The Question of Implication

Nabha Power Ltd. v. Punjab State Power Corporation Ltd., (2018) 11 SCC 508 referred to various English and Australian Judgments. We do not wish to burden this Judgment with all the English and Australian Judgments reproduced. However, it will be relevant to refer to the following passage reproduced in Nabha Power Ltd.:

The question of implication arises when the instrument does not expressly provide for what is to happen when some event occurs. The most usual inference in such a case is that nothing is to happen. If the parties had intended something to happen, the instrument would have said so. Otherwise, the express provisions of the instrument are to continue to operate undisturbed. If the event has caused loss to one or other of the parties, the loss lies where it falls.”

Attorney General of Belize vs. Belize Telecom Ltd., (2009) 1 WLR 1988 (PC).

It is more than well settled that the clauses in an agreement ought to be given the plain, literal and grammatical meaning of the expression used in the same. No doubt, that the Courts will also try to gather as to what intention the parties wanted to give them; reading an unexpressed term in an agreement would be justified on the basis that such a term was always and obviously intended by and between the parties thereto; it is not enough for the Court to find that such a term would have been adopted by the parties as reasonable men if it had been suggested to them.”

Hon’ble Justice B.R. Gavai, M/s. Adani Power (Mundra) Ltd. v. Gujarat Electricity Regulatory Commission, [Civil Appeal No. 11133 of 2011].

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