JUDGMENT 1. In this appeal plaintiff calls in question judgment and decree dated 3.12.1997 passed by 9th ADJ, Jabalpur in Civil Suit No. 167-A/95. 2. The appellant filed a suit for specific performance of agreement of sale dated 12.11.1990. Alternative prayer was made for refund of earnest money forfeited by defendants No.1 to 3. 3. Plaintiff averred that defendant Radhakrishna Charitable Pvt. Trust owns various properties. Defendants No.2 and 3 were trustees and beneficiaries of the Trust. Plaintiff had been tenant of house No.891 situated at Satthia Kuan, Jabalpur. Defendant No.2 is an Advocate, enquired from the plaintiff, if he was prepared to purchase part of the building including the portion of house occupied by the plaintiff and adjoining portion, which is in occupation of defendants No.4 and 5, plaintiff agreed. The plaintiff informed the defendant No.2 that he would ask defendants No. 4 and 5, if they were ready to purchase the part of the property in their occupation, if not, plaintiff would purchase. Plaintiff then enquired from defendants No.4 and 5, they were not willing to purchase, consequently plaintiff informed to them that he was entering into an agreement to purchase property in their occupation. The defendant No.1 trust acting through defendants No.2 and 3 entered into an agreement of sale of houses bearing numbers 891 and 905 along with appurtenant open land for a consideration of Rs.50,000/-. The plaintiff paid a sum of Rs.20,000/- to the defendant No.2. The parties agreed that sale-deed would be executed within six month time was not the essence of contract. Before time expired, plaintiff collects the money to payoff the balance consideration but in the meanwhile date of his daughter's marriage was fixed. Plaintiff contacted defendant No.2 and apprised him of the circumstances. Defendant No.2 told the plaintiff that he need not worry and asked the plaintiff to file an application in writing for extension of time. Defendant No.2 dictated a memorandum (P-6) dated 25.4.1991 to the plaintiff and handed it over to defendant No.2. Marriage of plaintiffs daughter was performed on 15.5.1991. Defendant No.2 was again approached, plaintiff was assured of the execution of the sale-deed. A notice (D-4) was sent on 4.11.1991 by defendant No.2 regarding forfeiture of the amount, plaintiff sent a reply on 17.11.1991. Plaintiff contended that earnest money could not have been forfeited and requested for execution of sale-deed. Marriage of plaintiffs daughter was performed on 15.5.1991. Defendant No.2 was again approached, plaintiff was assured of the execution of the sale-deed. A notice (D-4) was sent on 4.11.1991 by defendant No.2 regarding forfeiture of the amount, plaintiff sent a reply on 17.11.1991. Plaintiff contended that earnest money could not have been forfeited and requested for execution of sale-deed. Balance consideration of Rs.30,000/- was also deposited with defendant No.3 Ram Manohar Sinha, which amount was returned back to the plaintiff as per instructions of defendant No.2, plaintiff had remained ready and willing to purchase the property. Defendants No.1 to 3 sold the property to defendants No.4 and 5 vide registered sale-deed dated 1.4.1995. The sale-deed was executed in spite of full knowledge of the contract of sale in favour of the plaintiff, its subsistence and willingness of the plaintiff. Plaintiff has prayed that defendants No.4 and 5 be also directed to join defendants No.1 to 3 to execute the sale-deed in his favour. 4. Defendants No.1 and 2 in their written statement contended that plaint does not disclose cause of action. Suit is barred by promissory estoppels. Plaintiff was tenant in house No.891. In the agreement six months time was fixed for execution of sale-deed failing which earnest money of Rs.20,000/- shall stand forfeited, was specifically mentioned in the agreement. Plaintiff himself has written a letter dated 25.4.1991, plaintiff was not in possession in part performance of contract of sale, earnest money stood forfeited due to failure of plaintiff in getting sale-deed executed within the stipulated time. Plaintiff did not have balance of Rs.30,000/- to fulfil the condition of agreement, plaintiff was left with no money owing to marriage of his daughter, thus he has concocted a false case of handing over the balance consideration to defendant No.3. Plaintiff was not ready and willing to perform his part of the contract, suit was liable to be dismissed. 