M/S GCD PRIME v. DCM LIMITED

15. Consequently, vide Order dated 19.03.2026 the judgement was reserved in the present matter and the undertaking of Mr. Nayar, learned senior counsel for the respondent, recorded in the Order dated 14.11.2025 (i.e., no precipitative action shall be taken pursuant to the 19:25 impugned notice dated 31.10.2025) was continued till the pronouncement of the judgement.

16. During the course of hearing, a notice dated 18.03.2026 was issued under Section 21 of the Act invoking Arbitration agreement between the parties contained under Clause No. 14 of the JDA. Accordingly, Hon‟ble Mr. Justice (Retd.) Badar Durrez Ahmed was appointed as the Sole Arbitrator to adjudicate the disputes between the parties.

17. Pursuant thereto, the petitioner filed an application bearing I.A. NO. 13220/2026 seeking conversion of this petition to an application under Section 17 of the Act, to be adjudicated by the Sole Arbitrator.

18. Since, the Court after hearing the learned Senior Counsels over a number of days, had already reserved the judgment, I.A. NO. 13220/26 was dismissed on 08.07.2026.

SUBMISSIONS ON BEHALF OF THE PETITIONER

19. At the outset, Mr. Shrivastava and Mr. Sharma, learned senior counsels for the petitioner, submit that the petitioner has performed all of its obligations arising out of the JDA and is not in breach of any of them.

20. The petitioner has complied with all the terms and conditions of the JDA and more particularly those provided under Clause Nos. 2.[1] and 4.[4] and it is duly admitted by the respondent in the notice dated 22.09.2025. Hence, there is no breach.

21. It is further submitted that there is no right of termination under Clause No. 11 of the JDA and no event has happened which can be construed as conferring such a right on the respondent. In any case, the right to terminate is not an absolute or unilateral right. 19:25

22. There is no “GCD event of default” inasmuch as the JDA only contemplated the obligation of the petitioner to obtain the license and relevant approvals but did not include within its ambit, the reinstatement when the same had been suspended by the statutory authorities.

23. The respondent is contesting the suspension order issued by the Director General, DTCP, Haryana, and is also challenging the findings of the High-Level committee. The license was suspended due to the allegations of illegal sale of land, change in use and non-disclosure, and not due to any acts attributable to the petitioner.

24. Even though from the pleadings of the respondent, it seems to be under a misconception that it was the obligation of the petitioner to get the order of the suspension revoked, the obligations in the JDA did not and cannot be construed to contain an obligation that it would be the petitioner who would be responsible for the reinstatement of a suspended license.

25. They also submit that the petitioner has a prima facie case with balance of convenience leaning in its favour and will suffer irreparable injury in absence of any interim relief.

26. The petitioner has already incurred expenditures and made investments pursuant to the JDA and the termination of the same at this juncture would result in unjust enrichment.

27. The impugned notice of termination, in effect, deprives the petitioner of its vested legal rights in the subject land. Reliance is placed on notice dated 22.09.2025 and Clause No. 1.1.16 of the JDA. 19:25

28. They also submit that the JDA is in its nature not a determinable contract as Clause No. 12 of JDA stipulates that the agreement is irrevocable except otherwise provided. Reliance is placed on paragraph No. 64 of K.S. Manjunath v. Moorasavirappa Muttanna Chennappa Batil[1], and A. Murugan and Ors. v. Rainbow Foundation Ltd. & Ors.[2]

29. Clause No. 14.[9] of the JDA contains a stipulation to the effect that when any dispute is pending between the parties, the parties will continue to perform their respective obligations. Reliance is also placed on Innovative Facility Solutions (P) Ltd. v. Affordable Infrastructure & Housing Projects (P) Ltd.[3]

30. The respondent has also failed to establish/explain that any interim measure in the present petition would lead to delay or create impediment in fulfilment of infrastructure project. Thus, the ingredients of Section 20A of the Specific Relief Act, 1963 (“SRA”) are not satisfied.

