event did not excuse NTPC from discharging its obligation to make payments. This is expressly provided under sub-clause 37.7 of GCC.

67. In terms of Clause 42.1.1 of GCC, NTPC could terminate the Contract for any reason by issuing a notice to the said effect. In view of the aforesaid contractual provisions and noting that NTPC had not taken the recourse to Clause 37 of GCC, the Tribunal held that NTPC's letter dated 31st January, 2011 ought to be construed as a letter terminating the contract under Clause 42 of GCC. It is apparent from a plain reading of the impugned award that the Tribunal was persuaded to take the aforesaid view since it was NTPC's case that it had not terminated the Contract under Clause 37 and/or 38 of the GCC, which it undoubtedly could have in case of a force majeure event rendering it impossible to perform the Contract.

693. The Tribunal has already determined above that Respondent's letter of 31 January 2011 indicated its refusal to perform the Contracts (see ¶ 687 above). It was clearly intended as a contractual notice which would have the effect of terminating the Contracts. The letter enumerates the three Contracts and references the directions from the Ministry of Power to discontinue the Project.

694. This is confirmed when the letter of 31 January 2011 is read together with Respondent's, letter of 5 January 2011. The letter of 5 January 2011 states that Respondent has to start winding up of the project. It asks Claimants for details of its expenditure and winding up expenses, and states that "[the contractual communication will be made to you after due approval by NTPC Management". The letter of 31 January 2011 is clearly that contractual communication.

695. While the letter of 31 January 2011 does not mention GCC Clause 42.1 explicitly, the Tribunal considers that the letter still falls squarely within the terms of GCC Clause 42.1.1. By this clause, Respondent can terminate the Contracts "for any reason" by giving a notice of termination. Respondent had received instructions from the Ministry of Power on 24 December 2010, which were based upon the NGRBA decision of 1 November 2010, to take the necessary action to discontinue the Project. As Respondent well understood, a "contractual communication" (as referred to in its letter of 5 January 2011) was necessary in order for the decision by the Government of India to have contractual effect.