Case: Xetech Solutions Ltd v Pulsar Capital Holdings Limited
Court: Abu Dhabi Global Market Courts
Lead Counsel: Mr. Santanu Ghosh, Managing Partner
Judgment: [2026] ADGMCFI 0006
About the Matter
We are pleased to share a recent success before the ADGM Court of First Instance, where our Managing Partner, Mr. Santanu Ghosh, appeared on behalf of the Claimant, Xetech Solutions Ltd.
The case involved a commercial dispute arising from a software development project connected to a digital healthcare platform operating across multiple jurisdictions. The dispute required the Court to interpret an Assignment Agreement governed by English law and determine the respective payment and delivery obligations of the parties.
How the Dispute Started
Xetech had developed technology and software systems under earlier service agreements. Due to financial difficulties faced by the original contracting company, Pulsar Capital Holdings Limited entered into an Assignment Agreement and assumed responsibility for outstanding payments owed to Xetech.
A disagreement later arose between the parties regarding:
- whether payment had to be made before transfer of the source code; and
- what the contract meant when it referred to “completion” of the project.
While Xetech maintained that the purchase price had to be paid before transferring the source code, Pulsar argued that delivery of the source code should happen first.
What the Court Had to Decide
The central issue before the Court was how the contract should be interpreted under English law.
The Court explained that interpreting a contract is not just about reading individual words in isolation. Instead, the Court must understand what reasonable business parties intended when they entered into the agreement.
The judgment clarified several important principles:
- The Court looks at the objective meaning of the language used in the contract.
- A contract must be read as a whole, not clause by clause in isolation.
- The commercial background known to both parties at the time of signing can be considered.
- Where different interpretations are possible, the Court prefers the one that makes commercial and business sense.
- Both the wording of the contract and its commercial context work together to determine meaning.
The Court ultimately confirmed that contractual interpretation must reflect real commercial reality rather than a purely technical reading of the document.
What the Court Found
After considering detailed factual and expert evidence, the Court concluded that:
- The project had reached contractual “completion”.
- Xetech was entitled to receive payment before transferring the source code.
- The Defendant’s interpretation of the agreement was not sustainable.
The Court accepted the Claimant’s position on both the legal interpretation of the agreement and the factual status of completion.
Final Result
The Court ruled entirely in favour of Xetech and ordered that:
- Xetech recover GBP 409,870 from Pulsar;
- Interest be paid at 0.75% per month from the date of payment default until full payment;
- Pulsar’s Counterclaim be dismissed in full; and
- Costs of the proceedings be awarded in favour of the Claimant.
Full Order
Our Role in the Matter
Mr. Santanu Ghosh appeared as Lead Counsel for the Claimant and led the legal strategy relating to contractual interpretation, commercial intent, and enforcement of payment obligations under English law principles.
The matter involved complex contractual arrangements, cross-border commercial elements, and detailed technical evidence relating to software delivery and completion standards.
Why This Decision Matters
This judgment reinforces the ADGM Courts’ consistent application of English law principles in commercial disputes. It highlights the importance of clear contractual drafting, commercially sensible interpretation, and proper allocation of payment and delivery obligations in international transactions.
The outcome reflects the Court’s focus on fairness, commercial practicality, and the true business purpose behind contractual arrangements.
Download Full Order Judgment (PDF)
