JUDGMENT - SAWANT P.B., J. : - This is a simple suit for an injunction restraining the first defendant-Bank from making payment and the second defendants from demanding and collecting payment under a bank guarantee. After filing the suit, the plaintiffs took out a notice of motion for an interim injunction in the above terms. Two questions of some importance were raised on behalf of the second defendants, in the motion. The questions related to jurisdiction of the City Civil Court, Bombay, to entertain and try the suit and the tenability of the prayer for injunction in view of the unconditional assurance to pay the monies under the said bank guarantee. The City Civil Court answered both these questions against the second defendants, and hence the present appeal. 2. The plaintiffs were entitled to five import licences and by their first agreement dated the 3rd February 1977 entered into with the second defendants, who are manufacturers of alcoholic and non-alcoholic products, they agreed to transfer the said licences to the second defendants at a premium of 32% of the total value of the licences. This agreement did not click, and hence was cancelled subsequently when a new agreement was entered into between the parties on the 14th July 1978, whereunder the plaintiffs under-took to deliver goods to the second defendants on or before the 31st December 1978. Under the said agreement, further, the defendants paid to the plaintiffs a total sum of Rs. 2,48,535 representing the said premium of 32%, and the plaintiffs through their bankers-the 1st defendants executed two bank guarantees in favour of the second defendants together aggregating to-the said amount, as a security for the amount paid by the second defendants to the plaintiffs. It is not necessary to go through the long correspondence between the parties prior to the 31st December 1978 and thereafter. Suffice it to say that admittedly the goods were not delivered to the second defendants before the 31st December 1978, and therefore the second defendants called upon the first defendant-Bank to make the payment of the said amount of Rs. 2,48,535 under the said guarantees. The plaintiffs tried to prevent the said payment by asking the first defendants not to make the said payment. 2,48,535 under the said guarantees. The plaintiffs tried to prevent the said payment by asking the first defendants not to make the said payment. However, the first defendants felt bound to honour the commitment under the said guarantees and wrote to the plaintiffs of their intention to make the said payment to the second defendants. Hence the plaintiffs filed the present suit for the injunction as stated earlier. 3. It is the contention of the plaintiffs that it is on account of the non-cooperation and non-fulfilment on the part of the second defendants that the goods could not be brought to the shores of this land before the 31st December 1978, and therefore, the second defendants were not entitled to the amount under the guarantees. On the other hand, it is the contention of the second defendants that they had given all the necessary co-operation to the plaintiffs as required under the agreement and that the non-performance of the contract on the part of the plaintiffs was solely on account of the delays at their.end. It is also further their contention the bank guarantees which have been given by the first defendants in their favour are unconditional, and the disputes between them and the plaintiffs cannot in any way come in the way of their realisation of the amounts under the said guarantees. They further contend that the suit is beyond the pecuniary jurisdiction of the City Civil Court, Bombay and also that plaintiffs are not entitied to the injunction in view of the unconditional undertaking given by the first defendant-Bank in their favour. 4. As regards the point of jurisdiction, it is necessary first to look at the frame of the suit itself. The sum and substance of the allegations and averments made by the plaintiffs in the suit is that they are entitled to the premium of Rs. 2,48,535 from the second defendants under the agreement dated the 14th July 1978, and that the second defendants are not entitled to claim the refund of the same because they are guilty of certain breaches of the contract. The first defendants, according to the plaintiffs, therefore, are not bound or liable to pay any sum under the two bank guarantees and the second defendants have no right to demand any payment from the first defendants or to enforce the said bank guarantees. The first defendants, according to the plaintiffs, therefore, are not bound or liable to pay any sum under the two bank guarantees and the second defendants have no right to demand any payment from the first defendants or to enforce the said bank guarantees. It further appears that in order to secure the bank guarantees from the first defendant-Bank, the plaintiffs had created a charge in favour of the first defendants on a flat being 3. Flat No. 101, 17th Floor, Darya Mahal A, Nepean Sea Road, Bombay-26 and belonging to one of the partners of the plaintiffs. The plaintiffs there-fore in the plaint have also averred that in view of the fact that the first defendants are not bound to make the payment under the said guarantees, they were also not entitled to sell or in any manner dispose of the said flat for