[2025:RJ-JP:19020-DB]

HIGH COURT OF JUDICATURE FOR RAJASTHAN BENCH AT JAIPUR D.B. Civil First Appeal No. 278/2022

1. Union Of India, Through General Manager, West Central Railway, Jabalpur (M.p).

2. Divisional Railway Manager, West Central Railway, Kota Division, Kota.

----Defendants-Appellants Versus Prime Rakwool, Through Power Of Attorney Holder, Devendra Tripathi, Aged 40 Years, Office At F-124-Q, Inderprasth Area, Rod No. 5, Kota (Raj.). ----Plaintiff-Respondent For Appellant(s) : Mr. Amit Jindal For Respondent(s) : Mr. Madho P. Swami for Mr. Arpit Srivastava HON'BLE MR. JUSTICE AVNEESH JHINGAN HON'BLE MR. JUSTICE BHUWAN GOYAL

Judgment

06/05/2025 AVNEESH JHINGAN, J:-

1. This appeal is filed by Union of India and Divisional Railway Manager, West Central Railway, Kota Division aggrieved of judgment and decree dated 11.02.2022 passed by Commercial Court, Kota.

2.The relevant facts are that the appellants defendants(hereinafter referred to as "appellants) invited bids for leasing of VP space. The respondent-plaintiff(hereinafter referred to as "respondent) was the successful bidder, the offer was accepted for three years. A amount of Rs.7,52,025/- was deposited as security, which was to be refunded with interest on successful completion of the contract.

2.1. A notice dated 15.11.2016 was issued by respondent for termination of the lease contract and after 07.01.2017 the activity of running weekly trains was not carried out. The respondent aggrieved of non refund of security filed the summary suit. The suit was partly decreed by impugned judgment, hence the present appeal.

3. Counsel for the appellants submits that the Commercial Court after having held that the respondent violated the terms and conditions of the contract, erred in directing refund of partial amount of security.

4. Per contra in case of the violation of terms and conditions, the entire security could not have been forfeited, losses suffered by railway was rightly quantified by the Commercial Court and refund was ordered.

5. It would be relevant to quote clause 18.3 of the contract:-

"Right to terminate the lease Contract-

Leaseholder shall also have the right to terminate the agreement after serving 60 days notice to railway administration. However, leaseholder shall not be allowed to terminate the contract before one year in case of any contract whether it is on short term or long term. In case he does so, his security deposit and registration fee shall be forfeited and he shall be debarred from entering into any tender for one year. But he shall be allowed to operate existing tender of other trains, if any."

6. It is undisputed fact that the contract was for period 05.12.2015 to 04.12.2018. Sixty days notice under clause 18.3 was issued by the respondent on 15.11.2016 and before expiry of sixty days period on 14.01.2017, the respondent stopped the activity of running trains on 07.01.2017.

7. The dispute in the present appeal relates to issue no.3 & 5 framed by the Commercial Court;

a) the issue no.3 whether the respondent-plaintiff had violated the terms and conditions of the lease contract, was decided against the respondent. It was held that the condition in clause 18.3 was violated.

b). the issue no. 5 whether the respondent is entitled to refund of security deposit; was partially decided in favour of the respondent. The suit was decreed holding that the respondent is entitled to refund of Rs.5,11,555/-.

8. The law is well settled that the parties are bound by the terms and conditions agreed between them. The court cannot re-write the contract even if the conditions appear to be unreasonable. Reference in this regard be made to the decision of the Supreme Court in Venkataraman Krishnamurthy Vs. Lodha Crown Buildmart Pvt. Ltd. reported in 2024 INSC 132:-

"15. Once the parties committed themselves to a written contract, whereby they reduced the terms and conditions agreed upon by them to writing, the same would be binding upon them. In the event such a written contract provid