- 1 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 27TH DAY OF JUNE, 2025 BEFORE THE HON'BLE MR JUSTICE ASHOK S.KINAGI CIVIL MISC. PETITION NO. 529 OF 2024 BETWEEN: CREDOPAY TECHNOLOGY SERVICES PRIVATE LIMITED (PREVIOUSLY KNOWN AS TRANSTRAC TECHNOLOGIES PVT. LTD.) REGISTERED OFFICE AT OSIAN CHLOROPHYII-SPRRG DOOR No. 2022, BLOCK NO.2, 2ND FLOOR DEVI PARASAKKTHI NAGAR PORUR CHENNAI – 60016 REP. BY MR DORESWAMY …PETITIONER (BY SMT/MISS VARSHA HITTINHALLI, ADVOCATE) AND: EZSWYPE BUSINESS SOLUTIONS PRIVATE LIMITED 2ND FLOOR, SH J P TOWER NEW RAILWAY ROAD, GURGAON DELHI NCR 122 001. REP. BY ITS CO FOUNDER AND DIRECTOR PULKIT GUPTA …RESPONDENT (RESPONDENT SERVED) THIS CIVIL MISC. PETITION IS FILED UNDER SEC.11(5) OF ARBITRATION AND CONCILIATION ACT., PRAYING TO APPOINT A SOLE ARBITRATOR TO ADJUDICATE UPON THE DISPUTE BETWEEN THE PETITIONER AND THE RESPONDENT Digitally signed by SUNITHA K S Location: HIGH COURT OF KARNATAKA - 2 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 ARISING OUT OF THE PROFESSIONAL SERVICE AGREEMENT DATED 18.04.2018 IN ACCORDANCE WITH THE ARBITRATION AGREEMENT CONTAINED THEREIN (ANNEXURE A) AS PER CLAUSE 18.3 OF THE SAID AGREEMENT. THIS PETITION, COMING ON FOR ADMISSION, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR JUSTICE ASHOK S.KINAGI ORAL ORDER This Civil Miscellaneous Petition is filed under Section 11(6) of the Arbitration and Conciliation Act, 1996 for the appointment of an arbitrator to resolve the dispute between the parties to the petition in terms of clause 18.3 of the Professional Services Agreement dated 18.04.2018, vide Annexure-A. 2. Brief facts, leading rise to the filing of this petition are as follows: The petitioner and respondent entered into a Professional Services Agreement on 01.02.2017. Both parties entered into a Tri-parte agreement with City Union Bank Limited on 17.08.2017, and an Addendum dated 18.04.2018 to the agreement dated 1.02.2017 was - 3 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 executed. Thereafter, the petitioner and respondent entered into a Professional Services Agreement on 18.04.2018. The respondent completely stopped making payments alleging non availability of funds. The petitioner got issued a demand notice on 28.01.2024 calling upon the respondent to pay the amount by email. The petitioner also issued a legal notice dated 26.03.2024 to the respondent demanding to make the payments. The respondent did not reply to the notice and pay the amount. The petitioner issued a demand notice vide Annexure-C, wherein it is stated that to treat the said notice as an invitation to mediate and resolve the dead- lock, that has arisen. The respondent did not reply to the said notice. Thereafter, the petitioner invoked a arbitration clause by issuing an arbitration notice dated 23.08.2024 vide Annexure-D. The respondent replied to the arbitration notice on 16.09.2024 vide Annexure-E, but did not agree to the arbitration. Hence, this petition. - 4 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 3. Notice was issued to the respondent. Despite service of the notice, the respondent remained unrepresented. 4. Heard the arguments of Smt/Miss. Varsha Hittinhalli, the learned counsel for the petitioner. 5. Learned counsel for the petitioner submits that the petitioner and respondent entered into a Professional Services Agreement on 18.04.2018. The petitioner issued a demand notices to recover the said amount. Despite service of notice, the respondent did not pay the amount. She submits that there is an arbitration clause in the Professional Services Agreement vide Annexure-‘A’, and the petitioner attempted to resolve the dispute through mediation before invoking the arbitration clause. Hence, the petitioner got issued an arbitration notice dated 23.08.2024, but the respondent did not give consent for the appointment of an arbitrator. Hence, she submits that the petition may be allowed. - 5 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 6. Perused the records, and considered the submissions of the learned counsel for the plaintiff. 7. The point, that arises for consideration, is as follows: “Whether the petitioner has made out a ground to refer the dispute to the arbitrator in terms of clause No.18.3 of the Professional Services Agreement dated 18.04.2018, vide Annexure-A as per the provisions of Arbitration and Conciliation Act, 1996 and the Rules?” 