5. Defendant No.3 in his separate written statement denied the averments contending that the plaintiff had specifically requested him to retain the consideration of Rs.30,000/-. Defendant No.3 retained the amount on the condition that he would ask defendant No.2 whether balance consideration was to be accepted or not. As defendant No.2 stated that agreement had come to an end on lapse of 6 months' period, balance consideration of Rs.20,000/- was paid back to the plaintiff on 5.8.1991. 6. Defendant No.3 retained the amount on the condition that he would ask defendant No.2 whether balance consideration was to be accepted or not. As defendant No.2 stated that agreement had come to an end on lapse of 6 months' period, balance consideration of Rs.20,000/- was paid back to the plaintiff on 5.8.1991. 6. The purchaser's defendants No.4 and 5 in their separate written statement contended that plaintiff was a tenant in house No.891. However, plaintiff did not ask defendants No.4 and 5 before entering into an agreement to purchase the property. Plaintiff's status was that of tenant, they had purchased the property and their names had been mutated in Municipal and Nazul records. Defendant No.2 was the Managing Trustee. The plaintiff failed to perform his part of contract as such it came to an end. Plaintiff could not ask defendants No.4 and 5 to execute the sale-deed in his favour. 7. The trial Court has dismissed the suit holding that time was essence of contract. Balance consideration was not paid within six months hence earnest money was rightly forfeited. 8. It was submitted by Shri Ashish Shroti, learned counsel appearing for appellant-plaintiff that time was not the essence of the contract. There was no condition in the agreement that time shall not be extended. Plaintiff requested for extension of time within six months on 23.4.1991. Extension of time was accepted, there was no endorsement made on EX.P-6=D-3 by defendant No.2, no endorsement could have been made before expiry of six months' period as to forfeiture of earnest money. On application (Ex.D-3) endorsement has been made by defendant No.2 subsequently. Such an endorsement was never written in the presence of the plaintiff nor it was communicated to him. It was also not mentioned in the notice dated 4.11.1991 served by defendants No.1 and 2 that forfeiture of the earnest money was made on 30.4.1991, thus endorsement recorded on EX.D-3 is an afterthought and was put subsequently. Earnest money could not have been forfeited on 30.4.1991 before expiry of six months' period. In the case of immovable property, time was not the essence of contract, plaintiff was ready and willing to perform his part of contract till the date of suit and thereafter amount was paid to defendant No.3. Earnest money could not have been forfeited on 30.4.1991 before expiry of six months' period. In the case of immovable property, time was not the essence of contract, plaintiff was ready and willing to perform his part of contract till the date of suit and thereafter amount was paid to defendant No.3. Balance consideration was paid which fact was admitted by defendant No.3 in his written statement, thus the conduct of plaintiff indicates that he had been ready and willing and he was still ready and willing to purchase the property. The defendants No.4 and 5 were well aware of the existence of the agreement in favour of plaintiff. 9. Defendants No.4 and 5 have not raised plea of bona fide purchase for value without notice in the written statement. Hence it cannot be raised. It was incumbent upon defendants No.4 and 5 to enquire about the nature of possession from the plaintiff before purchasing the property as such they could not claim the benefit under section 19 of Specific Relief Act. 10. Shri Mohan Sausarkar for respondents No.1 and 2, Shri S. Roy for respondent No.3 and Shri Pranay Verma for respondents No.4 and 5 have submitted that time was essence of contract. Plaintiff had no arrangement of money, thus was unable to get the sale-deed executed within the period stipulated in the agreement, thus as apparent from endorsement made on EX.D-3 application filed by the plaintiff for extension of time, the earnest money was forfeited on 30.4.1991. Defendant No. had no authority to receive the balance consideration as defendant No. was the Managing Trustee. Part of consideration deposited with defendant No.3 was refunded to the plaintiff as period of six months had elapsed, endorsement on EX.D-3 was made on 30.4.1991 not subsequently, plaintiff was well aware that time had not been extended. Thereafter after serving notice (D-4) on 14.11.1991 regarding forfeiture of earnest money, sale-deed was executed in favour of defendants No.4 and 5 on 1.4.1992. The defendants No.4 and 5 are the bona fide purchasers for valuable consideration, they had no notice of agreement in favour of plaintiff, as such plaintiff was not entitled for specific performance. 