SURESH KAIT, J.

1. Vide the present petition filed under Section 482 of the Cr PC, petitioner seeks direction thereby setting aside the summoning order dated 16.05.2005 passed by learned Metropolitan Magistrate issued against him and also for quashing of the proceedings arising out of the FIR No.451/2003 registered at police station Malviya Nagar, Delhi for the offences punishable under Sections 120B/406/420/467/471 of the IPC.

2. The factual matrix leading to registration of above FIR against petitioner is that one Vijay Garg claimed to be the partner of M/s Puja & Company (hereinafter referred as respondent No.2) approached the petitioner and other directors of company of petitioner under the name and style of M/s Tri-X Security Pvt. Ltd, registered under the provisions of Indian Companies Act, 1956 (hereinafter referred as ‘company of petitioner’) and represented to them that M/s Puja & Company has a very sound financial condition and able to market the goods exclusively. On 16.08.2002, a Regional Sub-Distributorship Agreement (hereinafter referred as the ‘said agreement’) was executed between the company of petitioner and company of respondent No.2 thereby appointing the latter as sole distributor of the product ‘Autowatch’ a security device of which, the company of petitioner was the sole exclusive authorised seller to sell the product in India, Nepal, Srilanka and Bangladesh. The said agreement was signed by petitioner on behalf of company of petitioner and Vijay Garg, partner on behalf of company of respondent No.2. The said product was manufactured by PFK Electronics Pvt. Ltd, a South-African concern. In terms of clause No.2.1 the said agreement, company of respondent No.2 was under an obligation to purchase the said product worth Rs.10.00 Crore per annum. The clause No.5 relates to the terms and conditions of the purchase. As per clause No.6.1 of the said agreement it was agreed between the parties that ‘price payable by the purchaser to the company of petitioner in respect of the product will be in accordance with the agreement and shall be agreed in writing between Tri-X Company and the purchaser at the time of placing of the relevant order’. Annexure A to the agreement contains the standard conditions of the agreement vide clause No.4, the purchaser and its authorised signatory i.e. Vijay Garg agreed that they had ready and understood each term of the agreement and accepted as binding.

3. The above referred clauses of the said agreement reads as under:-

“2.1 The PURCHASER undertakes to purchase from TRI-X and pay for the following minimum quantities (by value) of PRODUCTS during the following periods:-

All above figures are in Rupees Lakhs.

5.3 The PURCHASER shall comply with TRI-X’s payment which are 100 % advance with order or strictly through Firm, irrevocable, Transferable, Divisible, confirmed Letter of Credit drawn in favour of TRI-X and negotiable and payable at sight in full on presentation of despatch documents from TRI-X’s supplies with part shipment being permitted. All LC and other charges to be to Purchaser’s account.

7. Any delivery note (carbon copy or original) signed by the purchaser held by Tri-X shall be conclusive proof that delivery was made to the purchaser.”

4. Learned counsel appearing on behalf of petitioner submitted that it was specifically agreed between the parties that delivery note signed by the purchaser would be a conclusive proof that delivery was indeed made to the purchaser. Under clause 12 of the standard clause of agreement, the parties had agreed that