BIMCO adopted FuelEU Maritime and ETS clauses for the sale and purchase of vessels
The BIMCO Documentary Committee has adopted the FuelEU Maritime Clauses and ETS Clauses for inclusion in the Memorandum of Agreement (MoA) for the sale and purchase of vessels.
The FuelEU Maritime Regulations and the EU Emissions Trading System (EU ETS) impact the sale and purchase of vessels, and these clauses have been developed to help provide certainty for both parties throughout the process.
“Regulations such as FuelEU Maritime and EU ETS are complex and reshaping our industry. Contract clarity is therefore essential. These new clauses offer parties the tools they need to manage compliance obligations and avoid uncertainty during vessel transactions,” said Stinne Taiger Ivø, Deputy Secretary General and Director of Contracts at BIMCO.
Both clauses were developed to clearly define data sharing responsibilities, costs and obligations under the current regulatory framework, and the ETS clauses can also be used for similar emissions trading schemes that may come into force in the future.
The FuelEU Maritime Clauses for the 2025 MoA establish the seller’s responsibility to ensure compliance upon delivery of the vessel. The clause includes provisions on the disclosure of verified compliance balances for previous reporting periods and regulates some of FuelEU’s reports after delivery.
It also includes a price adjustment mechanism, based on positive or negative compliance balances, restrictions on borrowing compliance balances in advance prior to delivery and an obligation for buyers to provide post-delivery data as required.
At the time of delivery, purchaser assumes full responsibility for FuelEU compliance, including rights related to banking, lending, and collection of compliance balances.
The ETS clause for the 2025 MoA provides a framework for allocating responsibilities regarding greenhouse gas emission allowances in ship sale and purchase transactions. Seller must comply with all reporting requirements for the period up to delivery, submit a verified partial emissions report after delivery and submit emissions allowances for emissions occurring prior to the transfer of ownership.
Buyer is responsible for emission allowances from delivery onwards. This clause also includes an indemnification provision to protect the buyer against claims or liability arising from the seller’s non-compliance prior to delivery to ensure clarity and fairness.
“With this latest addition, BIMCO expands its portfolio of carbon clauses to support industry through regulatory change. Like existing clauses in the portfolio, these new clauses are practical, consensus-based solutions that have been developed using input from a wide range of stakeholders to ensure that they can be implemented in practice,” said Nicholas Fell, Chair of BIMCO’s Documentary Committee.
Source: BIMCO
