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CAS 2024/A/10825 — Leixões Sport Club SAD v. Coimbra Esporte Clube LTDA

"Leixões v. Coimbra" · CAS dismissed Leixões's appeal, confirming Leixões must pay Coimbra EUR 400,000 plus penalty and interest for failing to pay an agreed player option fee.

What happened in Leixões v. Coimbra

Leixões Sport Club SAD (Portugal) and Coimbra Esporte Clube LTDA (Brazil) entered into two successive loan agreements for Brazilian player Adriano Luiz Amorim Santos, followed by an Option Agreement dated 19 July 2023 granting Leixões the right to permanently acquire the player's federative rights and 50% of his economic rights for EUR 400,000. Leixões exercised the option in December 2023 but never paid. Leixões also claimed Coimbra owed reimbursement of EUR 14,725.67 for salaries and taxes paid in Portugal under the First Loan Agreement. The FIFA Players' Status Chamber dismissed Leixões's reimbursement claim and ordered Leixões to pay EUR 400,000 plus 12% p.a. interest from 22 January 2024 and EUR 40,000 as a contractual penalty. Leixões appealed to CAS. The Sole Arbitrator confirmed the FIFA decision in full: Leixões failed to prove it paid the player's salary or incidental charges in Portugal; Coimbra's claim was a separate independent claim (not a counterclaim) and was admissible; the exceptio non adimpleti contractus did not apply because the two contracts were independent; and the combined penalty clause and default interest did not violate ne bis in idem or proportionality. The case matters because it clarifies the distinction between procedural consolidation and counterclaims under FIFA Procedural Rules, and confirms that co-existing penalty clauses and default interest in player transfer contracts are enforceable under Swiss law.

Procedural history of CAS 2024/A/10825

On 26 January 2024, Leixões filed a claim before the FIFA Players' Status Chamber (PSC) seeking EUR 14,725.67 from Coimbra as reimbursement of salaries and taxes paid to the player in Portugal under the First Loan Agreement. On 12 March 2024, Coimbra filed a separate claim against Leixões for EUR 400,000 (the unpaid option fee), a 10% contractual penalty, and 1% monthly default interest. The PSC consolidated both claims under file FPSD-13508 and referred the matter to a three-judge panel due to legal complexity. On 20 June 2024, the PSC dismissed Leixões's claim, declared Coimbra's claim admissible, and ordered Leixões to pay EUR 400,000 plus 12% p.a. interest from 22 January 2024 and EUR 40,000 as a contractual penalty. Grounds were notified on 2 August 2024. Leixões filed its Statement of Appeal at CAS on 23 August 2024 and its Appeal Brief on 7 October 2024. Coimbra filed its Answer on 14 December 2024. A video-conference hearing was held on 13 February 2025.

Key holdings in CAS 2024/A/10825

• Coimbra's claim before the FIFA PSC was an independent claim, not a counterclaim, because it arose from the Option Agreement — a separate contract from the First Loan Agreement — and the two claims were not sufficiently connected under Article 21.3/21.4 of the FIFA Procedural Rules.
• Procedural consolidation of two claims by the PSC does not transform one claim into a counterclaim or subject it to the time limits applicable to counterclaims.
• Under Article 1.4 of the First Loan Agreement, Coimbra's obligation was limited to paying 'incidental charges on salary amounts in Portugal,' not the player's full salary, as a literal and good-faith interpretation of the clause under Article 18 of the Swiss Code of Obligations confirms.
• The exceptio non adimpleti contractus under Article 82 of the Swiss Code of Obligations does not apply where the obligations invoked arise from distinct and independent contracts with different legal grounds and purposes.
• A contractual penalty clause and a default interest rate applied simultaneously to the same overdue payment do not violate the principle of ne bis in idem or proportionality, as each serves a distinct and complementary purpose under Swiss law.

