Many businesses believe that careful contract drafting prevents all problems. But as we explored matters on breach of contract in Vietnam, breaches can still happen even with robust agreements. The real danger lies in how you handle the dispute once it begins. In this article, we explain mistakes in contract dispute in Vietnam even experienced businesses make.
When Strong Contracts Still Lead to Disputes
Your contracts are well drafted.
Your teams are trained.
Your business follows compliance.
But still you receive notification of news of a problem. A delivery is delayed. A payment is contested. A partner claims non-performance. Suddenly, your company faces a contract dispute in Vietnam, a scenario that can threaten revenue, reputation, and relationships.
We in here briefly discuss seven mistakes that even experienced companies make in managing a contract dispute in Vietnam, and provides strategic steps to avoid them.
It will also prepare you for the next question, how to prove a breach of contract in Vietnam but for now let us begin to delve into contract dispute in Vietnam matters first.
Why Contract Disputes Are Becoming More Complex in Vietnam
Vietnam is a vibrant but challenging market. High value supply contracts, joint ventures, construction projects, and technology licensing agreements are routine.
When conflicts arise, they are rarely about simple verbal misunderstandings. Modern contract dispute in Vietnam scenarios involve:
- Multi-layered contracts with local and cross-border elements
- Force majeure claims tied to regulatory delays or supply chain disruptions
- Digital agreements that interact with the Vietnamese Civil Code and commercial law
- International arbitration under the New York Convention for foreign-invested projects
Even with written contracts, businesses face interpretation gaps, evidence challenges, and forum complexities. These disputes are less about whether a contract exists and more about strategically proving, preserving, and enforcing rights.
What We Will Tell You in Here?
By reading this article, you will:
- Recognize seven advanced mistakes that undermine companies during a contract dispute in Vietnam
- Understand how evidence, forum selection, and communication strategy can make or break your case
- Learn practical steps to minimize risk and maximize enforceability in complex disputes
- Gain an edge in protecting your company before the next article in this series shows you how to prove breach in Vietnam effectively
7 Big Mistakes in Contract Disputes
Mistake 1: Ignoring Scenario Gaps in Contracts
Even the best contracts can have blind spots. A deal may clearly define deliverables, payment terms, and penalty clauses, but fail to address:
- Partial performance during force majeure situations
- Regulatory or licensing delays for instance land use approval, customs clearance, compliance,
- Substitution or subcontracting rights in supply chains
- Currency risk, interest on late payment, or tax withholding responsibilities
When a contract dispute in Vietnam arises, these gaps force both sides to argue interpretation instead of pointing to clear clauses. In arbitration or court, ambiguity invites uncertainty, which can delay or weaken your enforcement strategy.
Solution to the above?
It is important to use scenario planning in contract drafting, updating templates after each dispute to cover lessons learned.
Mistake 2: Underestimating Evidence Formality
Vietnamese law is evidence driven, and courts have traditional expectations:
- Stamped, signed paper evidence carries the most weight
- Digital evidence such as emails, messaging apps, and internal logs needs corroboration
- Evidence must form a chronological, logical story to support contract enforcement
Even sophisticated businesses sometimes fail to prepare an evidence protocol. Without physical delivery notes, signed acceptance certificates, or stamped meeting minutes, your case weakens, especially in contract dispute in Vietnam litigation or arbitration.
Solution to the above?
Maintain a dual evidence approach, that secure digital records for speed, but ensure formal paper evidence is available for Vietnamese jurisdiction.
Mistake 3: Sending Notices Without Strategic Legal Framing
Informal communication, or even internally drafted notices, can backfire:
- A poorly worded letter may contradict your legal position
- Casual language can be used against you in arbitration or court
- Notices that do not reference the contractual basis and relevant Vietnamese law may fail to trigger termination or penalty clauses
In sophisticated disputes, lawyer led notices are not aggression, they are strategic tools. They preserve the record, create leverage, and prepare the ground for negotiation or enforcement.
Solution to the above?
Engage dispute lawyers in Vietnam for every critical notice in a contract dispute in Vietnam, especially before termination or claim submission.
