Bengaluru: A routine corporate training deal turned into a legal battle for Wipro. The saga began when the IT major signed a master service agreement (MSA) with Argon Solutions on Jan 15, 2013, under which the latter had to provide training services for Wipro employees.Under the agreement, Argon was legally obliged to prevent “unauthorised persons” from entering Wipro’s premises for training, maintain professional ethics, and provide effective services.However, Wipro alleged that Argon failed to meet these obligations when it sent one Abhishek as a trainer in place of the appointed person, Manish Jha, to the IT company’s Pune campus in 2013.The act was deemed impersonation, fraud, and a clear breach of contract. Following this, Wipro terminated the contract with Argon on Oct 31 of that year and communicated the matter via email on Nov 7.Argon approached the Karnataka arbitration centre, whose award, passed on Sept 15, 2016, invalidated the termination.Wipro filed an appeal, arguing that the award was illegal, arbitrary, and beyond the arbitrator’s jurisdiction. The company contended that the arbitrator wrongly held that the termination was invalid because it required a 30-day notice. Wipro stated that this clause was irrelevant in the case of impersonation and fraud, which constituted a fundamental and “incurable” breach.Wipro argued that the arbitrator applied criminal standards of proof instead of civil procedure principles, and disregarded critical evidence such as security registers, admission and confession letters of Abhishek, police complaints, and the testimony of Wipro security staff.The company alleged bias, noting that the arbitrator seemed sympathetic towards Argon as a smaller organisation, while ignoring the severity of impersonation and fraud against a large company like Wipro.In its defence, Argon argued that Wipro’s application was barred by limitation as the appeal was filed on Feb 1, 2017. It said the 3-month statutory period to file an appeal expired on Dec 14, 2016, with the additional 30-day extension ending on Jan 13, 2017. The 67th additional city civil and sessions court observed on Jan 6 that the contract required notice and a cure period, upheld the arbitrator’s reasoning, and ordered Wipro to pay compensation along with additional damages.It also ruled that the limitation argument raised by Argon did not hold ground. The court, relying on Supreme Court precedents, noted that the limitation begins from the date the party receives a signed copy of the arbitral award, not the date it was passed. Consequently, Wipro’s filing was held to be within the permissible period.The court upheld the arbitrator’s findings that the termination was premature, unilateral, and illegal, noting that the MSA required either a 30-day notice or an opportunity to cure breaches before immediate termination.On damages, the court supported the arbitrator’s award, directing Wipro to pay Argon Rs 10 lakh for wrongful and unilateral termination of the MSA, Rs 33.6 lakh towards pending invoices and expenses, and Rs 1 lakh for loss of business opportunity due to delayed payments. The court also rejected claims of forfeiture and held that Argon was not vicariously liable for the impersonation.Observing that the arbitrator conducted a fair inquiry and correctly appreciated both oral and documentary evidence, the court concluded that there were no grounds to set aside the award.