SUBMISSIONS ON BEHALF OF THE RESPONDENT

31. At the outset, Mr. Nayar, learned senior counsel on behalf of the respondent, submits that the petitioner has not established the elements of Section 9 of the Act entitling it to interim relief.

32. The scope of JDA and the Term sheet were clear and it included the obligation of the petitioner to procure and maintain all necessary approvals and licenses. Reliance is placed on Clause No. 4.4.[1] of JDA and Clause No. 2 of the Term sheet.

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33. The petitioner has undertaken due diligence qua the subject land and the obligation to develop it was undertaken strictly on “as is where is” basis when the land was found suitable for development under the DDJAY policy. The same is recorded under the Recital E of the Term Sheet and Recital F and Clause No. 9.[8] of the JDA.

34. He also submits that the contents of the conveyance deed and the fact of sale of part of land parcel of 400 acres to DCM Nouvelle Ltd. was within the petitioner‟s knowledge, and the petitioner, of its own volition decided that no separate approval under Clause No. 7 of the conveyance deed was required and proceeded to seek approval from DTCP without even raising any issue at any instance prior to seeking approval.

35. The order of suspension dated 18.04.2023, issued by DTCP is premised on the ground of non-disclosure of information, however, it is the petitioner who had applied for the said license and non-disclosure, if any, is attributable only to the petitioner. Thus, the same has resulted in failure of petitioner to fulfil its obligations under Clause No. 4.4.[1] of the JDA.

36. The petitioner‟s stand that it bears no responsibility for reinstatement of the suspended license is wrong and the same cannot be attributed to the respondent as the petitioner has contracted to develop the subject land on “as as is where is” basis. The petitioner did not file the application for conversion.

37. It is further submitted by Mr. Nayar, learned senior counsel, that the JDA is in essence a construction contract wherein the petitioner‟s rights are limited for the purpose of development of the subject land under the 19:25 DDJAY policy. The petitioner was entitled only to 45% of net sale revenue and not ownership of any part of the land. Thus, there cannot be any specific performance of the JDA.

38. The petitioner as per its obligation has not been able to get reinstatement of the suspended license.

39. Additionally, the balance of convenience in the present case leans in favour of the respondent as the possession of the subject land remains with the respondent and the right of the petitioner was limited only to the extent of developing the subject land, which had only been carried out to the extent of construction of boundary wall.

40. In any event, the appropriate remedy against the termination would be to seek damages and if the effect of impugned notice is stayed it would deprive the respondent of fructus of its land.

41. He also states that JDA is a contract in its nature determinable and the same cannot be enforced under Section 14(d) of the SRA. Reliance is placed on Clause No. 11 to state that in the event of a default, 30 days period to cure the deficiencies was to be given and on failure to cure, the amount could be forfeited and the contract could be terminated.

42. The termination clause (Clause No. 11.3) not only confers a unilateral right to declare an event as default but also makes the decision final and binding. Thus, the right to determine the contract is vested with the respondent in the present JDA.

43. It is further submitted that the nature of the relief claimed by the petitioner by way of the present petition under Section 9 of the Act is such that the petitioner is seeking specific performance of its rights under the JDA. 19:25

44. It is a settled position that directions under Section 9 of the Act can only be issued for the very specific purpose of preserving the subject matter of the dispute and not to direct specific performance. At best, damages for monetary loss can be claimed by the petitioner which forms a dispute to be adjudicated by the Arbitral Tribunal.

45. Additionally, no injunction restraining the respondent from continuing with the development of this infrastructure project can be granted as the same is barred by Section 41 (ha) of the SRA.

ANALYSIS AND FINDINGS

46. I have heard learned senior counsels for the parties at length and perused the documents available on record.

SCOPE OF SECTION 9 OF THE ACT

47. The law governing grant of interim reliefs under Section 9 of the Act is no longer res integra, and its scope has been succinctly explained by the Hon‟ble Supreme Court in the judgment of Arcelormittal Nippon Steel (India) Ltd. v. Essar Bulk Terminal Ltd.4, the relevant paragraphs of which read as under:

48. The foundational precept of Section 9 of the Act is undoubtedly the need for preservation/protection of the subject matter of the dispute between the parties, so that the Arbitral exercise between the parties is not rendered otiose.

