When the contract permits the carrier to set the rate

Some findings are not claims. A currency margin that the contract permits is exactly that kind.

That does not mean it is not worth finding. On the contrary — it is one of the few findings whose result works forward and requires neither a claim, nor a time limit, nor the other side's consent.

The three states of a contract

First: there is no provision. The contract says nothing about the exchange rate. This is the most common case. The rate is set by whichever party issues the invoice, and there is no breach, because there is nothing to breach.

Second: the provision permits the other side's rate. Wording along the lines of “conversion at the rate set by the carrier”. The same outcome, only now you have signed it.

Third: the provision names a source. “The ECB reference rate on the invoice date.” Only here is the difference a breach.

Most companies do not know which state they are in, because the currency provision is never a point of discussion while the contract is being negotiated.

Why the first two states are still worth calculating

When the margin is lawful, the result is not a demand but a number: how much this contractual provision costs you per year.

It is calculated exactly, with no assumptions. You take every amount converted during the year, recalculate each one at the reference rate for that day, and add up the differences. That gives the annual figure.

That number is a good negotiating argument, because it has three properties most negotiating arguments lack: it is exact, it is verifiable from both sides, and it accuses nobody. You are not saying that anyone did anything wrong — you are saying that this provision costs you this much, and asking for it to be changed.

What to ask for

A provision that works has three elements. Without the third one, the first two change almost nothing.

The source. Whose rate. The ECB reference rate is the usual choice, because it is public, free of charge, published daily and has a history that can still be checked a year later.

The date. Which day's rate — the invoice date, the dispatch date or the payment date. And, most importantly, what applies when no rate is published for that day. The ECB publishes rates on business days, so roughly a third of calendar dates have no rate. Without that sentence the provision does not work for weekend invoices.

No margin. A direct sentence stating that no additional conversion margin is applied. Without it, the reference rate can be applied and a margin added separately — formally, the provision has been complied with.

Wording that can be put on the table in negotiations:

“Amounts invoiced in a currency other than the euro shall be converted at the reference rate published by the European Central Bank on the invoice date; if no rate was published on that day, at the last rate published before that day. No additional conversion margin shall be applied.”

Agree the wording with your own lawyer — this is an example, not legal advice.

What to expect

For the carrier this provision is not a matter of principle, as long as its price does not change elsewhere. The practical answer is often that a fixed rate is acceptable, but then another line will go up.

That is a normal negotiating outcome, and it is still useful: a margin that was invisible becomes a line that can be compared with another offer. A hidden cost turned into a visible cost is a better position even when the amount has not changed.