JUDGMENT & ORDER : B.N. Karia, J. The appellant-original defendant by this Appeal, preferred under Section 96 of the Civil Procedure Code, 1908 ["the Code" for short], has challenged the judgment and order dated 19th February 2015 passed by the learned Judge, City Civil Court, Ahmedabad in Summary Civil Suit No. 1449 of 2014 allowing the suit by rejecting the application for leave to defend. 2. In order to adjudicate the controversy between the parties, at the outset, it is necessary cull out the facts of the case on hands to the extent of deciding the dispute raised before us. 3. In a Summary Civil Suit filed under Order XXXVII of the Code, the defendant-original plaintiff [hereinafter referred to as, "the plaintiff"] sought recovery of a sum of Rs. 22,64,100/- from the appellant-original defendant [hereinafter referred to as, "the defendant"] towards the long standing dues to be paid by the defendant against the goods purchased by it. 4. Before the Court below, it was the case of defendant herein-original plaintiff that since the appellant-original defendant was interested in purchasing Enamelled Copper Winding Wire, it had approached the plaintiff and after settling on various terms and conditions and after verifying the quality of product, the defendant had placed purchase orders from time to time, and accordingly, the plaintiff had delivered the ordered goods from time to time, as per its specification and the same were also received by the defendant without any complaint and as per its request, the plaintiff maintained a running mutual account in the name of the defendant and whatever amount was paid were credited and whatever goods were supplied by the plaintiff to the defendant, the amount whereof was accordingly debited to its account. 5. It was further the case of the plaintiff that as per the agreed terms between the parties, the defendant was liable to pay interest @ 24% per annum on the amount of invoices which remained outstanding after due date, till its realization. It was further the case of the plaintiff before the Court below that being a distributor of the principal company, whatever the goods were despatched to the defendant were received by it without any objection, and therefore, there was no earthly reason for the defendant to now allege receipt of inferior quality of the goods, more particularly when the plaintiff started demanding outstanding dues. Hence, a suit came to be filed for recovery of a sum of Rs. 22,64,100/- [which includes Rs. 19,86,024/- being the principal amount and Rs. 2,78,076/- towards interest calculated @ 24% per annum from November 2013] duly supported with substantiating evidence in the form of purchase orders; invoices; correspondence, etc. The suit was opposed by defendant terming it to be false, frivolous and vexatious. 6. On the jurisdictional aspect of the matter, it was contended on behalf of the defendant that the City Civil Court lacks jurisdiction since the contract was executed between the parties at Kalol, District Gandhinagar and the documents relied upon by the plaintiff and the purchase orders given by the defendant were different. 7. On merits, it was submitted that the plaintiff had supplied inferior quality goods and therefore, the same were returned by the defendant. The averments made on behalf of the defendant came to be rebutted by the plaintiff by filing an affidavit Exh. 24, opposing grant of leave to defend Affidavit Exh. 16. The learned trial Court, after hearing the respective parties, decreed the suit in the sum of Rs. 22,64,100/- together with interest @ 24% per annum; as per the agreement arrived at by and between the parties, giving rise to filing of the present Appeal. 8. On the territorial jurisdiction of the Court, the learned Civil Judge observed that looking at the invoices produced by the plaintiff on record, it clearly stipulates that the same were subject to Ahmedabad jurisdiction. The Court further went on to observe that the plaintiff was working for gains within its territorial jurisdiction and had sent the goods and therefore, it had jurisdiction to entertain and try the suit. 9. On the merits, the Court below observed that the defendant has not denied to have received goods delivered by the plaintiff, but had stated that the same were of inferior quality and were not up-to-the mark/specification. 10. On the aspect of payment of interest, the Court below observed that the invoices clearly stipulates that if the amount thereof is not paid within the due date, then interest shall be charged @ 24% per annum, which eventually, the defendant has not denied, and therefore, its contention fail. 11. 10. On the aspect of payment of interest, the Court below observed that the invoices clearly stipulates that if the amount thereof is not paid within the due date, then interest shall be charged @ 24% per annum, which eventually, the defendant has not denied, and therefore, its contention fail. 11. Dealing with the contention in respect of supply of substandard goods, the trial Court observed that the plaintiff had already taken back the said goods and had also replaced the same with new goods, as per communication dated 16th April 2014 [Exh. 23] and it was not even the case of defendant that such replaced goods were of inferior quality. On these findings, the Court below opined that the plaintiff is entitled to leave to sign the judgment; more particularly in view of the admissions made by the defendant. Hence, the present Appeal. 