Dispute Resolution Clause in Settlement Agreement Supersedes the Underlying Agreement

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Monde Petroleum SA v Westernzagros Ltd [2015] EWHC 67 (Comm) -

In 2006, WesternZagros Ltd (WZL), an oil and gas company incorporated in Cyprus, entered into a consultancy agreement with Monde Petroleum SA (Monde), a company incorporated in the British Virgin Islands. Under that consultancy agreement, Monde was obliged to assist WZL with negotiations relating to oil exploration in Iraq, in return for a monthly fee. A dispute arose in 2007 when WZL (a) stopped payments to Monde on the grounds that Monde had failed to achieve the required milestones and (b) purported to terminate the consultancy agreement. The consultancy agreement contained a dispute resolution clause providing for arbitration in London under the ICC Rules of Arbitration.

The parties later entered into a settlement agreement terminating the consultancy agreement and providing that WZL would pay Monde the disputed fees. The settlement agreement contained a mutual waiver of all claims in respect of the consultancy agreement and a dispute resolution clause providing that the courts of England and Wales had exclusive jurisdiction.

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