Arbitration clause survives completed contract where a continuing tax-liability obligation gives rise to a live dispute.

An arbitration clause can survive completion of the main contract where the dispute arises from a continuing contractual obligation, including responsibility to bear or reimburse tax liabilities. The tribunal reference was therefore available for the tax dispute because the obligation was not exhausted by final payment. At the Section 11 stage, a court may refuse appointment only if the claim is clearly dead or patently time-barred; on these facts, the dispute arose only after income-tax notices created an additional burden, so it was treated as live and not evidently barred by limitation. Appointment of a sole arbitrator was allowed.

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Issues: (i) Whether an enforceable arbitration agreement survived after completion of the contract and could be invoked for the dispute relating to tax liability under the contract; (ii) whether the claim was stale or barred by limitation so as to defeat appointment of an arbitrator.

Issue (i): Whether an enforceable arbitration agreement survived after completion of the contract and could be invoked for the dispute relating to tax liability under the contract.

Analysis: The obligation to bear and, in certain situations, reimburse tax liabilities was incorporated in the contract and extended to payments made to sub-consultants. The contractual stipulation was not exhausted merely because performance of the main services had ended and final payment had been made. A dispute arising from that continuing obligation remained one arising under the contract.

Conclusion: The arbitration agreement survived for this dispute and could be invoked; this issue was decided in favour of the petitioner.

Issue (ii): Whether the claim was stale or barred by limitation so as to defeat appointment of an arbitrator.

Analysis: The dispute arose only when the income-tax notices were received and an additional tax burden was created. Until then, there was no occasion for complaint because the contractual payments had been made. On these facts, the claim was treated as a live dispute and not a dead or evidently time-barred claim at the Section 11 stage.

Conclusion: The claim was not held to be stale or barred by limitation; this issue was decided in favour of the petitioner.

Final Conclusion: The petition for appointment of a sole arbitrator was allowed because a subsisting arbitration agreement covered the tax dispute and the claim was not shown to be dead or time-barred at the threshold stage.

Ratio Decidendi: A contractual arbitration clause can survive completion of performance where the dispute arises from a continuing contractual obligation, and at the Section 11 stage the Court may refuse reference only if the claim is clearly dead or patently time-barred.

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