MAN INDUSTRIES (INDIA) LIMITED v. GAIL (INDIA) LIMITED

(i) Claim No.1: Wrongful withholding of Rs. 3,82,95,630/- towards

(ii) Claim No.2: Wrongful Withholding of Rs. 43,69,038/- towards

(iii) Claim No.3: Interest for the delayed payment of 10% of the total value of the Contract

(iv) Claim No.4: Interest pre-suit, pendente lite and future

(v) Claim No.5: Cost of Proceedings

4.1. On 21st July 2016, GAIL filed its statement of defence before the Arbitral Tribunal. An additional statement of defence dated 23rd September 2017 was also filed on behalf of GAIL.

4.2. Pleadings were completed in the arbitral proceedings on 8th November 2017, when rejoinder to the additional statement of defence was filed by Man Industries.

4.3. Both parties led their respective evidence before the Arbitral Tribunal.

5. Via the Impugned Award, the Sole Arbitrator dismissed all the claims of Man Industries.

6. Aggrieved by the Impugned Award, the present petition has been filed on behalf of Man Industries challenging the Impugned Award under Section 34 of the Arbitration and Conciliation Act, 1996.

SUBMISSIONS ON BEHALF OF THE PETITIONER

7. Mr. Jayant Mehta, Senior Counsel appearing on behalf of Man Industries, has made the following submissions claim-wise:

7.1. Claim No.1 - Wrongful withholding of Rs. 3,82,95,630/- towards 7.1.1. The Arbitral Tribunal has wrongly held that GAIL was prejudiced by the delay in delivery. GAIL accepted the deliveries without any objections. 7.1.2. The last delivery was made by Man Industries on 2nd June 2011, much before the scheduled final date of delivery i.e. 25th June 2011, however, the pipes were lifted from the designated dumpsites by GAIL only on 9th April

2012. Even though the contract stipulated that time would be of essence, GAIL waived this condition through its conduct. Reliance has been placed on Swaran Ramachandran v. Aravacode Chakungal Jayapalan, (2004) 8 SCC 689. 7.1.3. In a mechanical manner, GAIL withheld a sum of Rs.3,82,95,630/from the amount payable to Man Industries, towards liquidated damages termed under the contract as ‘Price Reduction Schedule’/ ‘PRS’. GAIL did not produce any evidence to show loss suffered on account of delay in supply of the pipes. In this regard, Man Industries has placed reliance on Kailash Nath Associates v. DDA, (2015) 4 SCC 136, Bharat Heavy Electricals Limited v. Kanohar, 2024 SCC Online Del 1453 and Indian Oil Corporation v. Standard Casting, 2025 SCC OnLine Del 8393.

7.2. Claim No.2 - Wrongful refusal to reimburse the increase in Central Sales Tax (CST) from 4% to 5% amounting to Rs. 43,69,038/- 7.2.1. It an admitted position that the CST increased from 4% to 5% on 11th April 2011 during the contractual period i.e. 25th January 2011 to 25th June

2011. Hence, Man Industries was not required to produce any evidence in this regard and the Arbitral Tribunal grossly erred in rejecting the claim of Man Industries for reimbursement of the differential rate of tax.

7.3. Claim No.3 - Interest for the delayed payment of 10% of the total 7.3.1. The Arbitral Tribunal failed to appreciate that Man Industries was under economic duress due to more than a year’s delay on the part of GAIL in making balance payment and in these circumstances, a ‘No Claim Certificate’ was issued in favour of GAIL. A ‘No Claim Certificate’ does not bar a party from raising a claim if there is an acceptable claim.

7.4. Claim No.4 - Interest pre-suit, pendente lite and future 7.4.1. Since the Award pertaining to first three claims is patently illegal, the finding in this claim also deserves to be set aside.

7.5. Claim No.5 - Cost of Proceedings

7.6. Man Industries has already paid cost of Rs.1,80,000/- for adjournments sought during arbitral proceedings, which has been recorded in the Impugned Award. Yet, the Arbitral Tribunal imposed a cost of Rs.10,00,000/- on the basis of these adjournments and for the expenses incurred by GAIL towards Arbitrator’s fee and secretarial expenses.

