STANDARD CONTRACTS

Once I had negotiations with a developer. The real estate agent, a woman, was present. Hour by hour I and the developer's representative were discussing the articles of the preliminary contract and the documents backing the facts stated there: notary deeds, permits, approved plans, etc. I had a notarized power of attorney from the buyer stamped with apostille, so I could sign immediately. When we came to the so called Certificate about the actual state of the developer's company the agent was losing patience. She said: “Can't you sign already, is this Certificate really so important! It is late. I have to take my child from school.” I explained her that this Certificate proves who is in charge in the company. Essentially it shows whether the person signing for the developer actually binds the developer with his signature. For the companies this document is the equivalent of the Power of attorney. Latter the agent said that my colleague she is working with on the seaside signs in a day whereas I always “lose” time asking for all kind of documents and negotiating new clauses in the “standard” preliminary contracts. I was naïve about the agents at the time. I thought that they are simply ignorant, so I started at length to explain what these documents and clauses mean and that there's no such thing like a standard contract. Annoyed by this she tried to open my eyes once more by saying: “If they have come to Bulgaria to buy property, they don't care much about their money.” Stunning! Of course what she says in front of Bulgarians she'll never repeat in front of the buyers.

To talk about standard contracts would be like to talk simply of computers or of houses. In fact there are all kinds of houses: single or two-storey, earthquake vulnerable or earthquake resistant and so on and so forth. Those who know nothing of computers would ask simply about a computer, while those who have any idea about it would talk of operative memory, hard memory, GHz and so on. In judiciary there's no detail too small. For example the difference between “sell” and “will sell” in a preliminary contract is the difference between this contract being null and being valid. There are certain standards to which a contract should be in compliance with, but there are certainly no standard contracts. If there were, they would be written in the legislation. In fact the only standard contracts I could think of are… the marriages! The content of the other contracts is matter of agreement between the parties. Usually the developer proposes some text of the contract, the other party wants other clauses to be included, both parties object to some of the wording. Thus there are proposal and contra-proposals and so on until a mutually agreeable phrasing is found. Once negotiations were deadlocked. The buyer insisted that he should be allowed to sell his preliminary contract rights to a third person of his choosing, i. e. selling without the developer's consent. The developer was against. It turned out that the developer would agree to it if this third person is an EU citizen. A preliminary contract about immovable property could be with or without securities, with good prospects of holding the developer accountable or with poor ones, with good prospects for speedy trail or with prospects for lengthy proceedings, with different liabilities, sanctions and so on. To talk about standard contract is as though to ask about a universal medicine for every kind of illness.