When FuelEU provisions are linguistically too dense, their practical value diminishes.
Core question, allocation of responsibility, practical consequences.
Certain terms describe responsibility and data obligations with precision.
Translating complex clauses into clear operational logic.
The unreadability of maritime contract clauses has structural causes. FuelEU, ETS, and CII-related clauses must simultaneously address multiple regulatory frameworks, each bringing its own definitions, calculation methods, and deadlines. A single clause on fuel cost allocation must define what “fuel costs” encompasses (purchase price, ETS allowances, FuelEU penalty payments, biofuel surcharges), who bears the costs and when, and how deviations from the agreed standard are treated.
The result is clauses that nest multiple layers of abstraction: definition of the fuel concept, calculation of GHG intensity according to Annex I of the FuelEU Regulation, exceptions for port calls outside the EU/EEA, fallback provisions for cases where no well-to-wake data are available. Each layer is logical in isolation, but the overall structure overwhelms the reader who is not a lawyer.
A second factor is precision anxiety. Lawyers drafting maritime clauses rightly fear that ambiguities lead to disputes. They therefore define every term, qualify every statement, and cross-reference other clauses within the same contract. The result is precise but unreadable – a text that only the person who wrote it fully understands.
Third, in many cases the operational perspective is absent during drafting. When the clause draft passes exclusively between lawyers without involving a superintendent or chief engineer, texts emerge that ignore operational realities. A clause requiring “daily emission data” sounds reasonable but is undeliverable on a vessel with manual reporting.
Readability can be improved without sacrificing precision. The first approach is the separation of definition and application. Definitions belong in a separate section at the start of the clause or contract, not embedded in the operative text. When the reader wants to understand how cost allocation works, they should not first have to navigate through three layers of definitions.
The second approach is the use of if-then structures. Instead of nesting all possibilities in a single sentence, they are broken into separate scenarios: “If the charterer orders fuel: [Provision A]. If the owner orders fuel: [Provision B]. If a third party orders fuel: [Provision C].” Each scenario is readable on its own.
The third approach is supplementing with an operative summary. A non-binding accompanying note that summarises the clause in everyday language helps the technical and commercial team grasp the content quickly. This summary has no contractual force but significantly reduces misunderstandings.
The readability of a clause is not an academic matter – it has direct compliance implications. If the chief officer on board does not understand which data they must report, to whom, and by when, the reporting does not happen. If the bunker purchaser does not understand which fuel specification the clause requires, they order the cheapest option.
In a documented case, a shipping company had adopted a FuelEU clause that was technically correct but understood by no employee outside the legal department. The superintendent read the clause and concluded he needed to “provide data somehow” without knowing which data, in what format, or by when. The result was incomplete submissions that the verifier rejected.
A counter-example: another shipping company accompanied their FuelEU clause with a one-page flowchart visually depicting the data exchange between owner, manager, charterer, and verifier. Every participant knew at a glance what was expected of them. The compliance rate in the first year was 100%.
The tension between precision and comprehensibility can be resolved through a two-tier strategy. The first tier is the contract text itself, which must be legally precise – no compromise is permissible here. The second tier is the accompanying material: operative summaries, flowcharts, scenario tables, and FAQ documents that make the contract text accessible to the various stakeholders.
The decision on how much accompanying material to create depends on the complexity of the clause and the size of the organisation. A small owner with three vessels and one superintendent may need only a one-page summary. A large shipping company with 200 vessels and multiple departments needs a complete implementation kit with training material.
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