12. Heard learned advocates for the respective parties at a considerable length. 13. Learned advocate Shri Chirag B Patel appearing for the appellant-original defendant vehemently contended that the Court below has erred in not applying the settled principles of law envisaged under the Indian Evidence Act, resulting into serious miscarriage of justice. He submitted that the Court below has erred in framing improper issues and in not properly appreciating the case advanced by the defendant which has resulted into failure of justice. 14. Counsel contended that the Civil Court has erred in not properly considering the provisions of Order XXXVII Rule 3 [5] of the Code and in rejecting the application for leave to defend. He read over Section 60 of the Code of Civil Procedure to contend that the Court below has erred in not considering the fact under that the said provision, the subject matter of the suit was within territorial jurisdiction of Gandhinagar Court. He pointed out that the Court below has erred in not considering the fact that under Section 20 CPC, the suit can be instituted only where the defendant resides and in the present case, office of the defendant is located at Gandhinagar, however, the Court was led away by the fact that the invoices carry stipulation "subject to Ahmedabad jurisdiction", nonetheless, no cause of action arose within territorial jurisdiction of Ahmedabad City. 15. 15. Counsel for the appellant pointed out that the Court below has also erred in not considering the fact that the appellant-original defendant raised a triable issue regarding supply of inferior quality material. However, he fairly conceded that though it was not a case for grant of unconditional leave to defend, but in any event, it was certainly not a case for refusal to grant leave to defend the suit; on certain conditions. 16. In support of these contentions, learned advocate for the appellant placed reliance upon a decision in the cases of [a] National Textile Corporation Ltd., Ahmedabad v. Rajendra Sankalchand Parikh, 1982 GLH 7 [UJ]; [b] Dilip R Patel v. M/s. J.K Synthetics Limited & Ors., (1994) 2 GLR 1686 ; and [c] State Bank of Hyderabad v. Rabo Bank, (2015) 10 SCC 521 ; [d] IDBI Trusteeship Services Limited v. Hubtown Limited, (2017) 1 SCC 568 . 17. Learned counsel for the appellant urged that the Court below has erred in coming to the conclusion that the defendant [ie., the appellant herein] has not denied receipt of invoice which implies consent for interest @ 24% per annum. He drew attention of this Court to the fact that the conditions mentioned in the invoice were never acted upon, and therefore, even placing reliance upon e-mail dated 18th October 2013 [Exh. 23] would suggest that 500 kg of goods was pending at the end of the plaintiff. Lastly, counsel for the appellant contended that grant of interest is within the discretion of the Court and therefore, the Court ought to have deliberated on the issue prior to granting interest @ 24% per annum without assigning any reasons, and therefore also, the impugned order being contrary to law, equity, justice deserves to be set-aside. 18. Per contra, learned counsel Mr. Rajen R Deliwala appearing for the respondent-original plaintiff vehemently opposed the appeal contending that the averments made in the appeal are misconceived, baseless, devoid of merits and therefore the same deserves to be summarily dismissed. Counsel contended that the trial Court at Ahmedabad has jurisdiction and therefore, had rightly entertained and tried the suit. He added that when the invoice stipulates charging of interest @ 24% per annum on the delayed payment, the Court below has rightly awarded the same particularly when it was not the case of defendant that such replaced goods were of inferior quality. 19. He added that when the invoice stipulates charging of interest @ 24% per annum on the delayed payment, the Court below has rightly awarded the same particularly when it was not the case of defendant that such replaced goods were of inferior quality. 19. Counsel drew attention of this Court to Special Civil Suit No. 4 of 2016 which has been subsequently filed before the learned Senior Civil Judge at Kalol claiming alleged damages of around 4.54 Crores against the answering respondent, terming it nothing less than an eyewash and only with a view to circumvent Special Execution Petition No. 8 of 2015 which had been filed by the defendant, pursuant to the impugned order. According to the learned advocate for the respondent, this is nothing but an afterthought, with a view to avert execution of the decree passed in Summary Suit No. 1449 of 2014. Moreover, the subsequent proceedings initiated by the appellant herein suffers from the principle of res judicata. 