Project Report on Drafting, Pleading and

Conveyancing
DRAFTING OF SALE DEED

Submitted to – Dr. B.R.N.SHARMA Submitted by:-

Swetank Sharma

Faculty of DPC Roll No – 1179

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 ACKNOWLEDGEMENT
Apart from the efforts of the researcher, the success of the project depends largely on the
encouragement and guidelines of many others. I take this opportunity to express my gratitude
to the people who have been instrumental in the successful completion of this project.

It is a fact that any research work prepared, compiled or formulated in isolation is

inexplicable to an extent. This research work, although prepared by me, is a culmination of
efforts of a lot of people.

Firstly, I would like to thank our DPC teacher, Dr. BRN. Sharma for giving me the topic
Drafting of Sale deed to research which assisted me inacquiring some knowledge about the
topic. I would like to thank him for hisvaluable suggestions towards the making of this
project.

And I would also like to express my gratitude towards the library staff of mycollege who
assisted me in acquiring the sources necessary for the compilationof my project.

--- Swetank Sharma

Roll. No. 1179

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Contents
CHAPTER I :- INTRODUCTION.............................................................................................4

Chapter II:- LEGAL INCIDENTS OF SALE DEED................................................................7

Chapter III :- CONDITIONS OF A VALID SALE.................................................................11

Chapter IV:- PARTICULARS OF SALE DEED....................................................................12

Model drafts of sale deed.....................................................................................................15

Agreement of Sale................................................................................................................17

BIBLIOGRAPHY....................................................................................................................21

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CHAPTER I :- INTRODUCTION
There are different modes by virtue of which immovable property can be transferred.
Property can be transferred by different modes or ways viz. Sale, mortgage, lease, gift,
exchange etc. Transfer of immovable property by each of the aforesaid modes has its own
significance1.

The word "SALE" defined under Section 54 of "The Transfer of Property Act, 1882" is a
transfer of ownership in exchange of price paid or promised or part-paid and part-promised.
The transfer, in the case of tangible immovable property of the value of one hundred rupees
and upwards, or in the case of a reversion or other intangible thing, can be made only by a
registered instrument. In the case of tangible immovable property of a value less than one
hundred rupees, such transfer may be made either by a registered instrument or by delivery of
the property. Delivery of tangible immovable property takes place when the seller places the
buyer or such person as he directs, in possession of the property2.

The seller and the buyer get in a relation of agreement to sale. “Agreement to sell" which
precedes "SALE DEED" and it protects the interest of both buyer and seller. An agreement to
sell is a legal written document on which the conveyance deed is drafted under which both
the parties will settle certain terms and conditions i.e. seller will be intending to transfer/sale
the property and buyer will be intending to purchase it3. 
An agreement to sell has to be executed by the seller and the buyer on a non-judicial stamp
paper and the same has to be duly signed by both the parties. It has got legal value and if
necessary can be produced as evidence in a court of law. An agreement is a pre-requirement
for the sale of an immovable property wherein the buyer will pay to seller some token amount
as advance and seller must issue receipt for the amount received as token amount 4. 

While entering into an agreement to sell, the seller should mandatorily state all the material
defects in the property as well as in the title and it is the right and duty of the buyer to
investigate the title before buying the property. There should not be any lispendens i.e.

1
Anonymous, MODES OF TRANSFER OF IMMOVABLE PROPERTY,
http://shodhganga.inflibnet.ac.in/bitstream/10603/39900/7/07_chapter%203.pdf, last seen on 21st April 2018.
2
G. C. VenkataSubbarao, Essential of Valid Sale,
http://14.139.60.114:8080/jspui/bitstream/123456789/738/21/Property%20Law.pdf, last seen on 21st April 2018.
3
Anonymous, registration of sale deed, http://www.registrationacts.in/saledeedpreparationandprecautions.php,
last seen on 21st April 2018.
4
Supra note 1

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pendency of suit in a court of law regarding the property in sale. Lastly the agreement to sell
must contain all the terms and conditions which are necessary for transaction of a valid sale
of an immovable property5. 

