The text below is kindly provided by Wolf Theiss

Under Bulgarian law a ‘Commercial Agreement’ is either an agreement concluded in the course of business or an agreement which covers certain areas of commerce as specified in the Commercial Act  including leasing, agency and brokerage, insurance transactions, hotel operation, tourist and advertising services.

Subject to compliance with relevant regulations, such as antitrust requirements, Bulgarian law generally permits parties to a Commercial Agreement to negotiate and agree any terms suitable to the arrangements between them and will enforce the agreement made.

Commercial Agreements may be made subject to foreign law and jurisdiction and Delaware, English and other European Union Member State laws and jurisdictions are commonly used in Commercial Agreements. Parties may also agree to litigate or arbitrate Bulgarian law agreements in foreign forums, such as international arbitration.

Legal Framework

Commercial Agreements are governed by the Bulgarian Obligations and Contracts Act (Закон за задълженията и договорите)  and the Commercial Act (Търговски Закон).

Where a Commercial Agreement is subject to Bulgarian law, these Acts set the requirements for Commercial Agreements including definition of services, term, termination and payment:

• Prescribed form: Commercial Agreements have to be in writing unless another form is prescribed under a different law.
• Becoming effective: Where the validity of a commercial transaction requires an authorization or approval by a state body/third party, the transaction shall become effective only when such authorization or approval is granted.
• Representation: Where a person acts on behalf of a business without a representative authority, it is presumed that the business confirms the actions of the person.
• Implementation: Where an agreement does not specify a term for implementation and if the nature of the transaction or the commercial custom do not require otherwise, implementation may be requested and done at any time during working hours at the place of performance.
• Interest on late payments shall be due between businesses unless otherwise agreed. Compound interest may also apply if agreed.

Recommendations

If the Commercial Agreement is governed by the Bulgarian law it is advisable to include an Arbitration clause. In Bulgaria the Arbitration Court to the Bulgarian Chamber of Commerce and Industry is a reputable forum and proceedings may take place  in the English language.