F.I.F.A. – Commissione per lo Status dei Calciatori (2013-2014) – controversie tra società – ———- F.I.F.A. – Players’ Status Committee (2013-2014) – club vs. club disputes – official version by www.fifa.com – Decision of theBureau of the Players’ Status Committee passed in Zurich, Switzerland, on 19 March 2014 in the following composition: Sunil Gulati (USA), Deputy Chairman Geoff Thompson (England), member Johan van Gaalen (South Africa), member Luis H. Bedoya (Colombia), member Pare Salmon (Tahiti), member on the claim presented by the club Club S, from country P as “Claimant” against the club Club O, from country F as “Respondent” regarding a contractual dispute arisen between the parties and relating to the player D.

F.I.F.A. - Commissione per lo Status dei Calciatori (2013-2014) – controversie tra società – ---------- F.I.F.A. - Players' Status Committee (2013-2014) – club vs. club disputes – official version by www.fifa.com – Decision of theBureau of the Players’ Status Committee passed in Zurich, Switzerland, on 19 March 2014 in the following composition: Sunil Gulati (USA), Deputy Chairman Geoff Thompson (England), member Johan van Gaalen (South Africa), member Luis H. Bedoya (Colombia), member Pare Salmon (Tahiti), member on the claim presented by the club Club S, from country P as “Claimant” against the club Club O, from country F as “Respondent” regarding a contractual dispute arisen between the parties and relating to the player D. I. Facts of the case 1. On 31 August 2011, Club S, from country P (hereinafter: the Claimant), and Club O, from country F (hereinafter: the Respondent) concluded a transfer agreement (hereinafter: the agreement) regarding the transfer of the player D (hereinafter: the player) to the Respondent, which provided for the Claimant to receive from the Respondent the sum of EUR 1,000,000 as transfer fee “within 5 days following the registration of the contract of the player with the country F Federation”. 2. In addition and in case the player would in future be registered “with any club other than Club O, Club S shall be entitled to receive (..) (40%) of the plus value (surplus) of the total sums received by Club O that exceeded the amount of: - 2011/2012 season: transfer compensation less (..) (1.300.000 euros) - 2012/2013 season: transfer compensation less (..) (1.6.000.000 €) - 2013/2014 season: transfer compensation less (..) (1.900.000 €)” (hereinafter: the sell on clause). “This sum will be paid as the sums are received by Club O.” 3. The agreement was subject to the following conditions (cf. art. 2 of the agreement): “a. The signing of an employment contract between Club O and the player. b. The issue of the player’s International Transfer Certificate by the country P football association. c. The approval by the new club’s Football Association of the contract between Club O and the player. If any of three conditions have not been met, then this agreement shall be automatically terminated and ineffective.” 4. Art. 5 of the agreement provides that “Club S undertakes to take all necessary steps to obtain the International Transfer Certificate required for the qualification of the player.” 5. On the same day, the Respondent and the player signed an employment contract (hereinafter: the contract) valid until the end of the 2014/215 season. 6. On 23 September 2011, the Single Judge of the Players’ Status Committee rejected the request of the country F Football Federation to obtain the permission to request the issuance of the ITC of the player and to subsequently register the latter with the Respondent. The Single Judge’s decision was based on the Respondent’s failure to upload two mandatory documents, namely the employment contract that the Respondent concluded with the player as well as the transfer agreement concluded between the Claimant and the Respondent, in the TMS system within the relevant registration period. 7. On 11 October 2011, CAS rejected the Respondent’s and player’s appeal against the aforementioned decision. 8. On 15 February 2012, the Claimant lodged a claim with FIFA against the Respondent for breach of contract. 9. In this respect, the Claimant explained that after the issuance of the player’s ITC had been refused, it had repeatedly invited the Respondent to complete the transfer in January 2012, i.e. during the subsequent transfer window in country F. 10. Nevertheless and although the Claimant had apparently re-entered the relevant data in the TMS system on 20 December 2011, the transfer was finally never finalized due to the Respondent’s failure to comply with its part of the agreement. In this context, the Claimant provided FIFA with a copy of the instruction which it had entered in the TMS System. 11. In continuation, the Claimant explained that after the conclusion of the agreement, the player had moved to country F and had started working for the Respondent. In addition, the Claimant insisted on having fulfilled its obligations pertaining to the agreement by cancelling its employment contract with the player and by transferring the latter’s registration to the Respondent via TMS. 12. Equally, the Claimant alleged that, in January 2012, Club O had transferred the player to Club B, from country P without its involvement. 13. In view of the above, the Claimant considered that the Respondent had breached the agreement and should therefore pay the following amounts of compensation: - EUR 1,000,000, corresponding to the transfer fee, plus 5% interest as from the date of its claim; - “the difference between 40% of the amount spent by Club B in the acquisition of Player D (..) and EUR 1,300,000” as per the sell on clause; - EUR 1,000,000 as “damages into sporting image”. 