JUDGMENT:- This Second Appeal is initiated at the instance of defendant against whom decree has been passed by learned Additional District Judge, Washim the first appellate Court, in Regular Civil Appeal No. 78/ 1997 decided on 14.7.1998. Parties shall hereinaf1er be referred as their original status as "plaintiff' and "defendant" in the suit, for the purpose of convenience. 2. Facts briefly mentioned are: the plaintiff had filed Regular Civil SuitNo.37/1994 in the Court of learned Civil Judge Jr. On. Risod for specific performance of the contract of sale, with alternative prayer for refund of consideration with damages. According to the plaintiff on or about 27.2.1991, the defendant had entered into an agreement to sell the suit land; field S. No.53/1 admeasuring 2 acres, 2 gunthas situated at Belkhed in Risod Taluqa in Washim District (Old Dist.-Akola) under an "Isaarchitthi" for earnest money of Rs.17,000/- paid to the defendant. It was agreed that balance consideration would be paid at the time of execution of sale deed on or before 6.5.1991. The plaintiff claimed that he was ready and willing to perform his part of contract, but the defendant on some pretext or the other, avoided to perform his part of contract. On 6.5.1991 the plaintiff was present in the office of Sub Registrar with all requirements in order to perform his contract, but the defendant remained absent and evaded to attend the office of Sub-Registrar. The plaintiff ad called upon defendant by notice dated 14.2.1991 to perform his part of the contract. Despite it the defendant has failed to perform his art of contract. 3. The suit was resisted on the ground that it was not a true transaction of sale but there was debt/encumbrance from the bank on the suit land therefore, the defendant had approached the plaintiff to borrow and that the plaintiff took disadvantage of the document to institute the false suit. 4. The trial Court had held that the plaintiff failed to prove the agreement to sell and dismissed the suit. 5. Feeling aggrieved and dissatisfied with the dismissal of the suit, the plaintiff had preferred Regular Civil Appeal No.78/1997 in the District Court, Washim. 4. The trial Court had held that the plaintiff failed to prove the agreement to sell and dismissed the suit. 5. Feeling aggrieved and dissatisfied with the dismissal of the suit, the plaintiff had preferred Regular Civil Appeal No.78/1997 in the District Court, Washim. Learned Additional District Judge by judgment and order dated 14.07.1998 held that the agreement to sell suit land was proved and the plaintiff was ready and willing to perform his part of the contract and was entitled to the relief of specific performance of contract. Thus, the trial Court's judgment and order was set aside and the suit was decreed with costs whereby the first Appellate Court directed the defendant to execute the sale deed by accepting balance consideration. 6. The instant Second Appeal was admitted on the following substantial questions of law, which were raised as it is, on behalf of the appellant: "(1) Whether the Appellate Court can set aside the judgment and decree passed by the trial Court in the suit for specific performance of the contract whereby the learned trial Court dismissed the suit of the plaintiff for specific performance of contract by giving valid reasons? In as much as it is now well established principle that granting or refusing the specific performance is discretion of the Trial Court and the same cannot be interfered by lower Appellate Court. (2) Whether the lower Appellate Court committed error in holding Sections 91 and 92 of the Indian Evidence Act and the evidence which shows that the agreement of sale is nominal, bogus and never intended to be acted upon. (6)That, the lower Appellate Court erroneously discarded the testimony of attesting witness, namely, Sadashiv who deposed that, the said transaction is the money lending transaction. Even though he was examined as witness of the plaintiff but was not cross-examined by the plaintiff after he admitted that the said transaction is the money lending transaction." 7. I have heard submissions at the Bar and perused the impugned judgment and order as also judgment and order which was delivered by the trial Court in the light of substantial questions of law raised as above. 8. Learned counsel for appellant submitted that the trial Court has dismissed the suit in exercise of its discretion and the first Appellate Court ought not to have interfered with the findings recorded by the trial Court. 8. Learned counsel for appellant submitted that the trial Court has dismissed the suit in exercise of its discretion and the first Appellate Court ought not to have interfered with the findings recorded by the trial Court. It is further contended that the First Appellate Court erred in overlooking the provisions of Sections 91 and 92 of the Indian Evidence Act in view of the defendant's contention that the suit agreement to sell is nominal, bogus and was never intended to be acted upon, and that the first Appellate Court erroneously discarded evidence of attesting witness-Sadashiv. Who deposed in the trial that suit agreement is a money lending transaction. Learned counsel for appellant in support of his submissions made reference to section 92 of the Indian Evidence Act and the ruling in Shalinibai Trimbakrao Begde and others Vs. Narayan Harjani Bhalme reported in 2007 (Supp) Bom.C.R. 721 : [2006(6) ALL MR 369]. He also made reference to Smt. Gangabai Vs. Smt. Chabubai: AIR 1982 SC 20 . The Apex Court in later ruling in para no. 11 has observed thus: "11.......................:........It is clear to us that the bar imposed by sub-sec.