realising their security after making the said payment to the second defendants. The plaintiffs have then prayed for the following reliefs : - “(a) for a declaration that the second defendants are not entitled to demand, recover or receive any payment under either of the said two bank guarantees from the first defendants or to enforcement either of the said” two bank guarantees and that the first defendants have no right to make any payment to the second defendants under either of the said two bank -guarantees; (b) for a permanent perpetual injunction restraining the second defendants from demanding, recovering or receiving any payment from the first defendants under either of the said two bank guarantees and from enforcing any of the said two bank guarantees; (c) for a perpetual injunction restraining the first defendants their servants and agents or employees from making any payment to the second defendants under either of the said two bank guarantees and from selling or in any manner disposing of or alienating the said flat being Flat No. 101, 17th Floor, Darya Mahal A, Nepean Sea Road, Bombay 400 026 and belonging to one of the partners of the plaintiffs”. It is therefore more than clear that the plaintiffs in terras want to prevent the loss of the said amount of Rs. 2,48,535 to themselves. On the face of it, therefore, the relief claimed in the suit is capable of being valued in terms of money. It is therefore more than clear that the plaintiffs in terras want to prevent the loss of the said amount of Rs. 2,48,535 to themselves. On the face of it, therefore, the relief claimed in the suit is capable of being valued in terms of money. The plaintiffs, however, filed the present suit in the City Civil Court, Bombay, whose pecuniary jurisdiction is only up to Rs. 50r000, on the ground that the suit fell in the category covered by sub-clause(iv), (j) of section 6 of the Bombay Courts Fees Act, 1959. The said provision of section 6 reads as follows :- “Section 6. The amount of fee payable under this Act in the suits next hereinafter mentioned shall be computed as follows:_ xxxxxxxxxxxxxxxxxx (iv), (j) Jn suits where declaration is sought, with or without injunction or other consequential relief and the subject matter in dispute is not susceptible of monetary evaluation and which are not otherwise provided for by this Act(-ad valorem fee payable, as if the amount or value of the subject-matter was three hundred rupees)”. The aforesaid provision is attracted only when three conditions are satisfied, namely, that the suit is(i) for declaration,(ii) the subject-matter in dispute is not susceptible of monetary evaluation and(iii) the suit is not otherwise provided for under the Act. Prayer(a) in the present suit is for a declaration “that the second defendants are not entitled to demand, recover or receive any payment under the two guarantees or to enforce either of the said guarantees and that the first defendants have no right to make any such payment to the second defendants under either of the two guarantees. The subject-matter in dispute further is the amount due under the said two bank guarantees and the same is cearly susceptible of monetary evaluation. Further Item 7 of Schedule I of the said Act covers a suit such as the present one, and there-fore, the third condition mentioned in the section 6(iv), (j) is also not satisfied in the present case. The said Item 7 of Schedule I is as follows :- “Any other plaint, application or petition(including memorandum of appeal), to obtain substantive relief capable of being valued in terms of monetary gain or prevention of monetary loss, including cases wherein application or petition is either treated as a plaint or is described as the mode of obtaining the relief as aforesaid”. As is clear from what has been stated earlier, the present suit is for a substantive relief of a declaration that under the two bank guarantees, the second defendants are not entitled to demand, recover or receive any amount and the first defendants have no right to make such payment to the second defendants. The suit is also for an injunction restraining the first defendants from making the said payment and the second defendants from enforcing the same thereby preventing a loss to the plaintiffs of the amount guaranteed under the said two guarantees. The suit therefore clearly falls under the said Item 7 of Schedule I of the said Act. 5. Therefore, it is clear that the provisions of section 6(iv), (j) of the said Act will not be attracted to the present suit since the suit is clearly filed for preventing a loss of the said amount of Rs. 2,48,535 being the amount assured under the said two bank guarantees. Hence the City Civil Court, Bombay, will have no jurisdiction to entertain the suit. 6. However, Mr. Sanghvi, the learned counsel appearing for the plain- tiffs, contended, as he did before the trial Court, that the subject-matter of the suit was not the bank guarantees but the right of the first and second defendants to act on the said bank guarantees. This being the case, argued Mr. Sanghvi, the subject-matter was not susceptible of monetary evaluation. For this purpose, he relied upon a decision of this Court reported in(Jafferali Allibliai v. Messrs S. R. Dossa Co.)1, 1968 Mh. L.J. 593. The facts in that case were that the suit was filed as a representative suit under section 