Contract Management

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  • 1.  Uncooperative Vendor Pre-Contract

    Posted 11-27-2019 08:17 AM
    Seeking some advice before signing a contract with a vendor who I don't believe we should do business with! The board is ultimately responsible for our third parties and if our risk committee disagrees with me then it goes to the board for review. One of our board members and I fundamentally disagree about whether a third party is ok to sign – they failed due diligence badly and will not cooperate at all – what do I do?

    Thank you, 
    Tammy


  • 2.  RE: Uncooperative Vendor Pre-Contract

    Posted 11-27-2019 10:17 AM

    A report would be good listing the risk statements/scenarios followed by the controls/safeguards in place and functioning to what extent,  and then recommendations to reduce risk. Once the report is ready then sign off from Director, VP, etc. Dated and signed with allow the team to think about the risk a little more.

     

    Thanks,

    Tim

     

     

     

     

     






  • 3.  RE: Uncooperative Vendor Pre-Contract

    This message was posted by a user wishing to remain anonymous
    Posted 11-27-2019 11:00 AM
    This message was posted by a user wishing to remain anonymous

    Hopefully this isn't the case, but have you ruled out conflict of interest?  I can't say that I've never had an experience where we switch from a known vendor that we've used for years to a vendor that I'm unfamiliar with, is uncooperative during due diligence and generally seems to be in over their head (late replies, constantly pushing back implementation date, seemingly odd gaps in their knowledge, etc.) only for the vendor to come on site for implementation and the vendor and employee that pushed for us to sign the contract start reminiscing about when they worked together 5 years ago.

    Unfortunately, sometimes you have to play the hand you're dealt.  It's frustrating, but if the board is made aware of the risks and they still choose to sign with that vendor I feel like you've done all that you can do and it's out of your hands.


  • 4.  RE: Uncooperative Vendor Pre-Contract

    This message was posted by a user wishing to remain anonymous
    Posted 11-27-2019 11:22 AM
    This message was posted by a user wishing to remain anonymous

    Board politics is what is happening here. Your success here will depend on your relationships with the Board. If you're not Board facing, then I'd defer to the person that is. If this board member is the Chair or chair of a subcommittee..this discussion might not be worth having. The other Board members will defer out of respect for that person's preference and respect for the Board process. Concur with prior advice about creating a table showing the downsides of shifting from a known reliable and cooperative vendor to this one. Good luck!


  • 5.  RE: Uncooperative Vendor Pre-Contract

    Posted 12-02-2019 08:50 AM
    Hi Tammy - I feel your pain.

    At the end of the day, if your board still insists on proceeding with this vendor - DOCUMENT EVERYTHING (especially dates and replies from senior executives), send to your manager (perhaps Internal Audit and Legal as well), save a hard copy for yourself (off-site) then back to work!  You are a professional who was hired to protect your organization - if the hire-ups think they know better than you, shame on them.

    Good luck,
    Pam


  • 6.  RE: Uncooperative Vendor Pre-Contract

    This message was posted by a user wishing to remain anonymous
    Posted 12-02-2019 09:07 AM
    This message was posted by a user wishing to remain anonymous

    Ultimately, it is the Board's decision and they determine their appetite for risk.  I see my job as providing all the information needed to make that decision -- and then letting go.  As others have said, be sure to document thoroughly so you know how the decision was arrived at.