Arbitration – Seat & Venue – Multi-jurisdictional clauses of the Agreement

The parties agreed to a clear arrangement – if there is a dispute amenable to arbitration the seat / venue shall be at New Delhi and any other dispute shall be subject to the jurisdiction of Courts at Noida, U.P., in the following facts and clauses of Agreement.

 Clauses 37(a) of the Agreement provided that the seat and venue of arbitration shall be Noida / Delhi.   There is conflict that the seat and venue of arbitration may be either Noida or Delhi.

 However, Clause 37(b) provided that subject to arbitration clause as defined in sub-clause (a) District Court of Noida (UP) and the High Court of Allahabad shall have jurisdiction of all or any of disputes.

 Moreover, Clause 91.2 of the GCC provided that the Courts of New Delhi alone shall have exclusive jurisdiction in respect of any matter, claim or dispute arising out of or in relation to this contract.

 Clause 92.1 provided that the venue of arbitration shall be Noida.

 In that context, it was HELD that when an arbitration clause provides for multiple jurisdictional seats, the jurisdiction of the Courts at any of the defined seats can be invoked. 

 Clause 92.10 must be read in the context of Clause 91.2 which provides that the Courts at New Delhi shall have exclusive jurisdiction over any matter, claim or dispute.  Clause 37(b) must be construed as subject to Clause 37(a) in order to uphold express hierarchy and intent in the Agreement.

  Judgment dated 14.5.2025 of the High Court of Delhi in ARB.P. 90/2025 of M/s. KLA Const Technologies Pvt Ltd  Vs.  M/s. Gulshan Homz Private Limited