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6. Since 2007 the 1st Respondent entered into several lease agreements, ad agreements and VPF arrangements. These are set out in a table below paragraph 9.

7. Over time, the 1st Respondent made several structural changes to its premises as it increased the number of screens. The Petitioner kept providing additional leased equipment. In 2016, the 1st Respondent's theatre was renovated to modify it into a twin- screen theatre complex. At the 1st Respondent's request, the Petitioner installed and upgraded the digital cinema equipment. From February 2016 until May 2017, the lease rental was merely Rs. 5,000/-. In 2017, when, at the request of the 1st Respondent, the digital cinema equipment was upgraded to DCI servers in the two screens, revised commercial terms were agreed upon.

8. In 2018, the digital cinema equipment in screen-2 was swapped out and installed in screen-4 that the 1st Respondent had newly constructed. A DCI server was installed in screen-2. There were revised commercial terms.

9. In 2018, given the revised demands for upgrades in the existing digital cinema equipment, the Petitioner entered into a Lease Agreement and an Ad Agreement with the 1st Respondent for all four screens. The VPF arrangement for screen-1 is in schedule to the Lease Agreement. The VPF arrangement for screen-2 is in a separate letter of 31st August 2018. Copies of the Lease Agreements dated 4th June 2018, the Ad Agreement of that date and a VPF letter of 31st August 2018 are annexed to the Petition. The Lease 7th April 2021 19-CARBPL7561-2021 WITH CARAPL9575-2021(1).DOC Agreement under clause 3.1 was to remain in force for an initial period of ten years. Clause 3.2 said that the 1st Respondent could not terminate it for a lock-in period of six years from the date of execution. There is no dispute about the provision or installation of the equipment.

14. The VPF arrangement vide letter dated 31st August 2018 expressly acknowledged that the Petitioner was solely entitled to collect and retain the entire VPF for screen-2. The diferential amount between the minimum guarantee and the actual VPF was to be paid within 15 days.

15. Dr Saraf for the Petitioner submits that all three agreements were part of a composite transaction. The Petitioner installed equipment worth Rs. 60 lakhs in screen-1 and new equipment of Rs. 60 lakhs in screen-2 apart from other attendant costs. The 1st Respondent availed of these services.