20. It is further submitted by the learned advocate for the respondent that the defendant has no substantial defence or has raised any genuine, triable issues and there is no such defence to be frivolous or vexatious. That, the defendant has admitted the plaint amount of the plaintiff to be due from him in a latter and has shown its willingness to pay the amount. That, even triable issue or a substantial defence is raised by the defendant, no permission can be granted unless the amount was admitted by the defendant to be due is deposited in the Court. That, the trial Court has committed no error in passing the decree below Exh.16 (summons for judgment) in favour of the plaintiff and no interference is called for by this Court. Hence, it was requested by the learned counsel for the respondent-original plaintiff to dismiss the present appeal. 21. Having considered the facts of the case, the submissions made by the learned advocates appearing for the respective parties, it emerges from the record placed before this Court that a summary suit under order XXXVII CPC for recovery of Rs. 22,64,100/- from the defendant was filed by the plaintiff. 22. As per the averments made by the plaintiff, which is a proprietary concern, it is engaged in the business of Enamelled Copper Winding Wire, Electric Motor parts, Stamping, etc., and is an authorized distributor of Salasar Copper [Unit-2] of Mumbai. 22,64,100/- from the defendant was filed by the plaintiff. 22. As per the averments made by the plaintiff, which is a proprietary concern, it is engaged in the business of Enamelled Copper Winding Wire, Electric Motor parts, Stamping, etc., and is an authorized distributor of Salasar Copper [Unit-2] of Mumbai. The defendant, since was interested in purchasing the Enamelled Copper Winding Wire from the plaintiff, approached at its office located in Ahmedabad and after settling on various terms and conditions and after due verification of quality of the product, placed orders, the plaintiff ordered goods from time to time, as per its specification and which was received by it without any complaint. 23. As per the agreed terms between them, the defendant was liable to pay interest @ 24% per annum on the invoiced amount remaining outstanding after the due date, till realization. That, when the plaintiff started demanding outstanding dues from the defendant, dispute was raised by the defendant alleging supply of inferior quality of goods with an ulterior motive to avoid payment of legitimate dues of the plaintiff. Repeated demands were made by the plaintiff in writing and various letters as well as e-mails were issued to the defendant, however, defendant failed to pay legitimate dues on the ground of inferior quality of goods supplied. 24. As per the averments made, the plaintiff had to recover a sum of Rs. 22,64,100/- which includes Rs. 19,86,024/-, being the principal amount and Rs. 2,78,076/- towards interest calculated @ 24% per annum from November 2013 till the date of filing of the said suit. Further, in absence of there being any valid or proper defence from the defendant, the plaintiff submitted that the summons for judgment taken out by the plaintiff be allowed and accordingly a decree may be passed. In support of these contentions, the plaintiff did produce certain documents vide Exh. 4; including the purchase order; copies of invoices; copy of letters addressed by the defendant to the plaintiff and the reply given by the defendant. 25. On receiving a notice from the Court, defendant appeared belatedly along with an application for condonation of delay Exh.10 requesting to permit him to file leave to defend. 4; including the purchase order; copies of invoices; copy of letters addressed by the defendant to the plaintiff and the reply given by the defendant. 25. On receiving a notice from the Court, defendant appeared belatedly along with an application for condonation of delay Exh.10 requesting to permit him to file leave to defend. The Court allowed the defendant on certain conditions and imposed cost and thereafter application for leave to defend affidavit Exh.18 was filed stating that the suit preferred by the plaintiff was false, frivolous, vexatious and suffers from the vices of suppretio varie and suggestio falsie. That, the Court was lacking jurisdiction to entertain and try the suit as no part of cause of action had a reason within the territorial jurisdiction of the Court except the court of law at Gandhinagar because the contract was entered into between the parties at Kalol, Dist. Gandhinagar. 