J U D G M E N T

HARISH VAIDYANATHAN SHANKAR, J.

1. The present Petition, filed under Section 34 of the Arbitration and Conciliation Act, 1996¹Act, seeks to set aside the Majority Arbitral Award dated 12.12.2013²Impugned Award, passed in the Arbitral proceeding undertaken by a three-member Arbitral Tribunal.

2. The said Arbitral Tribunal comprised of Er. Basab Majumdar, learned presiding Arbitrator, along with Er. K.N. Agrawal and Er. K.K. Varma, learned Arbitrators, in the Arbitral proceeding titled “M/s Gammon India Limited and Delhi Tourism and Transport Development Corporation”.

3. The Impugned Award has been rendered by a majority of the Arbitral Tribunal comprising Sh. Er. Basab Majumdar and Sh. Er. K.N. Agrawal³Learned Majority Tribunal. The third member of the Arbitral Tribunal, Sh. Er. K.K. Varma has rendered a separate dissenting opinion.

4. The controversy before the learned Arbitral Tribunal centred primarily on the interpretation of contractual clauses governing the parties, along with ancillary monetary claims, including claims for interest, which were consequential to such interpretation.

BRIEF FACTS:

5. The Delhi Tourism and Transportation Development Corporation [“DTTDC”]⁴Petitioner, an Undertaking of the Government of the National Capital Territory of Delhi, issued a Notice inviting Tender⁵NIT for the construction of bridge and its approaches, over the Yamuna River downstream of existing Bridge at Wazirabad, Delhi⁶Project.

6. M/s Gammon India Limited⁷Respondent, a civil construction company, submitted its bid, in pursuance of the said NIT, on 10.03.2008.

7. The Respondent emerged as the successful bidder and was accordingly issued an Acceptance Letter for the Tender vide Letter No. DTTDC/23(202)/Engg./WB/2008/1887 dated 27.05.2008⁸Acceptance Letter, pursuant to which Agreement dated 19.06.2008, bearing No. 03/DTTDC/Engg./WB/2008-09⁹Contract, came to be executed between the Petitioner and the Respondent.

8. The Contract comprised four volumes, including Conditions of the Contract contained therein, particularly, Section D, Chapter 2 of Volume 1 of the Tender Documents [“General Conditions of the Contract”]¹⁰GCC, which sets out the definitional framework. Definition No. 1 categorically enumerates the various documents forming part of the contract, inter alia, the documents forming part of the Tender and the Acceptance Letter.

9. It is the case of the Petitioner that the said project was structured into distinct components, and each component was further divided into three milestones, each component having a fixed stipulated date of completion, with overall completion of the project being fixed at 42 months from the date of start.

10. The said timelines are reflected in Clause 5 of the GCC, read along with Schedule ‘F’ to the GCC, which prescribes milestone based completion periods for the various components of the project. The three components of the project, as set out, are as follows:

I. Straight flyover along the outer ring road on the Western side.

a. Foundation-12 Months

b. Sub-Structure- 15 Months

c. Super Structure- 24 Months

II. Flyover at Khajuri Khas intersection on the Eastern side.

a. Foundation-15 Months

b. Sub-Structure- 18 Months

c. Super Structure- 30 Months

III. Remaining Grade Separators.

a. Foundation - 24 Months

b. Sub-Structure - 27 Months

c. Super Structure - 42 Months

IV. Main Embankment. - The complete earthwork, including subgrade, shall be completed within 24 months.

11. It is stated that the Petitioner engaged in discussions with the Respondent with regard to the milestones as provided for in the Contract and as stated hereinabove.

12. Pursuant to discussions, the Respondent vide a Letter dated 19.03.2008, assured the Petitioner that the milestones for each Super Structure as stated in Clause 5 of the GCC will be adhered to, whereas the intermediate milestones of Foundation and Sub-Structure will be modified.

13. The Contract also contains Clause 10CC, which provides for escalation on