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1 - 4 of 4 (0.24 seconds)The Finance Act, 1996
Olympus Superstructures Pvt. Ltd. vs Meena Vijay Khetan & Ors. on 11 May, 1999
8. At this stage, it is necessary for us to refer to the
decision rendered in the case of Olympus Superstructures
Pvt. Ltd. vs. Meena Vijay Khetan & Ors. (1999) 5 SCC
651 wherein this Court was confronted with the issue of
there being two different arbitration clauses in two related
agreements between the same parties. This Court while
dealing with the same had harmonised both the clauses and
had on reconciliation held that the parties should get the
disputes resolved under the main agreement. In that context
it was held as hereunder:
“30. If there is a situation where there are
disputes and differences in connection with the
main agreement and also disputes in regard to
“other matters” “connected” with the subject
matter of the main agreement then in such a
situation, in our view, we are governed by the
general arbitration clause 39 of the main
agreement under which disputes under the main
agreement and disputes connected therewith can
be referred to the same arbitral tribunal. This
clause 39 no doubt does not refer to any named
arbitrators. So far as clause 5 of the Interior
Design Agreement is concerned, it refers to
disputes and differences arising from that
agreement which can be referred to named
arbitrators and the said clause 5, in our opinion,
comes into play only in a situation where there
are no disputes and differences in relation to the
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main agreement and the disputes and differences
are solely confined to the Interior Design
Agreement. That, in our view, is the true
intention of the parties and that is the only way
by which the general arbitration provision in
clause 39 of the main agreement and the
arbitration provision for a named arbitrator
contained in clause 5 of the Interior Design
Agreement can be harmonised or reconciled.
Therefore, in a case like the present where the
disputes and differences cover the main
agreement as well as the Interior Design
Agreement, (that there are disputes arising
under the main agreement and the Interior
Design Agreement is not in dispute) – it is the
general arbitration clause 39 in the main
agreement that governs because the questions
arise also in regard to disputes relating to the
overlapping items in the schedule to the main
agreement and the Interior Design Agreement, as
detailed earlier. There cannot be conflicting
awards in regard to items which overlap in the
two agreements. Such a situation was never
contemplated by the parties. The intention of the
parties when they incorporated clause 39 in the
main agreement and clause 5 in the Interior
Design Agreement was that the former clause was
to apply to situations when there were disputes
arising under both agreements and the latter was
to apply to a situation where there were no
disputes or differences arising under the main
contract but the disputes and differences were
confined only to the Interior Design Agreement. A
case containing two agreements with arbitration
clauses arose before this Court in Agarwal Engg.
Agarwal Engineering Co vs Technoimpex Hungarian Machine ... on 18 July, 1977
Co. v. Technoimpex Hungarian Machine
Industries Foreign Trade Co. There were
arbitration clauses in two contracts, one for sale
of two machines to the appellant and the other
appointing the appellant as sales representative.
On the facts of the case, it was held that both the
clauses operated separately and this conclusion
was based on the specific clause in the sale
contract that it was the “sole repository” of the
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sale transaction of the two machines. Krishna
Iyer, J. held that if that were so, then there was
no jurisdiction for travelling beyond the sale
contract. The language of the other agreement
appointing the appellant as sales representative
was prospective and related to a sales agency and
“later purchases”, other than the purchases of
these two machines. There was therefore no
overlapping. The case before us and the above
case exemplify contrary situations. In one case
the disputes are connected and in the other they
are distinct and not connected. Thus, in the
present case, clause 39 of the main agreement
applies. Points 1 and 2 are decided accordingly in
favour of the respondents.”
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