26. It was further submitted that the documents relied upon by the plaintiff and the purchase orders given by the defendant were different that Invoice No. SS13/0071 dated 20th April 2013 was duly paid by the defendant vide Cheque no. 09939 dated 15th July 2013, however, the plaintiff had made a wrong claim for the goods which were taken back by her. It was further submitted that the plaintiff had supplied inferior quality of goods and therefore the same were returned from the customers and this fact was made known to the plaintiff also. That the experts from the plaintiff side have examined the products and admitted that the goods supplied to the defendants were not as per their sample given nor the quality was as per the specifications. That, plaintiff agreed to replace the said goods and promised to make good the losses caused to the defendant. The defendant had a valid and bona fide and genuine defence to raise in a suit and therefore a prayer was made that in addition leave be granted in favour of the plaintiff to defend the suit. That the goods purchased by the defendant from the plaintiff weighing 500kgs was not replaced completely and is lying with the defendant. The defendant had a valid and bona fide and genuine defence to raise in a suit and therefore a prayer was made that in addition leave be granted in favour of the plaintiff to defend the suit. That the goods purchased by the defendant from the plaintiff weighing 500kgs was not replaced completely and is lying with the defendant. The defendant produced certain record vide list Exh.19 which includes copy of visiting passes issued to the plaintiffs representatives; copy of invoice; copy of bank statement of the defendant; copy of mail sent by the principal supplier of the goods, legal notice given by the defendant and its reply. Thereafter, the plaintiff filed its re-joinder vide Exh.4 and rebutted the averments made by the defendant in its application for leave to defend vide Exh.16 which was countered by a re-joinder affidavit Exh.21 filed by the defendant. 27. The learned trial Judge after hearing respective parties was pleased to allow application Exh.16 summons for judgment and decreed the suit for a sum of Rs. 22 ,64,100/- together with interest @ 24% per annum as per the agreement, vide order dated 19th February 2015. 28. It is an undisputed fact that transactions for supply of goods between the parties took place between 1st April 2013 and 31st March 2014 and the total orders placed for supply of copper wire were to the tune of Rs. 53,46,931/-. 29. As per statement of the defendant, a sum of Rs. 33,63,230=09p. was paid to the plaintiff, however, copper wire weighing 500 kg. was not deliberately replaced by the plaintiff. It appears from the order that regarding leave to defend application Exh. 18, the learned trial Court has not assigned any reasons or it was not decided yet. 30. It transpires from the correspondents between the parties produced on record that the copper wire supplied by the petitioner was of inferior quality as per the say of the defendant and in this regard, a letter was also written to the plaintiff. Representatives from the petitioner's side had also visited the place of defendant and examined the goods. 31. After examining the goods, it was opined by them that the same were of inferior quality and plaintiff was ready and willing to replace the goods supplied. However as per the statement of the defendant, 500 kg. of copper wire purchased by the defendant was not replaced. 31. After examining the goods, it was opined by them that the same were of inferior quality and plaintiff was ready and willing to replace the goods supplied. However as per the statement of the defendant, 500 kg. of copper wire purchased by the defendant was not replaced. It is true that the invoice of the plaintiff carries to salient features. It was signed and agreed that the jurisdiction to decide upon any issue arising between them would be within the Court of law at Ahmedabad, though the contract between the parties for supplying goods at Kalol, District Gandhinagar. Therefore, the learned trial Judge has rightly refused to accept the dispute raised by the defendant of the territorial jurisdiction of the Court commenting that in the invoices itself it is clearly mentioned that any dispute which would arise between the parties, the Courts of law at Ahmedabad would have the jurisdiction to entertain and try the same. 32. It appears from the record that though negotiations for replacing the remaining quantity of wire was going on with the plaintiff, instead of settling the dispute by the plaintiff, she approached the Civil Court by filing a suit for recovery of the amount against the defendant. The defendant has also raised a dispute by a notice dated 19th August 2014 that due to supply of goods of inferior quality, it has suffered great financial losses which was counted to the extent of Rs. 4,54,45,500/-. The said amount was demanded by the defendant from the plaintiff in the aforesaid notice. 33. Of course, the notice issued by the defendant was replied by the plaintiff through her advocate on 2nd September 2014 denying all the contents. In the reply, the plaintiff has admitted that they have strictly complied with various orders placed by the defendant from time to time and also facilitated the defendant by replacing some of the goods though not pointed out to be of inferior quality but only keeping in view the past cordial business relation. One letter was issued by the defendant on 7th February 2014. Some of the relevant portions of the said letter need consideration wherein the defendant has stated that the plaintiff had visited several times at the premises of the defendant alongwith MD-Shri Hemant Kabra and suggested to buy RR/Shramik winding wire in place of "electrisola wire". 