Judgment :- SHIVARAJ PATIL, J.: 1. These two appeals are directed against the common judgment dated 17.3.1997 and decrees made thereon in C.S.No.248 of 1996 and C.S.No.398 of 1996. These two appeals are filed by B.R.Ravishanker, Proprietor, Padmini Pictures (the defendant in C.S.No.248 of 1996 and the plaintiff in C.S.No.398 of 1996). In these appeals the controversy relates to, and interpretation of clause (13) of the agreement dated 6.12.1971. 2. Since the learned single Judge has narrated the facts in detail, in our view, it would be enough to put them in brief, which are as follows: One M.R.Krishnan has filed the suit C.S.No.248 of 1996 against the appellant for declaration and permanent injunction under Secs.55 and 62 of the Copy Right Act, 1957 (for short, the ‘Act’) stating that the Tamil Cinematograph Film titled “Veerapandiya Kattabomman” was originally produced by Mr.B.R.Panthulu, the sole proprietor of the trading concern “Padmini Pictures”. Under an agreement dated 6.12.1971, the said Panthulu assigned the copyright in the said film to M/s.Chandra Prabha Pictures for valuable consideration, for a period of 25 years. Chandra Prabha Pictures, in turn, by an agreement dated 28.1.1972 assigned the said copyright to Shri Krishnan Films, of which the plaintiff M.R.Krishnan was one of the partners. Later the said firm was dissolved. The copyright in respect of he film Veerapandia Kattabomman came to be vested, in the plaintiff. 3. After the demise of B.R.Panthulu, his son B.R.Ravishanker, the defendant in the said suit C.S.No.248 of 1996, acknowledged and confirmed that the plaintiff had become the absolute and exclusive owner of the copy-right under the consent memo filed in C.S.No.101 of 1981 on the file of this Court. Clause (13) of the agreement dated 6.12.1971 provides that the transferee shall have an option to renew the rights for a further period of 20 years from 6.12.1996 on an additional payment of Rs. 1,000 payable to the transferor on or before 31.12.1995. 4. The plaintiff exercised the option and extended the assignment for a further period of 20 years by sending a demand draft for Rs. 1,000 in favour of the defendant under cover of a letter dated 18.12.1995. However, the defendant sent a reply on 18.1.1996 stating that the payment of Rs. 1,000 payable to the transferor on or before 31.12.1995. 4. The plaintiff exercised the option and extended the assignment for a further period of 20 years by sending a demand draft for Rs. 1,000 in favour of the defendant under cover of a letter dated 18.12.1995. However, the defendant sent a reply on 18.1.1996 stating that the payment of Rs. 1,000 as per clause (13) of the agreement was only a fee exercising the option to renew the lease, and that would not dispense with the need to pay a further consideration for such renewal, and that such further consideration had to be negotiated and arrived at. The defendant demanded a further consideration of Rs.20.00 lakhs for such renewal. The plaintiff without prejudice to his contentions, offered to pay an additional sum of Rs.25,000 to the defendant through common friends. Since the defendant refused the offer, the suit was filed. 5. The defendant in the said suit C.S.No.248 of 1996 (the appellant herein) filed a written statement contending that the provisions of the Copy Rights Act are not applicable to the case, and as such the suit was not maintainable inasmuch as what was transferred under the agreement dated 6.12.1971 was not any copyright of the picture, but merely leasehold right to distribute, exhibit and exploit the picture in the territories mentioned in the said agreement. The alleged transfer of right by M/s.Chandra Prabha Pictures in favour of the plaintiff would only create a sub-lease and not a copyright. The plaintiff did not exercise the option to renew the lease before 31.12.1995 properly. The amount of Rs. 1,000 payable on or before 31.12.1995 was only for exercising the option to renew the lease and cannot be construed in law or in equity to be the lease amount payable to the lease granted for another period of 20 years. 