49. The principles governing interim relief under Section 9 of the Act are similar to principles governing grant of temporary injunctions under Order XXXIX of the Civil Procedure Code, 1908, which encapsulates a three-prong test within its framework, wherein the Court is only required to satisfy itself as to existence of a good prima facie case in favour of the applicant, balance of convenience in favour of interim relief and risk of irreparable injury/loss to the applicant.

50. With the aforesaid position of law in mind, I shall now deal with the rival contentions. 19:25 PRELIMINARY ISSUE QUA PRAYER CLAUSE „A‟ AND „D‟

51. The petitioner under prayer Clause „A‟ and „D‟ of the present petition has sought directions to restrain the operation of the impugned notice dated 31.10.2025 and to maintain status quo with regard to the terms and performance of the JDA, along with consequential reliefs flowing therefrom.

52. The nature of relief sought by way of the aforesaid prayers is not in the nature of seeking interim directions, it is in substance, seeking enforcement of the contractual obligations under the JDA and effectively specific performance of the JDA. If I were to agree with the petitioner‟s contentions and grant prayer „A‟ i.e., a stay on impugned notice and restrain the respondent from acting upon it, the same would amount to continuing and enforcing the JDA, which has already been terminated by the respondent.

53. While adjudicating a matter for grant of interim directions under Section 9 of the Act, I am confined by the limitations of this jurisdiction, which does not permit me to grant a relief which is in nature of specific performance/enforcement of the contract itself unless the same is required to preserve/protect the subject matter of the Arbitration. A Coordinate Bench of this Court in the judgment of Ariat International Inc. v. Sunglass Palace India (P) Ltd.5, has already made categorical observations with regards to the object of Section 9 of the Act and the relevant paragraphs of the same read as under:

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17. Thus, the paramount object underlying the exercise of jurisdiction under Section 9 of the Act, inter alia, is the preservation and protection of the subject matter of the dispute, so as to maintain the equitable balance between the parties and to ensure that the arbitral proceedings are not rendered illusory. 19:25

54. At this stage, it is pertinent to refer to Section 14(d) and 41(e) of SRA, which read as under:

55. Qua the determinable nature of the JDA, it is the case of the petitioner that the JDA is non-determinable in its nature as it contains a termination clause which makes the JDA terminable for cause with notice and affords an opportunity to cure the same. Also, the Clause No. 12 of the JDA states the contract to be irrevocable. Clause No. 12 of the JDA reads as under: “12. TERM

12.1. Term of this Agreement shall commence on and from the date of execution of this Agreement and shall come to an end on the Closure of the Project ("Term"), Save and except as provided herein or required under Applicable Law, this Agreement shall remain irrevocable.”

56. Reliance is also placed by the petitioner on the judgment of K.S. Manjunath (supra), wherein the jurisprudence with respect to Section 19:25 14 of the SRA particularly regarding the meaning of “in their nature determinable” has been explained. The relevant paragraphs of the same read as under:

