I have some samples I can share with you that are subject matter specific. However, you may be able to extract some of the language to fit your needs. Unfortunately, it is in a PDF file that I would have to email to you. If you'd like me to do that, feel free to email at firstname.lastname@example.org, and I will reply w/ the attachment.
Just in case you still need a few other pointers, consider the following:
One thing sales people understand is numbers so approach it from an accounting point of view. Since the contract is void, consider discussing the fact they will not be able to meet all the GAAP principles for revenue recognition and if your accounts folk are diligent they probably will back you up ( but run this by them - accounts - first. Companies interpret or apply GAAP revenue recognition differently ).
Since Company X no longer exists and as such has no contracting capacity, it cant assign/novate the contract which will impact collectability should the New Company choose not to follow through with what it has implied it would do re: payment
If you are required to create a new agreement using the same or similar terms and conditions, consider preparing a risk assessment analysis of the contract and let the stakeholders approve the risk they are taking on by utilizing the same Ts & Cs so everyone is on the same page. Whatever discussions or approvals were obtained for the former Company should not apply to the New Company.
Tom - many are using risk registers to improve their effectiveness in dealing with liabilities overall.
There is increasingly demonstrated success by those who elect to manage risk and limit liabilities through preventive techniques rather than allocation measures. Borrowing from the six sigma, Total Quality Management and other similar approaches, our peers who seek to prevent the liabilities from materializing, rather than figuring out who will bear the cost when the liability does materialize, are finding success in this pursuit.
A great initial tool is the risk register. More specifically, joint risk registers are proving to be quite helpful.
I can propose the following free tool to you:
Tender Risk and Contract Review system (in short TRaCRs) available at the following link:
afitac.com/tracrs/ It is not strictly limited to LoL but can increase understanding within your organization of dealing with commercial & contractual risks in any tender or contract.
The following publications explain a bit further:
afitac.com/2018/04/16/contract-risk-scoring-10-questions-answered/ afitac.com/2018/05/13/contract-risk-scoring-decision-process/ Such tool can of course by customized to your needs.
Given you are talking about actually processing personal data (suppliers' reps details), if this falls under the GDPR then it would be prudent to update the contracts to that effect (See Art 3 of the GDPR for full territorial scope, but this could mean a company based in the EU or processing data from EU individuals or companies). I believe the first step is reaching out to your Legal team and DPO and get an assessment specific to your business operations and identify the cases where you qualify as a data processor or controller. As a general approach, according to Art. 5 of the GDPR, you need to inform the individuals about collecting and processing their data, as well as the purpose of the data processing. Direct consent could also be required (see Art 7). If your organisation has already implemented the processes to comply with the GDPR, it would only be a matter of including it in the contracts or working with localised templates (i.e. include it only for your company's OUs or suppliers based in the EU).