53 of the Transfer of Property Act, by creditors of the first defendant-firm to avoid the deed of assignment of moveable and immoveable properties by that firm in favour of the second defendant. The properties which were the subject-matter of the deed of assignment were of the value of Rs. 7-1 /2 lacs and the plaintiffs had valued the suit for the purpose of the court-fees under section 6(iv), (j) of the said Act and had paid a fixed court-fee of Rs. 30 under the said section. The properties which were the subject-matter of the deed of assignment were of the value of Rs. 7-1 /2 lacs and the plaintiffs had valued the suit for the purpose of the court-fees under section 6(iv), (j) of the said Act and had paid a fixed court-fee of Rs. 30 under the said section. The learned single Judge held that the subject-matter of the suit was not the property comprised in the deed of assignment which was sought to be set aside, but it was the relief by way of-declaration itself, namely, that the deed of assignment was void as against, the plaintiffs. Hence the learned Judge held that the same was not susceptible to monetary evaluation. I have already reproduced the reliefs claimed in the present suit. The plaintiffs have not prayed for setting aside the bank guarantees on the ground that they were in any way void or illegal. In fact, in view of the averments made in the plaint which nowhere attacked the said bank guarantees as such, such a relief could not have been claimed in the plaint. On the other hand, the relief claimed by the plaintiffs relates directly to the moneys to be paid under the said bank guarantees. The subject-matter in the present suit therefore is nothing but the amounts which are due under the said bank guarantees. The aforesaid decision, therefore, is clearly inapplicable to the facts of the present case, Mr. Sanghvi then contended that the subject-matter of the suit was not the moneys due under the bank guarantees but the right to enforce the said guarantees in view of the alleged non-performance of the contract by the second defendants. This argument also does not appear to me to have any force because the right to enforce the bank guarantees which is questioned in the suit and which is sought to be negatived is nothing more or less than the right to recover the amounts so far as the second defendants are concerned and the right to make the payment as far as the first defendants are concern-ed, under the said bank guarantees. Thus the said right to enforce or to make the payment under the guarantees is itself capable of being valued in terms of money since it cannot be divorced from the guarantees-. Thus the said right to enforce or to make the payment under the guarantees is itself capable of being valued in terms of money since it cannot be divorced from the guarantees-. I am there-fore of the view that there is no substance in the argument advanced on behalf of the plaintiffs that the suit falls under section 6(iv), (j) and not under Item 7 of Schedule I of the said Act. I am reinforced in this conclusion by a decision dated the 14th April 1970 by Kantawala J.,(as he then was) in Chamber Summons in Suit No. 821 of 1968(M /s. R. Jaikishandas v. B. M. C. Anr.). In that suit what was challenged by the plaintiff was the enforcement of the notice to demolish the building served by the Bombay Municipal Corporation and not the validity of the notice. It was held there that the subject matter was capable of monetary valuation. The facts of the present case are on all fours with the facts in the said suit. In the present suit also it is not the validity of the bank guarantees, but the enforcement thereof which is sought to be challenged. Hence the City Civil Courts Bombay, has no jurisdiction to entertain the present suit. 7. Coming now to the next contention, ordinarily in view of my finding on the question of jurisdiction, it would not have been necessary to express any opinion on this contention. However, the matter was argued before me at some length on this question as well on the footing that the City Civil Court had jurisdiction. Hence, I think it proper to record my finding on this question as well. The contention advanced on behalf of the second defendants is that in view of the unconditional guarantee given by the first defendants, which stands independently and irrespective of any disputes between the plaintiffs and themselves, the first defendants have no choice but to honour their commitment, and the plaintiff have no right to restrain the first defendants from making the said payment and to restrain them i.e. the second defendants from collecting the same under the said guarantees. On the other hand, it was contended on behalf of the plaintiffs that the guarantee was dependent upon the proper performance of the contract on the part of the second defendants and was not independent of the contract dated the 14th July 1978 entered into between the parties. This being the case, it was argued on behalf of the plaintiffs that the guarantees could not be enforced if it was shown that the second defendants had not performed their obligation under the said contract. On both sides, reliance was placed on several authorities. Before I examine the authorities, it is necessary to reproduce hereinbelow the relevant terms of the said guarantees. The guarantees which are in idential terms