11. First question for consideration is whether time is essence of contract in the case of an agreement to sale of immovable property. The defendants No.4 and 5 are the bona fide purchasers for valuable consideration, they had no notice of agreement in favour of plaintiff, as such plaintiff was not entitled for specific performance. 11. First question for consideration is whether time is essence of contract in the case of an agreement to sale of immovable property. In Gamathinayagam Pillai and others v. Palanlswami Nadar [ AIR 1967 SC 868 ], the apex Court held that mere fixation of period within which contract was to be performed did not make stipulation as to time essence of contract nor default clause in contract by itself evidences intention to make time of essence. Time is of essence if parties intend it to be so. Intention may be evidenced either by express stipulations or by circumstances that are sufficiently strong to displace ordinary presumption that in contract for sale of land stipulation as to time is not of essence. 12. In Govind Prasad Chaturvedi v. Hari Dutt Shastri and another [ AIR 1977 SC 1005 ], it was observed by the apex Court that the fixation of the period within which the contract has to be performed does not make the stipulation as to time the essence of the contract. When a contract relates to sale of immovable property it will normally be presumed that the time is not the essence of the contract. The intention to treat time as the essence of the contract may be evidenced by circumstances that should be sufficiently strong to displace the normal presumption that in a contract of sale of land stipulation as to time is not the essence of the contract. Reliance has been placed on Gomathinaryagam Pillai and others v. Palaniswami Nadar (supra). The agreement was entered into with a stipulation that sale-deed to be executed within two months, i.e., upto 24.5.1964. In case of failure, earnest money paid shall be forfeited without serving any notice. The relevant clause 4 of the agreement was that : "4. That you must get the sale-deed executed within two months, i.e., up to 24th May, 1964, and in case you do not get the sale-deed registered within two months then the earnest money amounting to rupees four thousand, paid by you shall stand forfeited without serving any notice. The relevant clause 4 of the agreement was that : "4. That you must get the sale-deed executed within two months, i.e., up to 24th May, 1964, and in case you do not get the sale-deed registered within two months then the earnest money amounting to rupees four thousand, paid by you shall stand forfeited without serving any notice. But in case we in some way evade the execution of the sale-deed, then you will be entitled to compel us to execute the sale-deed legally and we shall be liable to pay the costs and damages incurred by you." Considering the clause 4 of agreement the apex Court has observed thus : "The relevant clause is clause 4 which provides that the appellant must get the sale-deed executed within two months, i.e. up to 24th May, 1964, and in case the appellant did not get the sale-deed registered within two months then the earnest money amounting to Rs.4,000/- paid by the appellant shall stand forfeited without serving any notice. The clause further provides that in case the respondents in some way evade the execution of the sale-deed then the appellant will be entitled to compel them to execute the sale-deed legally and the respondents shall be liable to pay the costs and damages incurred by the appellant. It is settled law that the fixation of the period within which the contract has to be performed does not make the stipulation as to time the essence of the contract. When a contract relates to sale of immovable property it will normally be presumed that the time is not the essence of the contract. {Vide Gomathinayagam Pillai v. Palaniswami Nadar [ 1967(1) SCR 227 at page 233= AIR 1967 SC 868 at p.871]}. It may also be mentioned that the language used in the agreement is not such as to indicate in unmistakable terms that the time is of the essence of the contract. The intention to treat time as the essence of the contract may be evidenced by circumstances which are sufficiently strong to displace the normal presumption that in a contract of sale of land stipulation as to time is not the essence of the contract." 13. The intention to treat time as the essence of the contract may be evidenced by circumstances which are sufficiently strong to displace the normal presumption that in a contract of sale of land stipulation as to time is not the essence of the contract." 