The word "SALE DEED" otherwise called as "Conveyance Deed" is a legal written
document executed by the vendor and the purchaser which evidences the sale and transfer of
ownership of the tangible immovable property. 

A sale deed is governed by the Transfer of Property Act and the Registration Act, 1908 and is
an important document for both the buyer or the transferee and the seller or the transferor. A
sale deed is executed, usually, after the execution of the agreement to sell, and after
compliance of various terms and conditions between the seller and the purchaser mutually. A
sale deed is the main document which gives details of how the seller got the property, at what
consideration the seller is selling the property and assurance to the purchaser that the property
is free from any encumbrances, liabilities or indemnity clauses. A sale deed acts as an
essential document for the further sale of the property by the purchaser as it establishes the
proof of ownership of property6.

Sale deed is one of the most valuable legal documents in a purchase or sale of a property. A
sale deed is drafted by legal draftsman on a non-judicial stamp paper of the requisite value as
prescribed by stamp act of the particular state concerned7.

5
Anonymous, sale deed, http://www.rediff.com/money/report/perfin-what-you-should-know-about-a-sale-
deed/20100119.htm, last seen on 21st April 2018.
6
Supra note 3.
7
Ibid

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Object

The objective of the researcher is to know about the legal incidents of a sale deed, and the
particulars of the sale deed.

Research methodology

The project involves doctrinal method of research. The researcher has based the study on the
primary and secondary sources. The primary source used are Bare Acts, the secondary
sources used are books, case laws and articles. A uniform method of citation is used and
works of various scholars which were referred is gratuitously acknowledged in the citation.

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Chapter II:- LEGAL INCIDENTS OF SALE DEED

The essential elements of a sale are:

 Parties to a sale;

 Subject matter of sale;

 Price or consideration;

Mode of execution of sale.

1. Parties to Sale

The parties to a sale are–the transferor who is called a seller, and the transferee known as the
buyer. A contract of sale must be based on a mutual agreement between the seller and the
buyer.8 The transferor or the seller must be a person who is competent to enter into a contract
i.e., he must be a major and of sound mind and should not be legally disqualified to transfer
the property. A minor or a person of unsound mind is incompetent to transfer his own
property despite being its owner, but a transfer by a mentally sound person during lucid
intervals is valid.

Statutory incompetency refers to an, incompetency imposed under law or a statute. When a
person is declared as an insolvent, his property vests in the official receiver and he is
incompetent to transfer the same. Similarly, a judgment debtor is not capable sell his property
that is to be sold in execution under the order of the court. Property cannot be sold when it is
under the management of the Court of Wards.

The purchaser may be any person provided he is not disqualified to purchase a property under
any law enforced in India. For example a judge, a legal practitioner, an official of the court is
incompetent to purchase actionable claim under section 136 of the Transfer of Property Act
1882. Although minor is not competent to contract but he is a competent purchaser. Sale in
favour of minor is valid.

In the case of Ratanbai V. Basantibai9, two sisters, who were the only legal heir of the
deceased father, inherited the property being class 1 heir. The husband of one of them
purchased the property from their widowed mother taking advantage of her old age. It was
8
MisabulEmterprises v. VijayaSrivastava, AIR 2003 Del. 15.
9
AIR 2008 NOC 1172 MP.

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held that widow alone has no right to sell the property. The sale was not binding on class 1
heir to the extent of their share.

2. Subject matter

Sale is the transfer of ownership in some property. This Act deals with the sale of only
immovable property. Sale of movable is delt under the Sales of Goods Act, 1929. The subject
matter of sale under Section 54 of the Transfer of Property Act 1882 is therefore immovable
property, which can either be tangible or intangible10.

The property must be properly and sufficiently identified. In a suit for declaration of title of
the property, the controversy was with respect to the identity of the property. There was a
mistake in the plot number. The court held that as both boundaries and plot number were
given in the sale certificate a mistake in the plot number must be treated as a mis-description
which did not affect the identity of the property sold. Rather, it is intrinsic evidence in
proving that seller wanted to convey the right and title in the suit property to the buyer11.

