Summary

JUSTICE BOYD delivered the opinion of the Court.

This dispute arises from a billion-dollar break-up between two large corporations engaged in the international petroleum business. The break-up resulted in numerous claims and lawsuits, which the parties ultimately resolved through a comprehensive settlement agreement.

One party later filed both this suit and a separate arbitration proceeding, asserting that the other party's extensive corrupt and criminal conduct, along with its failure to disclose that conduct prior to the settlement agreement, renders the settlement agreement and the parties' earlier agreement unenforceable. The trial court granted summary judgment for the defendant, holding that the settlement agreement--and, in particular, its release provisions and a disclaimer of reliance--bars the claims asserted both in this suit and in the arbitration proceeding. The court of appeals affirmed in part and reversed in part, and both parties petitioned for our review. Because we agree with the trial court that the parties fully and finally resolved the current claims through their comprehensive settlement agreement, we reverse and render judgment reinstating the trial court's final judgment.

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Conclusion

We hold that the 2012 settlement agreement bars Petrobras's claims against Astra because the release bars the fiduciary-duty claims and the reliance disclaimer prevents Petrobras from establishing the fraud claims. We reverse the court of appeals' judgment and render judgment reinstating the trial court's final judgment.

Jeffrey S. Boyd
Justice
OPINION DELIVERED: April 29, 2022