- 1 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 28TH DAY OF NOVEMBER, 2025 BEFORE THE HON'BLE MR. JUSTICE SURAJ GOVINDARAJ CIVIL MISC. PETITION NO. 394 OF 2025 BETWEEN: M/S. EAGLE EYE'S MANAGEMENT SERVICES, PROPRIETORSHIP CONCERN, REPRESENTED BY ITS PROPRIETOR SRI. CAPT SIVA SUBRAMANYAM, PRESENTLY HAVING OFFICE AT SAI SADHAN, NO. 126, 1ST MAIN ROAD, DOMLUR 2ND STAGE, BENGALURU- 560 071. …PETITIONER (BY SRI. VENKATESH PRASAD R., ADVOCATE) AND: 1. M/S AMADEUS SOFTWARE LABS INDIA PRIVATE LIMITED, HAVING OFFICE AT 6TH FLOOR, ETAMIN BLOCK, PRESTIGE TECHNOLOGY PARK II, AMANI BELLANDUR KHANE VILLAGE, OUTER RING ROAD, BENGALURU - 560 103. REPRESENTED BY ITS DIRECTORS A) MR. CHRISTOPHE RUYER B) MR. SUBRAMANIAN GANESHAN C) MR. DENIS GEORGES ROBERT LACROIX 2. MR. CHRISTOPHE RUYER, DIRECTOR, M/S AMADEUS SOFTWARE LABS INDIA PRIVATE LIMITED, HAVING OFFICE AT 6TH FLOOR, ETAMIN BLOCK, PRESTIGE TECHNOLOGY Digitally signed by SHWETHA RAGHAVENDRA Location: HIGH COURT OF KARNATAKA - 2 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 PARK II, AMANI BELLANDUR KHANE VILLAGE, OUTER RING ROAD, BENGALURU - 560 103. 3. MR. SUBRAMANIAN GANESHAN, DIRECTOR, M/S AMADEUS SOFTWARE LABS INDIA PRIVATE LIMITED, HAVING OFFICE AT 6TH FLOOR, ETAMIN BLOCK, PRESTIGE TECHNOLOGY PARK II, AMANI BELLANDUR KHANE VILLAGE, OUTER RING ROAD, BENGALURU - 560 103. 4. MR. DENIS GEORGES ROBERT LACROIX, DIRECTOR, M/S AMADEUS SOFTWARE LABS INDIA PRIVATE LIMITED, HAVING OFFICE AT 6TH FLOOR, ETAMIN BLOCK, PRESTIGE TECHNOLOGY PARK II, AMANI BELLANDUR KHANE VILLAGE, OUTER RING ROAD, BENGALURU 560 103. …RESPONDENTS (BY SRI. MANJUNATH S., ADVOCATE FOR R1 TO R4) THIS CIVIL MISC. PETITION IS FILED UNDER SEC.11(5) OF ARBITRATION AND CONCILIATION ACT., PRAYING TO EXERCISE ITS POWERS UNDER SEC. 11(6) OF THE ARBITRATION AND CONCILIATION ACT 1996 TO APPOINT SHRI KUKKAJE RAMAKRISHNA BHAT (RETIRED DISTRICT JUDGE) AS SOLE ARBITRATOR IN ACCORDANCE WITH CLAUSE 26 OF THE CONTRACT OF SERVICES AGREEMENT DATED 15.12.2015 (ANNEXURE B) TO ADJUDICATE ALL DISPUTES BETWEEN THE PARTIES., AND ETC. THIS PETITION, COMING ON FOR ADMISSION, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR. JUSTICE SURAJ GOVINDARAJ - 3 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 ORAL ORDER 1. The petitioner is before this Court seeking for the following reliefs: (a) Exercise its powers under sec. 11(6) of the Arbitration and Conciliation Act, 1996 to appoint Shri Kukkaje Ramakrishna Bhat (Retired District Judge) as sole Arbitrator in accordance with clause 26 of the Contract of Services Agreement dated 15.12.2015 (Annexure-B) to adjudicate all disputes between the parties., OR in the alternative: (b) To appoint an Arbitrator in respect of the disputes between the petitioner and the respondents arising under the Contract of Services Agreement dated 15.12.2025 (Annexure-B) entered into between the Petitioner and the Respondents referring all the disputes to the Arbitrator to adjudicate all disputes. (c) Pass such other directions or orders as this Hon'ble Court may deem it fit and necessary in the circumstances of the case and in the interest of justice and equity. 2. The petitioner and the respondents had entered into a Contract of Services Agreement on 15.12.2015 under which the petitioner was to provide security services in terms of man power to the respondents. The said agreement is governed by an arbitration clause in terms of Clause 26, which is reproduced hereunder for easy reference: 26. JURISDICTION - 4 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 The parties will seek an amicable settlement to any dispute pertaining to the services that may arise between during the Term. In the event that no amicable solution can be found, the Parties agree that any dispute relating to the creation validity, interpretation, performance, rescission, termination and suspension of this Agreement will be settled by final, binding and confidential arbitration in accordance with the Arbitration and Conciliation Act, 1996 of India. The place of the arbitration shall be Bangalore, and the language of the proceedings shall be English. The parties agree to exclude any right of application or appeal to any Court of law in connection with any question of law arising out of the arbitration award and expressly agree to be bound by the decision of the arbitration. The parties reserve the right to appeal to the executed in duplicate in Bangalore on the date last written below. 