(1) of S.92 applies only when a party seeks to rely upon the document embodying the terms of the transaction. In that event, the law declares that the nature and intent of the transaction must be gathered from the terms of the document itself and no evidence of any oral agreement or statement can be admitted as between the parties to such document for the purpose of contradicting or modifying its terms. The sub-section is not attracted when the case of a party is that the transaction recorded in the document was never intended to be acted upon at all between the parties and that the document is a sham. Such a question arises when the party asserts that there was a different transaction altogether and what is recorded in the document was intended to be of no consequence whatsoever. For that purpose oral evidence is admissible to show that the document executed was never intended to operate as an agreement but that some other agreement altogether, not recorded in the document, was entered into between the parties. Tyagaraja Mudaliyar Vs. Vedathanni, AIR 1936 PC 70......" Needless to mention, this ruling was followed in Shalinibai's case (supra). For that purpose oral evidence is admissible to show that the document executed was never intended to operate as an agreement but that some other agreement altogether, not recorded in the document, was entered into between the parties. Tyagaraja Mudaliyar Vs. Vedathanni, AIR 1936 PC 70......" Needless to mention, this ruling was followed in Shalinibai's case (supra). There can be no dispute about this legal proposition which is required to be borne in mind while appreciating the evidence led. 9. The plaintiff had relied upon the suit agreement to sell (Exh.28) which by its title and recitals clearly speaks about the nature and intent of transaction which can be gathered from the nature of the document itself and, therefore, no evidence of any oral agreement or statement could have been admitted as between the parties to the agreement to sell for the purpose of contradicting or modifying its term, without specific plea to the contrary. Assuming for the sake of argument that specific plea was raised by the defendant that it is a money lending transaction there was no evidence enough to override the legal effect of or to overturn the suit agreement (Issarchitthi : Exh.25). To prevent it's grant of specific performance, more so when the plaintiff had shown his readiness and willingness to perform his part of the contract, by attending office of the Sub-Registrar on 6.5.1991 even on a day when document was expected to be executed and registered. The first Appellate Court while appreciating the suit agreement (Exh.25) held that it clearly speaks of constitution of contract for sale between the plaintiff and defendant. It is duly proved by the plaintiff as executed by the defendant in favour of the plaintiff. The trial Court's approach was found faulty. It is quite uncalled for and curious outlook when the trial Court observed thus: "However, if the appellate Court differs from my view, then in order to avoid remand of the case, I decided as under...." 10. One cannot disregard legal position that it is an ordinary rule that specific performance shall be granted. Plaintiff was and is ready and willing to perform his part of contract. The first Appellate Court correctly appreciated that oral words of PW-2 Kishor cannot prevail over recitals of Exh.25. PW-2 Kishor was merely an attesting witness and cannot be said to be party to the agreement. Plaintiff was and is ready and willing to perform his part of contract. The first Appellate Court correctly appreciated that oral words of PW-2 Kishor cannot prevail over recitals of Exh.25. PW-2 Kishor was merely an attesting witness and cannot be said to be party to the agreement. Neither PW-2 Kishor was beneficiary under Exh. 25 nor he is sufferer by the document. He was merely present as an attesting witness when the agreement was executed. 11. It is settled legal position that ordinarily specific performance of an agreement to sell has to be granted unless it is unjust, inequitable and improper to grant specific relief under the circumstances. Interpretation of contract depends upon import of words used and not upon what parties have to say afterwards. Effect has to be given to clear and unambiguous words by ascertaining intention of the parties, surrounding circumstances and object of contract. (See Bank of India Vs. Mohandas, (2009)5 SCC 313 ). Contract for specific performance involve an obligation which upon sufficient consideration is required to be discharged. A party against whom contractual obligation is not discharged, is entitled to insist upon specific performance of contract or, in the alternative, if specific performance could not be granted to obtain adequate compensation for the nonperformance of the contract on the principle of loss of contract. For all the reasons stated therefore, no ground is made out for interference with impugned judgment and order. The first Appellate Court thus recorded its finding upon proper appreciation of evidence using sound discretion in the case in accordance with law. Substantial questions of law are answered accordingly against appellant and, in the result, the appeal has to fail. The Appeal is dismissed with costs. Appeal dismissed.