JUDGMENT 1. This Arbitration Application is filed under Sec. 11(6) of the Arbitration and Conciliation Act, 1996 (hereinafter 'the Act, 1996') for appointment of an arbitrator to resolve the disputes between the parties. 2. Heard Mr. M.A. Basith, learned counsel for the Applicant and Mr. B.Anil, learned counsel for Respondent. 3. Case of the Applicants: i. The Applicants entered into an agreement of sale dtd. 18/1/2016 with the Respondents herein to purchase Flat No.301 on 3rd Floor, with plinth area of 1710 Sq.Ft, in the premises bearing H.No.12-2- 799/3, Ayodhya Nagar Colony, Gudimalkapur, Hyderabad (for short 'subject property) for a total sale consideration of Rs.60.00 lakhs. The applicants had paid an amount of Rs.12.00 Lakhs towards part sale consideration. As per the terms of the agreement dtd. 18/1/2016, the execution, registration of sale deed along with handing over the possession of the subject property was agreed to be completed within 12 months extendable with a grace period of 2 months from the date of the agreement of sale. ii. When the applicants approached the respondents for title documents and building permission of the subject property, in order to obtain a housing loan, they came to know that as per the Development Agreement dtd. 18/10/2014, the 3rd floor in the subject property fell to the share of the land owners therein. iii. The Applicants approached the respondents herein for a refund of the Rs.12.00 Lakhs paid by them. As the same was refused by the respondents, they lodged a complaint registered as F.I.R. No. 298/2017 dtd. 28/12/2017 with the Asif Nagar Police Station. iv. It is contended that the respondents herein issued legal notice dtd. 7/2/2018, expressing their intention to complete the construction of the subject property and calling the applicants herein to pay the balance sale consideration. The applicants in their reply notice dtd. 21/2/2018 refused to pay the balance sale consideration in light of the Development Agreement dtd. 18/10/2014, and demanded the respondents to refund the amount paid by them. v. Thereafter the applicants issued notices dtd. 22/9/2020 invoking the arbitration clause in the agreement dtd. 18/1/2016. As the same were returned unserved. The present arbitration application is filed seeking appointment of sole arbitrator to resolve the disputes between the parties. 4. 18/10/2014, and demanded the respondents to refund the amount paid by them. v. Thereafter the applicants issued notices dtd. 22/9/2020 invoking the arbitration clause in the agreement dtd. 18/1/2016. As the same were returned unserved. The present arbitration application is filed seeking appointment of sole arbitrator to resolve the disputes between the parties. 4. Case of the Respondents: The respondents resist the appointment of arbitrator on the following grounds: i. It is contended that the Respondent No.1 firm, run by the Respondent No.2 and his brother S.Ahmed was dissolved on account of his brother's demise on 31/1/2019. It is contended that, the applicants herein despite being aware of the same instituted the present application against a firm which is no longer in existence. By placing reliance on Mohd. Laiquiddin Vs. Kamala Devi Misra (Dead) by Lrs, 2010 (2) SCC 407 . it is contended that the present claims are ex-facie barred as there is no privity of contract between the remaining partners after the dissolution of the partnership. ii. It is contended that the period of limitation to refer the disputes was 3 years from the date when cause of action first arose. In the present case since the agreement of sale was executed on 18/1/2016, the period of limitation would extinguish on 18/1/2019 and that mere correspondences between the parties would not extend the period of limitation. In support of his contention, reliance is placed on the decision of the Supreme Court in Secunderabad Cantonment Board Vs. B. Ramachandraiah, 2021 (5) SCC 705 . iii. The disputes between the respondents herein and the Applicant No.1 cannot be referred to arbitration as he is neither a party to the agreement dtd. 18/1/2016 nor the respondents herein received any consideration in relation to the said agreement from the applicant No.1 herein. Consideration by the Court: 5. The dispute resolution clause in the agreement of sale dtd. 18/1/2016 is as under: "I. That the purchaser further agrees that if any dispute arises in respect of the transaction which shall be any dispute before taking the possession the same shall be settled merely by Arbitration under the Arbitration Act and the Purchaser shall not have any right to proceed to District Forum or The State commission under consumer Dispute Actor to proceed civil or criminal courts. The question of raising any dispute in regard to this Agreement of Sale shall not arise after taking the possession of the flat." 6. Since a preliminary issue is raised that contractual obligations are discharged on dissolution of the partnership firm on the death of a partner, the same shall be answered first. 