are addressed by the first defendant-Bank to the second defendants. Paragraph 1 makes a reference to the contract dated the 14th July 1978 entered into between the plaintiffs and the second defendants, and then in the second paragraph the first defendant-Bank states as follows: “We … … … … … … …. … …. … …. … at the request of the contractor(i.e. plaintiffs) do hereby unconditionally and irrevocably guarantee payment to the company(i.e. the second defendants) . ... … …. … …. … at the request of the contractor(i.e. plaintiffs) do hereby unconditionally and irrevocably guarantee payment to the company(i.e. the second defendants) . ... on demand and without protest or demur any and all monies for the time being and/or from time to time claimed by the company from the Bank with reference to this guarantee/undertaking “ “AND the Bank doth hereby further agree as follows:- Clause(iii) The company shall have the fullest liberty without reference to the Bank and without affecting in any way the liability of the Bank under this guarantee/undertaking, at any time and /or from time to time anywise vary the said contract(i.e. the contract dated the 14th July 1978 by the plaintiffs and the second defendants) and /or any of the terms and conditions thereof to extend time or performance of the said contract in whole or part or to postpone for any time and /or from time to time any of the obligations of the contract and the Bank shall not be released from its liability under these presents and the liability of the Bank shall be made in full force and effect notwithstanding any exercise by the company of these presents and the liability of the Bank shall remain in full force and effect to any or all the matters aforesaid (iv) It shall not be necessary for the company to proceed against the contractor before proceeding against the Bank and the guarantee/ undertaking herein contained shall be enforceable against the Bank as Principal debtor notwithstanding the existence of any other security for any indebtedness of the contract to the company (v) As between the Bank and the company for the purposes of this guarantee/undertaking the amount claimed by the company shall be final and binding upon the Bank (vi) The liability of the Bank to the company under this guarantee / undertaking shall be made in full force and affect notwithstanding the existence of difference or dispute between the contractor and the company, the contractor and the Bank and /or Bank and the company and notwithstanding the existence of any instructions or purported instructions by the contractor or any other person to the Bank not to pay or for any cause to withhold or defer payment to the company under these presents with the intent that notwithstanding the existence of such difference, dispute or instruction the amount shall be and make liable to make payment to the company. (vii) The Bank shall not revoke this guarantee /undertaking during its currency except with the previous consent of the company ......” The reading of the aforesaid clauses of the said guarantees and in particular clauses(iv),(v) and(vi) thereof, makes it more than clear that the said guarantees have been executed by the first defendant-Bank in favour of the second defendants absolutely and unconditionally, and the Bank has under-taken to pay the amounts assured under the guarantees irrespective of any differences or disputes between the plaintiffs and the second defendants. Thus the said guarantees are independent of the performance or non-performance of the terms of the said contract. It is more or less in the form of a demand promissory note and the only condition for recovering the money under the said guarantees is that the second defendants should make a demand for the money assured under the said guarantee within the time stipulated there-in. Under both the guarantees, the second defendants have to make the demand for payment within six months from the 31st March 1979. It is not disputed that the second defendants made the demand on the first defendant- Bank within time. The first defendants wanted to honour their commitment and make the payment but for the interim injunction granted by the trial Court. 8. Ordinarily, the rights and liabilities of the parties should be governed by the terms of the agreement between them. When such agreement is reduced to writing and when the terms and conditions are clear and unambiguous, there should be no difficulty in determining the rights and liabilities of the parties. There is no specified form of any contract, and parties are free to incorporate in contracts such terms and conditions as are mutually acceptable, subject of course to general restrictions imposed by law. Nothing prevents parties from accepting even onerous obligations upon themseives and giving generous concessions to others when the agreement is arrived at voluntarily between them. Merely because the trade customs and usages are otherwise, in the face of unambiguous terms of the agreement, the contract cannot be construed to mean otherwise than what its plain terms mean. Therefore, normally it is not open to read into a written contract, a term which is not there or to omit to read a term which is in unmistakable language incorporated. Therefore, normally it is not open to read into a written contract, a term which is not there or to omit to read a term