An agreement for sale must contain essential terms such as the title of the property, the passing of derivative title, and an undertaking to discharge encumbrances. A plaintiff seeking specific performance must express readiness and willingness to perform the contract in terms thereof.

S.S. SUBRAMANI, J.

1. This appeal is directed against the judgment and decree in Original Suit No. 116 of 1982, 20.7.1983 of the IV Additional Judge, City Civil Court, Madras. The first defendant in the suit is the appellant herein. Pending appeal, the appellant died and appellants 2 to 5 were impleaded as legal representatives as per order in C.M.P. No. 13164 of 1992 dated 30.8.1992.

2. The material allegations which are relevant are:— As per Exhibit A-12 dated 1.3.1980 deceased appellant executed an agreement for sale in favour of the respondent/plaintiff, agreeing to sell the plaint schedule property. The agreement Ex. A-12 says that the out-house situate at No. 10, Nana Rao Street, Madras will be sold for a total consideration of Rs. 60,000/-. On the date of agreement, a sum of Rs. 20,000/- was paid as advance and the balance amount of Rs. 40,000/- is to be paid within a period of six months. The plaintiff also alleged that in pursuance of the agreement for sale, he is in possession of the building. Originally, he was occupying that portion as its tenant and after the agreement, he became the owner and enjoying the same in part performance of the agreement. It is also averred that a sum of Rs. 10,000/- more was paid within a week after the execution of Ex. A-12 and further, a sum of Rs. 15,000/- was paid on 6.8.1980. The first defendant had taken a handloan of Rs. 15,000/- from one K. Narasimhalu Chetty on 10.6.1979, and the plaintiff has taken an assignment of the same. He claims that he is entitled to adjust the amount due under the loan transaction towards the balance of sale consideration. The plaintiff also claims 24% per annum interest from the date of agreement till date of plaint on the above advance paid by him to the first defendant which according to him is liable to be adjusted in the balance sale consideration. Suit notice was issued on 9.7.1981 as evidenced by Ex. A-4 and a reminder was sent as per Ex. A-7 dated 22.8.1991. The defendant refused to comply with the demand as per his reply dated 3.9.1981 (Ex. A-9) which according to the plaintiff necessitated the filing of the suit. He has prayed for a decree for specific performance directing the deceased appellant to execute the sale deed with consequential reliefs. The plaint was subsequently amended by incorporating an alternative relief claiming the refund of advance amount with interest and also costs of the suit.

3. Both for the original plaint and amended reliefs, the first defendant filed written-state-ments. The second defendant who has some interest in the property, as a creditor of the first defendant also filed a written statement. In the written statement of the first defendant, he has admitted the execution of Ex. A-12 sale agreement. But he has put forward a contention that the same was only to evidence a loan transaction. The document was never intended to be acted upon as an agreement for sale. According to him, the plaintiff advanced funds on several occasions, and on 1.3.1980, the total amount with interest worked out to Rs. 20,000/-. He also admitted receipt of Rs. 10,000/-. According to him, in the agreement nothing was stated about the title or about the handing over possession. The only purpose intended was to create a document regarding money lending transaction. He also states that there is no understanding to vacate the first floor of the building as alleged in the plaint. According to him, the plaintiff was a tenant of the building long before Ex. A-12 on his agreeing to pay a sum of Rs. 225/- towards rent excluding electricity charges and water charges. When the relationship of the plaintiff and the first defendant was very cordial, the plaintiff used to advance amount to the first defendant and it was in that circumstance, Ex. A-12 was executed. As on 1.3.1980, a consolidated amount of Rs. 2,000/- was arrived as/interest payable on the sum of Rs. 20,000/- already outstanding from him to the plaintiff. On the date of agreeme