(Prayer: The Original Application has been filed under Order XIV Rule 8 of Original Side Rules read with Section 9(ii)(d) of the Arbitration and Conciliation Act praying to grant an order of interim injunction restraining the Respondent Company, its Director-cum-Artist Mr. Yuvan Shankar Raja, and all its officers, agents, representatives, assigns or any persons claiming through or acting under them, from performing, announcing, promoting, organising or associating with any live musical performance of Mr. Yuvan Shankar Raja, within the exclusive territories of Malaysia and the United States of America, including the performances scheduled on 07.02.2026 and 14.02.2026, pending adjudication of the disputes arising out of the Artist Performance Agreement dated 08.02.2023 read with the Addendum dated 08.02.2023.)

1. This Original Application has been filed by the applicant to grant interim injunction restraining the Respondent Company, its Director-cum-Artist Mr. Yuvan Shankar Raja, and all its officers, agents, representatives, assigns or any persons claiming through or acting under them, from performing, announcing, promoting, organising or associating with any live musical performance of Mr. Yuvan Shankar Raja, within the exclusive territories of Malaysia and the United States of America, including the performances scheduled on 07.02.2026 and 14.02.2026, pending adjudication of the disputes arising out of the Artist Performance Agreement dated 08.02.2023 read with the Addendum dated 08.02.2023.

2. The short facts of the application filed by the applicant are as follows:

The applicant company is engaged in the business of planning, organising, promoting, managing and conducting large scale national and international live musical performances and entertainment events. The respondent is a company representing the artist Mr. Yuvan Shankar Raja and was contractually engaged by the applicant for exclusive live musical performances in specified international territories. On 08.02.2023, the applicant company and the respondent entered into an Artist Performance Agreement followed by an Addendum dated 08.02.2023, whereby the respondent contractually granted the applicant sole and exclusive rights to organise, promote, produce and conduct all live musical performances of the said artist in the exclusive territories of Malaysia and the Unites States of America. As per the agreement, the respondent and the artists were strictly prohibited, during the subsistence of the agreement, from directly or indirectly performing, negotiating, contracting, associating or engaging with any third party for live musical performances within the said exclusive territories, without the prior written consent of the applicant company. In furtherance of the said preparations, the applicant company entered into arrangements with local facilitators and service providers in Malaysia solely for the purpose of statutory compliance, licensing of foreign artists, venue coordination, technical production and allied operational requirements, without in any manner diluting or assigning the applicant’s exclusive contractual rights. The total financial exposure incurred by the applicant company in connection with the Malaysia and USA concert series aggregates to approximately Rs.3,80,00,000/-. The receipt of substantial amounts paid by the applicant company towards the Malaysia and USA concert series was also admitted by the respondent and he acknowledged the money for a sum of Rs.57,50,000/- transferred towards Malaysia performance advance, a sum of Rs.20 lakhs received by cheque in favour of U1 Records Private Limited, a sum of Rs.29 lakhs received in a referred account and a sum of Rs.73,00,000/- received in referred accounts, in total a sum of Rs.1,79,50,000/- exclusive of other amounts paid by the applicant company forming part of the overall consideration of approximately Rs.3.80 crores.

                   2.1. Pursuant to the execution of the agreement and Addendum, the applicant company undertook extensive preparations for the live musical concert scheduled to be held on 15.07.2023 in Malaysia, as part of the proposed exclusive international concert series, and incurred substantial expenses. Thereafter during the course of the subsequent discussions and negotiations, the respondent acknowledged inconsistencies and assured repayment of the amounts due to the applicant company. Pursuant to the aforesaid acknowledgements and assurances and towards part satisfaction of the amounts due, the respondent paid a sum of Rs.10 lakhs to the applicant company in the first week of August 2025 and the same was accepted strictly without prejudice to the applicant company’s rights, remedies and claims under the agreement and the Addendum in accordance with law. The Artist Performance Agreement dated 08.02.2023 and the Addendum contains express provisions conferring exclusive territorial rights upon the applicant company, which is exclusively contractual in nature and continues to subsist unless expressly terminated in accordance with the terms of the agreement. The immediate and subsisting cause for the present application arises on account of the respondent having participated in and continuing to associate himself with live musical performances in Malaysia without the consent, involvement or authorisation of the applicant company, including an unannounced performance as part of the “Hip Hop Tamizha World Tour 2026 – Return of the Dragon Machi: The Final Showdown” concert in Malaysia. The applicant company has become aware of forthcoming live musical performances of the respondent artist in Malaysia, scheduled on 07.02.2026 and 14.02.2026, which are being organised, promoted and facilitated by City Production, without any prior intimation or consent from the applicant company. The said proposed performances scheduled on 07.02.2026 and 14.02.2026, constitute a fresh, willful and continuing breach of the Artist Performance Agreement dated 08.02.2023 read with Addendum dated 08.02.2023. There is an Arbitration Clause VII of the Addendum. The respondent’s acts and omissions, viewed cumulatively, disclose a clear, imminent and continuing threat to the applicant company’s exclusive rights, thereby placing the very subject matter of the arbitration in jeopardy. Therefore, it is just and necessary that this Court to grant immediate interim protection so as to preserve the subject matter of the arbitration, protect exclusively and maintain the status quo pending final resolution of the disputes.