SUBMISSIONS ON BEHALF OF THE RESPONDENT

8. Mr. K.M. Natraj, ASG appearing on behalf of GAIL, has made the following submissions claim-wise:

8.1. Claim No.1 - Wrongful withholding of Rs. 3,82,95,630/- towards 8.1.1. The Arbitral Tribunal has correctly held that the amount to be deducted on account of PRS is not penalty or liquidated damages. The PRS clause cannot be disregarded as the parties are bound by the terms of the Contract. Man Industries, on its own volition, deducted the PRS amount from its Running Account Bills dated 5th April 2011, 25th April 2011, 10th May 2011 and 4th 8.1.2. In the alternative, if PRS clause was considered to be a liquidated damages clause, it gives a genuine pre-estimate of the loss which may be suffered by GAIL due to delayed deliveries of the pipes. 8.1.3. Considering that the Dabhol-Bangalore pipeline project was a project of national importance involving multiple players, any delay in monthly deliveries would have affected the timelines drawn up by GAIL for completion of different stages of the project. Taking into account the nature of the project, GAIL was not required to prove any actual loss. In this regard, GAIL has placed reliance on Fateh Chand v. Balkishan Dass, (1964) 1 SCR 515, ONGC v. Saw Pipes, (2003) 5 SCC 705, Gail v. Punj Lloyd, 2017 SCC OnLine Del 8301 and Tamilnadu Telecommunications Ltd. v. Bharat Sanchar Nigam Ltd., 2016 SCC OnLine Del 5939.

8.2. Claim No.2 - Wrongful refusal to reimburse the increase in Central Sales Tax (CST) from 4% to 5% amounting to Rs. 43,69,038/- 8.2.1. The lack of evidence adduced by Man Industries demonstrates that Man Industries is not entitled to reimbursement for the differential rate of tax. By way of the present petition, Man Industries is attempting to invite the Court to re-appreciate the evidence.

8.3. Claim No.3 - Interest for the delayed payment of 10% of the total 8.3.1. Even the own witness of Man Industries admitted in front of the Arbitral Tribunal that this claim was in the nature of an afterthought. Once Man Industries has discharged all claims against GAIL at the time of issuance of full and final settlement, it cannot revive such a claim. The plea of economic duress raised by Man Industries was not proved by way of evidence before the Arbitral Tribunal.

8.4. Claim No.4 - Interest pre-suit, pendente lite and future 8.4.1. Since all the claims have been rejected, the Arbitral Tribunal has correctly rejected the claim of interest.

8.5. Claim No.5 - Cost of Proceedings 8.5.1. The Arbitral Tribunal has correctly assessed the costs in favour of ANALYSIS AND FINDINGS

9. I have heard counsel for the parties and perused the material on record.

10. The Supreme Court has defined the scope of interference by courts in a petition challenging an Award passed by the Arbitrator under Section 34 of the Arbitration and Conciliation Act, 1996 (hereinafter ‘the Act’) in a plethora of judgments.

11. In Ssangyong Engineering and Construction Company Limited v. National Highways Authority of India (NHAI), (2019) 15 SCC 131, the Supreme Court made the following observations with regard to scope of interference under Section 34 of the Act:

12. In paragraph 40 of Ssangyong (supra) set out above, the Supreme Court has categorically stated that construction of the terms of the contract falls within the exclusive domain of the arbitrator. The court cannot interfere unless the interpretation of the arbitrator is such that no reasonable or fairminded person could have adopted. If the view taken by the Arbitral Tribunal is a plausible view, no interference is called for.

13. The Supreme Court has reiterated the same principles in Delhi Metro Rail Corporation Limited v. Delhi Airport Metro Express Private Limited, (2024) 6 SCC 357 and OPG Power Generation Private Limited v. Enexio Power Cooling Solutions India Private Limited, (2025) 2 SCC 417. The position of law with regard to scope of interference with an Arbitral Award under Section 34 of the Act has been summarized by the Supreme Court in OPG Power Generation (supra), the relevant paragraph of which is set out below: “Scope of interference with an arbitral award

74. The aforesaid judicial precedents make it clear that while exercising power under Section 34 of the 1996 Act the Court does not sit in appeal over the arbitral award. Interference with an arbitral award is only on limited grounds as set out in Section 34 of the 1996 Act. A possible view by the arbitrator on facts is to be respected as the arbitrator is the ultimate master of the quantity and quality of evidence to be relied upon. It is only when an arbitral award could be categorized as perverse, that on an error of fact an arbitral award may be set aside. Further, a mere erroneous application of the law or wrong appreciation of evidence by itself is not a ground to set aside an award as is clear from the provisions of sub-section (2-A) of Section 34 of the 1996 Act.” [emphasis supplied]