34. One letter was issued by the defendant on 7th February 2014. Some of the relevant portions of the said letter need consideration wherein the defendant has stated that the plaintiff had visited several times at the premises of the defendant alongwith MD-Shri Hemant Kabra and suggested to buy RR/Shramik winding wire in place of "electrisola wire". 34. It was further stated that while using the wire supplied by the plaintiff from April to July some problems in respect of quality due to inferior quality of wire were notices and therefore Shri Vijay Chandak had visited the factory of defendant to understand the requirement and thereafter replaced some of the quantity of wire which were rejected by the defendant. The replaced material was found "ok", however the earlier material which came to be received by the defendants during the period from April to July and which was already in possession and lying as a semi finished and finished material as "auto switch" was found having the same problems and therefore were rejected. The "auto switch" which were supplied by the defendants in the market were returned back 100% due to quality problem which arose due to faulty wire supplied by the plaintiff and hence, the problems were not sorted out and the complaints with regard to failure of products could not be stopped. In connection with the letter issued by the defendants, the plaintiff referring to the said letter gave its reply. Some of the portion of the reply also need consideration. It is stated that he had visited the defendant for its marketing as a standard business practice. During the visit of Mr. Vijay Chandak all the points were cleared about the quality and it was agreed for replacement of wires and therefore the issues were settled then according to the plaintiff, they have replaced all the wires bearing huge losses. The replaced material was manufactured to meet with the special requirement of higher BDV values. After replacement of the material as called upon by the plaintiff, payments were held up. And therefore request to make the payment was made. 35. It appears from the record that no delivery challans as well as actual amount received by the plaintiff were produced on the record. After replacement of the material as called upon by the plaintiff, payments were held up. And therefore request to make the payment was made. 35. It appears from the record that no delivery challans as well as actual amount received by the plaintiff were produced on the record. The issue regarding delivery of goods, jurisdiction, dispute as regard outstanding amount, loss caused to the defendant, so also demand on the part of the plaintiff in the letter as referred to above are all the issues which require adjudication in trial and, therefore, detailed evidence needs to be led and examined. 36. Considering the facts and circumstances and the documents which have been relied upon by the either side, the plaintiff is required to prove its case by leading evidence, examining witnesses; giving opportunity of cross examination of the defendant and the material documents. 37. In the case of the National Textile Corporation, Ahmedabad held that the plaintiff will have to prove his case by evidence in order to succeed in getting the amount of interest and hence, the trial Court ought to have granted unconditional leave to defend to the defendant. 38. In case of Santosh Kumar Vs. Bhai Mool Sinh [Civil Appeal No. 96 of 1957 :: decided on 5th February 1958], the Apex Court while allowing the appeal held and observed that where ever the defence raises "triable issue" leave must be given and when it is the case, it must be unconditional, other wise leave may be illusory. 39. In case of M/s. Mechalec Engineers & Manufacturers Vs. M/s Basic Equipment Corporation, (1977) AIR SC 577, the Apex Court laid down certain principles while granting leave to defend, which are aptly reproduced hereinunder:- "The following principles are to be followed while considering the question of granting leave to defend : [a] If the defendant satisfies the Court that he has a good defence to the claim on its merits, the plaintiff is not entitled to leave to sign judgment and the defendant is entitled to unconditional leave to defend. [b] If the defendant raises a triable issue indicating that he has a fair or bona fide or reasonable defence although not a positively good defence, the plaintiff is not entitled to sign the judgment and the defendant is entitled to unconditional leave to defend. [b] If the defendant raises a triable issue indicating that he has a fair or bona fide or reasonable defence although not a positively good defence, the plaintiff is not entitled to sign the judgment and the defendant is entitled to unconditional leave to defend. [c] If the defendant discloses such facts as may be deemed sufficient to entitle him to defend, that is to say, although the affidavit does not positively and immediately make it clear that he has a defence, yet, shows such a state of facts as leads to the inference that at the trial of the action he may be able to establish a defence to the plaintiff's case, the plaintiff is not entitled to judgment and the defendant is entitled to leave to defend but in such a case, the Court may in its discretion impose conditions as to the time or mode of trial but not as to payment into Court or furnishing security. [d] If the defendant has no defence or the defence set up is illusory or shame or practically moonshine then ordinarily the plaintiff is entitled to leave to sign judgment and the defendant is not entitled to leave to defend. [e] If the defendant has no defence or the defence is illusory or shame or practically moonshine then although ordinarily the plaintiff is entitled to leave to sign judgment, the Court may protect the plaintiff by allying the defence to proceed if the amount claimed is paid into Court or other wise secured and give leave to the defendant on such condition and thereby show mercy to the defendant by enabling him to try to prove a defence." 