Terms and Conditions

ZNF Mining Pvt. Ltd. (ZNF Mining) is a blue print for the entire spectrum of the mining value chain, from the early stages of prospective exploration and mine development through mining operations, processing, rehabilitation, and commodity production.

The prices quoted are subject to comprehensive market value. Based on inflation, the quoted price will vary after bargaining.

The Client must ensure ZNF Mining is provided with the scope of work, product specifications, and correct contact information. ZNF Mining will not be liable for any consequences flowing from any errors or misinformation from Clients. You must notify ZNF Mining of any change thereto.

1. Definations

1.1 Goods - the finished products of ROM as per specifications in the contract.

1.2 Raw Materials - Materials extracted from mine (ROM-run of mine), such as irone ore, manganese, chromite, limestone, quartz, etc.

1.3 Services - include land scaping, off-highway road constructions, overburden removal, drilling and blasting, loading and transport, crushing & screening, dewatering, rehabilitation, mine closure, etc.

1.4 Installation - includes deployment of heavy and auxiliary equipments, construction of infra structures, crushers and conveyors, mine water handling, etc.

1.5 Client - to whom goods, raw materials, services, and/or installations are provided.

1.6 Quality - The chemical ingrediants of raw materials and its dimensions.

1.7 Quantity - the physical appearace of goods/materials in tons/kilograms

1.8 Mine Premises - The boundaries of mining lease. Outside/inside mine security gate, ZNF Mining is not liable for any claims due to negligence by clients.

2. Introduction

2.1 These Terms & Conditions apply to each agreement for the supply of goods, raw materials, services, installations, and/or equipment by ZNF Mining.

2.2 The provisions of the Purchase Order will take precedence over all other documents followed by these Terms and Conditions.

2.3 In the event of a conflict or contradiction between these Terms and Conditions and a provision of another document, including a proposal from the client, that is part of this agreement, the provisions of these Terms and Conditions shall govern unless otherwise expressly so stated on the Purchase Order.

3. Acceptance of Terms and Conditions

The provisions of Purchase Order shall be a binding contract between ZNF Mining and the Client and constitute Clients’s acceptance of all of these Terms and Conditions, except as specifically agreed to in writing by ZNF Mining. The contract agreement supersedes and cancels all previous agreements, offers, or proposals between the parties, including offers from the Clients contained in the Client’s proposal or otherwise. Without written confirmation of acceptance by both parties, it shall be deemed to be acceptance by the Client of all of these Terms and Conditions.

4. Transport of Goods/Raw Materials

4.1 ZNF Mining shall not take any responsibility of any kind whatsoever for the transport of raw materials.

4.2 ZNF Mining shall be responsible for maintaining the quality and quantity of raw materials and ensureing safe and secure loading at the mine site.

4.3 A transit slip detailing the following information must accompany all shipments: (a) client’s name and address; (b) transit slip number; (c) purchase order number; (d) a description of the raw materials; (e) the quantity; and (f) any additional information as per the rules and regulations.

5. Loss, Damage and/or Obstruction

5.1 As the goods or raw materials are dispacthed from the mine site, ZNF Mining shall not take the risk of loss or damage during transportation. The client does not have any right to claim damage or loss during transit from ZNF Mining.

5.2 Due to any reason, if the mining services are hindered by the client, ZNF Mining has the right to claim losses incurred due to the idling of men and equipment.

6. Delivery/Dispatch

The terms of the Purchase Order will govern the delivery or dispatch of goods or raw materials from the mine site or to the mine site.

7. Cancellation

ZNF Mining may at anytime (after one month prior written notice to the Client) cancel the agreement in case of any conflict or misunderstanding with respect to the supply of goods, materials, and mining services. In that event, the Client will pay all reasonable costs incurred by ZNF Mining. Such payment shall, in no event, be subjugated by the Client.

8. Force Majeure

8.1 Neither ZNF Mining nor Client shall be considered in default hereunder or liable to the other for any loss or damage whatsoever resulting from a delay of performance or from the non-performance of any obligation set forth in the Purchase Order caused by a natural disaster, a public health crisis including the outbreak of infectious disease, a pandemic or epidemic, and including restrictions such as quarantine, war, uprising, rebellion, revolution, usurped power, terrorist activities, nationalization, government sanctions, blockages, embargos, intervention or order of the relevant civil or military authorities, a fire or any other event that cannot be avoided and is beyond the reasonable control of either party, and, which by the exercise of due diligence and planning, the party was, or is, unable to prevent or overcome, which prevents performance of such party’s obligations under this Purchase Order (such circumstances considered a “Force Majeure”).

8.2 The ZNF Mining claiming Force Majeure must provide written notice to the client as soon as is practicable, and shall be prompt in restoring normal conditions, re- establishing schedules, and resuming operations as soon as the interruptions have ceased. During the duration of force majeure, each party shall bear its own costs resulting from the delay.

8.3 Force majeure shall not include financial distress, insolvency, bankruptcy, shortage of labour, materials, equipment, transportation or utilities, climatic, weather, and subsurface conditions reasonably expected to occur within the geographic area where the work is being conducted, or other similar conditions affecting one of the parties and/or its affiliates and/or subcontractors.

8.4 Should the affected party be unable to resume performance within 60 days, the non-affected party shall be entitled to terminate the Purchase Order by giving one month written notice to the other party confirming its election to terminate which shall take effect immediately. In the event of a termination by ZNF Mining for Force Majeure hereunder, the Client shall not be entitled to any compensation whatsoever as a result of such termination.