which is in unmistakable language incorporated. The occasion to read into contracts something which is not there are to construe a term of the contract in a manner not warranted by its plain language arises only when the parties are not ad idem or the contracts are not voluntary or the terms of the contract are irreconcilable or are vague and ambiguous. However, this course is not open in the present case since the language of the agreement is clear and unambiguous. To “interprete such a contract in a manner not warranted by its terms is to take upon oneself the duty of making a new contract for the parties. No Court of law can indulge in such unwarranted exercise. Hence even without reference to the authorities which are relied upon on both sides, it can be said without any hesitation that in the present case the terms of the said bank guarantees should govern the rights and liabilities of the parties. If that is so, it is more than clear from the said terms that the first defendant-Bank is under an obligation to make the payment of sums assured under the said guarantees, to the second defendants irrespective of whether the second defendants had performed their part of the obligation or not and whether there were or not any differences or disputes between the plaintiffs and the second defendants. The first defendants under the said terms cannot refuse to make the payment the moment the second defendants make a demand on them for the purpose, within the stipulated period. I have therefore no doubt whatsoever in my mind that the first defendants could not have been restrained from making the payment and the second defendants could not have been prevented from enforcing the said payment by the plaintiffs. The considerations such as the breaches of the contract on the part of the second defendants, the onerous obligation on and the equities in favour of the plaintiffs etc. are according to me not germane in such cases unless of course it is a clear case of fraud on the part of the party trying to enforce the contract. The considerations such as the breaches of the contract on the part of the second defendants, the onerous obligation on and the equities in favour of the plaintiffs etc. are according to me not germane in such cases unless of course it is a clear case of fraud on the part of the party trying to enforce the contract. It is against this back-ground that we may now examine the various authorities relied upon at the Bar. 9. In support of their case that the trial Court could not have granted injunction, the second defendants have relied upon the following decisions :(R. D. Hartottle(Mercantile) Ltd. and another v. National Westminster Bank Ltd, and others)2, 1977(2) All England Law Reports 862.(Edward Owen Engineering Ltd. v. Barclays Bank International Ltd.)3; 1979(1) All England Law Reports 976.(M /s. Tarapore and Co. Madras v. Tractoro export Moscow and another)4; A.I.R. 1970 S.C. 891.(The Minerals and Metals Trading Corporation of India Ltd. v. Surajbalaram Sethi another)5; 74 Calcutta Weekly Notes 991.(State Bank of India v. The Economic Trading Co.)6; A.I.R. 1975 Cal. 145.(Texniaco Ltd. v. State Bank of India and others)7, A.I.R. 1979 Cal. 44. 10. In R. D. Harbottle(Mercantile) Ltd. and another v. National Westminster Bank Ltd. and anothers(supra) it was a case of the English-plaintiffs trying to prevent the Bank from honouring its commitments to the Egyptian-buyers of certain goods agreed to be sold by the plaintiffs to them. The plaintiffs had agreed to indemnify the bank in the widest terms and gave irrevocable authority for payment under the guarantees and to debit the plaintiffs account accordingly. The differences having arisen between the plaintiffs and the Egyptian buyers, the plaintiffs applied for an injunction restraining the bank from paying and the buyers from obtaining payment under the guarantees given by the Bank. The Court held that only in exceptional cases the Court should interfere with the machinery of irrevocable obligations assumed by banks. The Court observed that in the case of a confirmed performance guarantee, just as in the case of a confirmed letter of credit, the bank was only concerned to ensure that the terms of its mandate and con- firmation had been complied with and was in no way concerned with any contractual disputes which might have arisen between the buyers and sellers. Accordingly, since demands for payment had been made by the buyers under, the guarantees and the plaintiffs had not established that the demands were, fraudulent or other special circumstances, there were no grounds for continuing the injunctions. The Court therefore discharged the injunctions which were earlier granted against all the defendants. Edward Owen Engineering Ltd. v. Barclays Bank International Ltd.