1. INTRODUCTION
1.1. These Standard Terms and Conditions apply to the Loan Facility offered by DIALOG FINANCE PLC a company duly incorporated under the Companies Act No. 7 of 2007 (Company PB 765 PQ ) and having its registered address at No. 475, Union Place, Colombo 02 (hereinafter called and referred to as ‘DF’ or ‘the Company’ which term or expression as herein used shall where the context so requires or admits mean and include the said Dialog Finance PLC and its successors and permitted assigns) to you (‘the Borrower’) pursuant to such Loan Facility being approved by the Company.
2. DISBURSEMENT OF FUNDS
2.1. DF shall grant the Loan Facility which shall be morefully described in the Offer Letter/ Product Statement as the case maybe together with Interest which shall be informed to the Borrower from time to time at the rate to be notified via the website, email or other comparable method of communication, considering the fluctuating market rate of interest at the given time whereas the Loan shall be disbursed to the Borrower’s Savings Account. The Borrower shall repay the said Loan Facility within a period of as set out in the Offer Letter/ Product Statement from the date of granting the Loan Facility and in default of payments an additional interest per annum as default interest will be charged until the payment is made in full.
2.2. Notwithstanding any arrangement or writing to the contrary between the parties the Borrower do hereby expressly agree that the aforesaid amount together with all other charges as described in Clause 3 (PAYMENTS) shall be repayable on demand to DF and all arrangements or indulgences permitted to Borrower to repay by instalments will be subject to the principal obligation of repayment on demand.
2.3. The Borrower also agrees that any statement extract in writing or other document showing the monies owning hereunder by the Borrower to DF and made out of DF systems, books or document and signed and/or certified by any of DF authorized officers shall be deemed sufficient at law and conclusive proof against the Borrower of the contents thereof without any other documents or vouchers to support the same and the same shall further be deemed to be conclusive proof against the Borrower of the fact that the amount set out therein are due by the Borrower.
2.4. Any charges or fees applicable to this facility shall be first deducted by the Company prior to disbursement.
3. PAYMENTS
3.1. The Borrower shall pay the following and any other charges that will be debited to Borrower’s loan account through the Borrower’s Savings Account maintained at DF in connection with serving of this loan and the balance, if any, towards the principal amount.
3.1.1. Charges on the normal and penalty interest.
3.1.2. Postage and other handling charges.
3.1.3. Inspection valuation and any other incidental charges.
3.1.4. Any Statutory payment by way of taxes or otherwise imposed by the Government or any other statutory body.
3.1.5. Legal Fees
3.1.6. All other expenses incurred by the company for the recovery of the monies owing to the company.
3.2. Any delay and/or default of settling of the Facility payment due and owing from the Borrower shall be subject to default payment terms and conditions of this Agreement.
4. SECURITY AND RIGHT OF SET OFF
4.1. The security for the said Loan Facility shall be the Borrower’s Fixed Deposit as requested by the Borrower in the Loan Application and as confirmed by the Company to the Borrower via the Offer Letter/Product Statement.
4.2. The Borrower specifically agrees that the Fixed Deposit placed as security for this Loan Facility shall continue without any notice to the Borrower notwithstanding any renewal or maturity thereof until such time that the Loan Facility is active.
4.3. The Company shall at any times and at all times have the power and authority to exercise the right to set-off or appropriate all sums of money due from the Borrower by setting off such outstanding dues against the Fixed Deposit placed as Security against this Loan Facility together with interest and levies thereon as aforesaid without previous notice to the Borrower or without any previous demand whatsoever made from the Borrower.
4.4. If the Company exercise its right of set-off under this Clause it is explicitly agreed and understood by the Borrower that the Company will also set off any other loan facility connected to the Fixed Deposit if such Fixed Deposit is placed as security notwithstanding the payment status of such other facility without any further notice or intimation to the Borrower.
4.5. The aforesaid power and authority under Clauses 4.3 and 4.4shall be valid and take priority notwithstanding anything to the contrary contained in any contract or writing executed with the Company including any such Fixed Deposit terms and conditions signed by the Borrower.
4.6. The Borrower further undertakes to hold the Company indemnified and save harmless from and against losses, damages, interest, costs, charges of whatsoever kind or nature consequent on or attributable to the Company acting or purporting to act in the exercise of any right to set-off as provided herein.