The subject-matter of a sale may be any kind of immovable property as defined in Section 3
of the Transfer of Property Act. Accordingly, the immovable property which may be subject
matter of sale means lands, benefit arising out of land and the things attached to earth. Things
attached to earth include things embedded to earth, things attached to what is so embedded to
earth and the things rooted in the earth. But, standing timber, growing crops and grass are
movable properties. Therefore, except the standing timber, growing crops and grass, the land
and all the beneficial interests in lands are included in the term immovable property. Lands,
houses, gardens etc. are tangible immovable properties12.

Beneficial interests such as right to collect rent, right of fisheries or right to extract minerals
etc. are intangible immovable properties and may be sold. Mortgage-debts are intangible
immovable property and can be sold within the meaning of Section 54. Reversion is also
intangible property and is subject-matter of sale. 'Reversion' means the bundle of rights which
remains with the lessor after giving his property on lease. Lease is transfer of only the right of
enjoyment of property. After transferring this right, the lessor has ownership minus right of
enjoyment of his own property. Thus, 'reversion' is everything except right to enjoy the
property for certain duration. Hence, 'reversion' is equal to ownership and can be sold13.

Equity of redemption is in reality a tangible immovable property. Therefore, sale of equity of

redemption has been held as sale of tangible immovable property14.

However, the immovable property whether it is tangible or intangible must be in existence

on the date of execution of sale. Further, the property must be owned by seller and must also
be a transferable property within the meaning of Section 6 of this Act.

10
Dr. RK sinha The Transfer of Property Act, Central law publication, ed. 2014, page no- 233.
11
Ram JiwanRai v. DeokiNandanRai, AIR 2005 Pat 23.
12
Supra note 10.
13
JamaramPartisramparia v. Puslipa Devi Saraf, (2006) 7 SCC 756
14
Sohanlal V. Mohan lal, AIR 1928 ALL.726.

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 3. Money Consideration:

Price is an essential element in essential element of a sale. The price must be fixed or referred
in the sale deed, its payment is not necessary for completion of the transfer but its reference,
necessary. The price may be paid at the time of execution of the sale-deed. It may be paid in
advance or after execution of the deed.

Some part of it may also be paid at the time of execution and the rest may be promised to be
paid in future.15 If no price has been mentioned or ascertained in the sale deed then even a
registered sale deed may not be regarded as sale.

Fry on Specific Performance observes: "In all sales it is evident that price is an essential
ingredient, and that where it is neither ascertained nor rendered ascertainable, the contract of
sale is void for incompleteness and incapable of enforcement. It is not, however, necessary
that the contract should in the first instance determine the price. It may either appoint a way
in which it is to be determined or it may stipulate for a price.”16

The consideration, in the sale has specifically been mentioned as 'price' in Section 54. Price
must be money consideration. If the ownership is transferred in exchange of any other kind of
consideration, the transfer is not sale. 'Price', has not been defined in Section 54. But, it has
been held that under this section it is used in the same sense as it has been defined in the Sale
of Goods Act and means the money consideration.17 Money consideration may include any
form of money e.g. currency notes, coins, cheques or bank draft. However, in its wider sense
it has been held that an advance made by one brother to another is a good consideration for
sale."18

Where, under family settlement a party agreed to give up his share in property and agreed to
sell that property to another party, this agreement of settlement was regarded as
'consideration for sale. In a family settlement a party agreed to give up his rights in respect of
the share in property. He executed an agreement to sell that property to another party to
settlement. The Andhra Pradesh High Court held that "settlement can be considered as a
consideration for execution of agreement of sale".19

Under Muslim Law, wife's claim of her dower is regarded as a debt. Where a Muslim
husband makes gift of a land in lieu (consideration) of her unpaid dower, the transfer is not
gift but a sale because ownership is transferred in consideration of dower which is money
debt.

Inadequacy of consideration is not a relevant factor for validity of sale even was the price is
found to be less than the market value of the property, the sale is valid.20

15
KammanaSambamurthy v. KalipatnapuAtchuamma, AIR 2011 SC 103: (2011) 11 SCC 153.
16
Mulla Transfer of Property Act ed. VII , pg 293
17
CIT V. Moters& Gn. Stores Pvt Ld. AIR 1976 SC 200.
18
Ashok Chandra V. Chota Nagpur Banking Corporation, AIR 1948 Pat. 294.
19
LakshmanRao V. Ratnamanikymba.AIR 2003 AP.214.
20
Anonymous, essential elements of sale deed,
https://sol.du.ac.in/pluginfile.php/4577/mod_resource/content/1/Document15-1.pdf, last seen on 21st April 2018.

