In English law, a memorandum of understanding is not binding. It is just what it says, a memorandum of understanding. There is case law on that.
This memorandum has been very badly drafted you might want to go back to whoever drafted it for you advised your it in the first place.
The memorandum of understanding would form the basis for an agreement between you which would be a formal partnership agreement if it was a partnership.
However now, having seen the document, it is not a partnership but a limited company and hence you don’t need a partnership agreement you need a shareholders agreement and a directors service agreement.
Clause 3 of the Memorandum for some reason it does say mining lease/licence rather than a lease and a licence which are two separate things.
It refers in that clause to JK having the liability, but there is no mention anywhere in this memorandum who JK actually is. The first reference I can see JK is in clause 3 but it still doesn’t say who JK is.
It also doesn’t help you is in the beginning of clause 4 it quite clearly says that the proposed Joint Venture is conditional on a whole load of things and is no mention of whether any of those have been satisfied.
I’m sorry to say but I don’t think this document is enforceable because it’s a mishmash of disjointed phrases and obligations. As I said earlier, I would go back to whoever drafted it with a view to bringing a negligence claim against them if you can’t get the issue resolved properly.
Can I clarify anything else for you?
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