(supra) it was again a case of the plaintiffs-English suppliers entering into a contract with Libyan-buyers to supply goods to them. The contract was subject to condition precedent that the plaintiffs would arrange for a performance bond or a guarantee to be given for ten per cent of the contract price, guaranteeing performance of their obligations under the contract. Accordingly, the plaintiffs instructed the defendants, their bankers, to give on their behalf a performance guarantee for a certain sum. Acting on those instructions, the defendants requested a Bank in Libya to issue a performance bond to the buyers for that sum, and in turn promised the Libyan Bank that they would pay the amount of the guarantee on first demand, without any conditions or proof. The Libyan Bank issued a letter of guarantee to the buyers. Although thereafter it appears that the buyers were in default and not the plaintiffs, the buyers claimed on the guarantee given by the Libyan Bank who in turn claimed against the defendant-bankers under the guarantee that they had given. The plaintiffs prayed for an injunction to restrain them from paying any sum under the performance guarantee It was held that the performance guarantee was similar to a confirmed letter of credit. Where, therefore, a Bank had given a performance guarantee it was required to honour the same according to its terms and was not concerned whether either party to the contract was in default. The only exception to that rule was that fraud by one of the parties had been established and the Bank had notice of the fraud. The defendants guarantee provided for payment on demand without proof or conditions, and was in the nature of a promissory note payable on demand, and the plaintiffs had not established fraud on the part of the buyers. The defendants were therefore required to honour their guarantees on demand. Hence, the plaintiffs were not entitled to an injunction as prayed for by them. The defendants were therefore required to honour their guarantees on demand. Hence, the plaintiffs were not entitled to an injunction as prayed for by them. During the course of the judgment Lord Denning observed as follows : “A performance bond is a new creature so far as we are concerned. It has many similarities to a letter of credit, with which of course we are very familiar. It has been long established that when a letter of credit is issued and confirmed by a bank, the bank must pay it if the documents are in order and the terms of the credit are satisfied. Any dispute between buyers and sellers must be settled between themselves. The bank must v honour the credit. x x x x x x To this general principle there is an exception in the case of what is called established or obvious fraud to the knowledge of the bank x x x x x Such is the law as to a confirmed letter of credit. How does it stand with regard to the performance bond or a performance guarantee? x x x xxxxxxxxxxxxx All this leads to the conclusion that the performance guarantee stands on a similar footing to a letter of credit. A bank which gives a performance guarantee must honour that guarantee according to its terms. It is not concerned in the least with the relations between the supplier and the customer; nor with the question whether the supplier has performed his contractual obligation or not; nor with the question whether the supplier is in default or not. The bank must pay according to its guarantee, on demand if so stipulated, without proof or conditions. The only exception is when there is a clear fraud of which the bank has notice”. 11. It may be observed in this connection that the expression performance bond or performance guarantee has been used in the aforesaid cases not to imply that the bond was a guarantee for the proper performance of the contract between the buyer and seller but as a security for the due performance of the bank of its obligation under the guarantee or indemnity given by the bank itself. The facts in our case are on all fours with the facts of those cases. Mr. The facts in our case are on all fours with the facts of those cases. Mr. Sanghvi, the learned counsel appearing for the plaintiffs tried to make a distinction on the footing that both these cases related to international commerce, and therefore, the Courts had taken, according to Mr. Sanghvi, a strict view of the terms of such guarantees. No doubt, the said cases related to international trade; but according to me the principles laid down there relating to the rights and liabilities of the parties under such guarantees are independently of the particular facts of those cases and they do not turn on whether it is internal or international trade that is involved in the transaction. In M /s. Tarapore Co., Madras v. Tractoro export, Moscow and another(supra), it was a case of an irrevocable letter of credit. The said case also related to international trade. There an Indian firm had entered into a contract with Russian firm for supply of machinery and the Indian firm had opened a confirmed, irrevocable letter of credit with a Bank, in favour of the Russian firm. The suit was filed by the Indian firm alleging that the machinery supplied was not upto the mark and had sought an injunction against the Bank making payment under the said letter of credit. The Supreme Court held that opening of a confirmed letter of credit constitutes a bargain between the banker and the vendor of the goods, which imposes upon the banker an absolute obligation to pay, irrespective of any dispute between the parties, namely, the buyers and sellers. According to the Court, the letter of credit is independent of and unqualified by the contract of sale or the underlying transaction. It is true that in this case the Court has also discussed the issue with reference to its repercussions on international commerce. However, the observations made therein are not confined to the facts of that case nor is it possible