57. It is also important to see Clause No. 11 of the JDA, which reads as under: “11.

EVENTS OF DEFAULT AND CONSEQUENCES

11.1. GCD shall be considered to be in default of its obligations under this Agreement, in the event of occurrence of any of the following ("GCD Event of Default"): … 11.1.2. failure and/or delay in fulfilling any of its obligations which are material in the opinion of DCM, as set out in this Agreement including but not limited to timely delivery of units/ Saleable Area to the purchasers/ buyers, ensuring superior quality of the Project as per the Project Master Plan and in terms of this Agreement; or 11.1.3. any breach or default which are material in the opinion of DCM, of the representation or warranties provided by GCD herein; or … 11.[2] Upon occurrence of a GCD Event of Default before the Effective Date, and GCD failing to rectify and cure such GCD Event of Default within 30 (thirty) days from the occurrence of the GCD Event of Default, DCM shall be entitled to terminate this Agreement and all rights in respect of development, construction, sale and marketing of the Project the Said Land of GCD shall stand cancelled and revert back to DCM with immediate effect. Upon such termination, DCM shall refund the entire NRD and AD to 19:25 GCD received from them without interest within 180 (one hundred eighty) days from the date of termination, without any obligation to compensate GCD for any expenses borne by GCD in furtherance of the Term Sheet or this Agreement, including any cost incurred towards applications in respect of LOI, License and other Approvals for the Said Land/ Project. Upon such termination, DCM shall be entitled to deal with and/or develop the Said Land / Project in such manner as DCM may, in its sole discretion, deem fit and GCD shall not have any claim and/or demand of any nature whatsoever against DCM and/or under this Agreement. 11.[3] Upon occurrence of a GCD Event of Default after the Effective Date, and GCD failing to rectify and cure such GCD Event of Default within 30 (thirty) days from the occurrence of the GCD Event of Default, DCM shall be entitled, subject to a written notice of 15 (fifteen) days to GCD, to forfeit, without any obligation to compensate GCD for any expenses borne by GCD in furtherance of the Term Sheet or this Agreement, including any cost incurred towards procurement of LOI, License and other Approvals and/or construction/development in respect of the Said Land/ Project, all sums paid by GCD to DCM until such date, including but not limited the NRD and/or AD or any portion thereof. Upon such forfeiture, this Agreement shall stand terminated, without any demur, reservation, contest, protest or without any reference to GCD. Pursuant to such 19:25 forfeiture and termination, DCM shall be entitled to deal with and/or develop the Said Land / Project in such manner as DCM may, in its sole discretion, deem fit and GCD shall not have any claim and/ or demand of any nature whatsoever against DCM and/or under this Agreement. GCD shall, immediately upon such termination, be deemed to have vacated the Said Land and GCD shall accordingly remove all its machineries, equipment and labour from the Said Land within 15 (fifteen) days. GCD shall be bound by such termination and consequent forfeiture and shall not cause any hindrance in the development of the Project including the rights of access and easementary rights with respect to the Said Land and the Project. GCD will be responsible to compensate DCM for any cost and/or loss incurred by DCM on account of any delay by GCD to comply its obligation in case of termination of Agreement. Additionally, DCM shall have the right to claim from GCD any amount appropriated by GCD from the Project over and above the cost incurred by GCD in terms of this Agreement. Parties agree that this Clause shall survive expiry/termination of this Agreement.”

58. From a conspectus of the aforesaid, I am of the view that the scheme of JDA with respect to its termination is amply clear and squarely falls under category (iv) of the contract as explained in paragraph No. 64 of the K.S. Manjunath (Supra) i.e., a contract terminable for cause with notice and opportunity to cure. In the instant case JDA is a contract 19:25 which is terminable for cause i.e., failure and/or delay in fulfilling obligations by the petitioner, coupled with a cure period of 30 days after which in case of failure to rectify, the respondent is entitled to terminate the JDA with a 15 days‟ notice. Thus, it is essentially a nondeterminable contract.

59. Even though Clause No. 11.1.[2] confers the power to decide material breach unilaterally on the respondent, the same cannot be interpreted to confer a unilateral power to revoke the contract without any cause and without assigning any reasons. Additionally, Clause No. 11.[3] also contemplates a cure period of 30 days within which petitioner is required to cure the event of default as ascertained by the respondent. Thus, the JDA cannot be said to be a contract which is inherently revocable or unilaterally terminable without any cause, making the contract non-determinable in its nature. The findings in the judgment of NHAI v. HK Toll Road (P) Ltd.6, were in a different factual scenario and prior to the judgment of K.S. Manjunath (Supra).

60. However, relief under Section 9 of the Act cannot be automatically granted merely because the contract is found to be non-determinable in nature, it has to essentially and mandatorily satisfy the three-prong test for grant of any equitable relief under Section 9 of the Act.[7]

61. Having answered the first preliminary question in favour of the petitioner, the next question that arises for my consideration is whether any relief can be granted under Section 9 of the Act. For this purpose, I

QC One Solutions (P) Ltd. v. DMRC, 2026 SCC OnLine Del 4072. 19:25 shall now assess whether a prima facie case exists in favour of petitioner for grant of any interim relief.

