The case involves a dispute between Olympique Lyonnais (OL) and AS Roma concerning the payment of a solidarity contribution related to the transfer of a football player. The Court of Arbitration for Sport (CAS) reviewed a decision by FIFA's Dispute Resolution Chamber (DRC), which had rejected OL's claim for a solidarity contribution of EUR 181,577 and partially accepted AS Roma's counter-claim for EUR 161,491. The dispute stemmed from a 2011 transfer agreement where AS Roma agreed to pay OL EUR 11 million for the player, explicitly stating this amount was net of any solidarity contribution. OL later invoiced AS Roma for the solidarity contribution, but AS Roma argued the amount was already included in the transfer fee.
The core issue centered on interpreting the transfer agreement and FIFA's Regulations on the Status and Transfer of Players (RSTP), which mandate a 5% solidarity contribution from the gross transfer value. OL contended the EUR 11 million was net, meaning AS Roma owed an additional 5% for solidarity. AS Roma maintained the EUR 11 million was gross, implying OL should refund part of the payment. The DRC sided with AS Roma, ruling OL must reimburse EUR 161,491.
The CAS Sole Arbitrator, applying Swiss contract law, emphasized the importance of the parties' true intentions when interpreting contracts. The transfer agreement clearly stated the EUR 11 million was net of solidarity contribution, meaning AS Roma was responsible for paying it separately. The arbitrator found the DRC's interpretation incorrect, as it disregarded the explicit contractual terms. Consequently, the CAS overturned the DRC's decision, ruling AS Roma must pay OL the solidarity contribution as originally claimed. The award clarified that while the RSTP requires solidarity contributions to be deducted from the gross transfer value, the parties' agreement could specify a net amount, provided the solidarity mechanism was still honored.
The case underscores the significance of clear contractual language in player transfers and the enforceability of agreements that deviate from standard FIFA calculations, as long as they comply with the regulatory framework. The CAS upheld the principle that parties' intentions, as expressed in their contract, take precedence in disputes over financial obligations. The ruling also highlighted the tension between contractual freedom and regulatory compliance, reinforcing that clubs can negotiate financial responsibilities internally, provided the solidarity system's principles are upheld.
Ultimately, the CAS ruled in favor of OL, ordering AS Roma to pay the outstanding solidarity contribution of EUR 183,329.48 plus interest, as the agreement did not destabilize the solidarity system or harm third-party training clubs. The decision set aside the DRC's ruling and dismissed AS Roma's claims, ensuring compliance with the RSTP's provisions. The case serves as a reminder of the complexities in transfer agreements and the importance of precise contractual terms in sports-related disputes.