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 4. Conveyance: Mode of Transfer.—Sale is transfer of ownership of an immovable
property. Property therefore must be transferred from seller to purchaser. Part two of
Section 54 provides two modes of transfer of property: (a) delivery of possession and
(b) registration of the sale deed.

(a) Delivery of Possession.—Where the property is tangible immovable property of a value

less than rupees one hundred the sale may be made by delivery of possession. Writing and
registration is not essential. However, if the parties so desire, they may get the sale deed
registered. Thus, in case of tangible immovable property valuing less than rupees one
hundred, registration is not compulsory; it is optional.

Oral Sale of immovable property, which is possible only when the market-value is less than
Rs. 100, is completed merely by delivery of possession. However, the Court must satisfy that
the entire price has been paid to the seller21.

Delivery of possession here means giving physical control of the property to buyer.

In Mohiuddin v. President, Municipal Com, Khargone22 a piece of land was sold for less than
Rs. 100. There was unregistered sale deed. No physical possession could be proved. The
Court held that the transaction of sale could not be proved to have been taken. Where actual
physical possession is not possible due to nature and kind of property, anything done by seller
which amounts to change in possession from seller to buyer is deemed to be a delivery of
possession. For example, possession of a house can be given by seller either by allowing the
purchaser to reside in it or handing over its keys to him. Similarly, in the case of land the
possession is delivered to purchaser when he goes to the land or otherwise shows his physical
control over it.

(b) Registration of Sale-deed.—except in the sale of tangible immovable property valuing

less than Rs. 100, in all other cases of sale of immovable property, registration is compulsory.
Registration is necessary to complete the sale in the following cases:

(i) Where tangible immovable property is of the value of Rs. 100 or more, and

(ii) Where the property is intangible immovable of any valuation.

Non-payment of price

Payment of price is not sina qua non for completion for sale. Since the sale of immovable
property may be effected in exchange for a price paid or promised to be paid, mere non-
payment of consideration will not prevent the passing of the title.23

21
VikasAgrawal V. Shajda Begum, AIR 2008 NOC 2177.
22
AIR.1993 MP. 5.
23
Dr. RK Sinha, The Transfer of Property Act, Central Law agency, Ed. 15, page no- 236.

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Chapter III :- CONDITIONS OF A VALID SALE

Section 54 lays down a specific method for the execution of a sale deed with
respect to immovable property and completion of sale. Generally speaking, in a sale, the
three requirements of law arethat transfer of property by sale must take place with the
help of a validly executed sale deed, by the transferor in writing, is properly attested,
and registered24.

Unless, the all three conditions are complied with, no right passes from the seller to the buyer
or in other words, there can be no sale. However, in case where the property is of nominal
value, the sale of property can be completed by a simple delivery of possession
of such property. In such cases, due to the small value of property, the formality of
writing, attestation and registration is dispensed away with, but this does not
mean, that immovable property whose value is less than Rs. 100 cannot be transferred by
adhering to above mentioned these three requirements. It is only that writing,
attestation and registration in such cases is optional25.

The test is the value of the property and nor the amount of consideration or the price.

The above mentioned requirements of executing a formal sale deed so as to confer a

valid title in favour of the transferee are not applicable in case of sale of property at a
court auction and a certificate of sale issued by the court is enough as the purchaser‘s
document of title.

The rules specified under section 54 govern the transfer of immovable property only by
sale and not movable property26.

24
Munnalal v. Armaram, AIR 2008 (NOC) 843 (MP)
25
Anonymous, Modes of transfer of immovable property
http://shodhganga.inflibnet.ac.in/bitstream/10603/39900/7/07_chapter%203.pdf, last seen on 20th April 2018.
26
Ibid.