14. With this background, I shall now proceed to apply the aforesaid principles in the facts and circumstances of the present case in relation to objections raised by Man Industries. Claim No. 1 – Wrongful withholding of Rs. 3,82,95,630/- towards Price Reduction Schedule (PRS)

15. At the outset, it may be relevant to refer to Clause 25.[2] of the GCC- Goods which provides for options available with the purchaser in case of delay in delivery. For ease of reference, Clause 25.[2] of the GCC-Goods is set out below:

16. Clause 26 of the GCC-Goods provides for Price Reduction Schedule for delay of delivery, the same is set out below:

17. Price reduction on account of delay also finds a reference in Clause 17 of the Special Conditions of Contract-Goods, which is set out below: “17.

PRICE REDUCTION

SCHEDULE (PRS)

17.1. In partial modification of provisions of GCC-Goods 26.0 and pursuant to clause 4 of SCC-Goods, in case of delay in delivery of specified item wise monthly quantity of line pipes as given in delivery schedule for respective item as specified in Clause 4 of SCC-Goods, the contract price shall be reduced by 1/2 % (half percent) of the total price of the undelivered quantity of line pipes covered in monthly quantity for which delivery is delayed, per week of delay or part thereof subject to a maximum of 5%(five percent) of total Contract Price.

17.2. Item wise monthly quantity specified in delivery schedule shall be considered separately for applying PRS in case of delay as described above. However, the total amount of PRS shall be limited to 5% of the total Contract Price.”

18. Clause 6 of the Purchase Order also makes a reference to Clause 17 of SCC-Goods. For ease of reference, the same is reproduced below: “6.0 PRICE REDUCTION

SCHEDULE FOR DELAY IN DELIVERY (PRS): 6.[1] Price reduction schedule (PRS) shall be as per clause no. 17.0 of Special Conditions of Contract (Goods) SCC (Goods).”

19. In terms of Clause 26 of GCC-Goods read with Clause 17 of SCC- Goods, in case there is a delay in delivery of the monthly quantity of pipes as given in the delivery schedule, the purchaser shall be entitled to price reduction in terms of the Price Reduction Schedule, which shall be considered a genuine pre-estimate of loss/damages that may be suffered by the purchaser.

20. It is an admitted position that there was a delay in supply of the monthly quantity of pipes as provided in the delivery schedule by Man Industries. Man Industries gave certain justifications for the said delay. However, the Arbitral Tribunal held that the delay was not excusable.

21. The case set up by Man Industries before the Arbitral Tribunal was that the entire material had been delivered to GAIL on 2nd June 2011, way ahead of the due date of 25th June 2011, as per the delivery schedule.

22. The Arbitral Tribunal has rejected this contention holding that as per the delivery schedule, specific quantities had to delivered on a monthly basis. It was further held that Man Industries was only one of the players in the entire project and delay by one of the players would result in a chain reaction causing delay in schedules of the remaining players, thus causing overall delay in the competition of the project.

23. Clause 17 of SCC-Goods specifically provided that the delivery has to be made on a monthly basis. In the opinion of this Court, there is no infirmity in the finding of the Arbitral Tribunal rejecting the aforesaid contention of Man Industries. As noted above, the Arbitral Tribunal has given cogent reasons for the same.

24. As regards the contention of Man Industries that the time was not the essence of the contract, reference may be made to Clause 24.[1] of the GCC- Goods, which provides as under: “24. Time As Essence of Contract 24.[1] The time and date of delivery/completion of the GOODS/SERVICES as stipulated in the Contract shall be deemed to be the essence of the Contract.”

25. It has been reiterated in Clause 3 of the Purchase Order that time was of essence in the contract. Clause 3 of the Purchase Order is set out below: “3.0 DELIVERY PERIOD 3.[1] Delivery is the essence of this Purchase Order and the Seller shall try to improve upon the same. 3.[2] The contractual delivery schedule of bare line pipes for each item shall be as per progressive Delivery Schedule specified in Annexure – 3 enclosed herewith. This shall be governed by the conditions specified under Special Conditions of Contract for Goods (SCC-Goods) i.e. Section-IIIB of Bidding Document and Commercial Corrigendum No. 1 & 2 to the Bidding Document.”

