JUDGMENT K.C. Agrawal, J. - This is a Special Appeal directed against the judgment of a learned Single Judge dismissing the writ petition filed by Seth Banarsi Das, the appellant. 2. Seth Banarsidas obtained a lease of Shiva Prasad Banarsi Das Sugar Mills, Bijnor, for five years from the crushing season 1946-47 to 1950-51. During these years he was purchasing sugarcane from the second respondent which is the Cane Marketing Society Limited, Bijnor, a society registered under the U.P. Co-operative Societies Act (briefly stated as the Society). These supplies were made by the said Society in accordance with the provisions of the United Provinces Sugar Factories Control Act 1938, and the Rules framed thereunder. Certain disputes, thereafter, arose between the appellant and the Society with regard to supplies of sugarcane made in the years 1948-49, 1949-50 and 1950-51. These disputes gave rise to two references one preferred by the appellant for compensation for the short supply of sugarcane and the other filed by the Society for Rs. 2,63,624/2/6. Both these references or claims had been filed before the Cane Commissioner under Rule 23 of the U.P. Sugar Factories Control Rules, 1938 for arbitration. The Cane Commissioner, thereafter, passed an order on July 26, 1951, for decision of the dispute. Thereafter, the appellant challenged the same by means of a writ petition prohibiting the Cane Commissioner from continuing the proceedings. As the facts relating to this petition are not material for our purposes, we not consider it necessary to mention them. Suffice to mention that by an order dated 11-12-1964, the Cane Commissioner appointed a new Board of Arbitrators consisting of two arbitrators. One of them was nominated by the appellant while the other was a nominee of the Society. In accordance with the provisions of sub-Rule (2) of Rule 23 of the United Provinces Sugar Factories Control Act the Cane Commissioner also nominated one Sri Ram Niwas as umpire to act as the President of the Board of Arbitrators. 3. The case which had been preferred by Seth Banarsi Das for Rs. 1,02,116/13/- was numbered as Suit No. 16 of 1950. The claim made by him was for compensation for short supply of sugarcane for the year 1949-50 on the ground that the Society did not supply the quantity of sugarcane which it had undertaken to supply under the contract. The case which had been preferred by Seth Banarsi Das for Rs. 1,02,116/13/- was numbered as Suit No. 16 of 1950. The claim made by him was for compensation for short supply of sugarcane for the year 1949-50 on the ground that the Society did not supply the quantity of sugarcane which it had undertaken to supply under the contract. The Society filed a written statement denying the liability of payment of compensation to the appellant. It alleged that the appellant was bound under Rule 15 (1) of the Rules framed under the U.P. Sugar Factories Control Act, 1938, to estimate the yield of each grower and to submit the same to the Collector. The appellant did not submit the estimated yield to the Collector. Consequently he was not entitled to get any compensation for the year in question. Thereafter, the Society preferred a claim for commission against the appellant, this being claim No. 12 of 1951. The amount of commission claimed by the Society for a sum of Rs. 2,63,624/2/6 was for the crushing seasons 1948-49, 1949-50 and 1950-51 along with interest @7% per annum up to the date of payment. The appellant filed a written statement and refuted the liability of payment claimed by the Society. In the written statement, the appellant reiterated that he was entitled to get Rs. 1,02,116/13/- for the year 1949-50 as compensation on account of wilful short supply of sugarcane against the Society, and that he was entitled to a further sum of Rs. 1,07,028/11/9 as compensation for wilful short supply for the year 1950-51. He also denied the liability of making payment to the Society for the years 1948-49 and 1949-50 on the additional ground that he had already paid a sum of Rs. 22,628/13- in full and final satisfaction of the claim of the Society and, therefore, there was no further liability of making any payment by him to the Society. 4. Sri C.L. Handa, the arbitrator nominated by the appellant, gave his award on 22-10-1967 in favour of the appellant, while Sri Sansar Singh, the arbitrator nominated by the Society, gave his award in favour of the Society. As there was a difference of opinion between these two arbitrators Sri Ram Niwas, the Umpire gave the third award on January 22, 1968, agreeing with the award given by Sri Sansar Singh. As there was a difference of opinion between these two arbitrators Sri Ram Niwas, the Umpire gave the third award on January 22, 1968, agreeing with the award given by Sri Sansar Singh. The operative portion of the award of the Umpire is as under: "(1) The Cane Marketing Society Ltd., Bijnor is entitled to get Rs. 2,52,338-8-6 as commission amount from Seth Benarsi Das for the seasons 1948-49, 1949-50 and 1950-51 together with interest there upon @ 7 per cent per annum till the date of payment. (2) Seth Banarsi Das is entitled to get from Cane Marketing Society, Bijnor Rs. 6,348-13-3 on account of payment charges for the crushing seasons 1949-50 and 1950-51. (3) Seth Banarsi Das is allowed compensation of Rs. 6,735-00 on short supplies to the extent of 4.31 lac Mds. @ 3 pies per inch only in respect of season 1949-50. (4) The claim of Sri Banarsi Das regarding adjustment of Rs. 8,000/- from the account of Cane Marketing Society paid to Sri Bhukhan Saran and Sri Tukman Singh is not tenable and is, therefore, rejected. (5) Both the parties will bear their own costs in the above cases." 