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Chapter IV:- PARTICULARS OF SALE DEED

A sale deed is one of the most valuable legal documents in a purchase or sale of a property. A
sale deed is drafted by legal draftsman on a non-judicial stamp paper of the requisite value as
prescribed by stamp act of the particular state concerned. A draftsman must include certain
clauses while preparing the construction of the sale deed which are as follows27:

 Name of the deed: It is the parties who have to decide that which deed has to be
prepared e.g. THIS DEED OF SALE or THIS DEED OF MORTGAGE or THIS
DEED OF LEASE etc. and based on which there will be transfer of ownership of
immovable property.
 Parties to sale deed: An absolute sale deed must contain the names, age and
respective addresses of parties to the transaction and both the parties i.e. seller and
buyer must be competent to enter into a contract so that it will not affect the validity
of the valid sale. It is very much important that the sale deed is duly signed and
executed by both the parties with their bona-fide intention. A valid sale deed must
start with clear description of the parties.
 Description of the property sold: A valid sale deed must contain full description of
the property which is the subject matter of sale. It must include identification number,
total plot area, construction details as well as its location with its surrounding areas. A
schedule of the property must be included in the sale deed which will define the exact
location where the property is actually situated.
 Agreement for sale: An agreement for sale is the main requirement of the drafting of
the valid sale deed and both the parties must mutually settle the terms and conditions
of the agreement so that it will not affect the rights of the parties. A sale deed always
precedes agreement to sell.
 Sale consideration clause: A sale deed must include the clause stating the sale
consideration/amount as agreed between the seller and the buyer which has to be paid
by the buyer to the seller on the execution of sale deed. A sale amount should be
clearly stated in sale deed as agreed in the agreement to sell so that there should not
be any onus on the parties to the transaction.
 Advance payment if any: If there is any transaction of token amount paid by the
buyer to the seller then it has to be clearly mentioned in the sale deed, and how much
is the remaining balance to be paid on the execution of the sale deed.
 Mode of payment: It is always the buyer who has to decide that how he is going to
pay the sale consideration amount whether by Cash /Cheque/ Demand Draft and the
same has to be agreed by the seller.
 Passing of the title: A sale deed should contain the clause when the original title of
the property to be passed to the purchaser. A time limit should be given to the seller
for the transfer of the title. Once the title of the immovable property is transferred, all
the rights will pass to the purchaser.

27
Anonymous, particulars of sale deed, http://www.legalindia.com/conveyancing-of-sale-deed-and-its-
requirements/, last seen on 20th April 2018.

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  Delivery of the possession: The possession of the immovable property will be
transferred to the purchaser by the vendor once the registration process is completed.
A clause in the sale deed must state when there will be actual delivery of the
possession.
 Indemnity provision if any: A seller must clear all the statutory charges i.e. property
tax, electricity charges, water bills, cess, society charges, maintenance charges and all
other charges relating to the property before the execution of the sale deed. In case
there is any encumbrance on the property, the seller needs to repay the loan amount
and get the property papers cleared of the encumbrance. It is the duty of the buyer to
verify the encumbrance status from the office of the registrar.
 Execution: Once the Sale Deed is prepared all the parties to the deed shall execute it
by affixing their thumb impression or full signature. Each page should be signed by
the seller and buyer. Any alteration, addition or deletion is to be authenticated by full
signature of the parties. Execution of the sale deed requires to be witnessed by two
witnesses. The witnesses shall give their full particulars and addresses.
 Registration: According to Section: 17 of ‘The Registration Act, 1908’, the
registration of a tangible immovable property is compulsory if the value of the
respective property exceeds rupees 100/- and it is the registration of the property
which makes the sale valid. For getting the registration done both the parties must be
present before the jurisdictional sub-registrar office with the original documents
within four months from the date of execution. A stamp duty has to be paid by the
purchaser to the sub-registrar for getting the registration done. A certified copy of the
registration document to be obtained for the future reference.

 Testatum: Once all the terms and conditions have been settled between both the
parties, a sale deed is prepared. The executed sale deed should be witnessed by at
least two witnesses one from seller side and one from buyer side, giving their full
names, addresses and signatures.
 Original documents: Once the property gets registered under the registration act all
the original documents of the sold property to be hand over by the seller to the
purchaser. All the statutory rights along with ownership, possession, title, interest will
get vested in favour of the purchaser.