26. A reference may also be made to the Clause 25 of the GCC-Goods, which provides for consequences in case of breach of delivery schedule and Clause 26 of the GCC-Goods which provides for Price Reduction Schedule (‘PRS’) for delayed delivery.

27. Relying on the aforesaid clauses, the Arbitral Tribunal rejected the contention of Man Industries that time was not of essence in the contract. The Arbitral Tribunal further noted that Man Industries itself has admitted that the project was “a time bound, prestigious gas project of national importance”.

28. On the aforesaid aspect, Man Industries has relied upon a judgment of the Supreme Court in Swaran Ramachandran (supra). In the facts of the said case, the Supreme Court had held that time was not an essence of the contract in the said case. The said finding was based on the provisions of the contract in the said case and the evidence led by the parties. The contract in the said case was with regard to the sale and purchase of property and therefore, would have no relevance in the present case.

29. Therefore, no fault can be found with the finding of the Arbitral Tribunal that time was of essence in the contract.

30. On the aspect of deduction in terms of PRS, the Arbitral Tribunal held that GAIL was justified in imposing PRS on account of delay. The relevant observations of the Arbitral Tribunal in this regard are set out below: “In my opinion it is not necessary to minutely examine whether the above clause is a penalty clause or not. For the present purpose, it would be necessary to only examine whether the Respondent could invoke the said Clause to effect a price reduction. Since both the parties are bound by the terms of the Contract, and since the delay in the delivery of the pipes was "unexcusable", as already held by me, the Respondent was justified in imposing PRS for the delay in accordance with the said clause. I am inclined to think that it is unnecessary in the present case to examine the question whether the Respondent is under a duty to prove that it actually suffered loss on account of the delay. The Clause 25.[2] does not profess to import any notions of liquidated damages so that it can give rise to the controversy whether it is for the Respondent to prove actual loss or not. All that the Respondent has to show is that there was a delay in supplying the pipes and the delay was unexcusable. If these two conditions are satisfied, the Respondent would be entitled to impose price reduction. In my opinion, these two conditions are present and therefore, the Respondent was clearly in the right in effecting PRS.”

31. The Arbitral Tribunal has duly interpreted the various clauses of the Contract to come to a conclusion that Clause 26 of the GCC-Goods is neither a penal clause nor does it provide for levy of liquidated damages. It is no longer res integra that interpretation of the Contract is the sole domain of the Arbitral Tribunal unless the Contract is interpreted by the Arbitrator in a completely irrational or arbitrary manner.

32. In the alternative, the Arbitral Tribunal held that, even if it is presumed that the aforesaid clause provides for liquidated damages, the clause provides for a pre-estimate of loss that GAIL may suffer on account of delay and therefore, GAIL was not bound to prove the loss. In this regard, the Arbitral Tribunal placed reliance on the judgment of the Supreme Court in Fateh Chand v. Balkishan Dass (supra), which was followed by this Court in Gail v. Punj Lloyd (supra).

33. The Arbitral Tribunal held that the parties knew at the time of making the Contract that some loss is likely to result in the delivery of pipes and therefore, provided for an estimate of that loss in the Contract itself.

34. In this regard, a reference may be made to the following observations of the Supreme Court in ONGC v. Saw Pipes (supra):

35. The judgment in ONGC v. Saw Pipes (supra) has been followed by the Supreme Court in Construction and Design Services v. Delhi Development Authority, (2015) 14 SCC 263, where the Court was dealing with the question whether the stipulated liquidated damages for breach of contract are in the nature of penalty or are a measure of compensation for loss. The relevant paragraph from the said judgment is set out below: “15. Once it is held that even in the absence of specific evidence, the respondent could be held to have suffered loss on account of breach of contract, and it is entitled to compensation to the extent of loss suffered, it is for the appellant to show that stipulated damages are by way of penalty. In a given case, when the highest limit is stipulated instead of a fixed sum, in the absence of evidence of loss, part of it can be held to be reasonable compensation and the remaining by way of penalty. The party complaining of breach can certainly be allowed reasonable compensation out of the said amount if not the entire amount. If the entire amount stipulated is genuine pre-estimate of loss, the actual loss need not be proved. Burden to prove that no loss was likely to be suffered is on the party committing breach, as already observed.”