to read them as being relevant only to international trade and commerce. The principles which emerge from the said decision are the same as have been stated earlier, namely, that when parties enter into a contract in clear and unambiguous terms, they are presumed to do so on the basis of their knowledge of the rights and liabilities which flow from such terms. The principles which emerge from the said decision are the same as have been stated earlier, namely, that when parties enter into a contract in clear and unambiguous terms, they are presumed to do so on the basis of their knowledge of the rights and liabilities which flow from such terms. Ordinarily, therefore, parties to the contract should be tied down to the obligations arising from such terms, otherwise it will spell disaster to the trade and commerce whether it is national or inter-national. The three decisions of the Calcutta High Court reported in The Minerals and Metals Trading Corporation of India Ltd. v. Surajbalaram Sethi another, State Bank of India v. The Economic Trading Co. and Texmaco Ltd. v. State Bank of India and others(supra) all relate to bank guarantees given in unconditional terms and without reference to the disputes and differences between the parties to the contract. They are therefore on all fours with the facts of the present case. In all these three cases, it was held that the plaintiffs were not entitled to an injunction restraining the bank from honouring its commitment under the bank guarantee notwithstanding the fact that there were differences and disputes between the parties to the contracts of sale of goods. In the last mentioned case, namely, Texmaco Ltd, v. State Bank of India and others the learned Single Judge has pointed out one more exception in addition to the exception of fraud and that is the existence of special equities arising from a particular situation which may entitle a party to an injunction restraining the performance of the bank guarantee. However, in spite of the allegations of breaches of contract on the part of the defendants in that case, the learned Judge came to the conclusion that it was not a case of such special equities, and hence held that the bank could not be restrained from making payment as per the demand. These cases therefore clearly establish the proposition that where a bank gives a guarantee ins absolute and unconditional terms and where the payment is to be made on demand, irrespective of the disputes and differences between, the parties to-the underlying transaction or contract, the bank is duty bound to honour its commitment and it cannot be prevented by an injunction from honouring its said obligation. 12. As against this, Mr. 12. As against this, Mr. Sanghvi, the learned counsel for the plaintiffs tried to rely upon the provisions of sections 128 and 140 of the Contract Act and two decisions reported in(Probodh Kunar Das v. Gillanders Arbuthnot Co.)8, A.I.R. 1934 Cal. 699. and(Pralapsing Moholalbhai v.KeshavlaJ Harilal Setalwad)9, 62 Indian Appeals 23. 13. Section 128 of the Contract Act states that the liability of the surety is co extensive with that of the principal debtor, unless it is otherwise provided by the contract, and section 140 states that where a guaranteed debt has become due or default of the principal debtor to perform a guaranteed duty has taken place, the surety, upon payment or performance of all that he is liable for, is invested with all the rights which the creditor had against the principal debtor. The submission was that unless it was proved that the principal debtor had failed to discharge his obligation under the contract, the liability of the guarantor could not arise. I am afraid that this submission proceeds on the footing that there cannot be a guarantee executed in terms otherwise than the general ones. There is no doubt that the provisions of sections 128 and 140 would govern an ordinary guarantee where the liability of the guarantor arises only when the principal debtor fails to discharge his obligation. However, when in guarantees such as the present one, with which we are concerned, the guarantor himself is named as a principal debtor and where in terms it is provided that the liability of the guarantor would arise notwithstanding the performance or non-performance by the debtor meaning thereby the plaintiffs in the present case, it is difficult to understand as to how the provisions of the said two sections would at all be applicable to the present case. As the provisions of section 128 themselves state, it is open for the parties to make a contract otherwise. In that case the provisions of the said two sections will not come into play. It is for. these reasons that the reliance placed on the two authorities, namely, Probodh Kunar Das v. Gfllanders Arbuthnot Co and Prolapsing Moholalbhai v. Kesliavlal Harilal Setalwad is also misplaced. For the said authorities do nothing more than give effect to the general provisions of the said two sections. It is for. these reasons that the reliance placed on the two authorities, namely, Probodh Kunar Das v. Gfllanders Arbuthnot Co and Prolapsing Moholalbhai v. Kesliavlal Harilal Setalwad is also misplaced. For the said authorities do nothing more than give effect to the general provisions of the said two sections. In those cases the guarantees such as the present one were not