14. In its response on 23 March 2012, the Respondent rejected the Claimant’s claim in its entirety arguing that the agreement had never been executed as the conditions of its art. 2 (cf. point 3 above) had not been fulfilled. 15. In this respect, the Respondent explained having only received a signed copy of the agreement as well as a signed copy of the contract shortly before midnight on 31 August 2011, i.e. the last day of the transfer window in country F. The Respondent provided FIFA with a printout from outlook indicating that at 23:50 on 31 August 2011, an email with subject “TR” had been sent to Mr H of “sporting.pt”. In addition, the Respondent provided the alleged answer of Mr H at 23:59. 16. Equally, the Respondent maintained that, as a result of the aforementioned late submissions, the upload of the mandatory documents in TMS could only start at 23.58 and was concluded at 00.04 so that the transfer of the player was then refused by TMS and FIFA. 17. In view of the above, the Respondent deemed not being responsible for having exceeded the deadline set until midnight of the last day of the relevant registration period when finalizing the relevant transfer in TMS. 18. In continuation, the Respondent explained that after its appeal against the relevant refusal had been rejected by CAS, it had requested FIFA to clarify the status of the player. FIFA had answered on 28 October 2011 informing the Respondent that the player could not be transferred before the opening of the following registration period. In addition, the Respondent mentioned that on 25 October 2011, the country F Football League had refused to ratify the contract. 19. According to the Respondent, a dispute with the player had followed. In this regard, the player had apparently insisted on receiving his salary in accordance with the contract, claiming that it was still valid, and had refused to conclude a new contract valid as of 1 January 2012. As to that, the Respondent provided several exchanges of correspondence with the player. Nevertheless, the Respondent admitted that the player was fielded in an amicable match in September 2011 and participated in several trainings with the team. 20. In addition, the Respondent stressed that in order to execute the transfer of the player, a new transfer agreement with the Claimant as well as a new employment contract with the player would have been needed as the agreement and the contract could have not been registered in January 2012 and provided FIFA with a statement of the legal department of the country F Football League confirming that the contract could have not been ratified in January 2012. In the same context, the Respondent pointed out once again that the player had refused to sign a new employment agreement and alleged that the latter had put an end to their contractual relationship on 25 November 2011. 21. Similarly, the Respondent was of the opinion that after FIFA’s refusal to register the transfer, the Claimant should have reintegrated the player with its team. 22. According to the Respondent, the Claimant should have never terminated the employment contract with the player before the definitive conclusion of the transfer and the registration of the latter’s new employment contract with the Respondent. 23. In view of the above and because it had tried to register the contract as well as the transfer between 1 and 31 January 2012, the Respondent deemed that it could not be blamed for the non-execution of the agreement. 24. Finally, the Respondent specified that the player was transferred to Club B as a free agent. 25. In its replica on 14 January 2012, the Claimant mainly reiterated the content of his claim and stressed once again that the transfer could have been concluded in January 2012. In addition, the Claimant accused the Respondent of having failed to execute the agreement in January 2012 because it had lost interest in the player. 26. Furthermore, the Claimant pointed out that the Respondent should have undertaken “all steps to ensure that the player would be registered in country F” and could not “invoke the three conditions of clause 2 to have absence of acts.” 27. In its final statement on 30 January 2013, the Respondent mainly reiterated the content of its previous submission. II. Considerations of the Bureau of the Players’ Status Committee 1. First of all, the Bureau of the Players’ Status Committee (hereinafter also referred to as: the Bureau) analysed whether he was competent to deal with the matter at hand. In this respect, the Bureau referred to art. 21 par. 2 and 3 of the Rules Governing the Procedures of the Players’ Status Committee and the Dispute Resolution Chamber (editions 2008 and 2012). Consequently, and since the present matter was submitted to FIFA on 15 February 2012, the Bureau concluded that the 2008 edition of the Rules Governing the Procedures of the Players’ Status Committee and the Dispute Resolution Chamber (hereinafter: the Procedural Rules) is applicable to the matter at hand. 2. Furthermore, the Bureau analysed which edition of the Regulations on the Status and Transfer of Players is applicable as to the substance of the matter. In this respect, the Bureau referred, on the one hand, to art. 26 par. 1 and 2 of the 2010 and 2012 editions of the Regulations on the Status and Transfer of Players, and, on the other hand, to the fact that the present claim was lodged with FIFA on 15 February 2012. In view of this, the Bureau concluded that the 2010 edition of the Regulations on the Status and Transfer of Players (hereinafter: the Regulations) is applicable to the matter at hand as to the substance. 3. Subsequently, the Bureau referred to art. 3 par. 1 and 2 of the Procedural Rules in connection with art. 23 par. 1 and 3 as well as art. 22 lit. f) of the 2012 edition of the Regulations on the Status and Transfer of Players and confirmed that it is competent to adjudicate on the present dispute between clubs affiliated to two different associations. 