PRIMA FACIE CASE

62. The petitioner has raised multiple submissions to demonstrate a good prima facie case in its favour like it has duly complied with all the condition precedents under Clause Nos. 2.[1] and 4.[4] of the JDA and has continued to perform its obligations arising out of the contract. Thus, the impugned notice itself is not only premature but also beyond the contractual terms.

63. The impugned notice of termination was issued without any event of default necessitating such notice because as per the JDA, petitioner was only obligated to obtain the necessary license and approvals but not reinstatement after it has been suspended in exercise of powers by the statutory authority on fault attributable solely to the respondent.

64. The Clause No. 4.4.[1] of the JDA, which sets out obligations of GCD qua approvals and compliance, reads as under: 4.4.1. GCD shall be solely responsible for undertaking all actions required towards liaison and co-ordination with Governmental Authorities and other third parties, if any, for procuring and keeping all Approvals for the conceptualization, execution, implementation, development and completion of the Project over the Said Land(including but not limited to registration under RERA and procuring completion/ occupation certificate in a time bound manner) valid and subsisting at its own cost and expenses, in the name of DCM and engagement of GCD as joint developer, 19:25 in terms of this Agreement. DCM shall provide to GCD such information and execute such documents as are required by Governmental Authorities in accordance with Applicable Laws for obtaining, renewing or modifying the Approvals, provided however that DCM shall not execute any general power of attorney in favour of GCD. However, DCM shall provide authority to GCD from time to time as are legally necessary in the opinion of DCM for achieving the purposes of this Agreement. GCD shall not submit any document, render any information or make any representation before Government Authorities or third parties, without having sought the written approval of DCM. It is agreed between the Parties that GCD shall commence the development of the Project overthe Said Land only upon acquiring all the Approvals from the Governmental Authority(ies) in accordance with the Applicable Laws.

65. From a conspectus of the aforesaid Clause No. 4.4.[1] of the JDA and a perusal of the Term Sheet, it is clear, to my mind, that the JDA imposes a continuing obligation on the petitioner to not only get necessary approval and licenses but also to keep them subsisting pending the completion of the project. Clause No. 4.4.[1] categorically vests the petitioner with the sole responsibility to keep the necessary approvals in place and subsisting.

66. In this view of the matter, the contention of the petitioner that it was only under an obligation to obtain the necessary approvals and licenses 19:25 but not to ensure their reinstatement, cannot be accepted, as it lacks merit and is in essence against the express contractual stipulation contained under Clause No. 4.4.[1] of the JDA.

67. The Term Sheet dated 18.05.2022 entered into between the petitioner and the respondent duly recorded the mutual intent of the parties to develop the subject land and mutual obligations of the parties were duly decided therein. The Recital E of the Term Sheet is important and reads as under:

68. The Recital F of the JDA also sets out the extent of liability limited by the use of “as is where is” basis clause, and the same reads as under: GCD has reviewed and examined the documents and information furnished by DCM and has also conducted due diligence with respect to the Said Land and has obtained independent legal advice, made enquiries and has satisfied itself in all respects, with regard to the right, title and interest of DCM in the Said Land and has also personally conducted physical inspection of the Said Land, ownership records, and measurement etc. of the Said Land and is fully 19:25 satisfied with right, title and interest of DCM over the Said Land and/or every part and portion thereof. On the basis of representations and assurances of GCD as mentioned in this Agreement, DCM has agreed to grant the Joint Development Rights in the Said Land on the Effective Date (as defined herein) for the conceptualization, execution, implementation, development and completion of a project over the Said Land, in accordance with the terms of this Agreement, strictly on “as is where is” basis on the premises that GCD will undertake its obligations as set out in this Agreement in a timely and orderly manner as per Applicable Laws and GCD has agreed to take all necessary action along with DCM to procure the Approvals (including but not limited to the License for development) for the Said Land in the name of DCM and develop the Said Land at its own cost and expenses, in the manner envisaged under this Agreement.

