Agreement to Sell — Key Legal Points
Transfer of Property Act 1882 — s.54 (Sale defined), s.55 (Rights & liabilities) Registration Act 1908 — s.17 (Compulsory registration for sale deeds) Indian Stamp Act 1899 — Stamp duty on agreements to sell IT Act 1961 — s.194-IA (TDS @ 1% if consideration ≥ ₹50 lakh) An Agreement to Sell is not the same as a Sale Deed. Title does not pass until the Sale Deed is registered. The vendor must disclose all encumbrances. Stamp duty on this agreement varies by state.
AGREEMENT TO SELL Transfer of Property Act, 1882 | Bengaluru , Karnataka THIS AGREEMENT TO SELL is made on [Date], at Bengaluru , BETWEEN:
VENDOR (SELLER)
Ramesh Kumar Sharma
PAN: AABCS1234D
Vendor address
PURCHASER (BUYER)
Priya Nair , on behalf of Purchaser company (if buying through entity)
PAN: AABCP5678E
Purchaser address
1. Property
The Vendor agrees to sell, and the Purchaser agrees to purchase, the following immovable property ("Property"): All that piece and parcel of residential flat bearing No. 4B, 4th Floor, Prestige Towers, Survey No. 45/2A, Koramangala, Bengaluru – 560 095, measuring 1,200 sq ft carpet area… (Survey No. 45/2A ), measuring approximately 1200 sq ft. The Vendor's title is derived from: Sale Deed dated 12/06/2018 registered as Doc No. 456/2018 .
2. Sale Consideration
The total sale consideration agreed between the Parties is [Total Consideration] (Rupees 0 only), to be paid as follows: (a) Token/Earnest Money: [Token Amount] paid on the date of this Agreement;
3. Title and Encumbrances
The Vendor warrants that the Property is free from all encumbrances, mortgages, charges, liens, attachments, and litigation. The Vendor has good and marketable title to the Property and is entitled to sell the same.
4. Sale Deed Execution
Both Parties agree to execute the Sale Deed and get it registered before the Sub-Registrar of Assurances having jurisdiction over the Property, on or before [Registration Deadline]. The cost of stamp duty, registration fees, and other charges for registration of the Sale Deed shall be borne by the Purchaser unless otherwise agreed.
5. Possession
The Vendor shall hand over vacant and peaceful possession of the Property to the Purchaser on execution of the Sale Deed.
6. TDS Obligation
If the total sale consideration equals or exceeds ₹50,00,000 (Fifty Lakhs), the Purchaser shall deduct tax at source (TDS) at the rate of 1% of the total consideration under Section 194-IA of the Income Tax Act, 1961, and deposit the same with the Income Tax Department, and provide Form 16B to the Vendor.
7. Default by Vendor
In the event the Vendor fails or refuses to execute the Sale Deed within the stipulated time despite the Purchaser being ready and willing, the Purchaser shall be entitled to: (a) enforce specific performance of this Agreement before the competent court; or (b) receive refund of the earnest money paid along with interest at 18% per annum from the date of default, as liquidated damages.
8. Default by Purchaser
In the event the Purchaser fails to pay the balance consideration or complete the purchase within the stipulated time for reasons attributable solely to the Purchaser, the Vendor shall be entitled to forfeit the earnest money paid as liquidated damages, after giving 30 days' written notice to the Purchaser.
9. Governing Law
This Agreement shall be governed by the laws of India. Disputes shall be subject to the exclusive jurisdiction of the courts at Bengaluru , Karnataka .
IN WITNESS WHEREOF the Parties have signed this Agreement to Sell on the date first written above.
VENDOR
Ramesh Kumar Sharma
______________________
PURCHASER
Priya Nair
______________________
Witness 1
___________________
______________________
Witness 2
___________________
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