The Force Majeure Certificate is a useful evidence of the occurrence of the force majeure event.
A force majeure is an unforeseen or unavoidable event of an extraordinary nature which has occurred after the conclusion of the contract between the parties.
A force majeure event may be any event, inability or delay which is caused by circumstances beyond the party’s reasonable control and which cannot be cured by measures which might reasonably be taken in the course of that party’s business, including war or other action of military forces, terrorism, riot, civil commotion, sabotage, vandalism, accident, breakdown or damage to machinery or equipment or technology, fire, flood, strike, legislative or administrative interference, pandemics, epidemics, and government actions resulting from the pandemic or epidemic, etc.
COVID-19, as well as declaration of a state of emergency, can be a force majeure event but it depends on the severity of the outbreak and its impact.
Neither party will be in breach of the contract, or liable for any failure or delay in performance of its obligations under the contract arising from or attributable to a force majeure event.
According to Art. 306 of the Bulgarian Commerce Act the affected party is not liable for non-performance due to force majeure. Even if the contract does not include an express force majeure clause, the party concerned may invoke such extraordinary circumstances in order to be temporarily exempted from its liabilities. It is important to be noticed that the contracting parties must always take into account which law applies to their contract. For example, where the contract is governed by English law, an express force majeure clause must be included in order for force majeure to be available if a particular event occurs.
When the party was already in default, he may not invoke force majeure.
As well, pursuant to Art. 81, para. 2 of the Bulgarian Obligations and Contracts Act the circumstance that the debtor lacks cash for performance of the obligation is not exempt him from liability.
A party that is subject to a force majeure event shall notify the other party in writing within a reasonable time about the nature of the force majeure, as well as its potential consequences for the performance of the contract. In case of failure to notify, compensation is due for the damages resulting from such failure.
The performance of the obligations and the related counter obligations are suspended for the duration of the force majeure. But if the duration of the force majeure makes the creditor no longer interested in the performance, the creditor may terminate the contract. In such case, the debtor also has the same right.
The Bulgarian Chamber of Commerce and Industry (BCCI) is entitled to issue Force Majeure Certificate.
A Force Majeure Certificate is issued upon a written request by a Bulgarian company which cannot perform its obligations to Bulgarian or foreign partners due to force majeure event.
The Force Majeure Certificate contains the following information:
- the parties of the contract;
- reference No., date and place of conclusion of the contract;
- term of the contract;
- the circumstances that have hindered or delayed its performance, the place and time of their occurrence, their duration, other information useful for identifying the causation between them, as well as the complete or partial non-execution of the obligations under the contract. The certificate contains only the stated factual circumstances without their juridical assessment.
The certificate can be issued in Bulgarian, English, French, German, Russian or any other foreign language.
For more information or legal assistance for obtaining a Force Majeure Certificate please do not hesitate to contact us by e-mail: firstname.lastname@example.org or call us on: +359 2 851 72 59.