5. Against the award of the Board of Arbitrators the appellant filed an appeal before the Commissioner under Rule 23 of the U.P. Sugar Factories Control Act, 1938. The appeal was dismissed by the Commissioner on November 25, 1970, and the majority award delivered by Sri Ram Niwas (Umpire) and Sri Sansar Singh (Arbitrator) was upheld. Aggrieved by the judgment of the Commissioner, the appellant filed a writ petition in this Court. The writ petition was dismissed by a learned Single Judge holding that the majority award was valid, and that none of the authorities named above committed any error which could be interfered with in writ proceedings. Hence, the appeal. 6. Learned counsel for the appellant contended that the Commissioner was wrong in decreeing the claim of the Society for commission in respect of the crushing seasons 1948-49 and 149-50 as the same had already been paid by the appellant by means of a cheque dated 4-11-1950. Hence, the appeal. 6. Learned counsel for the appellant contended that the Commissioner was wrong in decreeing the claim of the Society for commission in respect of the crushing seasons 1948-49 and 149-50 as the same had already been paid by the appellant by means of a cheque dated 4-11-1950. The contention urged by the learned counsel was that as the aforesaid cheque was sent in full and final settlement of the commission account of the aforesaid two years and the said cheque had been encashed, the Commissioner committed an error apparent on the face of the record in holding that the Umpire correctly found that the Society was entitled to get a sum of Rs. 1,02,116/13/-on account of commission. Learned counsel appearing for the Society has disputed the submission made by the learned counsel for the appellant and urged that the amount accepted by the Society by means of the cheque dated 4-11-1950 could not deprive the Society from making the claim for the further amount which was due to it from the appellant. He contended that the amount was accepted in part satisfaction of the claim. 7. It is not worthy that the appellant had not disputed before the Board of Arbitrators that the claim of Rs. 2,63,624/2/6 made by the Society towards the commission was incorrect or wrong. In order to consider the plea of accord and satisfaction or discharge of liability taken for the years 1948-49 and 1949-50 which was raised by the learned counsel for the appellant it may be advantageous to refer to a portion of the letter dated November 4, 1950, on which reliance had been placed by the appellant in support of the aforesaid plea. The relevant portion of the said letter is quoted below: "We are enclosing herewith cheque No. Y-422383 dated 4-11-1950 on the Punjab National Bank Limited, Bijnor for Rs. 22,628/13/- in full and final settlement of your commission account till the end of the season 1949-50 as you will observe from the schedule A given below your old account has already been cleared up and there is nothing in credit of the `last year". On receipt of the aforesaid letter and the cheque sent along with it, it appears that the Society got the cheque encashed and, thereafter, sent a letter dated November 29, 1950, in reply to the letter of the appellant dated Nov. 4, 1950. On receipt of the aforesaid letter and the cheque sent along with it, it appears that the Society got the cheque encashed and, thereafter, sent a letter dated November 29, 1950, in reply to the letter of the appellant dated Nov. 4, 1950. In the said letter the Society clearly asserted that the amount of Rs. 22,628/13/- sent by the appellant had been adjusted towards commission account of the year 1948-49. It was brought to the notice of the appellant through this letter that the amount of commission due to the Society in respect of this year was Rs. 26,967/2/- and net Rs. 19,184/11/6, which was mentioned in the letter of the appellant and that the Commission due for the year 1949-50 was Rs. 1,08,334/4/3 dated 4-11-1950. On the receipt of the aforesaid letter the appellant did not send any reply. On these facts, the question which arose or decision before the arbitrators and which still arises for decision before us in this appeal is whether encashment of the cheque sent by the appellant along with the aforesaid letter amounted to waiver of the right to claim the balance which was payable by the appellant to the respondent. 