13. In Chand Rani (Smt.) (dead) by LRs v. Kamal Rani (Smt.) (dead) by LRs [ (1993)1 SCC 519 = AIR 1993 SC 1742 ], the apex Court held that it is well settled principle that in case of sale of immovable property time is never regarded as essence of contract. There is presumption against the time being the essence of contract. It has to be ascertained whether under the terms of the contract the parties named a specific time within which completion was to take place really and in substance it was intended that it should be completed within a reasonable time. 14. The decision of Chand Rani (Smt.) (dead) by LRs v. Kamal Rani (Smt.) (dead) by LRs (supra), has been reiterated by the apex Court in P. Purushottam Reddy and others v. M/s. Pratap Steels Ltd. [2002 AIR SCW 417]. In V. Pechimuthu v. Gowrammal [2001 AIR SCW 2731], relied upon by the respondents' counsel, the apex Court has considered the question of option to the vendor for repurchasing the property sold by him. It is held that option is in the nature of concession or privilege and may be exercised on the strict fulfilment of conditions. The apex Court has referred to the decision in Shannugam Pillai v. Annalakshmi [AIR 1950 FC 38] and in K. Simrathmull v. Nanjalingiah Gowder [ AIR 1963 SC 1182 ]. The apex Court has further held that the person who used to be the owner was purchasing the property that is to be sold. No logical distinction can be drawn between an agreement to re-purchase and as ordinary agreement of purchase just because the vendor happens to be the original purchaser and the purchaser happens to be the original vendor. The agreement remains an agreement for sale of immovable property and must be governed by the same provisions of law. Whether one has performed his obligation has to be seen in the context of pith and substance of agreement. The decision of High Court reversing the decree of specific performance was set aside. 15. The agreement remains an agreement for sale of immovable property and must be governed by the same provisions of law. Whether one has performed his obligation has to be seen in the context of pith and substance of agreement. The decision of High Court reversing the decree of specific performance was set aside. 15. Counsel for the respondents have also relied upon the decision of apex Court in Tamilnadu Electricity Board and others v. N. Raju Reddiar and others [ AIR 1996 SC 2025 ], wherein the apex Court has laid down that when once agreement has been reduced in writing, parties are bound by the terms and conditions of agreement by operation of section 91 of the Evidence Act, it is not open to any of the parties to seek to prove the terms of the contract with reference to some oral or other documentary evidence to find out the intention of the parties. In the instant case question is different, whether time was the essence of contract and whether in the circumstances of the case plaintiff is not entitled for decree of specific performance. Each case has to be considered on its own facts. In His Holiness Acharya Swami Ganesh Dassji v. Shri Sita Ram Thapar [ AIR 1996 SC 2095 ], the apex Court has considered the question of readiness and willingness of the plaintiff to perform the contract which includes his financial position to pay the purchase price. For determining his willingness to perform his part of the contract, the conduct has to be properly scrutinized. On facts it was found that plaintiff was not ready nor had the capacity to perform his part of the contract and intended to bite for the time that disentitles him as time is the essence of the contract. There is no dispute with the aforesaid proposition but the facts of this case have to be examined and the law applied on the facts. In V. Lakshmanan v. B.R. Mangalagiri and others [1995 BC 315 (SC)], it was held that when appellant has failed to perform his part of the contract, the earnest money was rightly forfeited. In Shri Hanuman Cotton Mills and others v. Tara Air Craft Limited [ (1969)3 SCC 522 ], principles regarding earnest have been laid down in para 21 thus : "21. In Shri Hanuman Cotton Mills and others v. Tara Air Craft Limited [ (1969)3 SCC 522 ], principles regarding earnest have been laid down in para 21 thus : "21. From a review of the decisions cited above, the following principles emerge regarding "earnest" -- (1) It must be given at the moment at which the contract is concluded. (2) It represents a guarantee that the contract will be fulfilled or, in other words, "earnest" is given to bind the contract. (3) It is part of the purchase price when the transaction is carried out. (4) It is forfeited when the transaction falls through by reason of the default or failure of the purchaser. (5) Unless there is anything to the contrary in the terms of the contract, on default committed by the buyer, the seller is entitled to forfeit the earnest. On facts forfeiture of earnest money was held to be proper on the breach of contract." 