3. The respondent filed a counter stating that the applicant has approached this Court by projecting an entirely false and misleading narrative regarding the nature of the contractual relationship between the parties. The agreement does not describe the applicant as an artist management company nor does in confer upon the applicant any status of an exclusive representative or international booking agent of the artist. The contractual arrangement is expressly limited to the organising and hosting of a specific live concert performance and not the grant of any overarching right of representation or management in the exclusive territories of Malaysia and USA. The respondent is not an Artist Management company representing the artists globally and there is absolutely no contractual covenant whereby the respondent undertook any obligation to represent, manage or exclusively contract the artist for all performances in exclusive territories of Malaysia and USA. The applicant attempted to elevate a limited concert-hosting arrangement into an alleged exclusive international representation contract, which is impermissible and unsupported by the contract. The contract does not create any continuing or overarching right of representation of Mr. Yuvan Shankar Raja abroad, nor does it appoint the applicant as a sole booking or management agent for exclusive territories of Malaysia and USA. The Agreement is clearly an event-specific contract entered into for conducting a “Live Musical Performance Concert” during the months of June to December 2023, based on mutual availability and not an indefinite restraint on the Artist’s future performances.

                   3.1. The applicant’s reliance upon the alleged Addendum dated 08.02.2023 is seriously disputed by the respondent and the so-called Addendum was never executed as an independent negotiated document and the same was obtained on blank papers under the representation that it was only part and parcel of the main Artist Performance Agreement dated 08.02.2023. In any event, the execution of any separate Addendum was wholly unnecessary and commercially unnatural, since the main Artist Performance Agreement itself already clearly covers the engagement of the Artist for performance in two countries. The respondent had already completed the performance contemplated under the main Artist Performance Agreement, namely one Live musical performance concert conducted at Kuala Lumpur, Malaysia on 15.07.2023. Once the said contracted performance was concluded, the limited purpose of the Agreement stood exhausted. The applicant’s claim of having incurred substantial expenditure towards advances, retainers, payments to musicians, technicians, band members, logistics, travel, accommodation and other expenses is equally vague and unsupported by documents. The applicant has deliberately misrepresented the email communication dated 09.05.2023 issued by Mr. Vinoth Gopal, the Chief Operating Officer of the respondent company. The said email does not constitute any blanket admission of payments towards an alleged “Malaysia and USA concert series” as falsely projected. On the contrary, the amounts acknowledged therein pertain only to the Malaysia concert performance by Yuvan Shankar Raja. The email specifically confirms receipt of Rs.57,50,000/- transferred towards the Malaysia Performance advance, Rs.20 laksh received by cheque in favour of U1 Records Private Limited, Rs.29 lakhs received in a referred account, Rs.73 lakhs received in referred accounts, aggregating in total to Rs.1,79,50,000/-.

                   3.2. As per Clause 2.3 of the Artist Performance Agreement, the total agreed remuneration for the Artist was Rs.5.90 crores plus GST @18% covering performances in two countries namely one concert in Malaysia and six cities in the Unites States of America including Texas, Boston, New Jersey, Dallas, Los Angeles and Chicago. However, the applicant paid only a sum of Rs.1,79,50,000/- out of Rs.1,90,00,000/- towards the Malaysia concert and ans also failed to pay the remaining substantial balance amount due under the contract for the USA concerts. The Malaysia concert was conducted and concluded on 15.07.2023. Thereafter, the respondent by email dated 22.11.2023, stated that the amounts received were only in respect of the Malaysia show and that the applicant was thereafter following up only with regard to the proposed USA concerts and the same was confirmed by the applicant by email dated 22.11.2023 The applicant has not taken any steps from November 2023 till February 2026 to enforce any alleged contractual right or to pursue any so-called exclusivity. The immediate and directly affected party in respect of the impugned concerts is the actual organizer, namely City Production Company, which has undertaken the entire responsibility of conducting the concerts at Penang and Johor Bahru and it has not been added as party. Therefore, the application is liable to be dismissed for non-joinder of necessary parties. The main Artist Performance Agreement does not contain any arbitration clause. The applicant seeks to rely solely upon Clause 7 of the alleged Addendum dated 08.02.2023, which document is specifically disputed by the respondent in its entirety, including its execution, authenticity and enforceability. Therefore, the applicant is not entitled to any relief through this application and the application is liable to be dismissed.

4. The learned Senior counsel appearing for the applicant would submit that the applicant company is engaged in the business of conducting large scale national and international live musical performances and entertainment events and the respondent is a company representing the artist Mr. Yuvan Shankar Raja and was contractually engaged by the applicant for exclusive live musical performances in specified international territories. On 08.02.2023, the applicant company and the respondent entered into an Artist Performance Agreement, followed by an Addendum dated 08.02.2023, whereby the respondent contractually granted the applicant sole and exclusive rights to organize, promote, produce and conduct all live musical performances of the said artist in the exclusive territories of Malaysia and United States of America. The concert was conducted on 15.07.2023 in Malaysia. Based on the above said Agreement, he received a sum of Rs.1,79,50,000. As part of the promotion of the said concert, a Press meet was organized on 10.06.2023, during which the respondent artist Mr. Yuvan Shankar Raja was formally introduced in connection with the said event and the concert was promoted to the media and public as part of the forthcoming international live performance schedule. The legitimate expectation of the applicant company that its role as the Exclusive Organiser would be honoured strictly in accordance with the Agreement and Addendum and its branding and commercial rights would be fully protected. Thereafter, during the course of subsequent discussions and negotiations, the respondent acknowledged inconsistencies and assured repayment of the amounts received by him. In the first week of August 2025, he repaid a sum of RS.10 lakhs and thereafter, he has not paid the money. The agreement dated 08.02.2023 and the Addendum do not stand terminated, rescinded or discharged in any manner and that the exclusivity granted therein continues to survive and bind the respondent. While so, the respondent having participated in and continuing to associate himself with live musical performances in Malaysia without the consent, involvement or authorisation of the applicant company. The participation and appearance of the respondent artist in Malaysia as part of a third party concert and tour, is directly within the exclusive territory contractually reserved to the applicant company and constitutes a clear and continuing violation of the exclusivity obligations imposed under the Artist Performance Agreement dated 08.02.2023 read with Addendum dated 08.02.2023.

                   4.1. The learned Senior Counsel would further submit that now the applicant company came to know about the forthcoming live musical performances of the respondent artist scheduled on 07.02.2026 and 14.02.2026, which are being organized, promoted and facilitated by City Production without any prior intimation or consent from the applicant company. As per the Agreement dated 08.02.2023 and the Addendum, the exclusive territorial rights vested in the applicant company. The nature of the applicant company’s contractual rights is prejudiced by repeated or parallel performances of the same artist within the same exclusive territory. Therefore, there is a clause of Arbitration and they are taking steps to appoint an Arbitrator to arbitrate this matter and during such time, in the meantime, an interim injunction restraining the respondent from performing any live musical performances within the exclusive territories of Malaysia and USA may be granted and prayed to allow this application.

5. The learned counsel appearing for the respondent would submit that the agreement does not describe the applicant as an artist management company, nor does it confer upon the applicant any status of an exclusive representative or international booking agent of the artist. The contractual arrangement is expressly limited to the organising and hosting of a specific live concert performance and not the grant of any overarching right of representation or management in the exclusive territories of Malaysia and USA. The respondent has already completed the performance contemplated under the main Artist Performance Agreement namely one live musical performance concert conducted at Kuala Lumpur, Malaysia on 15.07.2023. Once the said contracted performance was concluded, the limited purpose of the agreement stood exhausted. The Addendum was not executed by the respondent and the applicant obtained the signatures in the blank papers and created that Addendum. The applicant has not filed any document to prove the expenses incurred by him. The respondent received a sum of Rs.1,79,50,000/- for the concert already completed at Malaysia on 15.07.2023. As per the agreement, the applicant agreed to pay a sum of Rs.5.9 crores plus GST @ 18% covering performances in two countries and only paid a sum of Rs.1,79,50,000/- out of Rs.1,90,00,000/- towards Malaysia concert and failed to pay the remaining substantial amount. The respondent by an email communication dated 22.11.2023 stated that the amount received is only in respect of the Malaysia concert and the applicant was thereafter following up only with regard to the proposed USA concerts and the same was confirmed by the applicant by an email dated 22.11.2023. Therefore, the agreement is not for ever and for only a particular limited period from June to December 2023. Therefore, the application is liable to be dismissed.

6. Heard both sides and perused the entire materials available on record.

7. In this case, it is admitted by both the parties that there is an agreement dated 08.02.2023 entered into between the parties which reads as follows:- ….conducting Live Musical Performance Concert in the months of June to December 2023, on the date and at the Venue to be fixed mutually between the parties and announced by the Organizer or on any other date or Venue as may be agreed between the parties subject to the terms and conditions contained in the agreement. The Organizer has agreed to the artist as on the date of execution of this agreement for the purpose of engaging the Artist, a sum of Rs.59,00,000/- + GST @ 18% and the Artist has agreed to perform in two countries – Malaysia and six cities in the United States of America including Texas, Boston, New Jersey, Dallas, Los Angeles, Chicago and the payment will be settled in tranches as 35% of the payment will be settled in two parts. An amount of Rs.20 lakhs will be given on signing the agreement by the organisers to the artist via cheque, 35% on the date of promo shoot and 30% before the date of travel. As per above said Clause 2.1 in the agreement, it is clear that the concert agreement is for a particular period from June to December 2023. Further as per Clause 2.2 of the agreement, the concerts are set to happen between the months of June and December 2023, based on availability of the Artist. Therefore, from the above said recitals, it is clear that the agreement is only for the months between June and December 2023. Further there is a Clause 5.2. in the agreement that the company assures that the Artist shall not enter into any other like arrangement or any agreement with any third party for conducting a like concert as being agreed herein anywhere within the United States of America and Malaysia before the completion of the concert to be conducted by the organizer within the terms of this agreement.

8. The applicant has relied upon the Addendum dated 08.02.2023 executed between the same parties. But the said execution of Addendum is denied by the respondent. Even as per Clause 6 of the said Addendum, the Addendum does not create any new or independent contract but shall be read as forming part of and together with the Artist Performance Agreement dated 08.02.2023, wherein, in Clause 9, notwithstanding the expiry, lapse, cessation or non-performance of this Addendum and / or the Artist Performance Agreement dated 08.02.2023, unless and otherwise expressly terminated in writing by mutual consent of the parties, this Addendum shall continue to remain valid, binding and enforceable.

9. OA (Comm. Div.) No. 67 of 2026 Without prejudice to the foregoing, the provisions relating to exclusivity, payments and advances made, branding and publicity obligations, confidentiality, consequences arising therefrom, refund, liquidated damages, arbitration, jurisdiction, governing law and all accrued rights, obligations and liabilities of the parties shall survive and continue in full force and effect.

10. The applicant relying upon the above said Clause 9 of the Addendum dated 08.02.2023 stated that irrespective of the main agreement dated 08.02.2023, as per the Addendum dated 08.02.2023, this Addendum shall continue to remain valid, binding and enforceable. Though the respondent denied the execution of the said Addendum, even as per the Clause 6 of the Addendum, the Addendum does not create any new or independent contract, but shall be read as forming part of and together with the Artist Performance Agreement dated 08.02.2023. As per the Artist Performance Agreement dated 08.02.2023, the Concert is only for the period from June to December 2023. Therefore, as per the Clause 6 of the said Addendum, Clause 9 has no validity. Even assuming that clause 9 is valid, that Clause is only in respect of the Addendum. The words employed in that Clause is “unless and otherwise expressly terminated in writing by mutual consent of the parties, this Addendum shall continue to remain valid, binding and enforceable”. Therefore, this Addendum cannot be read separately and the same has to be read along with the Artist Performance Agreement dated 08.02.2023 and therefore, the terms in the Addendum that ‘without expressly terminated in writing by mutual consent of the parties, this Addendum shall continue to remain valid, binding and enforceable’ cannot be read separately and it has to be read with main agreement and Clause 6 of the Addendum. Therefore, once the main agreement itself is only for the period from June to December 2023 and between that period, if the Artist Performance Agreement was cancelled, then this Addendum has to be cancelled expressly in writing with the mutual consent of the parties. Therefore, that does not mean that the main agreement and the Addendum are for ever. It is also an admitted fact that already in the same place at Malaysia, the respondent conducted programme and the same was not objected by the applicant and now the scheduled programmes are on 07.02.2026, which was already over and another concert is dated 14.02.2026, which is to be held within 2 days and by that time, entire programme arrangements would have been completed. At this stage, it is not appropriate to grant any interim order in favour of the applicant. Therefore, the applicant is not entitled to any injunction, through this application. As far as the details of receipt of money is concerned, it cannot be decided in this application and the same can be decided before the appropriate Forum in accordance with law.

11. However, after elaborate arguments, the learned Senior counsel appearing for the applicant has suggested that in the event of this Court declining to grant any interim injunction, as per the Arbitration Clause, this Court itself may appoint a sole Arbitrator to arbitrate the matter and the learned counsel appearing for the respondent has also agreed for appointment of a sole Arbitrator. Both the parties suggested that Hon’ble retired Judge of this Court namely Hon’ble Mr. Justice V. Bharathi Dasan (retired) may be appointed.

12. Therefore, the Hon’ble Mr. Justice V. Bharathi Dasan (retired) is appointed as a Sole Arbitrator in this case for conducting arbitration in accordance with law.

13. With the above observations, this Original Application is disposed of.