How the CAS panel reasoned

The Sole Arbitrator applied a de novo review under Article R57 of the CAS Code. On the reimbursement claim, he interpreted Article 1.4 of the First Loan Agreement using Article 18 of the Swiss Code of Obligations, finding the clause ambiguous but concluding through literal parsing and the balance of probabilities that Coimbra's obligation was confined to incidental salary charges, not the full salary. He rejected Leixões's evidence — consisting only of uncertified internal receipts — as insufficient, noting the player's written statement that he received only a EUR 300 monthly allowance from Leixões, and that Leixões never demanded reimbursement before filing at the PSC. On admissibility, the Sole Arbitrator agreed with the PSC that the two claims lacked the requisite nexus under Article 21.3 of the FIFA Procedural Rules, distinguishing consolidation (an administrative measure) from counterclaim status. On the exceptio non adimpleti contractus, he held that Article 82 of the Swiss Code of Obligations requires reciprocal obligations from the same contract, which was absent here. On ne bis in idem, he found the penalty clause and default interest serve different purposes — deterrence and compensation for value loss respectively — and are standard in commercial contracts, with the interest rate well within the 18% p.a. ceiling under Swiss law. The set-off request under Article 120 of the Swiss Code of Obligations was dismissed because no amount had been ordered payable to Leixões.

Why Leixões v. Coimbra matters in CAS jurisprudence

This award clarifies that procedural consolidation of two claims by the FIFA PSC does not convert an independently filed claim into a counterclaim subject to counterclaim time limits under Article 21.4 of the FIFA Procedural Rules. It also reinforces that the exceptio non adimpleti contractus under Swiss law requires obligations arising from the same or reciprocally linked contracts, and confirms that co-existing penalty clauses and default interest in player transfer agreements are enforceable without violating ne bis in idem or proportionality principles.

Cases cited in this award

CAS 2009/A/1810 & 1811 CAS 2020/A/6796 CAS 2018/A/5618 CAS 2019/A/6525 CAS 2017/A/5172 CAS 2016/A/4544

Frequently asked questions about Leixões v. Coimbra

Why did CAS uphold the EUR 400,000 payment order against Leixões even though Leixões claimed Coimbra owed it money first?

The Sole Arbitrator held that the obligations arose from entirely separate contracts — the First Loan Agreement and the Option Agreement — and were therefore not reciprocal. Because the obligations were not linked by the same contract or factual events, Article 82 of the Swiss Code of Obligations (exceptio non adimpleti contractus) did not allow Leixões to withhold payment of the option fee pending Coimbra's alleged reimbursement obligation.

Was Coimbra's claim at the FIFA PSC time-barred as a counterclaim filed after the response deadline?

No. The Sole Arbitrator agreed with the PSC that Coimbra's claim was an independent claim, not a counterclaim, because it arose from the Option Agreement — a separate contract from the First Loan Agreement underlying Leixões's claim. The two claims lacked the requisite nexus under Article 21.3 of the FIFA Procedural Rules, so the counterclaim time limits in Article 21.4 did not apply. The PSC's consolidation of the claims for procedural efficiency did not change their legal character.

Does applying both a 10% penalty clause and 1% monthly default interest on the same overdue transfer fee amount to double punishment under CAS jurisprudence?

No. The Sole Arbitrator found that the penalty clause and the default interest serve distinct and complementary purposes: the penalty deters non-payment while the interest compensates the creditor for the loss of value of the overdue amount over time. Both were freely negotiated by two professional clubs and are permissible under Swiss law, with the interest rate well within the 18% p.a. ceiling. The ne bis in idem principle, which applies to criminal or disciplinary sanctions, was held inapplicable to these commercial contractual remedies.

What evidence did Leixões fail to produce that led to dismissal of its reimbursement claim?

Leixões provided only internal, uncertified payment receipts, which the Sole Arbitrator deemed insufficient to prove actual payment of the player's salary or incidental charges in Portugal. Leixões did not produce bank transfer slips, deposited check copies, or proof of contributions to tax and social security authorities. The player himself provided a written statement that he received only a EUR 300 monthly allowance from Leixões, and Leixões had never requested reimbursement from Coimbra before filing its PSC claim, further undermining its case under the balance of probabilities standard.

Topics: Art. 17 RSTP & contract termination at CAS

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