36. In GAIL v. Punj Lloyd (supra), the appellant-GAIL had deducted liquidated damages on account of failure of the respondent-Punj Lloyd to complete the works at intermediate dates fixed under the contract for laying pipelines for the Dahej-Vijaipur Pipeline Project. The relevant clause in the contract provided for price reduction/ liquidated damages for delay in delivery.

37. Relying upon the judgments of the Supreme Court in Fateh Chand v. Balkishan Dass (supra), ONGC v. Saw Pipes (supra) and Kailash Nath Associates v. DDA (supra), the Division Bench rejected the contention of Punj Lloyd that GAIL had to prove actual damages to recover the amounts agreed under the contract. The Division Bench also rejected the submission of Punj Lloyd that intermediate delays, which did not impact the final commissioning schedule, were condonable. The observations of the Division Bench are set out below:

38. The Arbitral Tribunal has correctly placed reliance on the aforesaid judgment as the said case also involved levy of liquidated damages on account of failure of the contractor to complete the work in a timely manner in a contract with GAIL for laying pipelines.

39. In Tamilnadu Telecommunications Ltd. v. Bharat Sanchar Nigam Ltd. (supra), the Co-ordinate Bench of this court, was dealing with the case where there was a delay of supply of the contracted quantities by the supplier/appellant and the Clause in the contract provided for liquidated damages. The court observed that since the supplier/appellant did not lead any evidence to indicate that the damages are unreasonable and not a genuine pre-estimate of damages, the supplier would be bound to pay the same. The court also observed that it is difficult to prove in public utility projects, the actual loss that may be suffered on account of delay. In the said case, it had been specifically pleaded by BSNL that it had suffered loss on account of delay in the projects. The relevant paragraph nos. 18 and 19 of the said judgment is set out below:

19. In the present case, BSNL had expressly pleaded that it had suffered loss on account of delay in its projects and had also suffered loss of goodwill. As noticed above, it is difficult to reasonably estimate the damages suffered on the aforesaid account; this coupled with the fact that TTL has not led any evidence to indicate that the liquidated damages are unreasonable and, therefore, the finding of the Arbitrator that BSNL is entitled to recover liquidated damages cannot be held to be perverse or contrary to the fundamental policy of the Indian Law.”

40. Applying the ratio of the aforesaid judgments to the facts of the present case, it has specifically been pleaded by GAIL that it has suffered a loss on account of delay in suppling the pipes by Man Industries. It was also pleaded on behalf of GAIL that the formula for PRS was a genuine preestimate of the loss to be suffered on account of delay and that it was difficult to prove or assess the actual loss. Reference may be made to paragraph 4 of Statement of Defence dated 21st July 2016 with respect to the loss suffered on account of delay, which is set out below:

41. Man Industries relied upon the judgment of the Supreme Court in Kailash Nath Associates v. DDA (supra) in support of its submission that the party claiming damages on account of breach of contract must show the actual loss suffered. In Kailash Nath Associates v. DDA (supra), the Supreme Court observed that to avail the benefit of Section 74 of the Indian Contract Act, 1872, damage or loss is a sine qua non. In the said case, it was held that there was no breach of contract by the appellant-Kailash Nath. Further, the respondent-DDA had profited from re-auction of the subject land. Therefore, the basic requirement under Section 74 of the Indian Contract Act with respect to loss or damage suffered by a party, was not fulfilled. The relevant paragraph of Kailash Nath Associates v. DDA (supra) is set out below: “44. The Division Bench has gone wrong in principle. As has been pointed out above, there has been no breach of contract by the appellant. Further, we cannot accept the view of the Division Bench that the fact that DDA made a profit from re-auction is irrelevant, as that would fly in the face of the most basic principle on the award of damages-namely, that compensation can only be given for damage or loss suffered. If damage or loss is not suffered, the law does not provide for a windfall.” Hence, the ratio of the aforesaid judgment would not apply in the facts of the present case.

