Terms & Conditions
Applicability
These Terms and Conditions of Sale and Delivery (hereinafter referred to as “Terms and Conditions”) shall apply to all and each sale and delivery transaction(s) between Moriox Resources LLC (hereinafter referred to as “Moriox”) and its contractual partners (hereinafter referred to as “Buyer”). Moriox and Buyer are collectively referred to as “Parties”. These Terms and Conditions govern the Parties’ rights and obligations.
These Terms and Conditions shall apply exclusively. The Buyer’s business terms and conditions or amendments to these Terms and Conditions shall not constitute a part of the contract even if Moriox does not contradict them. Any variations, amendments, changes or alterations of these Terms and Conditions require the express written consent of Moriox.
These Terms and Conditions shall apply to all future sale and delivery transactions between the Parties.
Offer, Acceptance and Conclusion of the Contract
A Letter of Intent from the Buyer shall be deemed as a binding offer. An acceptance of the Letter of Intent from Moriox will result in the drafting of the Sale of Goods contract between the two parties. Once the Sale of Goods contract is approved and signed between the two parties, the contract is enforceable and executed with Moriox’s acceptance of the Buyer’s order by the Proof of Funds confirmation (via e-mail, fax or letter). Neither verbal offers nor verbal agreements are binding for Moriox.
Advice of any kind, especially with regard to the fitness of the purchased goods to the Buyer's specific intended use, shall not be the subject of the contract. Any Buyer’s information shared with Moriox concerning intended use of the goods shall not be a commercial basis of the contract. The examination of the product suitability for the specific intended use shall be the Buyer’s obligation.
Prices and Delivery Conditions
The prices, currency and delivery conditions shall be confirmed by Moriox’s order confirmation. All prices are exclusive of value added tax (VAT) that shall be paid by the Buyer.
In case of significant changes in raw materials prices, or other price relevant economic circumstances in the time between the day of contract conclusion and the day of delivery, Moriox shall be entitled to a reasonable price adjustment. The price adjustments shall be in writing and is not subject to be in advance.
The goods shall be delivered in accordance with the agreed terms of delivery stated in the Sale of Goods contract and the Invoice issued to Buyer.
The confirmed delivery dates will be met to the best of our ability. Partial deliveries or delayed deliveries do not entitle the recipient to withdraw from the contract. If the Buyer suffers damage as a result of a delay in delivery, Moriox shall only be liable for such damage if the delay is due to gross negligence.
Withdrawal from the Contract
Moriox may withdraw from the contract if the Buyer has failed to fulfill his obligations to cooperate set by Moriox to the Buyer or if Moriox's performance became impossible for unforeseeable reasons for which Moriox is not responsible and which cannot be eliminated at reasonable expense due to permanently insurmountable obstacles to performance.
Moriox may withdraw from the contract if the Buyer failed to ensure the payment of the agreed price by the agreed delivery date.
In case of Moriox’s withdrawal, the Buyer shall not be entitled to any compensation, indemnity, damages or other payment in respect to such withdrawal excluding the reimbursement of Buyer’s payments made according to this contract.
Retention of the title
The ownership of the goods delivered shall retain by Moriox until payment under the sale and delivery contract is received in full.
Place of Jurisdiction and Choice of Law
The place of jurisdiction for both parties is the Wyoming, United States. This contract is subject to US law. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.