6. On the basis of these pleadings the following issues were framed: “1. Whether the plaintiff is the absolute and exclusive owner of the copyright of exploiting, distributing and exhibiting the Tamil Film” Veerapandiya Kattabomman “ as per the agreement dated 6.12.1971e 2. Whether clause 13 of the agreement provides for renewal of the lease, and if so, is there any renewale 3. Whether the plaintiff is entitled to declaration and injunctione and 4. To what reliefe” 7. Whether clause 13 of the agreement provides for renewal of the lease, and if so, is there any renewale 3. Whether the plaintiff is entitled to declaration and injunctione and 4. To what reliefe” 7. The said B.R.Ravi Shanker, of Padmini Pictures, the defendant in C.S.No.248 of 1996 himself filed another suit C.S.No.398 of 1996 against M.R.Krishnan - the plaintiff in C.S.No.248 of 1996, and M/s.Gemini Picture Circuit (P) Ltd., for declaration that he is the exclusive copyright owner of the icture “Veerapandiya Kattabomman” under Secs.55 and 62 of the Copy Right Act, 1957 and the negative rights of the said picture, as understood in the film trade, without any limitation whatsoever; for a declaration that M.R.Krishnan is the lessee of the leasehold negative right for the purpose of distributing, exhibiting and exploiting the said picture under the agreement dated 6.12.1971 only up to 31.12.1996. 8. The averments made in the plaint C.S.No.398 of 1996 were more or less the averments made by him in the written statement in C.S.No.248 of 1996. Similarly the averments made in the plaint in C.S.No.248 of 1996 constituted the defence of M.R.Krishnan in the suit C.S.No.398 of 1996. The second defendant in C.S.No.398 of 1996 did not chose to contest the suit. 9. The following were the issues framed in that suit: “1. Whether the plaintiff is the exclusive owner of the copy-rights of the picture” Veerapandiya Kattabomman “ without any limitation in pursuance of the agreement dated 6.12.1971 up to 31.12.1996e 2. Whether the plaintiff is entitled to injunctione and 3. To what reliefe” 10. The parties did not chose to lead any oral evidence. Documents Exs.Pl to P6 were marked by consent. The learned single Judge disposed of both the suits by the common judgment under appeal, decreeing the suit C.S.No.248 of 1996, and dismissing the suit C.S.No.398 of 1996, after discussing in detail the documentary evidence placed on record. Hence the unsuccessful defendant in C.S.No.248 of 1996 and the plaintiff in C.S.No.398 of 1996 has filed these two appeals. 11. Mrs.Nalini Chidambaram, learned senior counsel for the appellant submitted that the controversy between the parties revolves around the interpretation of clause (13) of the agreement dated 6.12.1971. Mr.K.Ravi, learned counsel for the respondent No. 1 did not dispute this position. Hence we think it appropriate to reproduce clause (13) of the agreement dated 6.12.1971, which reads: “13. 11. Mrs.Nalini Chidambaram, learned senior counsel for the appellant submitted that the controversy between the parties revolves around the interpretation of clause (13) of the agreement dated 6.12.1971. Mr.K.Ravi, learned counsel for the respondent No. 1 did not dispute this position. Hence we think it appropriate to reproduce clause (13) of the agreement dated 6.12.1971, which reads: “13. At the end of the period of 25 years stipulated, the transferees shall hand over back to the producers the negatives of the picture in good condition, subject to the normal wear and tear. (However the transferees shall have an option to renew the lease-hold negative rights of the Picture for another period of 20 years on an additional payment of Rs. 1,000 payable to the producers on or before 31st December, 1995.” 12. The learned senior counsel for the appellant submitted that the respondent failed to renew the leasehold right within the time properly; sending additional payment of Rs. 1,000 only enabled the respondent to renew the lease after negotiating with the appellant as to consideration; additional sum of Rs. 1,000 contemplated in the said clause (13) must be properly construed; it was unthinkable that the additional sum of Rs. 1,000 only, could be the consideration for renewing the lease for a further period of 20 years. She also submitted that the learned single Judge committed an error in proceeding as if there was assignment of copy-rights in favour of the respondent, and the entire discussion made in the judgment substantially relates to the provisions of the Copy Right Act without noticing that the transaction between the parties was one of lease. 13. Per contra, Mr.K.Ravi, learned counsel for the respondent argued in support and justification of the common judgment and decrees under the appeals. He submitted that the terms and language of clause (13) extracted above are clear and unambiguous; the said clause cannot be read and understood as sought to be made out by the appellant to say that the additional payment of Rs. 1,000 was only a fee or consideration for expressing willingness to renew the lease, and the actual renewal of lease would be only on terms to be negotiated between the parties as to consideration. He also pointed out to the documents produced in the suit and certain averments made in the plaint and written statement of the appellant in support of his submission. 