7. Sec. 40 of the Act, 1996 provides that an arbitration agreement is not discharged on the death of a party, either against such deceased party or any other party thereto. The provision further states that the agreement continues to exist through the legal representatives of the deceased party. The Supreme Court in Ravi Prakash Goel Vs. Chandra Prakash Goel and Ors,(2008)13SCC667. applied the said provision in the context of a partnership deed holding that the arbitration clause in a partnership deed continues to operate between the remaining partners on dissolution of the firm on account of death of a partner. The Court while reading Sec. 47 of the Indian Partnership Act, had further held that the authority of the erstwhile partners continued till the completion of transactions set into motion during the operation of the firm. 8. It is relevant to note that the Delhi High Court in Shyamjee Prepaid Services Vs. Top Steels and Renu Devi and Ors,Neutral Citation: 2023/DHC/000376. had an occasion to consider the issue at hand in a review application filed challenging the appointment of a sole arbitrator to resolve the disputes between a third party and the erstwhile firm. The Court held that the dissolution of the firm shall not have any effect on the pending transaction. The relevant observations are as under: "26. It would further be relevant to peruse Sec. 47 of the Act, 1932, which reads as follows: xxx This Sec. makes it abundantly apparent that even after the dissolution of a Partnership firm, the partner's rights and responsibilities continue to accrue in order to complete the uncompleted transactions at the time of dissolution. 27. In order to deal with the present issue, it would also be relevant to deal with the "Doctrine of Severability" of an arbitration clause. Conceptually and practically, arbitration law relies heavily on the idea of severability. 27. In order to deal with the present issue, it would also be relevant to deal with the "Doctrine of Severability" of an arbitration clause. Conceptually and practically, arbitration law relies heavily on the idea of severability. This implies that the arbitration provision will remain in effect notwithstanding the contract's termination, breach, or invalidity, since it is treated as a stand-alone agreement.When one party alleges a complete violation by the other, severability assures that the contract is not rendered null and void. Instead, it continues in effect for the purpose of assessing the value of claims based on the breach, and the arbitration provision continues in effect for the purpose of defining the manner of settling such claims. The relevant Sec. of the Act, 1996 required for efficient adjudication of the dispute in question are reproduced hereunder:- xxx A combined interpretation of Sec. 16(1)(a) and Sec. 40(1) of the Act, 1996 demonstrates unequivocally that the arbitration provision will continue in effect even after the death of a partner causes the dissolution of the partnership. The law regarding the severability of an arbitration agreement has been repeatedly determined. According to this philosophy, the arbitration clause should be recognized as an independent agreement and shall remain distinct from the main contract of which it is a part, surviving the main contract's termination, breach, and invalidity. Consequently, the arbitration agreement between the petitioner firm and the respondent survives the dissolution of the petitioner firm, as claimed by the Respondent. 28. Thus in view of the statutory provisions, judgments and submissions made by the parties, it is imperative to note that a partnership firm is nothing more than a compendium of the partners' individual names. An act done by a firm is an act done by its partners. Moreover, for the purposes of winding up or dissolution, it is necessary to complete the entire transaction pending between the firm and third party. Consequently, the said firm shall not be barred from invoking the arbitration clause." 9. This Court is in respectful agreement with the view taken by the Delhi High Court. The argument of the respondents herein that the arbitration agreement is rendered unenforceable on account of dissolution of the firm due to the death of the one of the partners though attractive at first blush, cannot be countenanced as it propagates mischief by rendering the agreement entered into by an unsuspecting party nugatory. The argument of the respondents herein that the arbitration agreement is rendered unenforceable on account of dissolution of the firm due to the death of the one of the partners though attractive at first blush, cannot be countenanced as it propagates mischief by rendering the agreement entered into by an unsuspecting party nugatory. On retirement or death, though the erstwhile partners of a firm may not be able to fulfill the contractual obligations entered into before the dissolution of the firm, the arbitration agreement in such contracts shall continue to operate between the erstwhile partnership firm and a third party to settle the disputes between them by ascertaining the value of claims for the alleged breach. 