4.7. The Borrower hereby declares that this authority to the Company is irrevocable and shall continue to be in full force and effect and shall only cease upon repayment by the Borrower to the Company all such sums obtained by the Borrower under the said Loan Facility together with any interest & levies thereon.
5. TERMS AND CONDITIONS
5.1. All representations and statements made to DF by the Borrower or Borrower’s agents, employees or officers whether in writing or otherwise on Borrower’s behalf are hereby warranted true and correct and intended to be acted upon by DF and shall from the basis of the contract or obligation intended to result from or arise upon DF acting upon the request hereby made for an advance.
5.2. Any material charge expected or experienced in the Borrower’s financial condition will be furnished by the Borrower to DF, as and when required by DF.
5.3. Particulars of any litigation which may tend to affect the Borrower’s financial capacity and in which the Borrower may be involved shall be disclosed by the Borrower to DF whenever such eventuality occurs.
5.4. DF is hereby irrevocably authorized by the Borrower without notice to the Borrower to combine the account of the above loan with all or any of the Borrower ‘s other accounts or deposits (term or demand) and to transfer and appropriate all monies lying to the Borrower’s credit with and such unfettered right and irrevocable authority is hereby given by the Borrower to DF and shall be exercised by DF to the extent of dishonouring or refusing payments demands or withdrawals or other like documents drawn by the Borrower on or before the date of the exercise of such right or authority or even to the extent of closing any account in the Borrower’s name and the Borrower hereby undertakes to indemnify DF against all claims or demands that may be on DF consequent in such action of the Borrower.
5.5. The production in any court of Law or before any Tribunal or body or statutory officer of any statement, extract, writing or other documents showing monies owing by the Borrower as a result of DF granting the above loan and made out of the books or documents of DF and signed and certified by the Manager or Accountant of shall be deemed to be conclusive proof of the amounts of the Borrower liability to DF without any further documents or vouchers being produced by DF.
5.6. If this document is signed by or on behalf of two or more persons whether as partners of a firm or otherwise, such person shall be jointly and severally liable to DF for the amount of the above loan and interest and each of such persons shall be liable as sole or principal debtor so long as any monies are due by the Borrower’s on account of the above loan and interest.
5.7. The monies due by the Borrower to DF in respect of the above loan and interest thereon shall be recoverable from the Borrower notwithstanding the Prescription Ordinance (cap 68) and the Borrower shall not raise the Prescription Ordinance (cap 68) as a bar to DF suing the Borrower for the recovery of the said monies.
5.8. The Borrower agrees that in the event of default by the BORROWER, DF may appoint a third party collector for the recovery of outstanding amounts and the Borrower agrees to pay all costs of such collection.
5.9. A certificate in writing by an officer of as to the moneys and liabilities for the time being due to or incurred by DF shall be accepted by the BORROWER as prima facie evidence of the amount owing to DF by the BORROWER at the date of such certificate.
5.10. In the event of any inconsistency between these terms and conditions and the Sinhala or Tamil translation of these terms and conditions, the English terms and conditions shall prevail.
6. DATA SHARING
6.1. The Borrower agrees and understands that the Company is recognized as a Prescribed Authority by the Department of Registration of Persons of Sri Lanka (DRP) under Section 39B(c) of the Registration of Persons Act No. 32 of 1968 as amended by Amendment Act No. 8 of 2016 . Whereas the Borrower hereby consent to the Company accessing the Borrower’s National Identity Card (NIC) details maintained with the DRP, to assess the authenticity of the information provided by the Borrower including the Name, Address, Date of birth, Place of birth, Gender, Date issued, Photograph, Scanned copy of the front side and back side of the identity card, Scanned copy of the index containing information appearing on the Identity Card, Nature of the record (Active/Inactive/ Cancelled/Invalid).
6.2. The Borrower consents to the Privacy Notice of the Company located at https://www.dialogfinance.lk/privacy-notice and as amended from time to time, in particular;
6.2.1. The Borrower consent to DF sharing the Borrower’s information with any one of its subsidiaries and/or holding companies in order to provide an integrated services to the Borrower and/or with any Government authority/ statutory or regulatory body as required by any act/ rule/ direction/ regulation issued from time to time and/or for the purpose of any investigation, review or for the purpose of any legal proceedings conducted by such authority or DF as the case maybe, and
6.2.2. The Borrower consent to the Company sharing any information pertaining to the Borrower’s facilities/ transactions and/or business with the company with any Government authority/ statutory or regulatory body as required by any act/ rule/ direction/ regulation issued from time to time and/or for the purpose of any investigation, review or for the purpose of any legal proceedings conducted by such authority or DF as the case maybe and/or with such other entity for the limited purposes detailed in the aforesaid Privacy Notice of DF.