involved, and therefore, the observations made therein have no relevance to our case whatsoever. Lastly, Mr. Sanghvi relied on a decision dated the 9th August 1979 of the learned Single Judge of this Court in Notice of Motion No. 843 of 1979 in Suit No. 1113 of 1975. It appears from the said decision that a performance guarantee given by a bank fell for consideration there at the interlocutary stage. The plaintiffs had applied for an interim injunction restraining the bank from making payment in terms of the said guarantee. The learned Judge on the facts of that case came to the conclusion that there were special equities in favour of the plaintiffs, inasmuch as the plaintiffs there had agreed that the bank should execute the guarantee in favour of the assured defendants in anticipation of the contract to be entered into between them and the said defendants. The first defendant had failed to enter into such a contract and hence the raison detre for procuring the bank guarantee had disappeared. Hence it was urged that the guarantee itself had become null and void and inoperative in law. The learned Judge therefore distinguished some of the cases discussed hereinabove and also the decisions of this Court at the inter-locutory stage given in. Suits Nos. 303 of 1960 and 50 of 1968 and held that the plaintiffs were entitled to an interim injunction restraining the plaintiffs from honouring its commitment on account of the said special circumstances or equities. It may also further be stated that the suit which was filed there was also for a declaration that the bank guarantee itself was null and void. Since I am not convinced in the present case that there are any such special equities in favour of the plaintiffs, it is difficult to apply the reasoning of the said decision to the facts of the present case. 14. Mr. Sanghvi did not argue that there was any fraud committed by the second defendants in the present case. Since I am not convinced in the present case that there are any such special equities in favour of the plaintiffs, it is difficult to apply the reasoning of the said decision to the facts of the present case. 14. Mr. Sanghvi did not argue that there was any fraud committed by the second defendants in the present case. However, he vehemently urged that there were special equities arising out of special circumstances in the present case. The correspondence between the parties, according to him, showed that the second defendants had not intimated to them for a long time the nature of goods that they wanted to import, and that they had delayed the despatch of letters of authority till as late as the 26th December 1978, thereby making it impossible for the plaintiffs to import goods before the 31st December 1978. As against this, the defendants pointed out that the plaintiffs were unable to procure Bank guarantees as agreed under the terms of the contract for a long time and they could do it only on the 8th December 1978. Thereafter they had called upon the second defendants to pay an additional 10% commission to one M/s. Herbertson Ltd. Co., agents nominated by the plaintiffs to import the goods, contrary to the, contract. There was no such provision in the contract to make such additional payment to any such person and the plaintiffs had undertaken to import the goods for 9% commission which included charges of such agents if any. Mr. Sanghvi fairly conceded that this demand for commission of 10% for the said agents was unwarranted in view of the terms of the contract between the parties and stated that it was inserted in one of the letters addressed by the plaintiffs to the second defendants, by mistake. How-ever, whatever may be the merits and demerits of the controversies between the parties, the said circumstances pointed out on behalf of the plaintiffs to make out a case of special equities in their favour, not only do not make out any such special circumstances, but on the other hand show that these grievances of the plaintiffs relate to the alleged breaches of contract if any on the part of the second defendants. They are no more than the usual disputes and differences between the parties. They are no more than the usual disputes and differences between the parties. If the plaintiffs succeed in proving that the contract could not be fulfilled on account of the said breaches on the part of the second defendants, they have a remedy open to them for claiming damages by filing a proper suit for the purpose. That however will not convert the said allegations into special equities to entitle them to an injunction as prayed for, contrary to the normal rule that no such injunction should be granted where the obligation of the Bank is absolute and unconditional, and irrespective of the disputes between the parties. For these reasons, I am of the view that there is no merit in this contention either and the plaintiffs on the facts and circumstances of the case are not entitled to any such injunction. 15. The result is the appeal is allowed with costs. 16. In view of the aforesaid decision in this appeal, the Rule granted in terms of prayer(a) of the Civil Application is made absolute. However, there will be no separate costs. The plaintiffs to give notice of 48 hours to the second defendants in case they prefer an appeal and intend to obtain a stay of the present order. Rule made absolute. ------