 Default clause: An agreement for sale of immovable property should include the
clause stating if there is any default by the vendor or the purchaser then the party who
rescinds the contract need to pay damages to the other party for the breach of contract
so that it will not affect to the execution of the sale deed28.

Deccan Herald, Requirements of a valid sale deed for

28

property,http://archive.deccanherald.com/deccanherald/nov172006/realty17153320061116.asp, last seen on 20th

April 2018.

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 CONCLUSION

The word "SALE DEED" otherwise called as "Conveyance Deed" is a legal written
document executed by the vendor and the purchaser which evidences the sale and transfer of
ownership of the tangible immovable property.  Before execution of a sale deed, it is very
important to trace the title of the seller. This can be done by scrutinizing the relevant
documents of title. Scrutinizing these documents would mean and include tracing the origin
of the property, flow of title and the status of the present owner. It is equally important to
obtain and scrutinize the encumbrance Certificates in order to verify the transactions
pertaining to the property intended to be purchased and to know about the existence of any
encumbrances or liability over the property. If there is any encumbrance on the property, it
shall be the duty of the seller to discharge the same at his own cost. 

Sale Deed of immovable property of value more than Rs 100 needs compulsory registration.
The duly executed sale deed should be presented at the jurisdictional sub-registrar's office for
registration. All the parties, including the consenting and confirming witnesses shall be
present at the time of registration and admit the execution of the sale deed. 

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Model drafts of sale deed
Sale Deed of House/Residential Plot

THIS SALE DEED is executed BETWEEN

Shri _Indra_Dev_Sharma____ Son of Shri ___Shiv Krishna Sharma____age _52__ years,
occupation  _clerk___ , resident of  hereinafter called the vendor, (which expression shall,
unless repugnant to the context, mean and include his heirs, executors, administrators and
assigns) of the One Part
AND
Shri __Satya Bhama Sharma____ Son of Shri __Satish Kumar Sharma__________age _46__
years, occupation  _Inspector__ , resident of  hereinafter called the PURCHASER, (which
expression shall, unless repugnant to the context, mean and include his heirs, executors,
administrators and assigns) of the Other Part on this__28th __ DAY of _April_____ AT
_2018____.                

WHEREAS the vendor had purchased from Shri __Tinku___ a piece of residential plot
bearing no 123 and measuring 2000 Sq Ft on the basis of Sale Deed vide document
no_2473___ and registered on in the office of the Sub Registrar ______ 
AND WHEREAS the property is self-acquired by the vendor;
AND WHEREAS the vendor  is the lawfully owned and possessed of the dwelling house
being premises No ....... in town, described in further details in the schedule here under; 
AND WHEREAS the seller is in need of money for his daughter's marriage;
AND WHEREAS the vendor has agreed to sell, transfer, and convey the said property unto
the purchaser for the price of Rs _one lakh_____/- (in words) Only; 

NOW, THIS SALE DEED WITNESSES as follows :                                     

1.   In consideration of the sum of Rs ..... (  ) only paid by the purchaser to the vendor by
account payee cheque (Cheque No. 123456)  with the execution of these presents the receipts
whereof the vendor admits and acknowledges, the said vendor does hereby grant, convey,
sell, transfer, and assign into and to the use of the said purchases fee from all encumbrances.

2.   All that house with compound wall, kitchen, and garden belonging thereto commonly
called premises No._____ and as described in the schedule here under.

3.   And all rights, title, interest, claim and demand whatsoever of the vendor into or upon
same and every part thereof to have and to hold the same unto and to use of the purchaser, his
heirs, executors, administrators, assigns, absolutely and for ever together with title deed and
any other evidences of title.

