The dispute between Vegalta Sendai and PFC CSKA Moscow, adjudicated by the Court of Arbitration for Sport (CAS), centered on a loan agreement clause requiring Sendai to pay CSKA €100,000 if the loaned player participated in fewer than 50% of Sendai's matches during the 2020 J-League season. The player's participation fell short due to injuries, prompting Sendai to refuse payment, arguing the clause violated FIFA regulations, particularly Article 18bis of the FIFA Regulations on the Status and Transfer of Players (RSTP), which prohibits third-party influence on team selection. The FIFA Disciplinary Committee initially sanctioned both clubs for including the clause, deeming it a breach of competition integrity. However, the FIFA Players’ Status Committee later ruled in favor of CSKA, ordering Sendai to pay the compensation plus 5% annual interest, with potential sanctions for non-payment, including a ban on registering new players.
Sendai appealed to CAS, contending the clause was null under Swiss law (Articles 19 and 20 of the Swiss Code of Obligations) and that the player’s injury rendered performance impossible (invoking Article 119). CSKA maintained the clause was valid and enforceable, emphasizing contractual freedom and clear wording. The Sole Arbitrator upheld the FIFA decision, ruling that Clause 6 did not impose an obligation to field the player but set conditions for payment, and injuries were foreseeable risks. The arbitrator found no excessive commitment or illegality under Swiss law, reinforcing the principle of pacta sunt servanda (agreements must be honored). The decision confirmed Sendai’s liability for the €100,000 plus interest, upheld the warning, and retained the registration ban threat for non-compliance.
The case highlights the tension between contractual obligations and regulatory compliance in football, underscoring the importance of precise contractual terms and the limited role of FIFA regulations in private disputes. The arbitrator’s ruling affirmed the enforceability of clear contractual clauses, even when unforeseen circumstances like injuries arise, provided they do not violate fundamental legal principles. The outcome reinforced the autonomy of football associations to govern disputes while respecting Swiss law as a supplementary framework. Ultimately, the CAS dismissed Sendai’s appeal, fully endorsing the FIFA decision and its associated sanctions.