16. The facts in the instant case indicates that agreement (P-1) was entered into on 12.11.1990 for consideration of Rs.50,000/-. Purchaser had deposited a sum of Rs.20,000/- on the date of execution of the agreement. The plaintiff-appellant was in possession of a part of the property in the capacity of tenant. It was also stipulated that balance money was promised to be deposited within six months failing which earnest money of Rs.20,000/- shall stand forfeited and the vendor would have the right to sell the property without any further notice to the purchaser. It was further agreed that the property to be sold should also remain the absolute property of the vendor. Vendor shall have all the rights to enter the premises to be sold for maintenance and repairs of the drain that runs from North in South from the property of the Vendor up to the Municipal drain. No construction shall be raised over the drain nor obstruct the flow of water in any way. It is not in dispute that before expiry of six months period the plaintiff had requested the Trust by way of filing an application (P-6=D-3) on 25.4.1991 in which it was mentioned that period of six months fixed in the agreement was to come to an end on 11.5.1991. It is not in dispute that before expiry of six months period the plaintiff had requested the Trust by way of filing an application (P-6=D-3) on 25.4.1991 in which it was mentioned that period of six months fixed in the agreement was to come to an end on 11.5.1991. As marriage of the elder daughter of the plaintiff was to be performed, he was not in a position to make the payment of a sum of Rs.30,000/- and prayed for three month's time till 12.8.1991. It is the case of the plaintiff that he was told by the defendant No.2 that it was open for him to get the sale-deed executed within three months, thereafter in the month of August, balance consideration was handed over to defendant No.3 (yet another Trustee and brother of defendant No.2). The money was retained by defendant No.3, which makes it clear that there was no forfeiture of the earnest money till that date and in the written statement filed by defendant No.3 it was stated that he had retained the amount only on the condition that he had to consult defendant No.2 whether he would accept the consideration of Rs.20,000/- paid to him by the plaintiff. It was returned back on 5.8.1991. Plaintiff Parmanand Soni has stated that he had contacted Mr. Sinha, he had asked him to submit application (P-6=D-3) which he had dictated, one copy (D-3) was retained by Mr. Sinha and another (P-6) was handed over to the plaintiff. He had stated that plaintiff should make the payment within three months as time was extended by three months. After the marriage of his daughter when he had approached Mr. Sinha along with a sum of Rs.30,000/-, it was handed over to defendant No.3 Ram Manohar Sinha. The payment was made in the month of June and after 2-3 months, defendant No.3 returned the amount to the plaintiff. Defendant No.3 also used to look after the work of Trust being its Trustee. He has stated about his readiness and willingness to purchase the property. He has further stated that defendants No.4 and 5 were aware of the agreement, as they were informed before the agreement was entered into. Mahadeo (PW2) has stated that EX.P-1 was executed in his presence. The sale-deed was to be executed within one year. He has stated about his readiness and willingness to purchase the property. He has further stated that defendants No.4 and 5 were aware of the agreement, as they were informed before the agreement was entered into. Mahadeo (PW2) has stated that EX.P-1 was executed in his presence. The sale-deed was to be executed within one year. R.P. Sinha (DW 1) Managing Trustee-defendant No.2 has stated that in the disputed house plaintiff was residing for quite some time. Agreement was entered into for a sum of Rs.50,000/-, period fixed was six months, and on failure the earnest money was to be forfeited. The plaintiff had filed an application (D-l) to the Managing Trustee for construction of septic latrine and for opening of door at his own expense and he would not deduct any amount out of the rent. On 17.4.1990 as per application (D-2) plaintiff prayed for obtaining water