3. Contending that the respondents, after the expiry of the contract of service entered into with the petitioner, had employed another contractor who had poached the personnel of the petitioner. The petitioner had issued a notice on 09.06.2025 invoking the arbitration clause nominating its arbitrator. The said notice having been served on the respondents, the respondents replied to the same on 19.06.2025, denying the contentions and the allegations made therein and further contending that the respondents are ready to have a short meeting to discuss the matter, the matter may not be referred to arbitration. It is in that background that the petitioner has approached this Court by filing the above petition. - 5 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 4. Notice having been issued, respondents have been served and represented by counsel. 5. Learned counsel for the respondents submits that if at all, the allegation is against the new contractor who has been engaged, who is said to have poached the employees/personnel of the petitioner and without such contractor being a party, no arbitration proceedings can be resorted to. 6. His further submission is that there being various allegations of fraud made by the petitioner against the respondents, the aspect of fraud cannot be arbitrated upon and as such, an arbitrator cannot be appointed. 7. Having heard both the counsel and perused the papers, it is clear that the agreement which had been entered into between the parties is one for providing security services, which in turn is by way of providing security personnel. The said agreement includes certain clauses relating to confidentiality, non-solicitation, independence of parties, etc. More particularly, non-solicitation requires that each of the parties shall not hire from any of the other parties - 6 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 during a period of one year after the termination of the contract. 8. In that view of the matter, what would be required to be ascertained is whether any of the personnel of the petitioner who were working with the respondents during the suspension of the agreement are now working with the respondents through a third party contractors or otherwise, the said aspect would be the subject matter of an enquiry on facts, which can only be determined by an arbitrator. There being no dispute as regards the contract of services, having been entered into, which is governed by an arbitration clause as extracted above. 9. All other contentions of the learned counsel for the respondents are issues of fact which would require trial. As such, I am of the considered opinion that the same cannot be decided by this Court and would have to be left to be adjudicated by the arbitrator so appointed. In that background, I pass the following: ORDER i) The CMP is allowed. - 7 - HC-KAR NC: 2025:KHC:49769 CMP No. 394 of 2025 ii) Honble Sri. Justice Subhash B. Adi, a former judge of this Court, is appointed as a sole arbitrator to arbitrate the dispute between the parties under the aegis of the Arbitration Centre attached to this Court. iii) Registry is directed to forward a copy of this order to the Director, Arbitration and Conciliation Centre for doing the needful. iv) Since the order is passed in the presence of both the counsel, they shall appear before the Director, Arbitration and Conciliation Centre without requirement of any notice on 16.12.2025 at 2.30 p.m. v) All contentions are left open. vi) Registry is directed to return the original and/or certified copies, if produced, to the respective parties who have produced it/them by following due procedure. SD/- (SURAJ GOVINDARAJ) JUDGE GJM/List No.: 1 Sl No.: 49