In its November 9 2017 judgment in Stylianou ao v Top Kinisis Travel Public Limited,(1) the Supreme Court in its appellate jurisdiction reaffirmed the long-established principle that when contracting parties agree to amend or replace an agreement, the new agreement will replace the old one and define all rights and obligations. Accordingly, in a case where a settlement agreement is agreed between the parties, but not fully complied with by one of them, the other party cannot reinstate any of its rights under the initial agreement.


Following the announcement of a flight delay of approximately six-and-a-half hours, the plaintiffs (a family of five) decided to leave the airport and claim damages from the travel agency on the basis that this was a material breach of contract.

The plaintiffs and the travel agency subsequently concluded a settlement agreement, according to which the plaintiffs would receive a specific amount of money and a number of flight tickets in full settlement of their claims.

However, the plaintiffs subsequently alleged that they did not receive the tickets as agreed and filed an action against the travel agency for the flight delay, which they alleged constituted a material breach of contract that had given rise to a claim for reimbursement of the travel expenses and damages for distress and inconvenience.


The first-instance court held that the defendant's failure to perform the second part of the settlement agreement (ie, to provide the plaintiffs with flight tickets) entitled the plaintiffs to claim damages for the breach of the first agreement (ie, for the flight delay).

However, the appellate court disagreed with that view, as the plaintiffs had agreed to settle their claim arising from the alleged breach of the first agreement on the terms specified in the second agreement. According to the court, when contracting parties agree to amend or replace an agreement, their new arrangement will be valid and will define all of their rights and obligations.

Applying this principle to the facts of the case, the second agreement released the parties from all of their rights and obligations under the first agreement and created new rights and obligations.

Accordingly, any cause of action that the plaintiffs may have had should have been based on the breach of the second agreement (and not the first) and the claim, being based on the first agreement, was consequently doomed to fail.

For further information on this topic please contact Sotos Kasinos at Elias Neocleous & Co LLC by telephone (+357 25 110 110) or email ([email protected]). The Elias Neocleous & Co LLC website can be accessed at www.neo.law.


(1) Civil Appeal 83/2012.