connection at his own expense. An application EX.D-3 dated 25.4.1991 was handed over to him on 30.4.1991, on that he had mentioned in portion E to E that "Request for extension of time was rejected as time was the essence of contract. The forfeiture clause of agreement dated 12.11.1990 has come into operation". He has further stated that notice (D-4) was served through counsel on 4.11.1991, as per the acknowledgement (D-5) of the notice. He has further stated that meeting of Trust was held after 6-8 months before the date of agreement entered into by the plaintiff. It was decided to sell the property to the tenant. He was an Advocate, he did not extend the period of agreement. He was not aware whether plaintiff had deposited the amount with his brother. His brother has signed the written statement, which has been filed. The facts mentioned in para 5 of written statement of defendant No. 3 were not correct. 17. It was submitted that Shri R.P. Sinha did not make endorsement on 30.4.1991 (Ex.D-3). A perusal of the copy of the application dated 25.4.1991 filed by the plaintiff indicates that on the copy retained by the plaintiff no such endorsement was made on 30.4.1991. Period of six months had not elapsed. Period of six months came to an end on 11.5.1991, thus there was no question of earnest money being forfeited on 30.4.1991. A perusal of the copy of the application dated 25.4.1991 filed by the plaintiff indicates that on the copy retained by the plaintiff no such endorsement was made on 30.4.1991. Period of six months had not elapsed. Period of six months came to an end on 11.5.1991, thus there was no question of earnest money being forfeited on 30.4.1991. The endorsement in portion E to E about forfeiture was not made on 30.4.1991, when considered in the context of notice EX.D-4 served by defendant Trust to the plaintiff, as it was nowhere mentioned in the notice that earnest money was forfeited on 30.4.1991. In notice (D-4) it was mentioned that the Trust has forfeited the earnest money Rs.20,000/- and now was free to sell the property this statement was in the context of notice. The notice does not give any indication that earnest money stood forfeited on 30.4.1991 itself. It is clear from the statement of plaintiff that a sum of Rs.30,000/- was deposited with defendant No.3 B.R. Sinha. He retained the money for quite sometime and it was returned on 5.8.1991. It appears that no such endorsement as to forfeiture on application (Ex.D-3) was made and there was no occasion to make such an endorsement on 10.4.1991 before expiry of period of six months. It appears that owing to the marriage of the daughter of the plaintiff, on the filing of an application (P-6=D-3) an oral assurance was given and acting on that oral assurance, amount of Rs.30,000/- was deposited by the plaintiff with defendant No.3 immediately after marriage of his daughter. He had also constructed septic latrine and was allowed to obtain water connection after entering into the agreement. Retention of money by defendant indicates that parties had agreed for execution of sale-deed after the marriage and plaintiff made the arrangements of balance consideration and paid it, still the sale-deed was not executed. Defendant No.3 has not entered the witness box. There is vital admission made as to payment of consideration to him though he had tried to wriggle out of that, he retained it on the condition that he had to consult defendant No.2. Defendant No.3 has not entered the witness box. There is vital admission made as to payment of consideration to him though he had tried to wriggle out of that, he retained it on the condition that he had to consult defendant No.2. Absence in the notice as to factum of forfeiture on 30.4.1991 makes the endorsement on (Ex.D-3) to be doubtful though in the agreement the time fixed was of six months but the surrounding circumstances indicate that the parties had agreed for extension of time as stated by the plaintiff. As he had deposited the balance consideration of Rs.30,000/- not that of 20,000/- it is clear that he was ready and willing to perform his part of contract. Plaintiff had submitted the application before expiry of the period of six months for extension of time. Application (Ex.D3) was submitted in person on 25.4.1991. Plaintiff was eager to purchase and perform his part of contract but as also apparent from application dated 25.4.1991 he had simply prayed for extension of time for execution of sale-deed owing to marriage of his daughter which had taken place in the month of May. In July he paid the balance consideration to defendant No.3. Thus, in the circumstances, in my opinion, time was of six months, was extended, balance consideration was paid, still the sale-deed was not executed for the reasons best known to the defendants No.1 to 3. Shri R.P. Sinha's statement as to non-deposit of money by plaintiff with defendant No.3 is unworthy of credence. An adverse inference has to be drawn due to non-examination of defendant No.3 Shri B.R. Sinha (brother of defendant No.2). He was also a Trustee and as per plaintiff used to look after the work of Trust. 