8. In order to examine the aforesaid aspect of the case it is necessary to find whether the appellant had sent the cheque with the condition that it was to be accepted in discharge of the entire debt and further was the Society entitled to accept and appropriates the amount sent by the cheque towards its dues reserving its right to claim the balance. Coming to the first question, mentioned above, it has to be seen as to what exactly was stated by the appellant in the letter sent to the Society. The words "full and final satisfaction" occurring in the letter cannot be read in isolation and have to be interpreted in the context of the whole of the letter, for the intention of the parties cannot be gathered by reading a part of the letter of the other. The letter shows that the appellant sent the cheque of Rs. 22,628/13/- to the Society because he thought that he was entitled to adjust the compensation of Rs. 1,02,116/13/- which was being claimed by him from the Society. The details of the account given by the appellant in Schedule A of this letter establish that the amount of Rs. The letter shows that the appellant sent the cheque of Rs. 22,628/13/- to the Society because he thought that he was entitled to adjust the compensation of Rs. 1,02,116/13/- which was being claimed by him from the Society. The details of the account given by the appellant in Schedule A of this letter establish that the amount of Rs. 22,628/13/- had been sent on account. The letter accepted the liability practically for the entire amount which had been claimed by the Society for the years 1948-49 and 1949-50. The appellant did not intend to convey to the respondent that although a larger sum was due to the Society from the appellant but a smaller sum of Rs. 22,628/13/- was sent by him to the Society in full and final satisfaction of the entire claim of Rs. 1,27,513/15/9. 9. The decision reported in Day v. Mclea, (1889) 22 QBD 610 brings to the forefront the principle that sending of a cheque for a smaller sum than the amount due to the creditor with a letter that the same was being sent in full satisfaction, does not amount to the discharge of the entire amount. It has been further laid down in this case that in order to ascertain whether the debtor has imposed any condition it has to be found as to what was exactly stated by him to the creditor. In this case, on the demand of money made by the plaintiff the defendant sent a cheque for a sum less than the amount claimed and mentioned in the letter accompanying the cheque that the same had been sent "in full of the demands". The plaintiff wrote in reply that he had accepted the cheque on account and asked for the balance. On a suit being brought by the plaintiff for recovery of the balance, the defendant contended that acceptance of cheque by the plaintiff was in law an accord and satisfaction of the claim. The suit was decreed. In the Court of Appeal, Lord Esher M.R. said. "This very question, however, came before this Court in Miller v. Davies (not reported). In that case the action was upon solicitors bill of costs for pound 50 and there was a plea of accord and satisfaction. The suit was decreed. In the Court of Appeal, Lord Esher M.R. said. "This very question, however, came before this Court in Miller v. Davies (not reported). In that case the action was upon solicitors bill of costs for pound 50 and there was a plea of accord and satisfaction. Before action the defendant sent the plaintiff a cheque for pound 25 with a letter stating that in order to put an end to the matter, he sent cheque for pound 25, on the terms that the plaintiff would receive it in settlement. The plaintiff kept the cheque and cashed it, and wrote to the defendant that he declined to accept it in settlement and that he required a cheque for the balance. The defendant thereupon wrote in reply requiring the plaintiff to return the cheque if he would not accept it in satisfaction. The Jury found that there was no accord and satisfaction. It was contended there as in the present case that the fact of the plaintiff keeping the cheque was conclusive in law that he had taken it in accord and satisfaction of the claim, inasmuch as it had been sent in satisfaction and the plaintiff was bound either to keep it upon the terms on which it had been sent or to return it. This Court, however, held that the fact of keeping the cheque was not conclusive in law, that the question was one of fact and that the Jury having found that there was no accord and satisfaction the Court would not interfere". 