Gupta, C.J. -- 1. The challenge in the present petition is to an order dated 11.8.2017 (Annexure P-18), whereby the respondent No.1 has decided to terminate the Power Purchase Agreement executed on 10.11.2015 for the reason that petitioner has failed to complete the milestone of procuring land within the extended period of nine months after 210 days from the date of execution of the agreement.

2. The brief facts leading to the present petition are that New and Renewable Energy Department, Government of Madhya Pradesh introduced the Solar Policy for encouraging generation of power through solar power projects in Madhya Pradesh on 20.7.2012. The respondent No.1, the M.P. Power Management Company (for short “the Company”) issued a request for proposal for long term procurement of 300 MW power from Grid connected Solar Energy Sources through tariff based competitive bidding for meeting Renewable Purchase Obligation. The petitioner participated in such tender process.

3. The petitioner was issued a Letter of Intent on 23.10.2015 informing it that it is successful bidder and was allotted 51 MW capacity at quoted tariff of INR 5.457 per kilowatt. Subsequently the power purchase agreement was executed on 10.11.2015. Some of the conditions of the agreement, which are relevant for the purposes of present petition, read as under :

“2.1 SATISFACTON OF CONDITIONS SUBSEQUENT BY THE SELLER

2.1.1. The Seller agrees and undertakes to duly perform and complete all of the following activities at the Seller's own cost and risk within 210 days from the Effective Date, unless such completion is affected by any Force Majeureevent, or if any of the activities is specifically waived in writing by MPPMCL :

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e) The Seller shall produce the documentary evidence of the clear title and possession of the acquired/allotted land for Solar Project in the name of Seller;

f) The Seller shall fulfill the technical requirements according to criteria mentioned in RFP and produce the documentary evidence of the same. The Seller would also provide evidence that the requisite technical criteria have been fulfilled and required land for project development @ 2 Hectares/MW for Solar PV and 3 Hectares/MW for Solar Thermal is under clear possession of the Seller. In this regard the Seller shall be required to furnish the following documentary evidences :

* Ownership or lease hold rights (for at least 30 years) or right to use permission (for revenue land in Madhya Pradesh) in the name of the Seller and possession of 100% of the area of land required for the allotted project.

* Requisite documents from the concerned and competent revenue/registration authority for the acquisition/ ownership/ vesting of the land in the name of the Seller and in case private land clear title for ownership.

(Note : (i) Change in the location of land from one place to other location is not permitted after 210 days of signing of PPA or at financial closure, whichever is earlier. (ii) The land should be free from all encumbrances. (iii) The land should neither have been proposed for other purposes and nor should have been mortgaged).

(g) …..........”

2.5 DELAY IN ACHIEVING CONDITIONS SUBSEQUENT

2.5.1. In case of delay in achieving any of the Conditions Subsequent under clause 2.1 (a to h), as may be applicable, MPPMCL shall encash CPG (submitted by Seller @ Rs.30 Lakhs/MW) as under, subject to Force Majeure:-

(a)	Delay from 0-3 months	1% per week.
(b)	Delay from 3-6 months	2% per week for the period exceeding 3 months, apart from (a) above.
(c)	Delay from 6-9 months	3% per week for the period exceeding 6 months, apart from (a) and (b) above.
(d)	In case of delay of more than 9 months, MPPMCL shall terminate PPA and release balance amount of CPG.

2.6 COMMISSIONI