18. It is submitted that continuous readiness and willingness on the part of the plaintiff is a condition precedent to grant relief of specific performance on the basis of Leeladhar Yadav v. Siddhartha Housing Cooperative Society Ltd. Garha [ 2006(3) JLJ 424 = 2006(2) MPLJ 329 ]. In the instant case readiness and willingness is clearly made out on the part of the plaintiff. After accepting the consideration, as an afterthought plea of forfeiture of earnest money was raised in the notice served in November 1991 by defendant No.2. 19. Coming to the plea that defendants No.4 and 5 were the bona fide purchaser for due consideration. In the instant case readiness and willingness is clearly made out on the part of the plaintiff. After accepting the consideration, as an afterthought plea of forfeiture of earnest money was raised in the notice served in November 1991 by defendant No.2. 19. Coming to the plea that defendants No.4 and 5 were the bona fide purchaser for due consideration. It is clear that Trust has taken a decision to sell the property to the tenants. It was decided in the Trust meeting thus decision of the Trust was to the knowledge of the tenants as asserted by the plaintiff appears to be truthful statement. Plaintiff Parmanand Soni has stated that Nerkar was asked by him before entering into agreement, he had not indicated his willingness to purchase, hence he entered into an agreement (P-1) and construction was also raised by the plaintiff of septic latrine and as the portion of Arun Nerkar and Suresh Nerkar was adjacent to the portion of the plaintiff, they were aware of the construction raised by the plaintiff. As deposed by R.P. Sinha (DW 1) that he granted permission on 2.12.1989 to raise construction of the latrine and on application (Ex.D-2) permission was given on 17.4.1990 to obtain the water connection. As plaintiff and defendants No.4 and 5 were living adjacent and were tenants of the same Trust, statement of (DW1) that he did not intimate the defendants No.4 and 5 at the time of execution of sale-deed in their favour as to factum of agreement is clearly an incorrect statement. The defendant No.2 is an Advocate and when property was to be purchased by defendants No.4 and 5 this material fact that the agreement in favour of plaintiff had come to an end, in natural course of conduct, ought to have been informed to defendants No.4 and 5 but he denied even that, as such no implicit reliance can be placed on his statement. Suresh Kumar Nerkar (DW2) had stated that he was informed that property was not burdened with any charge, it was free from encumbrances, thereafter, he had purchased the property. Plaintiff had not informed him that he had entered into an agreement with defendant Trust. Plaintiff was his neighbour. He knew him well and he used to meet to the plaintiff. It is clear that there was no reason for the plaintiff to keep the factum of agreement clandestine. Plaintiff had not informed him that he had entered into an agreement with defendant Trust. Plaintiff was his neighbour. He knew him well and he used to meet to the plaintiff. It is clear that there was no reason for the plaintiff to keep the factum of agreement clandestine. The witness has stated that he was not aware how it was mentioned in the written statement that agreement came to an end on 11.5.1991. He was not aware how these averments came in the written statement filed by him. Thus, it appears that witnesses even tried to wriggle out of the averments made in the written statement. It is clear that they were aware of the factum of the agreement. Statement of Arun Nerkar is also to the same effect. He has stated that he came to know that there was an agreement by summons received from the Courts, thus, he has improved upon the statement of DW2 Suresh Kumar Nerkar. He has stated in his examination in-chief that in the written statement the facts mentioned in paras 10 and 11 were based on the knowledge gathered from the plaint received from the Court. The defendant No.2 was examined on 3.4.1997 whereas defendant No.3 was examined on 21.4.1997, thus, he tried to fill up the lacunae created by the statement of Suresh Nerkar (DW2) he is also neighbour. As in natural course as notice etc., were already exchanged between the Trust and plaintiff before the sale-deed was executed in favour of defendants No.4 and 5 the version of the plaintiff is reliable that defendants No.4 and 5 were aware of the factum of agreement and dispute was going on between the plaintiff and Trust. Thus, it could not be said that defendants No.4 and 5 were the bona fide purchasers without notice of prior agreement. 