Mistake 4: Treating Arbitration and Litigation as Procedurally Simple
Forum selection is not interchangeable. For high-value, cross-border disputes:
-The arbitration clause should specify:
- The seat of arbitration
- The law governing the arbitration agreement (separate from contract law under the separability doctrine)
- The rules of arbitration
-Without this, jurisdictional challenges can delay or derail enforcement
-Vietnamese courts respect the New York Convention, but enforceability depends on proper contract drafting
Solution to the above?
Consult with arbitration lawyers in Vietnam whom understand international arbitration to design clauses that protect your interest before a contract dispute in Vietnam reaches the multi million dollar stage.
Mistake 5: Reliance on Internal Digital Records
Corporate clients often rely on emails and internal systems to prove compliance. While useful, they are not decisive:
- Courts prefer external, signed documents with third-party acknowledgment
- Arbitrators will consider digital records but still expect formal evidence trails
- Lack of notarization or stamping may reduce persuasive power in local enforcement
Solution to the above?
Always supplement digital workflows with formal documents, especially for delivery, acceptance, and payment confirmations.
Mistake 6: Overlooking Procedural and Timing Traps
A contract dispute in Vietnam can collapse procedurally if:
- Limitation periods (typically 2–3 years) are missed
- Arbitration claims are not filed or registered properly
- Key documents are not translated into Vietnamese for court or arbitration proceedings
Solution to the above?
Maintain a dispute response checklist to track limitation periods, procedural requirements, and translation needs.
Mistake 7: Delaying the Formation of a Full Dispute Strategy
Hesitation can be costly. In Vietnam, first movers in dispute strategy often secure leverage:
- Filing first in the correct forum establishes procedural control
- Early evidence preservation prevents loss or tampering
- Strategic pre-litigation moves, like mediation or structured negotiation, can reduce damages or speed settlement
Solution to the above?
Work with dispute counsels in Vietnam to prepare a multi stage dispute plan immediately when early breach signals appear.
Step-by-Step Guide: Managing a Complicated Contract Dispute in Vietnam
- Immediate Internal Assessment: Identify breach type, quantify damages, review contract clauses.
- Evidence Consolidation: Organize signed, stamped, and digital records chronologically.
- Lawyer Led Legal Notice: Send a formal warning citing contract and Vietnamese law.
- Forum and Jurisdiction Review: Confirm arbitration seat, governing law, and enforcement path.
- Controlled Negotiation or Mediation:Explore solutions while preserving legal strength.
- Timely Filing: Respect limitation periods and procedural rules.
- Enforcement Preparation: Plan for asset attachment, cross-border award recognition, or court execution.
Protect Your Position Before It Is Too Late
In a globalized market, a contract dispute in Vietnam is not just a legal issue. It is a business continuity risk. Even experienced companies can falter without procedural rigor, evidence discipline, and arbitration foresight.
By avoiding these mistakes, you safeguard your contract enforcement strategy and prepare for the next challenge for proving breach and winning the dispute.
FAQ on Mistakes in Contract Dispute in Vietnam
Do I really need paper evidence if I have complete digital records?
Yes. Vietnamese courts value signed, stamped documents. Digital records are supportive but not primary proof.
Can I terminate immediately after a breach?
Only if the contract allows and a proper legal notice is issued. Premature termination can create liability.
What is the biggest mistake in international arbitration for Vietnam related contracts?
Failing to specify the seat of arbitration and governing law of the arbitration agreement, leading to enforcement risk.
How do I prepare for enforcement?
Identify assets, confirm local enforceability, and align evidence to Vietnamese procedural standards.
About ANT Lawyers, a law firm in Vietnam
We help clients overcome cultural barriers and achieve their strategic and financial outcomes, while ensuring the best interest rate protection, risk mitigation and regulatory compliance. ANT lawyers has lawyers in Ho Chi Minh city, Hanoi, and Danang, and will help customers in doing business in Vietnam.
Source: https://antlawyers.vn/disputes/contract-dispute-in-vietnam-7-mistakes.html
0 nhận xét:
Đăng nhận xét