Specific performance remains available despite refund and damages clauses, and price rise alone does not defeat equitable relief.

Readiness and willingness in specific performance turns on the facts of each case, and the court will not apply any rigid formula. A clause requiring refund of the advance with liquidated damages does not, by itself, create an option to avoid performance; specific performance remains available where the sum is only security for due performance and not an alternative bargain. Hardship or later escalation in price is not, by itself, a sufficient ground to refuse equitable relief, especially where the vendor's own conduct contributed to delay and the plea was not raised earlier. The decree for specific performance was upheld.

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Issues: (i) whether the plaintiff proved continuous readiness and willingness to perform the contract for specific performance; (ii) whether the clause providing for refund and liquidated damages barred a decree for specific performance; (iii) whether discretionary relief ought to be refused on the ground of hardship and escalation of price.

Issue (i): whether the plaintiff proved continuous readiness and willingness to perform the contract for specific performance.

Analysis: Readiness and willingness in a suit for specific performance depends on the facts of each case and there is no rigid formula. The finding of the High Court that the plaintiff had all along been ready and willing was based on the evidence and was not shown to rest on irrelevant considerations or omission of relevant material. The vendor had not produced the title deeds or redeemed the mortgage, and the contract was later revived by the vendor itself by seeking further time and accepting further payments. In these circumstances, time could not be treated as the essence of the contract.

Conclusion: The issue was answered in favour of the plaintiff.

Issue (ii): whether the clause providing for refund and liquidated damages barred a decree for specific performance.

Analysis: A sum named in the contract does not by itself create an option to substitute money for performance. Under the governing provision, specific performance may still be granted where the stipulated amount is only a security for performance and not an alternative bargain. The clause in question obligated the vendor to redeem the mortgage and, on breach, to refund the advance with damages. That clause did not displace the remedy of specific performance. A contrary view based on an earlier decision was rejected as that decision had not considered the binding precedent and the statutory provision and was treated as per incuriam.

Conclusion: The clause did not bar specific performance and the issue was answered in favour of the plaintiff.

Issue (iii): whether discretionary relief ought to be refused on the ground of hardship and escalation of price.

Analysis: Specific performance is an equitable remedy, but hardship or increase in price does not by itself justify refusal. The plea of hardship had not been raised before the High Court, and the vendor could not rely on its own conduct after having accepted part payments and delayed performance. Mere inadequacy of consideration or the onerous nature of the contract does not amount to unfair advantage within the meaning of the governing provision.

Conclusion: Discretion was correctly exercised in favour of granting specific performance.

Final Conclusion: The decree for specific performance was upheld and the appeal failed.

Ratio Decidendi: A contractual clause providing for refund or liquidated damages does not, by itself, bar specific performance unless it clearly gives an alternative election to pay money in lieu of performance, and equitable relief will not be refused merely because the contract later appears onerous or has appreciated in value.

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