4. And that the house is not mortgaged or has no encumbrance of any kind.

5. And that nobody has right to any kind of claim on this house

6. And there no kind of tax is due on this house property

THE SCHEDULE OF THE PROPERTY ABOVE REFERRED TO :

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All that piece and parcel of land situate within the Registration Division & District Sub-
Division &Taluka within the local limits of the Indore Municipal Corporation,  revenue
village bearing Plot No.  ___, out of Survey No.  ____, and measuring _____ sqft or   
thereabouts, and bounded by as follows :                                                
On or towards the East              _    
On or towards the South            _   
On or towards the West             _    
On or towards the North            _   
 
IN WITNESS WHEREOF the parties hereto have signed here under at INDORE the date first
above mentioned.
                                                       
(Signature) 
VENDOR    
 
 
(Signature) 
PURCHASER   

Memo of Consideration
Received of and from the within named purchase the sum of Rs. __3,00,000_____ ( Three
Lakh____ Only) being the full consideration within name was to be paid by the purchaser to
us.

We say received.

(Signature of Vendor)
VENDOR

Witnesses: 

1. (Signature)
 Name and Address

2.(Signature)
Name and Address

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Agreement of Sale
This agreement of sale entered into at this day of 2009 by and between A hereinafter called
the, party of the I Part on the one hand and B hereinafter called the party of the II Part on the
other is as follows:

1. The party of the I Part agrees to sell, and the party of the II Part agrees to purchase, the
property fully described in the schedule hereto for Rs…2,50,000…….(Rupees Two Lakh
Fifty Thousand ...only).

2. The party of the II Part has paid this day a sum of Rs……10,000……… (Rupees…Ten
Thouand……only) as advance. This advance amount the party of the II Part is entitled to
adjust against the purchase-price payable by him at the time of completion of the sale.

3. The party of the I Part shall produce or cause to be produced all the documents of title
relating to the schedule mentioned property for scrutiny to any person including an advocate
named by the party of the II Part within two weeks from this date.

4. The decision of the above-named person shall be conclusive and binding on both the
parties. The party of the II Part shall inform the other party about the decision within a week
from the date of production of documents of title.

5. If the title of the party of the I Part to the schedule-mentioned property was not satisfactory
to the party of the II Part, this agreement shall stand cancelled and the party of the II Part
shall refund the advance amount within two weeks therefrom and in default, it shall carry
interest at the rate of 18% p.a. since then till date of payment.

6. If the title of the party of the I Part were found to be satisfactory, the transaction of sale
inclusive of registration shall be completed within four months from this date. The parties
specifically stipulate that time shall be the essence of the contract.

7. In case income-tax clearance is necessary, the party of the I Part shall obtain the same as
early as possible and the time taken for such certificate shall be excluded in competing the
period referred to in Clause 6 herein. In case of inordinate delay the party of the II Part has
the option of cancelling this agreement.

8. The party of the I Part shall execute the sale-deed or deeds in favour of the party of the II
Part or his nominee or nominees as desired by the party of the II Part but all at the same time.

9. If the party of the II Part fails to perform his part of the obligations under this contract, the
party of the I Part is entitled to appropriate Rs …25,000.. (Rupees…Twenty Five
Thousand……… only) (preferably 10% of the sale consideration) as his liquidated damages
out of the advance amount and however bound to repay the balance of the advance amount to
the party of the II Part; in default, such balance shall carry interest at 18% p.a. If the party of
the I Part were to commit breach of this agreement. the party of the II Part is, at his option,
entitled to claim return of the advance amount and also the same sum above fixed as

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liquidated damages from the party of the I Part, or to claim specific performance of the
agreement together with damages and expenses if any suffered by the party of the II Part on
account of such breach on the party of the I Part.

In witness whereof the parties hereto have set their hands and seals on the day and year first
above written and in the presence of witnesses :

