CAS Case Digest · Verified against the full award text

CAS 2024/A/11034 — Yukatel Adana Demirspor A.Ş. v. Pape Abou Cissé & FIFA

"Adana Demirspor v. Cissé" · CAS partially upheld Adana Demirspor's appeal, reducing compensation from EUR 2,197,500 to EUR 2,011,167.50 after deducting the player's Al Shamal earnings.

What happened in Adana Demirspor v. Cissé

Pape Abou Cissé, a Senegalese professional footballer, signed an employment contract with Turkish club Yukatel Adana Demirspor on 15 September 2023, valid until 30 June 2026. The club accumulated unpaid salaries of EUR 354,248.14 by May 2024. After failed payment schedules, the player terminated the contract in June 2024 for just cause. The club argued a mutual termination agreement had been concluded, superseding the employment contract. The FIFA DRC rejected this and on 23 September 2024 ordered the club to pay EUR 381,748.14 in outstanding remuneration and EUR 2,197,500 in compensation, plus a two-window registration ban. Adana Demirspor appealed to CAS. The panel found that the player's email of 11 June 2024 introduced a condition precedent — payment of EUR 250,000 by 14 June 2024 — which the club never met and never responded to, meaning no valid termination agreement was concluded. The employment contract remained in force and the player had just cause to terminate under Art. 14 RSTP given approximately four and a half months of unpaid salary. Compensation was recalculated under Art. 17 RSTP and reduced by EUR 186,332.50 actually received from Al Shamal Sports Club, yielding EUR 2,011,167.50. The registration ban was upheld for the summer 2025 window. The case matters for its analysis of condition precedents in termination negotiations and the mitigation deduction methodology.

Procedural history of CAS 2024/A/11034

On 19 June 2024, Pape Abou Cissé lodged a claim before the FIFA Dispute Resolution Chamber seeking outstanding remuneration and compensation for breach of contract. On 23 September 2024, the FIFA DRC partially accepted the claim, ordering Yukatel Adana Demirspor to pay EUR 381,748.14 as outstanding remuneration and EUR 2,197,500 as compensation for breach of contract, and imposing a two-consecutive-registration-period ban on registering new players. The grounds were notified on 4 November 2024. On 25 November 2024, Adana Demirspor filed a Statement of Appeal with CAS under Art. R48 of the CAS Code, also requesting a stay of the decision. The panel was constituted on 15 January 2025. The stay request was dismissed by Order on 20 January 2025. The panel decided the case on written submissions without a hearing, with the Order of Procedure signed on 21 June 2025.

Key holdings in CAS 2024/A/11034

• A player's email introducing a condition precedent — payment of EUR 250,000 by 14 June 2024 — constituted a counteroffer under Art. 1 CO, not an acceptance, so no valid termination agreement was concluded and the employment contract remained in force.
• Non-payment of approximately four and a half monthly salaries (EUR 381,748.14) constitutes just cause for a player to terminate an employment contract under Art. 14 para. 1 RSTP, even without full compliance with the formal requirements of Art. 14bis RSTP.
• Art. 17 para. 1 RSTP applies to calculate compensation where a player terminates with just cause due to the club's serious breach, and the residual contract value must be mitigated by amounts actually received under any new contract.
• Only amounts actually received by the player under a new contract (here EUR 186,332.50 from Al Shamal) are deducted; hypothetical future earnings for seasons not yet worked are not deducted absent proof the player acted in bad faith or intentionally failed to mitigate.
• A registration ban imposed under Art. 17 para. 4 RSTP is upheld where the club has been found liable for unpaid amounts on repeated occasions and the breach occurred during the protected period.

How the CAS panel reasoned

The panel conducted a de novo review under Art. R57 CAS Code. On the termination agreement question, it applied Swiss law (Art. 1 and Art. 151 CO) because the RSTP contains no contract-formation rules. It found the player's 11 June 2024 email — which removed a clause at the club's request but added the Provision — was a counteroffer, not an acceptance, because it introduced a new condition precedent. The club never replied to that email and never paid EUR 250,000, so the condition was never met and no binding agreement arose. The panel rejected the club's argument that the condition was irrelevant because it did not appear in the signed document, noting the club had never signed the document either. On just cause, the panel applied Art. 14 para. 1 RSTP and Swiss case law (ATF 108 II 444; ATF 130 III 213) requiring a comprehensive evaluation of circumstances, finding that EUR 381,748.14 — roughly four and a half months' salary — was a material breach destroying mutual trust. On compensation, the panel applied Art. 17 para. 1 ii RSTP and deducted only amounts actually received from Al Shamal (EUR 186,332.50), rejecting further mitigation for hypothetical 2025/26 earnings because the club failed to prove the player acted in bad faith or deliberately avoided employment, consistent with CAS 2022/A/9289.

Why Adana Demirspor v. Cissé matters in CAS jurisprudence

The award clarifies that a condition precedent introduced in a player's email during termination negotiations — even if not reproduced in the attached draft agreement — is legally effective under Swiss law and prevents a binding termination agreement from arising if the condition is not met. It also confirms that only amounts actually received under a new contract are deducted for mitigation purposes under Art. 17 RSTP, and that the burden of proving bad-faith failure to mitigate lies with the club.

Cases cited in this award

CAS 2022/A/9289 CAS 2015/A/4346 CAS 2016/A/4852 CAS 2006/A/1062

Frequently asked questions about Adana Demirspor v. Cissé

Did Adana Demirspor and Cissé reach a valid mutual termination agreement?

No. The panel found that Cissé's email of 11 June 2024 introduced a condition precedent requiring payment of EUR 250,000 into his bank account by 14 June 2024 before the agreement would come into force. Adana Demirspor never replied to that email and never made the payment, so the condition was never met and no binding termination agreement was concluded under Art. 1 and Art. 151 of the Swiss Code of Obligations.

How was the compensation for breach of contract calculated in the Adana Demirspor v. Cissé case?

The panel calculated the residual value of the employment contract at EUR 2,197,500, covering remaining salaries, guaranteed bonuses of EUR 150,000, and an accommodation allowance of EUR 27,500. It then deducted EUR 186,332.50 — the amounts Cissé actually received from Al Shamal Sports Club (signature bonus, one month's salary, and a severance payment) — yielding a mitigated compensation of EUR 2,011,167.50 under Art. 17 para. 1 ii RSTP.

Was Cissé required to mitigate damages for the 2025/26 season after terminating his Al Shamal contract early?

No. The panel held that Adana Demirspor failed to prove that Cissé acted in bad faith or intentionally refrained from finding new employment. Consistent with CAS 2022/A/9289, the duty to mitigate cannot shift the financial risk of a wrongful termination to the player, and only amounts actually earned — not hypothetical future income — are deducted from compensation.

Was the registration ban on Adana Demirspor upheld by CAS?

Yes. The panel upheld the two-consecutive-registration-period ban imposed by the FIFA DRC under Art. 17 para. 4 RSTP, noting that the club had been found liable for unpaid amounts on repeated occasions and that the breach occurred during the protected period. Because one registration period had already passed by the time of the award, the ban was confirmed for the summer 2025 registration window.

Topics: Art. 17 RSTP & contract termination at CAS

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