10. Relying on this authority a Division Bench of our Court took the same view in Basdeo Ram Swarup v. Dilsukh Rai Sewak Ram, AIR 1922 All 461 : 20 ALJ 717. In this case the plaintiff retained the cheque and ultimately cashed it and then sent a letter to the defendant intimating that the cheque had been encashed, but they did not agree to receive the amount in full satisfaction. The plea of the defendant of total, discharge was not accepted by the High Court. In this case the plaintiff retained the cheque and ultimately cashed it and then sent a letter to the defendant intimating that the cheque had been encashed, but they did not agree to receive the amount in full satisfaction. The plea of the defendant of total, discharge was not accepted by the High Court. It said : "We are however of opinion that the mere fact that the plaintiffs retained the cheque and cashed it and at the same time refused to receive the amount in full discharge of the payment of their debt does not raise any conclusive presumption that they had accepted it as a conditional offer made by the defendants. Every case is to be adjudged on its special circumstances and in this particular case the lower appellate court has come to a finding that the plaintiffs did not really agree to accept the amount in full discharge of their debt. This is really a question of fact." 11. This question came for decision in Neuchatej Asbhalate Co. Ltd. v. Barnettt, (1957) 1 All ER 362. In this case on the back of the cheque the defendant had typed "in full and final satisfaction of account". The cheque was accepted by the plaintiff and he thereafter brought an action to recover the balance sum. The defendant took the plea that the payment having been made by him in full satisfaction of the claim, the suit was liable to fail. Dealing with this plea, Denning, L.J. (as then was) held that the acceptance of the cheque by itself could not amount to final discharge of the liability to pay the amount to the plaintiff. There is nothing in the letter which could indicate that it had been sent with the intention to discharge the debt. It was again not a case where a smaller amount had been sent than what was due to the respondent. In view of what we have said above, we find it difficult to accept the argument of the learned counsel for the appellant that the letter had been sent with the condition that it had to be accepted by the Society in discharge of the entire 'liability. Furthermore, no one, including the appellant, could expect that the Society would be satisfied by accepting Rs. 22,628/13/- when a sum of more than rupees one lakh was due to the appellant. Furthermore, no one, including the appellant, could expect that the Society would be satisfied by accepting Rs. 22,628/13/- when a sum of more than rupees one lakh was due to the appellant. If the words "full and final settlement" used in the letter dated 4-11-1950 is interpreted in the sense in which the appellant wanted us to do, the same would be inconsistent with the main object and intention of the parties, and, therefore, we are not/ prepared to do the same. Having found that the letter was not couched with any words of condition we must find that the Society was also entitled to appropriate the amount sent by the appellant towards its dues reserving its right to claim the balance. 12. It may be noted that in order to find out the true character of the transaction and the real intention of the parties, the Court is to look into all the facts and circumstances relevant pertaining to the question of the same. In the case of Day v. McLea, (1889) 22 QBD 610, Bowen L.J. said : "If the money was kept it would be a question of fact as to the terms upon which it was so kept. Accord and satisfaction imply an agreement to take the money in satisfaction of the claim in respect of which it was sent." 13. Hence the finding recorded in the present case cannot be set aside in these proceedings. 14. Another aspect of the matter which led the arbitrators to hold that the acceptance of the cheque by the Society did not amount to total discharge of the liability of the appellant was that the claim of compensation made by the appellant had neither been accepted by the respondent nor was any finding given by any competent court or authority holding that the said claim was payable by the Society to the appellant and, therefore, there was no occasion either for the appellant to claim it or for the respondent to accept its liability. The above finding of the arbitrators has been approved by the Commissioner in appeal. It may be pointed out in this connection that a claim for damages for breach of contract is not a claim for a sum presently due and payable. The above finding of the arbitrators has been approved by the Commissioner in appeal. It may be pointed out in this connection that a claim for damages for breach of contract is not a claim for a sum presently due and payable. It is only when a claim for damages is adjudicated upon by a court or a tribunal or by an arbitrator that the same becomes payable by a party as against such a claim, decree or award. So long as the same is not awarded or decreed, it is nothing more than the mere right of a person to sue for damages. In the light of the above, it seems to us that the arbitrators were justified in holding that as the claim for compensation had not even been determined by any competent court and the same was being disputed by the respondent, there was no occasion for the appellant to have adjusted the aforesaid sum while making the payment of Rs. 22,628/13/- by means of the cheque sent along with the letter dated 4-11-1950. 