The main legal point established in the judgment is the finality of the Arbitrator's decision on the interpretation of contract clauses and findings of fact, as well as the limited scope of interference by the court under Section 34 of the Arbitration and Conciliation Act, 1996.

1. The challenge in this petition under Section 34 of the Arbitration and Conciliation Act, 1996 (‘Act’) is to an Award dated 26th August 2014, requiring the Petitioner to pay to the Respondent amounts for the use and occupation of the premises, arrears of dues in respect of electricity and Common Area Maintenance (‘CAM’) charges and the interest incurred on the said amounts arising out of the work undertaken by the Respondent/Claimant in respect of the premises i.e. ‘SAVEMAX’ a retail outlet at Sector-10, Dwarka City Centre, New Delhi.

2. The Respondent is the owner of the property bearing No. 3, Sector-10, Dwarka City Centre, New Delhi. The ground floor and half of the first floor of the building on the property was earmarked for a shopping mall. According to the Respondent, the Managing Director of the Petitioner company approached it in January 2012 stating that they have requisite expertise in running a multi-brand retail outlet under the trade name 'SAVEMAX'. They requested for space in the building.

3. The parties signed a letter of intent dated 27th January 2012, a Memorandum of Understanding (MOU) dated 31st January 2012 and finally an agreement dated 30th March 2012 captioned as “Lease Deed” whereby the Respondent agreed to provide to the Petitioner 10,000 sq. ft. of area on the ground floor on profit sharing basis for running the retail outlet initially for a period of six months. In the said agreement the Petitioner assured to the Respondent a minimum pay out package of Rs.42 lakhs towards the Respondent’s share of profit for the initial period of six months, failing which the Respondent was given the right to review the profit sharing model. In addition the Petitioner agreed to pay the CAM charges at Rs.36 per sq. ft. of the covered area from the date of the operation of the outlet inclusive of direct or indirect taxes, towards housekeeping, maintenance of common area, running and maintenance of air conditioners, manpower costs etc. This was not to be taken into account while calculating the operating profit. The electricity and water charges were to be paid separately. The expenses along with the staff salaries were not to exceed Rs.8 lakh per month.

4. According to the Respondent, the retail outlet functioned for about six months from 1st April to 30th September 2012. The Petitioner is stated to have paid only Rs.5,58,592 towards the operating profit to the Respondent during the said period. According to the Respondent, the Petitioner also defaulted in paying the electricity, water and CAM charges. When after a meeting of the parties in the middle of September 2012, the Respondent realized that the arrangement would not work out any longer, it recalled the profit sharing model with effect from 1st October 2012. It gave the Petitioner an alternative offer to lease out the premises at a monthly rent of Rs.15 lakhs excluding the charges. This was not accepted by the Petitioner.

5. The Respondent issued a notice on 3rd October 2012 terminating the profit sharing arrangement. According to the Respondent, the Petitioner agreed to vacate the premises after settling the outstanding dues. The premises was then put under the joint locks of the parties in the evening of 5th October 2012. The Respondent was given the right of lien on the stock for recovery of the outstanding dues.

6. The Petitioner initially filed a suit CS No. 361 of 2012 in the Court of the learned Civil Judge. On 8th October 2012, the learned Civil Judge appointed a Local Commissioner (‘LC’) to ascertain the status as to possession. In his report dated 12th October 2012 the LC observed “During my inspection, it was represented by both the parties that the above outlet was closed and locked by both the parties on or about 5.10.2012”. The Respondent filed an application under Order 7 Rule 11 of the Code of Civil Procedure (‘CPC’) for dismissal of the suit on the ground that there was an arbitration clause. However, the learned Civil Judge dismissed t