9. Quality

9.1 All raw materials and mining services and, as the case may be installation, shall comply with and meet: (a) the specifications or standards provided by both parties in writing and (b) all requirements of authorities having jurisdiction.

9.2 As a condition of acceptance of quality standards, the Client shall be liable to inspect the premises of specified work places, raw materials, mining services or as the case may be upon installation and testing. The Client, in its sole discretion, rejects goods/services, if do not comply with the specified quality, technical specifications and/or quality of workmanship.

9.3 ZNF Mining will comply with any and all regulated programmes and the Client requested quality assurance inspections. The Client will ensure that all inspection documentation is completed, signed and delivered to ZNF Mining, including any sequential inspections required.

9.4 Acceptance of the goods/services by the Client, including verification at any time of the quality of the goods/services or any payment made thereof, will not be interpreted to mean that Client has in any way accepted goods/services or, as the case may be, the installation of equipment, that does not comply with the specified quality requirements or that ZNF Mining is in any way relieved from its obligation to comply with such specified quality.

10. Time

10.1 Time is of essence, the supply of goods/raw materials, including as the case may be installation, must be completed by the specified date in the contract.

10.2 The Client at its discretion, may require progress reports on the supply goods, materials, and installations. ZNF Mining will provide the information within 72 hours of Clients’s request.

10.3 Upon awareness of a potential delay, ZNF Mining shall give the client timely communication as to any deviation that would extend the scheduled date. No notice could cause cancellation of the contract or part thereof.

11. Warranty

11.1 ZNF Mining warrants and guarantees that the goods, materials, and installations will comply with all requirements of the contractual agreement. ZNF Mining specifically confirms it is aware of the intended use of all of the goods and materials and warrants and guarantees that they are fit for their intended use and are free from any kind of defects in quality, quantity, design, workmanship, and material.

11.2 If at any time the goods or materials as delivered fail to comply with the requirements of the Client and this agreement, then ZNF Mining agrees to repair, replace, and/or install at its own expense or at a negotiated price (if work is done by others) any defective goods, materials or parts thereof.

12. Representations and Warranties

12.1 The goods/materials are free and clear of all charges, liens, claims, or encumbrances.

12.2 ZNF Mining has full authority to pass title to the goods/materials.

12.3 The goods/materials do not and will not, at any point during their life cycle, pose environmental, health and safety hazards.

12.4 If any of the goods/materials that are supplied by ZNF Mining are found to be in breach, then the Client shall be entitled to reject such goods/materials and to demand their replacement not so in breach, and ZNF Mining shall indemnify the Client from any costs or expenses incurred.

13. Invoicing and Price

13.1 The ZNF Mining invoice shall include all taxes, duties, and other charges payable, which will be shown as separate line items.

13.2 Each invoice shall include documents as are customary or required by law, including a sufficient and correct description of all goods/materials, quantity of goods/materials supplied and all invoices must refer to the correct legal entity and purchase order number, otherwise, the invoice can be deemed null and void.

13.3 ZNF Mining will submit one original and one copy of all invoices, including all supporting documentation, within 7 days after receipt of goods/materials delivered, and/or services provided to the attention of Accounts Payable to the address as indicated on the purchase order.

13.4 The client will release payment, within 15 days of receiving of invoice. If the client does not agree with the invoice or portion of an invoice, the client will pay the portion it determines as owing and will include with the payment an explanation for any such invoice reduction.

14. Records

ZNF Mining and the Client will retain copies of all information, calculations, and data, all invoices and cost records, and, on request, make them available to either side. All the above information is confidential and shall not be disclosed without other party’s written approval.

15. Obligations Working On-Site

15.1 Prior to commencing any work at a client's site by ZNF Mining, ZNF Mining must report to the client for check in procedures.

15.2 All work performed for the client by ZNF Mining at the client site shall be in accordance with labour law, occupational health and safety (OH&S) and the client's safe work procedures and policies.

15.3 All communications related to the work must be directed to an authorized representative of the client. ZNF Mining shall not accept instructions or directions pertaining to the performance of the work from any source other than an authorized Client representative, without written notice.

15.4 ZNF Mining shall keep their work areas at any client site clean and tidy at all times. All hazardous materials and waste are to be clearly marked and handled in accordance with standards, client policies, and regulatory authorities.

15.5 ZNF Mining, working on per diem rates, must have their daily time sheet approved by an authorized Client representative. Daily time sheets must accompany each ZNF Mining invoice. No overtime shall be worked unless it is pre-approved by an authorized Client representative.

16. Indemnity

16.1 ZNF Mining will indemnify and save the client harmless from and against all claims and costs of any kind whatsoever that the client incurs or is required to pay as a result of negligence or breach of this agreement by ZNF Mining or any party for whom ZNF Mining is responsible.

16.2 Certificates of insurance shall be provided to the client (if requested) upon acceptance of the purchase order.

17. Assignment

ZNF Mining may not assign this agreement or the proceeds thereof, in whole or in part, without the client's prior written consent.

18. Revision of Terms

ZNF Mining and/or the Client, on mutual agreement, may revise these Terms and Conditions from time to time by making additions, deletions, or amendments based on current situations.

19. Compliance with Laws

19.1 This agreement will be governed by and construed in accordance with the laws of the State and Central Governament.

19.2 Both parties shall represent and warrant that all work carried out under this agreement shall comply with all applicable codes, statutes, by-laws, rules and regulations, or other competent authority, including any environmental laws.

If the client has an issue with any of these Terms and Conditions, the said issue shall be resolved with ZNF Mining before the purchase order can proceed.