4. His competence and the applicable regulations having been established, and entering into the substance of the matter, the Bureau started his analysis by acknowledging the facts of the case and the arguments of the parties as well as the documents contained in the file. 5. In doing so and to begin with, the Bureau noted that, on 31 August 2011, the Claimant and the Respondent had concluded a transfer agreement (hereinafter: the agreement) which provided for the Claimant to receive from the Respondent EUR 1,000,000 as transfer fee. Furthermore, the Bureau noticed that the agreement also included a sell-on fee in favour of the Claimant, the exact amount of which depended on the date of the possible subsequent transfer of the player to a third club. 6. Besides the above, the Bureau remarked that in accordance with its art. 2, the validity of the agreement depended on the fulfilment of the following conditions: the signing of an employment contract between the player and the Respondent; the issuance of the ITC of the player by the country P Football Federation and the approval by the country F Football Federation of the employment contract concluded between the player and the Respondent. Equally, the Bureau observed that following the Claimant’s failure to upload two mandatory documents in TMS within the relevant deadline provided for by the Regulations, the transfer of the player could ultimately not be completed. 7. Finally, the Bureau remarked that at the beginning of February 2012, the player was registered with the Club B. 8. In continuation, the Bureau took note that, in its claim to FIFA, the Claimant had inter alia requested from the Respondent the payment of the transfer fee arguing that the non-completion of the relevant transfer instruction in TMS in a timely manner and the subsequent failure of the transfer to the Respondent had been a direct consequence of the latter’s failure to comply with its part of the agreement. Likewise, the Bureau observed that, for its part, the Respondent had contested having been the sole responsible of the relevant non- completion of the transfer instruction and had therefore rejected the claim of the Claimant in its entirety. 9. With the aforementioned considerations in mind, the Bureau first of all recalled that the validity of the agreement depended on the fulfillment of three conditions mentioned in art. 2 of the agreement, whereas it was undisputed that following the late instruction in TMS by the Respondent, the relevant transfer was automatically blocked by the system and two of those three conditions could not be met. Indeed, the Bureau pointed out that the ITC of the player was not issued in favor of the country F Football Federation and the latter association did not register the employment contract concluded between the player and the Respondent. 10. In this context, the Bureau recalled that in accordance with art. 3 par. 1 of Annexe 3a of the Regulations (hereinafter: Annexe 3a), the new club of a professional player is responsible to submit all applications to register the professional player in question during one of the registration periods established by its association, whereas all applications shall be accompanied by a copy of the contract between the new club and the professional as well as by a copy of the transfer agreement in question, if applicable. Equally, the Bureau pointed out that, as required by art. 2 par. 2 of Annexe 3a, the ITC of a player has to be requested, at the very latest, on the last day of the registration period of the new association. 11. Considering the aforementioned, the Bureau was eager to emphasize that in casu, the Respondent, as new club of the player, was responsible to insert the relevant documents in TMS in accordance with Annexe 3a. Hence, from the Bureau’s point of view, the Respondent was the only one who could have actually influenced the fulfillment of the conditions included in art. 2 of the agreement by making sure that by the last day of the summer registration period of 2011, all documents needed in accordance with Annexe 3a were actually ready to be uploaded in TMS on time, whereas the Claimant had clearly no power to do so. As a result, the Bureau concluded that, taking into account that the Respondent had undisputedly only started uploading several mandatory documents in TMS in the last minutes of the last day of the relevant registration period so that ultimately, the upload in question could not be finalized before midnight and the relevant transfer was declined by the system, the Respondent had acted with negligence and was therefore to be considered the sole responsible of the non- completion of the transfer instruction. 12. In addition and for the sake of good order, the Bureau deemed it important to recall that CAS had reached the same conclusion in its award dated 11 October 2011 (cf. point I.7. above) where it had confirmed the negligence of the Respondent in connection with its failure to upload the required documents in TMS on time. 13. Having established the aforementioned and as to the potential consequences of the non-execution of the agreement caused by the Respondent’s negligent behavior, the Bureau pointed out once again that the Claimant had had no influence on the fulfillment of the relevant conditions included in the agreement. Hence, the Bureau considered that the Claimant could not be disadvantaged by the non-execution of the agreement and had to be treated as if the conditions included in the agreement had been fulfilled. Consequently, the Bureau came to the conclusion that the Claimant should be entitled to receive from the Respondent the transfer fee as if the transfer of the player had actually been finalized. Accordingly, the Bureau decided that the Claimant is entitled to receive from the Respondent EUR 1,000,000 plus 5% interest p.a. on the said amount as from 15 February 2012. 