42. In Bharat Heavy Electricals Limited v. Kanohar (supra) relied by Man Industries, the Division Bench upheld the findings of the Arbitrator as well as the Single Judge, that there was no legal justification for levy of liquidated damages upon the respondent. However, the aforesaid finding was premised on the fact that the appellant had failed to plead and demonstrate the legal injury. In the present case as noted above, there are clear pleadings by the respondent with regard to the loss caused on account of delay.

43. Next, Man Industries has placed reliance on Indian Oil Corporation v. Standard Casting (supra), where the claim for damages was rejected by the Division Bench. However, the said conclusion was based on the fact that IOCL, the appellant in the case, had neither pleaded nor produced any material to demonstrate its entitlement to damages.

44. In view of the discussion above, I do not find any perversity in the findings of the Arbitral Tribunal in respect of Claim No.1, which would require interference under Section 34 of the Act. The view taken by the Arbitral Tribunal in the Impugned Award is clearly a plausible view. Claim No. 2 – Wrongful refusal to reimburse the increase in Central Sales Tax (CST) from 4% to 5% amounting to Rs. 43,69,038/-

45. The aforesaid claim was on account of failure of GAIL to reimburse Man Industries, upon an increase in Central Sales Tax (‘CST’) rate from 4% to 5%. The Arbitral Tribunal has held that the petitioner has not produced any evidence to show that it has paid CST @ 5%. The aforesaid finding was returned on the basis of evidence on record.

46. In this regard, reference may be made to Clause 33.[2] of the GCC- Goods, which is set out below: “33. Taxes & Duties 33.[1] … … … 33.[2] A domestic Seller shall be entirely responsible for all taxes, duties, licence fees etc. incurred until the delivery of the contracted goods to the PURCHASER. However, Sales Tax and Excise duty on finished products shall be reimbursed by PURCHASER.”

47. The Arbitral Tribunal has also observed that in terms of Clause 33.[2] of the GCC-Goods, GAIL is liable to reimburse the sales tax to Man Industries and reimbursement necessarily implies that the tax would have been paid by Man Industries. However, Man Industries did not adduce any evidence to show that the differential rate of tax of 1% was paid to the government.

48. The Arbitral Tribunal has specifically noted that Man Industries’ witness during cross examination had admitted that the claim of the CST was not made in the final bill, but was for the first time made in arbitration proceedings. Hence, GAIL was not liable to reimburse Man Industries.

49. The aforesaid finding has been arrived at by the Arbitral Tribunal, while interpreting the relevant clause of the Contract and based on the evidence produced on behalf of the parties. It is a settled position of law that in proceedings under Section 34 of the Act, the Court cannot re-appreciate the evidence that was placed before the Arbitral Tribunal.

50. Hence, no fault can be found with the aforesaid finding of the Arbitral Tribunal in respect of Claim No.2. Claim No. 3 - Interest for the delayed payment of 10% of the total value of the Contract

51. The Arbitral Tribunal has observed that Man Industries did not make this claim in the “No Claim Certificate” dated 3rd August 2012, wherein it was confirmed by Man Industries that other than a sum of Rs. 64,13,790/and the PRS amount, no further amount is due. The Arbitral Tribunal also gave a finding that the final settlement was arrived at between the parties after mutual negotiations.

52. As regards the contentions of Man Industries that the ‘No Claim Certificate’ was signed under economic duress, the Arbitral Tribunal has held that no evidence has been led by Man Industries in this regard and only an oral submission was made.

53. In view thereof, I do not find any infirmity in the finding of the Arbitral Tribunal denying the Claim No.3 made by Man Industries. Claim No. 4 – Interest pre-suit, pendente lite and future

54. Since this Court has upheld the Impugned Award in respect of Claim Nos.[1] to 3, consequently, the finding of the Arbitral Tribunal in respect of Claim No.4 is also affirmed. Claim No.5 - Cost of Proceedings

55. Taking into consideration the respondent’s share of Arbitrator’s fees, secretarial expenses, expenses for the venue, lawyers’ fees etc., the Arbitral Tribunal came to the finding that Man Industries was liable to pay costs of Rs.10,00,000/- to GAIL.

56. No cogent ground for interference has been made out on behalf of CONCLUSION

57. In light of the discussion above, I am of the view that the petitioner has failed to make out any ground for interference with the Impugned Award under Section 34 of the Act.

58. Accordingly, the petition is dismissed.

59. All pending applications stand disposed of.

AMIT BANSAL (JUDGE) MARCH 11, 2026