69. Further, Clause No. 9 of JDA which contains the “representations and warranties” as agreed between the petitioner and the respondent, also contains a sub-clause bearing No. 9.[8] which categorically states that detailed due diligence has been undertaken by the petitioner. Clause No. 9.[8] of the JDA reads as under: “9.8. GCD acknowledges and agrees that DCM has disclosed and provided all material and important information/ documents pertaining to the Said Land and in light of the transactions contemplated under this Agreement, 19:25 based on the requests made by GCD and/or, their advisors, representatives, agents, etc., from time to time, as part of the comprehensive due diligences conducted by GCD on the Said Land and other matters. GCD agrees and acknowledges that it has conducted a comprehensive and detailed due diligence on all aspects of the Said Land including its title and permissibility for development and has satisfied itself in all respects and agrees and undertakes that it shall not raise any claims against DCM with respect to information/ documents disclosed in respect of the Said Land.”

70. In view of Recital E of the Term Sheet, Recital F and Clause No. 9.[8] of the JDA, it is clear to my mind, that the petitioner has undertaken due diligence and reviewed the documents of the subject land including the nature of ownership, title of respondent and its interest in the subject land.

71. At this stage and under Section 9 of the Act, I am not inclined/required to undertake a fact-based evidentiary enquiry to adjudicate upon disputed questions between the parties which are already being adjudicated by the Sole Arbitrator. I am only required to satisfy myself as to existence of a good prima facie case, the balance of convenience and risk of irreparable loss and injury.

72. To my mind, the aforesaid clauses and recitals clearly indicate that the petitioner‟s contention regarding suppression of factual information is misconceived. Having undertaken due diligence qua the subject land, the petitioner now cannot be permitted to disclaim the knowledge of 19:25 such factual material information. The JDA was entered into between the parties for utilization of petitioner‟s technical know-how and expertise, and from the documents placed on record, it seems that the relevant information was already within the knowledge of the petitioner.

73. Additionally, a perusal of Clause No. 4.4.[1] of the JDA as reproduced above suggests that petitioner was to obtain approval and keep them valid and subsisting during the entire period of the agreement. Hence, the petitioner at this stage has failed to make out a prima facie case in its favour.

BALANCE OF CONVENIENCE AND RISK OF IRREPARABLE INJURY/ LOSS

74. The petitioner has raised a contention that the impugned notice, in effect, has divested the petitioner of its valuable rights qua the subject land vested by virtue of the JDA. The relevant Clause No. 1.1.16 of the JDA, which defines the scope of “Joint development rights” reads as under: “1.1.16. "Joint Development Rights" shall mean and refer to the joint development rights on the Said Land and shall include, subject to due fulfilment of its obligations by GCD in terms of this Agreement, the permission to: (a) enter upon the Said Land in terms of this Agreement, for the purpose of developing the Project on the Said Land and marketing the Saleable Area in the Project to be developed on the Said Land, in accordance with this Agreement. 19:25 (b) carry out, in terms of this Agreement, the conceptualization, execution, implementation, development, completion of the Project on the Said Land (as provided in this Agreement) and bear the entire Project Costs.

(c) to apply for and obtain from the Government Authority, in the manner prescribed under this Agreement, all registrations and Approvals in the name of DCM, in respect of the Project to be developed on the Said Land. … (e) to deal with, appear before and file applications, declarations, certificates and submit information as may be required under Applicable Law, with any Governmental Authority, jointly along with DCM and/or duly approved by DCM in the manner agreed to in this Agreement, in relation to the conceptualization, execution, implementation, development, completion of the Project on the Said Land. (f) to carry out and comply with all the conditions contained in the Approvals as may be obtained from time to time. (g) manage the Common Facilities / common areas developed upon the Said Land as may be required under the Applicable Laws and/or rules made there under, in accordance with the terms of this Agreement. …

(i) do all such incidental and ancillary acts as may be required to give effect to the foregoing for the 19:25 conceptualization and development of the Project on the Said Land in accordance with the terms of this Agreement.”

