Summary
The Court restored a decree requiring return of a shop business and associated property. The agreement unambiguously allowed continuation of the existing business for monthly royalty, rather than creating a licence or lease of the premises. Extrinsic evidence describing payments as rent could not substitute a different bargain. The Bombay Rent Act therefore did not oust the trial court’s jurisdiction.
Issues
- Whether the agreement concerned operation of an existing business or a tenancy-related licence of premises.
- Whether Section 95 and proviso (6) to Section 92 permitted extrinsic evidence contradicting the clear agreement.
Provisions considered
- Sections 92 and 95, Indian Evidence Act, 1872Read Section 95 with proviso (6) to Section 92; contextual evidence could not be used to contradict or vary an unambiguous written bargain. (¶¶ 13, 14, 15, 16, 17)
Held
- Contractual interpretation begins with the agreement and the parties’ expressed intention, with language understood reasonably in its commercial context. Here the text clearly contemplated continuation of the existing business. (¶¶ 9, 10, 11, 16)
- Section 95 builds on proviso (6) to Section 92. Where the document is straightforward and presents no interpretive difficulty, the proviso cannot be expanded to admit a contrary oral bargain and nullify the main exclusionary rule. (¶¶ 13, 14, 15)
- The agreement required continuation under the business name for monthly royalty and was extended on the same conditions. Receipts using the word rent did not demonstrate ambiguity and could not recast the arrangement as a licence or lease of the premises. (¶¶ 16, 17)
- As a licence to continue the existing business rather than a premises letting, the arrangement fell outside the asserted Bombay Rent Act protection; the civil trial court’s jurisdiction was not ousted. (¶¶ 17, 18)
Result
Appeal allowed; High Court judgment set aside and trial court decree restored. No costs.