10. In so far as the contention of the respondents that the applicant No.1 is not a party to the agreement of sale dtd. 18/1/2016 is concerned, the Supreme Court in Govind Rubber Ltd. Vs. Louids Dreyfus Commodities Asia P. Ltd, (2015) 13 SCC 477 . held that a written arbitration agreement need not be signed by all the parties if it is shown that the parties were prima facie at ad idem about the existence of the arbitration agreement through their communication. The Apex Court further held that the Court while interpreting a commercial document containing an arbitration clause should lean in favour of giving effect to the arbitration clause rather than invalidating the same. 11. In the facts at hand, although the applicant No.1 failed to sign the agreement of sale dtd. 18/1/2016, the respondents herein have not disputed the existence of a contractual relationship with him either at the time of execution of the said document or at any time prior to the institution of the instant application. It is also relevant to note that said issue was not raised even in the legal notice 7/2/2018 issued by the respondent No.2 wherein he had expressed his intention to complete the construction of the subject property. Therefore, prima facie the respondents herein were aware of the existence of the agreement between the applicant No.1 herein and the dispute resolution mechanism provided therein. 12. The Delhi High Court in Buildmyinfra Private Limited Vs. Gyan Prakash Mishra,. dealing with a similar issue observed as under: "11. In the present case, the Agreement has indeed been signed by the respondent, who himself resists the appointment of an arbitrator thereunder. 12. The Delhi High Court in Buildmyinfra Private Limited Vs. Gyan Prakash Mishra,. dealing with a similar issue observed as under: "11. In the present case, the Agreement has indeed been signed by the respondent, who himself resists the appointment of an arbitrator thereunder. The non-signing of the Agreement by the petitioner, who asserts its validity, cannot in these circumstances come to the aid of the respondent when the respondent, in the exchange of communication through counsel, has acknowledged the relationship of employment and also acknowledged the existence of the Agreement itself. The contents of the legal notices sent on behalf of the respondent to the learned counsel for the petitioner indicate that the respondent's contention was not with regard to the existence of the Agreement but with regard to the validity of its substantive terms. For example, it was asserted on behalf of the respondent that the Agreement was not part of his employment letter or the condition of his employment but a one waydocument without consideration. It was also contended that the Agreement had lost its validity, but not that it had never been signed or executed by the respondent. This contention of Mr. Rana is therefore rejected." 13. At this juncture, it is relevant to note that the role of High Court under Sec. 11 of the Arbitration and Conciliation Act, 1996 is extremely limited. The Court after having seen that prima facie an arbitration agreement exists, has to refer the disputes to arbitration. The Supreme Court in Vidya Drolia v. Durga Trading Corpn, (2021) 2 SCC 1 : (2021) 1 SCC (Civ) 549. held as under: 244. Before we part, the conclusions reached, with respect to Question 1, are: 244.1. Ss. 8 and 11 of the Act have the same ambit with respect to judicial interference. 244.2. Usually, subject-matter arbitrability cannot be decided at the stage of Sec. 8 or 11 of the Act, unless it is a clear case of deadwood. 244.3. The court, under Ss. 8 and 11, has to refer a matter to arbitration or to appoint an arbitrator, as the case may be, unless a party has established a prima facie (summary findings) case of non-existence of valid arbitration agreement, by summarily portraying a strong case that he is entitled to such a finding. 244.4. 244.3. The court, under Ss. 8 and 11, has to refer a matter to arbitration or to appoint an arbitrator, as the case may be, unless a party has established a prima facie (summary findings) case of non-existence of valid arbitration agreement, by summarily portraying a strong case that he is entitled to such a finding. 244.4. The court should refer a matter if the validity of the arbitration agreement cannot be determined on a prima facie basis, as laid down above i.e. "when in doubt, do refer". 244.5. The scope of the court to examine the prima facie validity of an arbitration agreement includes only: 244.5.1. Whether the arbitration agreement was in writing? or 244.5.2. Whether the arbitration agreement was contained in exchange of letters, telecommunication, etc.? 244.5.3. Whether the core contractual ingredients qua the arbitration agreement were fulfilled? 244.5.4. On rare occasions, whether the subject-matter of dispute is arbitrable? 14. On the issue of the claims being time barred, it is relevant to refer to Genten Infra Projects Private Limited vs. Balagoni Balraj Goud, in Arbitration Application No.5 of 2021 wherein this Court held that the period of limitation starts to run from the day right to sue accrues. In other words, right to sue accrues when a claim made by one party is refused by the other party. Thus the contention of the respondents that the period of limitation started from the date of execution of the agreement of sale on 18/1/2016 cannot be accepted. 