40. In the case of Dilip R Patel Vs. M/s J K Synthetics Ltd., (1994) 2 GLR 1686 , this Court while allowing the Revision Application & remanding the matter held and observed that the propriety demands that the Judge while passing an Order must state some reasons in support of his order so that the Appellate Court can judge the matter. 41. In the case of Mohanan Kumaran Nair Vs. Vijaya Kumaran Nair, (2007) 14 SCC 426 , allowing the appeal, the Apex Court dealt with the question of territorial jurisdiction holding that the jurisdiction cannot be conferred on the basis of change of address subsequent to decision of the Court. 42. In the case of State Bank of Hydrabad Vs. 41. In the case of Mohanan Kumaran Nair Vs. Vijaya Kumaran Nair, (2007) 14 SCC 426 , allowing the appeal, the Apex Court dealt with the question of territorial jurisdiction holding that the jurisdiction cannot be conferred on the basis of change of address subsequent to decision of the Court. 42. In the case of State Bank of Hydrabad Vs. Rabo Bank, (2015) 10 SCC 521 , the Apex Court in the facts and circumstance on the case on hands, while allowing the appeal held and observed that, when the matter relates to Order XXXVII Rule 3 CPC, leave to defend can be granted. It was held that where the defendant has raised a triable issue or has a reasonable defence, the defendant is entitled to unconditional leave to defend. Leave is granted to defend even in cases where the defendant upon disclosing a fact, though lacks the defence but makes a positive impression that at the trial the defence would be established to the plaintiff's claim. Furthermore, leave to defend the summons for judgment shall always be granted to the defendant when there is a triable issue as to the meaning or correctness of the documents on which the claim is based or the alleged facts are of such nature which entitle the defendant to interrogate or cross examine the plaintiff or his witness. 43. Here also, defendant has raised a triable issue to defend its case in the suit filed by the plaintiff. The defence raised by the defendant appears to be plausible and therefore leave to defend made by the defendant cannot be refused as substantial and plausible defence is raised. Instead of deciding the prayer made by the defendant granting/refusing leave to defend the suit, the learned judge straight away passed the decree against the defendant on an application submitted by the plaintiff on the summons for judgment Exh.16. Therefore, we are of the view that the trial Court has committed a grave error in allowing the suit by accepting these submissions made by the plaintiff without considering the defence/disputes raised by the defendant. 44. Therefore, we are of the view that the trial Court has committed a grave error in allowing the suit by accepting these submissions made by the plaintiff without considering the defence/disputes raised by the defendant. 44. As the defendant has admitted that the contract goods were received from the plaintiff and has shown its willingness to pay the remaining amount upon replacement of the goods and had paid certain amount to the plaintiff in respect of the transactions, we deem it proper to remand the matter back to the trial Court for afresh decision by granting leave to defend the suit filed by the plaintiff; subject to payment of 50% of the sum deposited by the appellant herein to the original plaintiff. Hence, the impugned order dated 19th February 2015 passed by the learned City Civil Judge, Ahmedabad in Summary Civil Suit No. 1449 of 2014 is hereby quashed and set aside. 45. We are informed at the bar that pursuant to an order dated 24th June 2015 passed by this Court, the applicant-original defendant had already deposited entire decretal amount with the Court below. Hence, while remanding the matter back to the trial Court below, we allow the plaintiff to withdraw 50% of the sum deposited before the trial Court, after giving bank guarantee to the extent of such amount. The trial Court shall suitably work-out the amount and remit it to the original plaintiff; after due verification. Needless to reiterate, the Summary Civil Suit No. 1449 of 2014 shall be decided by the trial Court on its own merits and in accordance with law after giving opportunity to the other side to lead evidence. 46. With these observations and direction, the present First Appeal stands allowed in the above terms. Notice discharged. No costs.