8. There is no dispute regarding the execution of the Professional Services Agreement on 18.04.2018 between the petitioner and the respondent. The dispute has arisen between the petitioner and respondent regarding the payment. The petitioner issued a demand notice calling upon the respondent to pay the amount. In the notice dated 26.03.2024, the petitioner has made it very clear to treat the said legal notice as an invitation to mediate and resolve the dispute that has arisen. The respondent did not come forward to resolve the dispute - 6 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 through mediation. The petitioner has complied clause 18.1 of the Professional Services Agreement. The parties have failed to settle the dispute amicably. Thereafter, the petitioner, by invoking an arbitration clause i.e., 18, issued a notice under Section 21 of the Act of 1996 on 23.08.2024, seeking consent for the appointment of an arbitrator. The respondent replied to the arbitration notice, but did not consent to the arbitration. 9. The Professional Services Agreement dated 18.04.2018 vide Annexure-A has an arbitration clause at clause 18, which reads as follows: 18. Governing Law & Dispute Resolution: 18.1. The Parties shall, mutually and in good faith, attempt to resolve any dispute, controversy or claim ("Dispute") between them within 30 (thirty) days after the initiation of such informal proceedings. 18.2. If, the Parties fail to amicably resolve the Dispute within the 30 (thirty) days period referred above, then, either Party may refer such dispute or difference to arbitration. - 7 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 18.3. The arbitration shall be conducted in accordance with the Arbitration and Conciliation Act, 1996 ("Arbitration Act") and the rules made thereunder, under the aegis of a single arbitrator appointed jointly by the Parties. In case the Parties fail to appoint an arbitrator within 30 (thirty) days from the submission of dispute for settlement through arbitration, the arbitrator shall be appointed in accordance with the provisions of the Arbitration Act. 18.4. The venue of arbitration shall be Bangalore and the arbitration shall be conducted in the English language. 18.5. The decision of the arbitrator shall be final, binding and non-appealable except in case of manifest error. In those instances where the dispute or difference referred to arbitration relates to or involves any matter or thing in respect of which the decision, opinion or determination is final and binding on the Parties in terms of the Agreement, such decision, opinion and/or determination, shall be final, binding, and not subject to further appeal. 18.6. This Agreement shall be construed in accordance with the laws of India and subject to the - 8 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 provisions of Clause 18.2, 18.3, 18.4 and 18.5 above, the courts at Bangalore shall have the exclusive jurisdiction in respect of any matter or dispute connected with this Agreement. 10. Admittedly, there is an arbitration clause in the agreement dated 18.04.2018, and the dispute has to be resolved through an arbitrator. The petitioner has made out a ground to refer the dispute to the arbitrator. In view of the above discussion, I answer the point for consideration in the affirmative. 11. Accordingly, I proceed to pass the following: ORDER i. The Civil Miscellaneous Petition is allowed. ii. Hon’ble Sri. Justice. K.N.Keshavanarayana, Former Judge, High Court of Karnataka, is nominated as an arbitrator to resolve the dispute between the parties to the petition in terms of clause 18.3 of the Professional Services Agreement at Annexure-A and as per - 9 - HC-KAR NC: 2025:KHC:22798 CMP No. 529 of 2024 the provisions of the Arbitration and Conciliation Act, 1996, and the Rules. iii. All the contentions of the parties are kept open. iv. The office is directed to communicate a copy of this order to the learned arbitrator, and the Arbitration and Conciliation Centre, Bengaluru. In view of the disposal of the petition, pending applications, if any, stand disposed of. Sd/- (ASHOK S.KINAGI) JUDGE SKS