Specimen Agreement of Sale of House Property — Format, Clauses and Legal Guide 2026

What Is an Agreement of Sale?

An Agreement of Sale (also called Agreement to Sell) is a preliminary contract between the seller and buyer of immovable property, outlining the terms and conditions of the proposed sale before the execution of the final Sale Deed. Under Section 54 of the Transfer of Property Act, 1882 (TPA), a contract for the sale of immovable property creates a right in personam (personal right) — NOT a right in rem (ownership right). This means: the Agreement of Sale does not transfer ownership — it only creates an obligation to transfer. Actual transfer of ownership occurs only when the Sale Deed is executed and registered.

The Agreement of Sale is one of the most important documents in property transactions — it binds both parties to complete the sale on agreed terms, specifies the price, payment schedule, possession date, and consequences of default. Under RERA (Real Estate Regulation Act, 2016), for under-construction properties: the Agreement of Sale must contain mandatory clauses prescribed by RERA rules.

Specimen Agreement of Sale — Complete Format

[Illustrative format only — based on ICSI Drafting material and standard conveyancing practice. Adapt to your specific transaction and state laws.]

AGREEMENT OF SALE OF HOUSE PROPERTY

This Agreement of Sale is made and executed on this [Date] at [City/Town].

BETWEEN:

Mr./Ms. [Full Name], [Age], son/daughter of [Father's Name], residing at [Full Address], PAN: [Number], Aadhaar: [Number] (hereinafter referred to as the "Seller" which expression shall include his/her heirs, executors, administrators, and assigns) of the FIRST PART,

AND

Mr./Ms. [Full Name], [Age], son/daughter of [Father's Name], residing at [Full Address], PAN: [Number], Aadhaar: [Number] (hereinafter referred to as the "Buyer" which expression shall include his/her heirs, executors, administrators, and assigns) of the SECOND PART.

WHEREAS:

(a) The Seller is the absolute owner and in possession of the house property situated at [Full Address], more fully described in the Schedule hereto (hereinafter referred to as the "Property").

(b) The Seller acquired the Property by way of [Sale Deed dated ___/ Gift Deed dated ___/ Will dated ___/ Inheritance], registered at the Sub-Registrar's Office, [SRO Name], bearing Document No. [Number], Book No. [Number].

(c) The Property is free from all encumbrances, liens, charges, mortgages, court attachments, litigation, and disputes, and the Seller has clear and marketable title to the Property.

(d) The Seller has agreed to sell and the Buyer has agreed to purchase the Property for a total consideration of Rs. [Amount in figures] (Rupees [Amount in words] only), on the terms and conditions hereinafter set forth.

NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:

1. Sale Consideration: The total sale consideration for the Property shall be Rs. [Amount] (Rupees [Words] only), payable by the Buyer to the Seller as follows:

(a) Earnest Money: Rs. [Amount] — paid on execution of this Agreement [by cheque/NEFT/RTGS No. ___] (receipt of which the Seller hereby acknowledges).

(b) Balance Consideration: Rs. [Amount] — to be paid at the time of execution and registration of the Sale Deed, on or before [Date].

2. Title Verification: The Buyer shall complete the verification of the Seller's title to the Property within [30/45/60] days from the date of this Agreement. The Seller shall provide the Buyer with: original title documents, latest encumbrance certificate (EC), tax paid receipts (property tax), approved building plan, occupation/completion certificate, and any other documents reasonably required for title verification.

3. Sale Deed Execution: The Sale Deed shall be executed and registered at the office of the Sub-Registrar, [SRO Name], on or before [Date], or on such extended date as may be mutually agreed in writing. The Seller shall execute the Sale Deed in the Buyer's name or in the name of the Buyer's nominee.

4. Possession: The Seller shall deliver vacant physical possession of the Property to the Buyer on the date of registration of the Sale Deed, free from all encumbrances, tenants, and occupants. If the Property is currently tenanted: the Seller shall ensure vacation before the Sale Deed date.

5. Stamp Duty and Registration: The stamp duty on the Sale Deed and the registration charges shall be borne entirely by the [Buyer/as mutually agreed]. The stamp duty shall be calculated as per the prevailing rates in [State] on the market value or consideration amount, whichever is higher.

