A party to a private commercial contract may terminate the contract with reasonable notice, even without assigning any reason, and the other party's remedy is in damages, not specific performance.

( 1 ) THE plaintiff has filed this suit for injunction, declaration and rendition of accounts on the allegations that by an agreement dated October 10,1997 the plaintiff was appointed the sole, aurhorised sales and service representative for the Indian market of the Spring products of the defendant. The agreement was to commence from the 1st day of October, 1997 and was to continue until such time as either party gave three months notice in writing of its intention to cancel the agreement to the other. As per note to the agreement, it was stated that "at the moment, practically, only those hotels earning a lot of foreign currencies, can afford to buy Spring, let say 5 stars and 5 star deluxe. From the paper, we can forecast a possibility to work as a short term (3 years, 98-99-2000) on about 10 projects per year of this class plus obviously we can promote to all the existing hotels around India". Relying upon this note, it is the case of the plaintiff that the agreement was for a period of three years and as the defendant had by notice dated 24th November, 1998 expressed its intention to terminate the agreement by three months notice expiring on 28th February, 1999, the alleged termination was wholly illegal and the agreement could not be terminated before the expiry of the period of three years. The plaintiff, therefore, filed this suit claiming besides other relief, an injunction restraining the defendant from terminating this agreement. "

( 2 ) MS. Anand appearing for the plaintiff has not only relied upon the agreement dated 10th October, 1997but also on the letters dated 31st July, 1997 and 28th July, 1997 written by the defendant to the plaintiff that it will be happy to work on a marketing plan with the plaintiff and what the defendant needed to know from the plaintiff was as to in how many projects the parties were going to work probably in 1998-99-2000 and the number and characteristics of those projects. Again in letter dated 31st July, 1997 the defendant while giving to the plaintiff the information about the average orders of 3,4 and 5 star hotels with big ban quets also projected to the plaintiff that first year was always difficultandalotofenergywasrequestedforpositioningthebrandinthemarket;second year people really look for the product and get excited about the same and some good orders are also expected; and third year is normally the very good year for sales volume and this could work obviously only if the market was prepared for the product; there was a good agent taking care of the market and principal performs for what it promises. Further it is stated that assuming that these three factors were there, the forecast for the first year 1998, there could be a total turn over of about US $ 2,00,000 and it was only on receipt of information from the plaintiff that the defendant would be able to be realistic not only for 1998 but until the year 2000.

( 3 ) THE contention of the plaintiff, therefore, is that based on the aforesaid representation of the defendant the plaintiff was induced to spend considerable energy, time and moey and promoted the goods of the defendant company on the assurance that the plaintiff would reap regular income from commissions to be earned over a span of at least three years. According to the plaintiff, by attempting to revoke the contract, the defendant was acting contrary to its representations and was estopped from doing the same as it would be to the irreparable detriment of the plaintiff company.

( 4 ) THE question for consideration is as to whether the Court in such type of cases can grant an injunction against the party who is seeking to terminate the contract which power has been given to it under the terms of the agreement. Ms. Anand has relied upon the judgment of this Court in Old World Hospitality Pvt. Ltd. v. India Habitat Centre, 1996 IV A. D. (Delhi) 395. The Court in that case held that "the principles relating to the grant of injunction are well settled but