15. The question of the nature of the claim for damages came up for consideration before the Bombay High Court in Iron and Hardware (India) Co. v. Firm Shamlal and Brothers, AIR 1954 Bom. 423 . In dealing with the said question, the Bombay High Court observed as under :- "In my opinion it would not be true to say that a portion who commits a breach of the contract incurs any pecuniary liability, nor would it be true to say that the other party to the contract who complains of the breach has any amount due to him from the other party. "Now, damages are the compensation which a court of law gives to a party for the injury which he has sustained. But, and this is most important to note, he does not get damages or compensation by reason of any existing obligation on the part of the person who has committed the breach. He gets compensation as a result of the fiat of Court. Therefore, no pecuniary liability arises till the court has determined that the party complaining of the breach is entitled to damages. Therefore till that determination there is no liability." 16. The above statement of law was approved by the Supreme Court in Union of India v. Raman Iron Foundary, AIR 1974 SC 1265 . 17. Therefore, no pecuniary liability arises till the court has determined that the party complaining of the breach is entitled to damages. Therefore till that determination there is no liability." 16. The above statement of law was approved by the Supreme Court in Union of India v. Raman Iron Foundary, AIR 1974 SC 1265 . 17. In agreement with the observations made by the Bombay High Court we find that the arbitrators were justified in negativing the plea of total discharge of liability set up by the appellant on the above basis. 18. Coming to the next question, the argument of the learned counsel for the appellant was that the arbitrators wrongly found that the appellant was not entitled to claim compensation for the years 1949-50 and 1950-51 on account of the short supply of sugarcane. In dealing with the aforesaid point, the arbitrators looked into the various factors and recorded a finding of fact that there was a short supply of 4.31 lac mds. during the year 1949-50 while in the next year there was no short supply and, indeed, there was excess supply. On the above finding, a sum of Rs. 6,348.13.3 was awarded by the arbitrators to the appellant on account of compensation for short supply during the year 1949-50. In dealing with the question of short supply of the aforesaid two years, viz., 1949-50 and 1950-51 the arbitrators took into account the evidence filed by the parties and, thereafter, recorded findings of fact, mentioned above. Learned counsel for the appellant attempted to assail the aforesaid finding of fact by asserting that the arbitrators did not properly appreciate the evidence filed by the appellant. It is, however, not possible to accept the submission as the High Court has no power under Article 226 of the Constitution to correct the errors of fact. 19. The last point urged was that Section 14 (1) of the Arbitration Act required the arbitrators to give a joint award and as the same was not done in the instant case, the award was vitiated and was liable to be quashed. 19. The last point urged was that Section 14 (1) of the Arbitration Act required the arbitrators to give a joint award and as the same was not done in the instant case, the award was vitiated and was liable to be quashed. Section 46 of the Arbitration Act lays down that in the absence of any provision relating to any matter connected with an arbitration in the special Act, the provisions of the Arbitration Act would be followed to the extent of the omission and for that limited purpose a statutory award made under any other enactment shall be deemed to have been made under the Arbitration Act. In the instant case, we find that Rule 23 (1) of the Rules of U.P. Sugar Factories Control Act, 1938, governs the procedure before the arbitrators. According to the provision of the said rule, the Umpire nominated by the Cane Commissioner is the President of the Board of Arbitrators and has a vote in case of disagreement between the nominee of the parties. In the instant case, it has been mentioned in the counter-affidavit that the Umpire was present in all the meetings of the Board of Arbitrators, and that after the awards had been given by Sri Handa and Sri Sansar Singh disagreeing with each other, Sri Ram Niwas, the Umpire, gave his award on 23-1-1968. The above assertion made in the counter affidavit has not been denied or controverted in the rejoinder affidavit. It is, therefore, clear that the proceedings in the present case were taken strictly in accordance with Rule 23(d) of the Rules. Therefore, it is not possible to accept the contention of the learned counsel for the appellant and to hold that a joint award having not been given by all the three arbitrators the same was vitiated. Moreover, there is nothing in Section 14(1) of the Arbitration Act which contemplates a joint award. For these reasons, we do not find any substance in the third submission as well. 20. For the reasons stated above, the appeal fails and is dismissed with costs.