15. The Supreme Court in B and T AG Vs. Ministry of Defence,. held that the right to sue accrues from the breaking point at which any reasonable party would abandon efforts for arriving at a settlement. The relevant observations are as under: "44. The aforesaid observations make it very clear that what is important for the Court is to find out what was the "Breaking Point" at which any reasonable party would have abandoned efforts at arriving at a settlement and contemplated referral of the dispute for arbitration. 57. In Law of Arbitration by Justice Bachawat at p. 549, commenting on Sec. 37, it is stated that subject to the Act 1963, every arbitration must be commenced within the prescribed period. 57. In Law of Arbitration by Justice Bachawat at p. 549, commenting on Sec. 37, it is stated that subject to the Act 1963, every arbitration must be commenced within the prescribed period. Just as in the case of actions the claim is not to be brought after the expiration of a specified number of years from the date when the cause of action accrues, so in the case of arbitrations the claim is not to be put forward after the expiration of a specified number of years from the date when the claim accrues. For the purpose of Sec. 37(1) "action" and "cause of arbitration" should be construed as arbitration and cause of arbitration. The cause of arbitration arises when the claimant becomes entitled to raise the question, that is, when the claimant acquires the right to require arbitration. An application Under Sec. 11 of the Act 1996 is governed by Article 137 of the Schedule to the Act 1963 and must be made within 3 years from the date when the right to apply first accrues. There is no right to apply until there is a clear and unequivocal denial of that right by the Respondent. It must, therefore, be clear that the claim for arbitration must be raised as soon as the cause for arbitration arises as in the case of cause of action arisen in a civil action." The position of law emerging from the above decision is that, a dispute arises when either of the parties fail to perform their respective obligations. However, the right to sue/right to apply gets deferred to the day when any reasonable party abandons all efforts of bona fide negotiations. Such a day is the breaking point from which limitation runs. 16. In the facts at hand, though the agreement of sale was executed on 18/1/2016, the applicants on obtaining the development agreement dtd. 18/10/2014 subsequently after a year, claim to have noticed that the 3rd floor which is offered to applicants in the subject property, fell to the share of the land owners and the Respondents did not have any right to deal with the same. Thereafter, the applicants lodged a complaint dtd. 28/12/2017 which was registered as F.I.R. No. 298 of 2017. 18/10/2014 subsequently after a year, claim to have noticed that the 3rd floor which is offered to applicants in the subject property, fell to the share of the land owners and the Respondents did not have any right to deal with the same. Thereafter, the applicants lodged a complaint dtd. 28/12/2017 which was registered as F.I.R. No. 298 of 2017. A perusal of the said complaint reveals that the same was made after the failure of the Respondent to refund the part sale consideration paid as advance. Further, F.I.R. No. 298 of 2017 specifically indicates that the parties tried to negotiate and reach a consensus regarding the refund of the part sale consideration. Thus, the registration of F.I.R indicates cessation of bona fide negotiations between the parties. Therefore, the said day i.e., 28/12/2017 is the breaking point from when the period of limitation starts to run. Further, the Respondents having issued the letter dtd. 7/2/2018 expressing their intention to fulfill the obligations under the agreement of sale dtd. 18/1/2016, cannot now contend that the claims were time barred. However, the said letter dtd. 7/2/2018 cannot extend the period of limitation as the applicants herein abandoned all efforts of negotiations by that point. 17. In Vidya Drolia (supra), the Supreme Court held that unless a claim is ex facie deadwood and barred by limitation, the courts shall refer the matter to arbitration. As discussed earlier the period of limitation starts on 28/12/2017 and expires on 28/12/2020. Since the notice invoking the arbitration clause was sent on 22/9/2020, this Court is of the view that the claims are not prima facie deadwood and ex-facie barred by limitation. 18. However, without any prejudice the parties are at liberty to take all pleas available to them under the law. 19. In light of the aforesaid discussion the present arbitration application is allowed. I hereby appoint Smt. M. Vijayalakshmi, a Retired District Judge, residing at Villa No.135, Maple Town Villas, Bandlaguda Jagir, Near Glandile Academy, Hyderabad, as sole arbitrator to resolve the disputes between the Applicant and the Respondents. The learned arbitrator shall make necessary disclosure in terms of the provisions of the Act and shall be entitled to charge fees as per Schedule IV of the Arbitration and Conciliation Act, 1996. 20. Pending miscellaneous petitions if any shall stand closed. No Costs.