The case CAS 2015/A/3959 involved a dispute between CD Universidad Católica and Cruzados SADP (the Appellants) and Genoa Cricket and Football Club (the Respondent) concerning a football player transfer agreement. The central issue was whether an arbitration agreement existed under Swiss law, as Switzerland was the seat of the arbitral tribunal. The Swiss Private International Law Act (PILA) governed the validity of the arbitration agreement, requiring compliance with either the law chosen by the parties, the law applicable to the merits, or Swiss law. For an arbitration agreement to be valid under Swiss law, essential elements included the parties' intent to exclude state court jurisdiction, submission to a determinable arbitral tribunal, and a determinable dispute. The agreement also needed to be in writing or through other communication methods that established its terms.
The dispute examined the concept of res judicata, which prevents re-litigation of the same matter between the same parties if a final decision has already been made. The case clarified that a termination order by the Court of Arbitration for Sport (CAS) does not have res judicata effects if the appeal is withdrawn before the arbitral tribunal is constituted and before the appeal brief is filed. In such cases, the termination order merely acknowledges the procedural end of the proceedings without resolving the merits.
The factual background involved a 2011 transfer agreement between Cruzados, Genoa, and a player, which included a dispute resolution clause referring disputes to FIFA and, subsequently, to CAS. A separate agreement (Mandato) outlined payment terms and penalties for breaches. The Appellants argued that Genoa failed to fulfill its payment obligations, leading to the dispute. The case highlighted the complexities of international football transfers and the legal frameworks governing arbitration in such disputes. The tribunal's decision emphasized procedural correctness and the importance of clear arbitration agreements under Swiss law.
The Panel concluded that the parties had agreed to arbitration, with CAS as the competent tribunal, based on an objective interpretation of the contract and the broader context of international sports disputes. The decision underscored the importance of good faith and contextual interpretation in determining contractual intent, even when terms appeared unambiguous at first glance. The Panel also addressed the exhaustion of legal remedies, applicable law, and the standing to sue or appeal. It affirmed that the First Appellant had sufficient legal interest to appeal, as its claims had been rejected by FIFA, but questioned the Second Appellant’s standing, as it was not a party to the initial proceedings and was not directly affected by the decision.
Ultimately, the Panel dismissed the appeals, upholding the FIFA Single Judge’s decision from September 23, 2014. The ruling emphasized the lack of legal basis for the appellants' claims and reinforced the original decision, highlighting the importance of contractual wording and procedural standing in determining the validity of claims in arbitration proceedings. The case serves as a significant example of the complexities involved in sports arbitration and the necessity of clear contractual terms and jurisdictional clarity.