6.3. The Borrower consent to DF accessing the Borrower’s information available in the Credit Information Bureau (CRIB) for the purpose of assessing the Borrower’s credit management and to report to CRIB details of the Facility granted by DF on a periodic basis.
7. MATERIAL BREACH
7.1. This agreement shall deem to have been breached in the event that:
7.1.1. The Borrower fails to pay the amount on the due date and fails to pay the total amount due with interest on demand.
7.1.2. If the Borrower fails and/or neglects to adhere by any terms or condition of this agreement.
8. CONSEQUENCE OF BREACH/DEFAULT
8.1. In the event of the occurrence of any act of material breach as stipulated in this clause hereof DF may at its discretion terminate this agreement.
8.2. The Company may terminate this agreement at any time in the event of a default, provided that such event of default remains not remedied 7 days after such default being notified by the Company to the Borrower.
8.3. Whereas pursuant to such Termination under clause 8.1 and 8.2 hereof the total Loan Amount together with other fees, charges and dues of the Borrower under this Agreement shall fall due to the Company and shall be payable by the Borrower to the Company on demand.
8.4. Whereas pursuant to the Loan falling due, the Company shall exercise its right of set off in accordance to the rights retained under Clause 4 hereof.
8.5. Termination of this agreement shall be without prejudice to the respective rights and obligations accrued under this agreement prior to such termination.
9. WAIVER AND VARIATION
9.1. In no event shall any delay failure or omission on the part of any of the parties in enforcing exercising or pursuing any right power or privilege claim or remedy which is conferred by arising under this Agreement or from any breach by either party of its obligations hereunder be deemed to be construed as a waiver thereof or of any such right power privilege claim or remedy or operate so as to bar the enforcement or exercise thereof or of any other such right power privilege claim or remedy in any other instance at any time or times thereafter.
10. SEVERABILITY / ILLEGALITY
10.1. If any term or provision in this agreement shall be held to be illegal or unenforceable, in whole or in part, under any enactment or rule of law, such term or provision or part thereof shall to that extent be deemed not to from part of this agreement but the enforceability of the remainder of this agreement shall not be affected.
11. EXCLUSIVE JURISDICTION
11.1. This Agreement and the security afforded hereunder shall be governed and construed in all respects in accordance with the laws of Sri Lanka and the Company and Borrower hereby irrevocably submit to the jurisdiction of the court of Sri Lanka and the service of any writs or summons or any legal process in respect of any such action or proceedings may be affected on the parties hereto by forwarding a copy of such writs or summons or any statement of claim or other legal process by prepaid registered post to the parties hereto to the addresses hereinbefore stated.
11.2. This Agreement is deemed to be entered in the place where the Company signs the contract and/or the principle place of business /registered office of the Company at which the Loan instalments are paid.
12. NOTICES
12.1. All demands under this agreement may be made by the Company under the hand of its Authorized Officers for the Company by a letter addressed to the Borrower and sent by post or delivered to the address provided by the Borrower in the Loan Application, the Borrower’s Registered Address or as communicated by the Borrower in writing from time to time and whereas Notice of Demand so given or made shall be deemed to be given or made or received on the day it was so delivered or the day following that on which it is posted as the case may be.
12.2. The Borrower agrees that where applicable any notices, requests and/or reminders sent by the Company via short message services (SMS) to the mobile telephone number or E-mail address given by the Borrower in the Loan Application or as communicated by the Borrower in writing from time to time, being electronic messages shall thereby deemed to be legally binding notices, requests and/or reminders.
12.3. It is further agreed that all payments will be receipted / acknowledged whether the payments are treated as payments/damages/statutory payments/service charges.
13. DEFINITIONS
13.1. ‘Agreement’
Shall mean these Standard Terms and Conditions, the Loan Application and the Offer Letter/ Product Statement issued to the Borrower
13.2. ