M/S International Film Distributors v. Shri Rishi Raj

In the world of intellectual property, buying rights is rarely as simple as it sounds on paper. A single overlooked clause, a forgotten handshake from decades past, or a pre-existing territorial agreement can turn a seemingly ironclad acquisition into a legal battlefield. The dispute over the classic film 'Kohinoor' stands as a powerful reminder that the phrase 'as is where is' carries weight—and limitations—that every founder and IP professional must understand before celebrating a deal.

The conflict centered on the distribution rights of the cinematographic film 'Kohinoor'. The plaintiff, M/S. International Film Distributors, had acquired extensive negative and video rights from the Official Assignee, positioning itself as a major rights holder for the film. However, the defendant, Shri Rishi Raj, stepped forward with a claim of his own: he asserted that he held pre-existing theatrical rights for specific overseas territories, rights that allegedly dated all the way back to 1961. This set the stage for a clash between a modern acquirer and a long-standing contractual claim, raising fundamental questions about the scope and exclusivity of assigned rights.

The plaintiff argued that its acquisition from the Official Assignee granted it comprehensive control over the film's negative and video rights, effectively placing it at the center of the film's commercial exploitation. On the other side, the defendant countered that his theatrical rights for overseas territories predated the plaintiff's acquisition and remained valid and enforceable. The legal friction was clear: could a later acquirer claim absolute exclusivity when earlier contractual obligations still hung over the same intellectual property? The plaintiff pushed for full recognition of its acquired bundle of rights, while the defendant insisted that his older, territory-specific theatrical agreement carved out a legitimate space within the film's commercial landscape.

The court ultimately landed on a nuanced middle ground. It confirmed that the plaintiff's rights were indeed valid, but crucially clarified that they were held on an 'as is where is' basis—meaning they were not absolute or exclusive. The court recognized that the defendant's pre-existing theatrical rights for specific overseas territories remained intact. As a result, the interim order was modified to permit the defendant limited commercial exploitation within the regions he had originally contracted, while simultaneously safeguarding the plaintiff's interests in India and other excluded territories. The outcome was mixed: neither party walked away with total victory, and the film 'Kohinoor' became a shared asset governed by carefully drawn boundaries.

For founders, startup leaders, and IP professionals, this case delivers a hard-earned lesson: acquiring rights through assignment does not automatically grant you a clean, unencumbered monopoly. Any rights you obtain—especially on an 'as is where is' basis—are subject to pre-existing valid rights and encumbrances that may have been granted decades earlier. Always conduct thorough due diligence into the history of the IP, map out all prior contractual obligations, and understand that the scope of your rights must be strictly interpreted based on the nature of the original agreement—whether theatrical, satellite, or video. In IP, what you don't know about the past can absolutely limit what you can do in the future.