6 The application is resisted by the Defendant on various grounds. Firstly, it is contended that the Plaintiff has sought specific performance not only of the MOU but also of the LOI and MOU read together. It is submitted that there is a substantial variation of material terms, as between the LOI and the MOU. Secondly, it is submitted that in pursuance of the LOI and MOU, the Plaintiff purported to enter into a final formal agreement between the parties which in turn contained some important alterations in the material terms of the contract. It is next submitted that contrary to the Plaintiff's pleadings that the change of user of the suit premises from residential to commercial category was allowed by the concerned authorities after the signing of the MOU and before the filing of the suit, it is argued across the bar that the change of user permission has come in the form of Municipal Corporation's communication dated 3 May 2013, which is much after filing of the present suit. It is submitted that the Municipal sanction for change of user contains several onerous conditions which were not part of the bargain between the parties. It is lastly submitted that there have been certain interpolations in the LOI executed between the parties and as a result, the Defendant has lost faith in the Plaintiff. In these premises, it is submitted that the Defendant was within his rights to terminate the MOU and refund the amount paid to the Plaintiff.