20. In R.K. Mohammed Ubaidullah and others v. Hajee C. Abdul Wahab (dead) by LRs [ (2000)6 SCC 402 ], the apex Court held that unless the purchaser has made appropriate inquiry, he cannot establish his bona fides. Purchaser must make inquiries about the nature of possession and the title on the basis of which such person is in possession on the date of the subsequent purchase. If purchaser neglected to do so, such purchaser cannot establish his bona fides as a purchaser in good faith. Purchaser must make inquiries about the nature of possession and the title on the basis of which such person is in possession on the date of the subsequent purchase. If purchaser neglected to do so, such purchaser cannot establish his bona fides as a purchaser in good faith. Plaintiff was a tenant of long standing and in actual possession of the property. Respondents had executed the agreement of sale with landlord, appellant were carrying on business in the premises adjoining the suit property. It was held that decree of specific performance was rightly awarded in favour of respondents. The facts are more or less similar in this case and it could not be said that there was no knowledge with the defendants No.4 and 5. In Ram Niwas (dead) through LRs v. Bano (Smt.) and others [ (2000)6 SCC 685 ], notice under section 3 of Transfer of Property Act has been held to be of wider import than the word 'knowledge'. A person not having actual knowledge of a fact may yet have notice of it in view of the definition of the expression 'a person is said to have notice' in section 3. Thus, if a purchaser of immovable property does not enquire about the real nature of tenant's possession he cannot escape the consequences of deemed notice under Explanation II to section 3. 21. The decision in Deochand Bhura v. Purushottam Das Tandon and others [ 2004(2) MPLJ 148 ], is distinguishable on facts. In that decision the plaintiff was hesitant to purchase the plot as civil litigation was pending in respect thereof. On the facts it was found that plaintiff was not ready and willing to perform his part of contract. The decision is of no help as being distinguishable on facts. 22. In Veerayee Ammal v. Seeni Ammal [ (2002)1 SCC 134 ], the apex Court has laid down that a person seeking specific enforcement of agreement must approach Court within reasonable time even if time is not of the essence of the contract. In the instant case it cannot be said that there was any undue delay on the part of the plaintiff to approach the Court. The suit has been filed within period of limitation. Plaintiff had performed his part of the contract by making payment of balance consideration in July, 1991 itself. In the instant case it cannot be said that there was any undue delay on the part of the plaintiff to approach the Court. The suit has been filed within period of limitation. Plaintiff had performed his part of the contract by making payment of balance consideration in July, 1991 itself. Thus, in the facts and circumstances of the case it is clear that discretion to refuse the specific performance has been exercised on wrong permises and perverse findings. The plaintiff had been and was still ready and willing to purchase the property. Thus, the trial Court could not have declined specific performance. It is also submitted by the respondents' counsel that it is discretionary of the trial Court to grant decree for specific performance of agreement of sale of land. The plaintiff should come with the clean hands; hence discretion exercised should not be interfered in the appeal. He has relied upon the decision of apex Court in Lourdu Mari David and others v. Louis Chinnat Arogiaswamy and others [ (1996)5 SCC 589 ]. The discretion cannot be exercised on arbitrary or impermissible basis. Ordinarily rule is that specific performance of the agreement has to be allowed until unless compelling facts exist so as to decline the performance of agreement in favour of the plaintiff. 23. Consequently, appeal is allowed. Suit is decreed. Defendants are directed to execute the sale-deed in favour of the plaintiff on receipt of balance consideration of Rs.30,000/-. Parties to bear their own costs as incurred.