Principal-to-principal contract terms determine manufacturer status where fabrication is done by an independent contractor, not hired labour.

Contract terms showing negotiated pricing, separate payment for materials and labour, time stipulations, and a delay penalty indicate an arm's length principal-to-principal arrangement rather than a pure labour contract. On those facts, fabrication was treated as undertaken by the independent contractor, not by hired labour, so the manufacturer was the fabricator itself and not the company supplying the equipment. Different contract documents did not change the legal character of the arrangement where the substance showed independent obligations between the parties.

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Issues: Whether M/s. Syed Hussain & Sons was a hired labourer under a labour contract or an independent contractor on principal to principal basis, and consequently whether M/s. Voltas Ltd. was the manufacturer of the ducting.

Analysis: The contract terms showed negotiated prices, provision for additional payment for anchor fasteners and transportation, time stipulations, and a penalty clause for delay. These features were inconsistent with a pure labour contract. The record also showed that the work was executed under a contract between two independent parties, with payment for supplied items and labour, and not merely through hired labour. The fabricated ducts were made by M/s. Syed Hussain & Sons, while Voltas supplied manufactured equipment. On these facts, the relationship was held to be one of principal to principal and not of employer and hired labour. The fact that the contracts were different did not alter the legal character of the arrangement.

Conclusion: M/s. Syed Hussain & Sons was not hired labour, and M/s. Voltas Ltd. was not the manufacturer; the manufacturer was M/s. Syed Hussain & Sons.

Ratio Decidendi: Where contract terms show an arm's length arrangement with independent obligations, negotiated pricing, and a penalty clause, the fabrication is not attributable to hired labour, and the actual fabricator is the manufacturer on a principal to principal basis.

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