14. In continuation and reverting to the second part of the Claimant’s claim, i.e. its request related to the payment of the sell-on fee, the Bureau recalled that the player was transferred to Club B as free agent. Hence, the Bureau deemed that no sell-on fee was payable to the Claimant. Therefore, the Bureau decided that the request of the Claimant related to the payment of the sell-on fee had to be rejected. 15. Finally and with regard to the last part of the Claimant’s claim, i.e. its request to receive EUR 1,000,000 as compensation for “damages into the sporting image”, the Bureau pointed out that no evidence had been provided by the latter in support of the allegation that it would have suffered some kind of additional damage following the non-execution of the agreement, nor did such request have any contractual basis, taking into account the terms of the agreement. Therefore, the Bureau decided to reject such claim. 16. In conclusion, the Bureau decided that the claim of the Claimant is partially accepted and that the Respondent has to pay to the Claimant the amount of EUR 1,000,000 plus 5% interest p.a. on the said amount until the date of effective payment as from 15 February 2012. 17. Lastly, the Bureau referred to art. 25 par. 2 of the Regulations in combination with art. 18 par. 1 of the Procedural Rules, according to which, in the proceedings before the Players’ Status Committee, including the Single Judge, costs in the maximum amount of currency of country H 25,000 are levied. The costs are to be borne in consideration of the parties’ degree of success in the proceedings (cf. art. 18 par. 1 of the Procedural Rules). 18. In this respect, the Bureau reiterated that the claim of the Claimant is only partially accepted and that the Respondent is the party at fault. Therefore, the Bureau concluded that the circumstances of the present case warrant for the costs of the current proceedings to be borne by the Claimant and the Respondent on the basis of their respective degree of success in the present matter. 19. Furthermore and according to Annexe A of the Procedural Rules, the costs of the proceedings are to be levied on the basis of the amount in dispute. Consequently and taking into account that the total amount at dispute in the present matter is above currency of country H 200,001, the Bureau concluded that the maximum amount of costs of the proceedings corresponds to currency of country H 25,000. 20. In conclusion, and considering that the case at hand was adjudicated by the Bureau and not by the Players’ Status Committee in corpore but that the present case did show some particular factual difficulties and specific legal complexities, the Bureau determined the costs of the current proceedings to the amount of currency of country H 18,000. 21. Consequently, the Claimant has to pay currency of country H 10,000 and the Respondent has to pay currency of country H 8,000 to cover the costs of the present proceedings. III. Decision of the Bureau of the Players’ Status Committee 1. The claim of the Claimant, Club S, is partially accepted. 2. The Respondent, Club O, has to pay to the Claimant, Club S, within 30 days as from the date of notification of this decision, the amount of EUR 1,000,000 plus 5% interest p.a. on the said amount as from 15 February 2012, until the date of effective payment. 3. Any further claims lodged by the Claimant, Club S, are rejected. 4. If the aforementioned sum plus interest is not paid within the aforementioned deadline, the present matter shall be submitted, upon request, to FIFA’s Disciplinary Committee for consideration and a formal decision. 5. The final costs of the proceedings in the amount of currency of country H 18,000 are to be paid by both the Claimant, Club P, and the Respondent, Club O, within 30 days as from the date of notification of the present decision as follows: 5.1. The amount of currency of country H 8,000 has to be paid by the Respondent, Club O. 5.1. The amount of currency of country H 10,000 has to be paid by the Claimant, Club S. Considering that the Claimant, Club S, already paid the amount of currency of country H 5,000 as advance of costs, the latter has to pay the remaining amount of currency of country H 5,000. 5.2. The above-mentioned amounts of currency of country H 8,000 and of currency of country H 5,000 have to be paid to FIFA to the following bank account with reference to case nr.: 6. The Claimant, Club S, is directed to inform the Respondent, Club O, immediately and directly of the account number to which the remittance under point 2. above is to be made and to notify the Players’ Status Committee of every payment received. ***** Note relating to the motivated decision (legal remedy): According to article 67 par. 1 of the FIFA Statutes, this decision may be appealed against before the Court of Arbitration for Sport (CAS). The statement of appeal must be sent to the CAS directly within 21 days of receipt of notification of this decision and shall contain all the elements in accordance with point 2 of the directives issued by the CAS, a copy of which we enclose hereto. Within another 10 days following the expiry of the time limit for filing the statement of appeal, the appellant shall file a brief stating the facts and legal arguments giving rise to the appeal with the CAS (cf. point 4 of the directives). The full address and contact numbers of the CAS are the following: Court of Arbitration for Sport Avenue de Beaumont 2 1012 Lausanne Switzerland Tel: +41 21 613 50 00 Fax: +41 21 613 50 01 e-mail: info@tas-cas.org www.tas-cas.org For the Bureau of the Players’ Status Committee Jérôme Valcke Secretary General Encl. CAS Directives