14. He also pointed out to the documents produced in the suit and certain averments made in the plaint and written statement of the appellant in support of his submission. 14. In the light of the submissions of the learned counsel for the parties, the only point that arises for consideration is as to whether the respondent was entitled to get the leasehold right renewed for a further period of 20 years in terms of clause (13) of the agreement dated 6.12.1971 by making an additional payment of Rs. 1,000 before 31.12.1995. 15. It is no doubt true that the respondent M.R.Krishnan, in the suit C.S.No.248 of 1996, prayed for declaration that he is the absolute and exclusive owner of the copyright of exploiting, distributing and exhibiting the said Tamil Cinematographic film without any limitation whatsoever, in the territories mentioned in Schedule ‘A’ and for consequential permanent injunction, but looking to the very agreement dated 6.12.1971 Ex.P1, and the other documents including the correspondences between the parties it is clear that only leasehold rights were given to the respondent. It may not be necessary for us to go to the submissions made by the learned counsel for the parties and the discussion made by the learned single Judge touching the aspect of copy right, particularly in view of the fact that the entire controversy that has arisen between the parties depends on understanding and interpretation of clause (13) of the agreement Ex.P1 dated 6.12.1971. 16. Ex.Pl itself refers to leasehold negative rights of exhibition, distribution and exploitation of the picture. In the letter dated 18.12.1995 (Ex.P4) addressed by the respondent to the appellant it is clearly stated that he has exercised the opinion to renew and extend the leasehold negative rights of the said picture for another period of 20 years from 6.12.1996, and a Demand Draft for Rs. 1,000 was sent in favour of the appellant as per clause (13) of the agreement. 17. The appellant replied by his letter dated 18.1.1996 stating that the respondent has sent the Demand Draft for Rs. 1,000 before 31st December, 1995; the respondent could not unilaterally renew or extend the lease; payment of sum of Rs. 1,000 was sent in favour of the appellant as per clause (13) of the agreement. 17. The appellant replied by his letter dated 18.1.1996 stating that the respondent has sent the Demand Draft for Rs. 1,000 before 31st December, 1995; the respondent could not unilaterally renew or extend the lease; payment of sum of Rs. 1,000 only enabled the appellant to negotiate the terms for further renewal of the lease; he has received various offers from several persons for the leasehold rights; the lease amount for the ensuing period of 20 years shall be Rs.20.00 lakhs; and the lease can be extended for another period of 20 years by mutual consent. 18. Clause (13) of the said agreement dated 6.12.1971 extracted above, in our view, is clear and unambiguous. It is a well-settled principle of law that when the parties have chosen to reduce the terms of agreement in writing, and unless the terms are vague or ambiguous, it is not open to add any terms in a particular clause. If the terms of a clause are vague and the language is not clear, efforts could be made to look to the intention of the parties in order to arrive at a correct conclusion. 19. As can be seen from clause (13) of the agreement, it cannot be said that additional payment of Rs. 1,000 contemplated was only to get a right to exercise option on further negotiation as to consideration etc. The argument of the learned senior counsel for the appellant that the additional payment of Rs. 1,000 only conferred a power on the respondent to express his option but actually option could be exercised only on settlement of consideration by mutual consent, cannot be accepted. In clause (13) it is clearly stated that the respondent shall have an option to renew the leasehold negative rights of the picture for another period of 20 years on additional payment of Rs. 1,000 on or before 31st December, 1995. It does not speak of further negotiation between the parties as to consideration or otherwise. 20. It is not disputed that a demand draft for Rs. 1,000 was sent by the respondent to the appellant under cover of his letter dated 18.12.1995 i.e., on or before 31.12.1995. 1,000 on or before 31st December, 1995. It does not speak of further negotiation between the parties as to consideration or otherwise. 