The key legal principle established in the judgment is that the absence of certain details in a contract does not necessarily render it unenforceable, and the intention of the parties and the fundamental aspects of the contract are crucial in determining the existence of a concluded contract.

1. By this application under Order 7 Rule 11 CPC, the applicant/defendant has sought rejection of the suit on the ground that no cause of action had been disclosed by the plaintiff for specific performance of the alleged contract. The contract relied upon by the plaintiff was merely a contract for entering into a further agreement and the Court could not compel the parties to enter into an agreement to sell.

2. Before dealing with further averments made by the applicant, it would be fruitful to reproduce the contract which is the basis of this suit. The contract as disclosed by on ‘bayana’ receipt executed by the defendant, reads as under:

BAYANA RECEIPT

I, Pragya Aggrawal w/o Manoj Agrawal, residing at 58A/4 Sainik Farms, New Delhi-110062. I have agreed to sell my plots no. A, B, C, D Local Shopping Center, Madangir, area is 82.5 meters per plot, altogether 330 meter, approximately 44 guz, to S.N.Mathur, s/o Late Sh. Swarup Narainji Mathur r/o 152/10 Swarup Narain Mathur Marg Civil Lines Ajmer for a total consideration of Rs.6,20,00,000/- (Six Crore twenty lac). I hereby acknowledge the acceptance of Rs.20 lac in cash as bayana. The remaining

payment of Rs.6 crore shall be paid by 15.2.2007. Installments towards the same as part payment will be decided as per this agreement on the day of payment of 10% bayana day. The tea vendor, tyre puncture repair vendor and scooter repair mechanic, squatting in front of the plots would be removed by me. The detailed agreement will be signed on 14.12.2006 on receiving the 10% of the sale consideration.

Sd/-

Sellers Signature

Buyers Signature

Witness:

1) Bhagmal Jindal

2) Shri Pal Gupta

3. It is contended by the applicant that the above ‘bayana’ receipt does not amount to an agreement to sell and it only provides that a detailed agreement would be signed between the parties on 14th February 2006 on receiving 10% of the sale consideration. Thus, the ‘bayana’ receipt was an agreement to enter into a further agreement in respect of the property in question and does not amount to a concluded contract and cannot be specifically performed. It is submitted that the ‘bayana’ receipt does not contain mode or installments of payment. It does not record the responsibility of obtaining mandatory prior consent of the perpetual lessor and also does not contain as to who shall be liable to pay the unearned increase for the property. The document does not record as to who shall obtain prior consent of income tax authorities and ‘bayana’ receipt was not even stamped and thus, is no document in the eyes of law in view of provisions of the Stamp Duty Act. It was also silent about the obligation of the defendant to obtain sale deed in her favour from the predecessor in interest from whom she allegedly acquired rights in respect of the property in question. It is stated that in absence of any agreement regarding material aspects, ‘bayana’ receipt would not amount to a concluded contract between the parties and this is clear from the receipt itself where parties had agreed to enter into a sale agreement after payment of 10% earnest money by the plaintiff.

4. Thus, the question which arises and to be answered is - whether the above ‘bayana’ receipt is a concluded contract of sale or not. The Counsel for the plaintiff submitted that the ‘bayana’ receipt shows that the parties had concluded a contract for sale of the property. The parties were ad idem on the identification of properties which were to be sold to the plaintiff. They had also agreed to the sale consideration of Rs.6,20,00,000/- as is clear from the agreement. Parties also agreed that this consideration was to be paid by the plaintiff to the defendant on or before 15th February, 2007. It was also agreed that tea vendor, tyre puncture repair vendor and scooter repair mechanic, squatting in front of the plots would be removed by the defendant. The only unconcluded part of the contract was the details of payment of consideration that is how the cons