What are the best ways to ensure vendor contract enforceability?

Maintain detailed records of all communications related to the contract. This includes emails, meeting minutes, and other documentation that can be useful in case of disputes.

Specify the contract terms and the conditions under which either party can terminate the agreement and Include provisions for termination due to breaches, insolvency, or other specified events.

Get any recommendation letter or performence report from the vendor’s previous contracts. Awards such on time handovers, good quality recognition and other performence related recognition can be used as an early indication of the ability of the vendor.

Drafting a clear contract is the key to enforceability. Some aspects to take particular care 1. Link deliverables clearly to payments and damages. What is not paid for OR not penalised will not be delivered. Too often consultants draft contracts with a wish list of requirements (e.g. Vendor will have a good management structure and provide quarterly progress reports) with that linkage (what happens if the vendor does not submit a quarterly report - does not get paid or is a damage amount deducted?) 2.Avoid ambiguity - A particular condition (say payment terms and penalties) must be contained at only one place in the contract. Repeating the same at more than one place can lead to potential dispute due to difference in wording.

Ensuring vendor contract enforceability in the EU involves careful consideration. It's important to consult with legal professionals who specialises in EU law/local law to ensure compliance with specific regulations. Here are some key considerations: 1) choice of law and jurisdiction; 2) make sure contract is compliant with the EU regulations, as payments services are regulated (i.e. PSD 2, GDPR, AML); 3) clearly outline the ownership of the intellectual property rights; 4) termination clauses; 5) dispute resolution mechanism; 6) set out security agreements securing the obligation, if necessary - the set of the documents might differ depending on the jurisdiction; 7) clear scope of the contractual obligations.

In the EU, the consequences of a document not being signed by the legal representative may vary in each jurisdiction. Some jurisdictions allow confirmation of actions performed beyond the scope of: (i) power of attorney by the attorney in fact (for example attorney in fact acted outside the threshold indicated in the power of attorney); or (ii) scope of authorisation by the members of the body of a given legal person .

This is the part where if it goes astray and you can catch it early. Have some tolerence limit but ensure it does not exceed that tolerence.

Make sure it clearly expressed in the contract what are the steps that will be taken should the the vendor starts to go astray. As the client, these steps must be followed as to avoid to be seen condoning any failure of the vendor in result of being silent of any deviation act or performence by the vendor.

When choosing the applicable law governing a given contract, you should take into account the form in which the document must be concluded and whether, when signing a document electronically in the EU, the signature is an electronic signature within the meaning of eIDAS. Sanctions for failure to comply with the form prescribed by law for a given contract may vary in different EU jurisdictions. In the worst case scenario, invalidity of the contract may be the sanction for not complying with the prescribed form.