S. B. SINHA, J.

( 1 ) LEAVE granted.

( 2 ) APPELLANT was a partner of a firm known as m/s Saraswati Exports. He is also Director of a Company known as 'saraswati Exim Pvt. Ltd. ' (for short, "the company" ).

( 3 ) M/s S. N. Kapur Exports is a firm registered under the Indian Partnership Act, 1932 (for short, "firm" ). The Complainant Vikram kapoor (Respondent No. 2 herein) is a partner thereof. The firm was engaged in manufacturing, selling and export of carpets, mats, etc. It'developed various types of hand knotted new designs of carpets and acquired special skill therein.

( 4 ) INDISPUTABLY, the two firms entered into a contract on or about 1. 4. 2001 in terms whereof, inter alia, the firm agreed to help and assist the appellant with regard to production, i. e. , designing, colouring, dyeing, finishing, etc. The firm also agreed to provide knowledge and know-how for the carpet production by the appellant for making their products readily saleable and more-marketable. The firm for the said purpose was to receive 10% commission on the invoice value of each and every invoice and total sales made directly or indirectly by the firm. Some of the clauses of the said agreement are as und