20. It is not disputed that a demand draft for Rs. 1,000 was sent by the respondent to the appellant under cover of his letter dated 18.12.1995 i.e., on or before 31.12.1995. In the reply letter of the appellant dated 18.1.1996 the lease amount was unilaterally fixed by the appellant at Rs.20.00 lakhs for the period of 20 years. It is not known on what basis such amount could be claimed, as even according to the appellant the amount of consideration could be fixed only by negotiation between the parties. 21. The first agreement was entered into between the parties on 6.12.1971, the terms of which are not disputed. What could be the worth of the negative rights of the picture for renewal after 25 years could not be in the contemplation of the parties; possibly the success and popularity of the picture and its demand as on 1.1.1996 could not be envisaged. The value could have been more, or much less. The additional payment of Rs. 1,000 contemplated in clause (13) at best could be understood as in addition to Rs.25,000 originally fixed in clause (4) of the agreement. In other words the appellant could have demanded Rs.26,000, but that is not the stand of the appellant, as can be seen from his reply dated 18.1.1996. 22. As can be seen from paragraph 9 of the plaint in C.S.No.248 of 1996 the respondent No.1 herein (plaintiff in the said suit) M.R.Krishnan, without prejudice to his contentions, and without waiving his rights under clause (13) through common friends offered to pay an additional sum of Rs.25,000 to avoid any dispute. But the appellant refused to accept such a bona fide offer, and he was even ready to revive the offer without prejudice to his contentions even when the suit was filed. 23. During the course of the argument the learned counsel for the respondent submitted that even though the appellant is not entitled for any additional money of more than Rs. 1,000, the respondent is prepared to pay an additional sum of Rs.25,000. At that stage we suggested to the parties whether the matter could be settled, and the learned counsel for the parties wanted to get back to us. We gave them some time. 1,000, the respondent is prepared to pay an additional sum of Rs.25,000. At that stage we suggested to the parties whether the matter could be settled, and the learned counsel for the parties wanted to get back to us. We gave them some time. On the adjourned date of hearing the learned counsel for the respondent submitted that the respondent was ready to pay a sum of Rs. 50,000, and on his persuasion with great difficulty the respondent agreed to pay Rs.1.00 lakh to the appellant for settling the dispute. The learned senior counsel for the appellant submitted that the appellant was not willing to accept Rs.1.00 lakh, and his claim was much higher. Hence we proceeded to dispose of the appeals on merits. 24. Having regard to the clear and unambiguous language contained in clause (13) indicating the terms as to renewal of leasehold right, it cannot be said that the suit C.S.No.248 of 1996 could not have been decreed and that the suit C.S.No.398 of 1996 could be decreed. The conclusion arrived at by the learned single Judge, in our opinion, could be sustained though not for the very reason stated by him, but in the light of the discussion made by us above. 25. In our opinion the additional payment of Rs. 1,000 contemplated in clause (13) of the agreement for renewal of the lease should be taken as an additional payment in addition to Rs.25,000 fixed in the original agreement. Thus the appellant was entitled for a total sum of Rs.26,000 for renewal of the leasehold right. 26. In this view, we dispose of these appeals, confirming the common Judgment of the learned single Judge, though not for the very reasons stated by him, but in the light of the discussion made by us, but granting a decree for Rs.26,000 for renewal of lease, and the decrees to that extent stand modified. We place the submission of the learned counsel for the respondent No.1 offering a sum of Rs.1.00 lakh in full and final settlement of all the claims between the parties without prejudice to the rights and contentions of the respondent. It is open to the appellant to exercise the option of accepting to exercise the option of accepting Rs.1.00 lakh from the respondent No.1 to settle the dispute finally, within a period of three months. It is open to the appellant to exercise the option of accepting to exercise the option of accepting Rs.1.00 lakh from the respondent No.1 to settle the dispute finally, within a period of three months. In the event the appellant accepts the said offer to put an end to the dispute, the respondent No.1 shall pay the sum of Rs.1.00 lakh within a period of two weeks from the date of acceptance of the offer. No costs.