Deeds

Agreement to Sell Immovable Property

An Agreement to Sell is a foundational contract where a vendor agrees to sell immovable property to a purchaser on agreed terms. It records the parties' consent, the consideration, and the payment schedule, serving as the basis for the final Sale Deed.

This document does not transfer ownership title. It creates contractual rights and obligations, allowing either party to seek specific performance or damages if the other defaults before the sale is completed.

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Governing law
Transfer of Property Act 1882 s.54 + Indian Contract Act 1872 + Specific Relief Act 1963 + Registration Act 1908 + Indian Stamp Act 1899
Sections
s. TPA 54s. ICA 10s. ICA 73/74s. SRA 10/16s. Registration Act 17(1A)/49

When this is the right filing

  • When parties have finalised the commercial terms of a property sale but the final conveyance is deferred to a future date.
  • When the purchaser pays earnest money and requires a written commitment from the vendor to execute a Sale Deed.
  • When the vendor needs to secure a binding promise from the purchaser to pay the balance consideration.
  • When the transaction requires a documented timeline for payment and delivery of possession before registration.
  • Do not use this document to transfer ownership; a Sale Deed must be executed and registered for that purpose.

What the court looks for

  • Clear identification of all parties with full particulars and PAN.
  • A precise description of the property in the schedule with complete boundaries.
  • An unambiguous payment schedule, including earnest money and the mode of payment.
  • A specific clause reserving the right to seek specific performance of the contract.
  • Proof of the vendor's clear and marketable title recited in the document.

The structure the court expects

The components of the filed format, in the order they appear. LexPilot fills every one of them from your facts and papers.

  1. 1Between
  2. 2Recitals
  3. 3Operative clauses
  4. 4Schedule of property
  5. 5Testimonium
  6. 6Witnesses
How it opens
WHEREAS the Vendor is the absolute, sole and lawful owner, seized and possessed of and otherwise well and sufficiently entitled to the immovable property more particularly described in the SCHEDULE OF PROPERTY hereunder written (hereinafter referred to as the "SAID PROPERTY"), having acquired the same by way of [mode of acquisition] dated [acquisition date], registered as Document No. [registration no] in the…

Bracketed items are filled from your case.

Frequently asked questions

Does an Agreement to Sell transfer ownership of the property?

No. Under Section 54 of the Transfer of Property Act, 1882, an Agreement to Sell does not create any interest in or charge on the property. It is a contract that gives the purchaser the right to obtain a Sale Deed, which is the document that actually transfers title.

Is registration of an Agreement to Sell compulsory?

Registration is generally not compulsory unless possession of the property is delivered under the agreement. Under Section 17(1A) of the Registration Act, 1908, an unregistered agreement that transfers possession cannot be used as evidence of part-performance. State laws may also mandate registration and higher stamp duty if possession is given.

What is the remedy if the vendor refuses to execute the Sale Deed?

The purchaser can file a suit for specific performance of the contract under the Specific Relief Act, 1963. The 2018 amendment makes specific performance a general rule. The purchaser must demonstrate continuous readiness and willingness to perform their part of the contract.

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