75. Also, Clause Nos. 3 and 5 of the JDA pertaining to the vesting of rights and revenue sharing and distribution, read as under: “3. VESTING OF JOINT DEVELOPMENT RIGHTS

3.1. DCM has rights, title and interest over the Said Land and the Said Land is in the vacant and peaceful physical possession of Company. …

5. REVENUE SHAREAND DISTRIBUTION WATERFALL

5.1. In consideration of vesting of Joint Development Rights in GCD to develop the Said Land, DCM shall be entitled to receive 55% (fifty five percent) of the Net Sales Revenue ("DCM's Entitlement"). The remaining 45% (forty five percent) of the Net Sales Revenue shall be paid to GCD in accordance with this Agreement ("GCD's Entitlement"). The distribution of the Net Sales Revenue between DCM and GCD in the ration of 55:45 shall hereinafter be referred to as the "Sharing Ratio".”

76. From a perusal of the aforesaid, I am of the view that as per JDA there is no proprietary or possessory interest created in the subject land in favor of petitioner. The said development was to be undertaken on a profit-sharing model of 45% and 55%, thus, the same cannot be said to be conferring anything more than a 45% share in the profits.

77. Hence, there is no irreparable loss or injury to the petitioner which cannot be compensated in terms of money. If the petitioner succeeds 19:25 before the Sole Arbitrator, it can always be compensated for 45% of net sale revenue or whatsoever is its entitlement under the JDA but as per the terms of the JDA, the petitioner does not get any right with respect to the subject land.

78. The reliance placed by the petitioner on paragraph No. 19 of Sushil Kumar Agarwal v. Meenakshi Sadhu[8], is misconceived as it is distinguishable on facts. Paragraph No. 19 of the aforesaid judgment itself states that there is no uniform formula by which it can be determined if a development agreement can be enforced or not, and it would always depend upon the terms of the individual agreement and the rights created thereunder. In the present case, the terms of JDA do not confer any right qua the subject land upon the petitioner.

79. It is also contended by the petitioner that the JDA contains a stipulation under its Clause No. 14.9, wherein it is stated that the parties shall continue to abide by their obligations arising out of the agreement inasmuch as they do not relate to subject matter of the dispute. Clause No. 14.[9] reads as under: “14.[9] While any dispute is pending, the disputing Parties shall continue to perform such of their obligations under this Agreement as do not relate to the subject matter of the dispute, without prejudice to the final determination of the dispute.”

80. The aforesaid contention of the petitioner raised by placing reliance on the judgment of Innovative Facility Solutions (Supra) is misconceived and unfounded as the present case is entirely distinguishable on facts

19:25 from Innovative Facility Solutions (Supra). In Innovative Facility Solutions (Supra), the relevant Clause therein clearly stated that the parties will maintain status quo with regards to the “services, consideration and other obligations”.

81. To the contrary, Clause No. 14.[9] of JDA clearly provides for continuance of performance in so far as it does not relate to the subject matter of the dispute.

82. The petitioner has also fleetingly raised several contentions regarding the balance of convenience and risk of irreparable injury, which to my mind are unfounded. The petitioner having invested substantial money and labour in a particular project cannot urge the balance of convenience in its favour, because the remedy to seek damages in such a case is always available to the petitioner.

83. In view of the aforesaid findings, it is not necessary to deal with the contentions raised by the respondent by placing reliance on Section 20A and 41(ha) of SRA as the petitioner‟s case fails to satisfy the three-fold test for grant of interim relief.

CONCLUSION

84. The petitioner has failed to establish a good prima facie case, balance of convenience in its favour, and risk of irreparable loss and injury. Accordingly, the petition is dismissed and the interim order stands vacated.

85. The observations made hereinabove are only for the purpose of decision in the present petition filed under Section 9 of the Act, and the Sole Arbitrator shall be at liberty to draw his independent conclusions after evidence is led in the matter. 19:25 JASMEET SINGH, J JULY 28th, 2026/(SS) 19:25