6. Seller's Representations and Warranties: The Seller hereby represents and warrants that: (a) the Seller has clear and marketable title to the Property, (b) the Property is free from all encumbrances, mortgages, liens, charges, court orders, attachments, and third-party claims, (c) there are no pending or threatened litigation relating to the Property, (d) all property taxes, water charges, electricity bills, and society maintenance charges have been paid up to the date of possession, (e) the Property has been constructed as per the approved building plan and has a valid occupation certificate, (f) the Seller is competent to enter into this Agreement and is not subject to any legal disability.

7. Default by Buyer: If the Buyer fails to complete the purchase by paying the balance consideration and executing the Sale Deed by the agreed date (without mutual extension): the Seller shall be entitled to forfeit the earnest money paid, and this Agreement shall stand cancelled. The Seller shall thereafter be free to sell the Property to any other person.

8. Default by Seller: If the Seller fails or refuses to execute the Sale Deed by the agreed date (without valid reason): the Buyer shall be entitled to: (a) specific performance of this Agreement (enforcing the Seller to execute the Sale Deed through court), AND/OR (b) refund of the entire earnest money along with interest at [12/15/18]% per annum from the date of default, AND/OR (c) damages for breach of contract.

9. Risk: Until the Sale Deed is executed and possession is delivered: the Property shall remain at the risk of the Seller. If the Property is damaged or destroyed by fire, flood, earthquake, or any other cause before delivery of possession: the Buyer shall have the option to either proceed with the purchase at a reduced consideration or cancel this Agreement and receive a full refund of earnest money.

10. Dispute Resolution: Any dispute arising out of this Agreement shall first be attempted to be resolved by mutual negotiation. If not resolved within [30] days: the dispute shall be referred to arbitration under the Arbitration and Conciliation Act, 1996. The arbitration shall be conducted by a sole arbitrator mutually appointed, at [City]. The decision of the arbitrator shall be final and binding.

11. Governing Law: This Agreement shall be governed by the laws of India, including the Transfer of Property Act, 1882, Indian Contract Act, 1872, Registration Act, 1908, and the laws of the State of [State].

SCHEDULE — Property Description

All that piece and parcel of house property bearing [Property Number/Municipal Number], situated at [Full Address], admeasuring [Area in sq. ft./sq. m.], standing on land bearing Survey No. [Number] / CTS No. [Number], bounded as follows:

North: [Description] | South: [Description] | East: [Description] | West: [Description]

IN WITNESS WHEREOF the parties have set their hands on the day, month, and year first above written.

SELLER: [Signature, Name, Date]

BUYER: [Signature, Name, Date]

WITNESSES:
1. [Name, Address, Signature]
2. [Name, Address, Signature]

Key Legal Points

(a) Registration: Under Section 17(1)(e) of the Registration Act, 1908 and the Supreme Court judgment in Suraj Lamp & Industries v. State of Haryana (2012): sale of immovable property above Rs. 100 must be by registered instrument. An unregistered agreement of sale does NOT transfer title — it only creates a personal right. (b) RERA Compliance: For projects registered under RERA: the agreement must comply with RERA model agreement format, including: carpet area disclosure, timeline for possession, interest for delay, specification of amenities. (c) TDS: Under Section 194-IA of the Income Tax Act: the buyer must deduct TDS at 1% if the sale consideration exceeds Rs. 50 lakh, and deposit it using Form 26QB within 30 days. (d) Section 53A TPA — Part Performance: If the buyer has paid consideration and taken possession under the agreement: the seller cannot seek possession back (doctrine of part performance).

Stamp Duty on Agreement of Sale

Stamp duty varies by state. In some states (like Maharashtra): the agreement of sale attracts full stamp duty (the same as the sale deed). In other states: a nominal stamp duty on the agreement + full stamp duty on the sale deed. Always check the applicable state stamp duty schedule before execution. Payment: through e-stamp (recommended) or physical stamp paper. Non-payment of stamp duty: the document is inadmissible as evidence and attracts penalty of up to 10x the deficient duty.