The Court of Arbitration for Sport (CAS) case 2013/A/3137 involved a dispute between Genoa Cricket and Football Club S.p.A. (Genoa) and Grasshopper Club Zurich (Grasshopper) concerning a loan agreement for a professional football player. The core issue revolved around whether Genoa was obligated to refund Grasshopper CHF 1,950,000 under the terms of the agreement. The loan agreement, signed on 8 July 2009, stipulated that if the player returned to Genoa after the loan period, Genoa would refund the amount to Grasshopper. The loan was initially for the 2009/2010 season, with an option to extend for the 2010/2011 season, which was exercised. After the loan period, the player returned to Genoa, prompting Grasshopper to demand the refund. Genoa contested this obligation, arguing that an undated addendum to the agreement altered the terms, making the refund conditional or optional. Grasshopper, however, maintained that the addendum was not legally binding, as it was signed by only one of their representatives and lacked proper authority, and insisted that the original agreement’s terms were clear and enforceable.
The CAS panel, composed of three arbitrators, examined the contractual language and the parties' submissions. The panel emphasized the principle that unambiguous contract terms take precedence over extrinsic evidence or prior negotiations. It found that the loan agreement’s wording was explicit and did not support Genoa’s interpretation. The panel dismissed Genoa’s reliance on the addendum, noting it was not referenced in the final agreement and was signed unilaterally, rendering it ineffective as a binding amendment. The panel also referenced a letter from Genoa dated 14 July 2009, which confirmed the refund obligation, further undermining Genoa’s position. The panel concluded that the refund was mandatory under the loan agreement, as the player’s return triggered the condition specified in the contract. Genoa’s argument that the refund and the retention of economic rights were mutually exclusive was also rejected, as the agreement did not support this interpretation.
The CAS panel upheld the decision of FIFA’s Single Judge, which had ruled in favor of Grasshopper, ordering Genoa to refund the CHF 1,950,000 plus interest at 5% per annum from 16 July 2011. The panel dismissed Genoa’s appeal, reinforcing the importance of clear contractual drafting and the binding nature of final agreements in sports transactions. The ruling highlighted the adversarial nature of CAS proceedings, where parties must substantiate their claims with convincing evidence, and underscored the principle that unambiguous contract terms govern disputes. The case serves as a reminder of the need for precise contractual language in sports agreements and the role of arbitration in resolving such disputes fairly and predictably. The final decision affirmed Grasshopper’s entitlement to the refund and dismissed all other claims by Genoa.