An arbitration clause designating a venue also indicates the seat of arbitration, determining court jurisdiction.

O R D E R

The arbitration request is filed under Section

11(6) of the Arbitration and Conciliation Act, 1996 (in short, ‘Act’), to appoint an arbitrator to adjudicate the disputes that have arisen between the applicant and the respondents.

2. The applicant’s case, in brief, relevant for the determination of the Arbitration Request(A.R.), is that, the applicant is a public sector undertaking. The applicant had entered into Annexure-A tripartite agreement with the respondents, to implement ERP Software at their office at Ernakulam. But, the respondents have abandoned the contract. As a dispute has arisen between the parties, the applicant had issued Annexure-B to the respondents. The respondents have sent Annexures-C and D replies to Annexure-B. Hence, the applicant is constrained to invoke Clause 12 of Annexure-A which reads thus:

“12. CONC ILIATION & ARBITRATION In the event of any controversy, difference or dispute arising out of or in the interpretation of any of the terms and conditions of this Agreement or on breach by either party, the non-breaching party shall bring the said reason to the notice of the breaching party, and shall amicably try to settle any such issues within 30 days of such notice. In the event of the Parties ‘failure to reach an amicable settlement as mentioned herein, all unresolved controversies, disputes or differences whatsoever arising between the parties regarding this Agreement shall be referred to arbitration in accordance with The Arbitration & Conciliation Act, 1996 and the venue of arbitration shall be Chennai. Parties will endeavour to agree upon sole arbitrator, failing which each Party shall appoint its own arbitrator and the arbitrators so appointed shall appoint the third arbitrator who shall act as Presiding Arbitrator. The Arbitration shall be conducted in English language. The parties agree to abide by the Award of the Arbitrator(s).”

[emphasis supplied]

3. Heard; Sri. Gopikrishnan Nambiar, the learned counsel for the applicant, Sri. Santhosh Mathew, the learned counsel appearing for the first respondent and Sri. Syamkumar, the learned counsel appearing for the second respondent.

4. Sri. Gopikrishnan Nambiar argued that the applicant was constrained to invoke Clause 12 of Annexure-A and file the A.R., as the respondents had failed to amicably settle the dispute raised by the applicant in Annexure-B. Hence, a sole arbitrator may be appointed by this Court.

5. Sri. Santhosh Mathew opposed the A.R. and contended that this Court lacks territorial jurisdiction to entertain the A.R., in the light of the law laid down by the Hon’ble Supreme Court inBhrahmani River Pellets Limited v. Kamachi Industries Limited [ (2020) 5 SCC 462 ] andBGS SGS Soma J V v. NHPC Limited [ (2020) 4 SCC 234 ]. The above submission was reiterated and supported by Sri. Syamkumar.

6. The point for consideration is whether this Court has the territorial jurisdiction to entertain the A.R.

7. Clause 12 of Annexure-A specifically states that the venue of the Arbitration shall be at Chennai.

8. In Bhrahmani River Pellets Limited v.

Kamachi Industries Limited (supra), the Hon’ble Supreme Court has in Paragraph No. 16 held as follows:

“16. Where the contract specifies the jurisdiction of the court at a particular place, only such court will have the jurisdiction to deal with the matter and parties intended to exclude all other courts. In the present case, the parties have agreed that the “venue” of arbitration shall be at Bhubaneswar. Considering the agreement of the parties having Bhubaneswar as the venue of arbitration, the intention of the parties is to exclude all other courts. As held in Swastik, non-use of words like "exclusive jurisdiction", "only", "exclusive", "alone" is not decisive and does not make any material difference.”

[emphasis supplied]

8.1 Likewise, in BGS SGS Soma J V (supra),the Hon’ble Supreme Court in Paragraph No. 82 has declared as follows:

82. On a conspectus of the aforesaid judgments, it may be concluded that