Warranty law in supply contracts in Bulgaria

1. Statutory provisions on the sale of goods do not make a distinction between B2B contracts and sales contracts with consumers. However, special provisions are set forth by law in order to protect the consumer and companies are not allowed to limit or rule out consumers’ rights arising from the statutory warranty.
2. There is generally a great degree of freedom, however, in drafting B2B contracts, so that claims for defects may usually be considerably extended or restricted, but not easily ruled out.
3. Under statutory law, limitation of the right to raise claims is invalid. GTCs are, in principle, subject to the same statutory rules as individual sales contracts. However, GTCs may not provide for a limitation of liability arising out of the individual contract with the purchaser or for a limitation of consumers’ statutory rights.

1. In B2B contracts, the seller is bound to guarantee that the goods are free from material defects. A material defect is a defect which considerably lowers the price of the goods or renders them unfit for purpose.
2. In B2C contracts, the seller’s statutory liability covers the non-conformity of the goods with the contractual specifications.

In B2B contracts, the seller is bound to guarantee that the goods are free from legal defects. Legal defects are any rights that third parties can assert with respect to the goods against the purchaser (evictio), unless the latter was aware of those defects.

1. In the case of material defects:
   • For B2B contracts: withdrawal from the contracts with reimbursement of potential expenses incurred in relation to the contract/reduction of the sale price in accordance with the reduced value of the goods/repair at the seller’s expense/for fungible goods, replacement of goods.
   • For B2C contracts: if the goods do not meet the contractual specifications, in addition to any guarantees, which might be provided for in the contract, the consumer has the right to choose between a reduction of the sale price or a free repair. If not satisfied by those remedies, the consumer could subsequently choose between a reimbursement of the sale price and replacement of the goods with one that corresponds to the contractual specifications. In addition, the consumer could require that the seller compensate him for any damages suffered if the product does not conform with the contractual specifications. The exercise of those rights does not prevent the consumer from filing a claim against the seller.
2. In the case of legal defects:
   • For B2B contracts: withdrawal from the contract with return of the sale price, potential reimbursement of expenses incurred in relation to the contract; potential reimbursement of all necessary and useful expenses incurred in relation to the goods; potential other damages where such damages were incurred.

1. In B2B contracts, the purchaser is entitled under statutory law to request a repair of the goods. The seller is under the obligation to ensure necessary repair and service, unless otherwise agreed between the parties.
2. In B2C contracts, if the goods do not conform with the contractual specifications, the consumer may claim a repair or replacement, unless repair or replacement is impossible or would result in disproportionate expenses on the part of the seller as compared to the alternative remedy.

1. In B2B contracts, the purchaser can statutorily choose either a repair of the goods, a replacement of the goods (for fungible goods), a withdrawal from the contract or a reduction of the sale price.
2. In B2C contracts, consumers are entitled to choose between repair and replacement, unless repair or replacement is impossible or would result in disproportionate expenses on the part of the seller as compared to the alternative remedy.

1. In B2B contracts, the purchaser is entitled under statutory law to request a repair of the good at the seller’s expense.
2. In B2C contracts, the seller bears all costs for repair/replacement.

1. Claims for damages are subject to the following conditions:
   • Breach of an obligation arising out of the sales contract, e.g. for B2B contracts: default, material defect or legal defect; for B2C contracts: failure to deliver the goods in time, non-conformity with the contractual specifications, defects having caused certain types of damages.
   • Damages occurred
   • Causal relationship between the breach of an obligation and the damages incurred
2. Intent and negligence are not a condition for the seller’s liability arising out of B2B and B2C contracts. In B2B contracts fault of the seller is generally required. Such fault consists of the seller’s failure to perform his duties with the care of a good businessman. In B2C contracts, fault is generally not required.
3. In B2C contracts, the extent of statutory liability may not be contractually restricted to the detriment of the consumer.
4. In individually negotiated B2B contracts, however, restrictions on liability are generally permitted.

1. In B2B contracts, in the event of legal defects in the purchased goods unknown to the purchaser, the seller is bound to reimburse the sale price and all costs made in relation to the contract, all necessary and useful expenses incurred in relation to the goods, as well as to compensate him for all other direct damages suffered. If the seller was aware of the presence of a legal defect and concealed it from the purchaser, limitation of the seller’s liability is invalid.
2. In the event of material defects, the seller is bound to compensate the purchaser for all foreseeable direct damages, including the loss suffered and the profit lost. If proved that the seller acted in bad faith, unforeseeable damages will also be compensated.
3. In B2C contracts, the extent of statutory liability may not be contractually restricted to the detriment of the consumer. A consumer could require from the seller compensation for any damages suffered if the product does not conform with the contractual specifications, as well as for any damages suffered from a defective product.
4. Limitation of the right to raise claims is invalid.
5. There are no special provisions with regard to GTCs.

1. In B2B contracts, under statutory law, if the goods have a material defect, the purchaser can choose to withdraw from the contract and notify his intention to the seller.
2. In B2C contracts, if the failure to comply with the contractual specifications has not been remedied within one month of the moment when the consumer asked for a repair/replacement, the consumer is entitled to withdraw from the contract. This right may not be restricted in sales contracts.

1. In B2B contracts about movable goods, the limitation period for claims for defects is six months starting with delivery of the goods. If the seller has maliciously concealed the defect, the limitation period for claiming defects of the purchaser is three years starting with the delivery of the goods.
2. In B2C contracts, the limitation period is two years as of delivery of the goods.
3. In B2B contracts, the parties could individually agree on reducing or extending the limitation periods. In B2C contracts, reducing the statutory limitation period is however invalid against consumers.
4. GTCs are in principle subject to the same statutory rules as individual contracts. Reducing or extending the limitation period is therefore subject to no legal restrictions in GTCs between companies. At the same time, reducing the statutory limitation period through GTCs would be invalid as against consumers.

1. In B2B contracts, the purchaser has the specific obligation to inspect the goods without undue delay and report any detected defects to the seller without undue delay.
2. If the purchaser breaches its obligation to inspect the goods or to report any defects, the goods will be deemed to have been accepted. In this case, the purchaser may not assert any claims for defects it has not reported. The seller however remains liable for hidden defects.
3. The purchaser’s specific obligation to make a timely report of the detected defects to the seller cannot be excluded.