1. Sh…………., s/o………………, r/o…………… Sd-

First Part
2. Sh…………., s/o………………, r/o…………… Sd-
Second Part

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 Agreement of Sale
1. This deed of Sale executed at .......Lucknow... .... .......... on 10th day of April, 2009 by
and between Andre Sharma, son of .Gayle Sharma..........
Hindu/Jain/Sikh/Mohammedan/ Christian…………. residing at No. ……………,
hereinafter called the party of the I part, on the one hand and B, son of
Hindu/Jain/Sikh/Mohammedan/ Christian…………. residing at No. ……………,
hereinafter called the party of the II part, on the other hand.
2. Whereas the party of the I Part is the absolute owner of the property more fully
described in Schedule 'A' hereto (trace if so desired the history of this title as in Form
No. 1), whereas the party of the II part is absolute owner of the property more fully
described in schedule ‘B’ hereto (trace if so desired the history of this title as in Form
No. 1). Whereas the parties have agreed to exchange their respective properties for
convenient enjoyment.
3. Now this Deed of Exchange witnesses that in consideration of the premises and in
further consideration of the party of the II Part transferring his property more fully set
out in Schedule 'B' hereto by way of absolute sale to the party of the I Part, the party
of the I Part doth hereby transfer, convey and assign as and by way of absolute sale
his property (furnish briefly the identity of the property) more fully described in the
Schedule 'A' hereto together with (continue as in Form I. inserting party of the I Part
in the place of vendor and party of the II Part in the place of the purchaser).
4. This Deed of Exchange further witnesseth that in consideration of the party of the I
Part transferring his property more fully described in Schedule A hereto by way of
absolute sale to the party of the II part, the party of the II Part doth hereby transfer,
convey and assign as and by way of absolute sale his property more fully described in
the Schedule B hereto together with (continue as in Form No. 1 inserting party of the
II Part in the place of vendor and party of the I Part in the place of purchaser).

Either of the parties have, this day, handed over vacant possession of this property to the
other. Either of the parties doth covenant with the other as under:

1. He is the sole and absolute owner of the property hereby conveyed under this deed of
exchange and he has indefeasible and unfettered right to convey the same to the other.
2. The property hereby exchanged by him shall be entered upon peaceably and quietly
enjoyed by the other without any let or hindrance by him or by any one claiming
under or through him.
3. The other shall collect the profits/rents/income from the said property.
4. He has paid all the public charges, rates and outgoings in respect of the said property
till date.
5. He has not done or knowingly suffered or been a party or privy to any act, deed or
thing by reason whereof the said property is charged or encumbered or affected in
estate, title, or otherwise.
6. He shall keep the other indemnified against all claims, actions, proceedings, demands,
cost, damages and expenses whatsoever which the other may be put to by reason of

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 any defect in title or breach by the vendor or any of the covenants, assurances and
representations contained herein.
7. He shall, at all times, at the request of and at the cost of, the other party execute and
caused to be executed and registered and do all such acts, deeds and things as may,
reasonably be required of him for further and better assuring the property given by
him in exchange or any part thereof, unto and to the use of the other party.
8. He has handed over this day to the other party documents of title relating to the said
property.
9. He has no objection to the mutation being carried out in favour of the other party in
respect of the said property consequent on the transfer by way of exchange, in all
Government revenue records, Municipality records and other records maintained by
all statutory bodies or corporations.

In witness whereof the parties hereto have set their respective hands and seals on the day and
year first above-written and in the presence of witnesses:

1. Sh…Rishabh Kesarwani…., s/o…Veer Kesarwani……, r/o…Lucknow…………

2. Sh…Shiven Gupt.., s/o…Shiv Gupta.., r/o…Lucknow

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BIBLIOGRAPHY
The online sources referred are-

 http://shodhganga.inflibnet.ac.in/bitstream/10603/39900/7/07_chapter
%203.pdf,
 http://14.139.60.114:8080/jspui/bitstream/123456789/738/21/Property
%20Law.pdf,
 http://www.registrationacts.in/saledeedpreparationandprecautions.php,
 http://www.rediff.com/money/report/perfin-what-you-should-know-
about-a-sale-deed/20100119.htm.
 https://sol.du.ac.in/pluginfile.php/4577/mod_resource/content/1/Docume
nt15-1.pdf.
 http://shodhganga.inflibnet.ac.in/bitstream/10603/39900/7/07_chapter
%203.pdf.
 http://www.legalindia.com/conveyancing-of-sale-deed-and-its-
requirements/.
 http://archive.deccanherald.com/deccanherald/nov172006/realty1715332
0061116.asp.

Books referred
 Dr. RK Sinha, The Transfer of Property Act, Central Law agency, Ed. 15.
 Mulla Transfer of Property Act, Ed. VII.

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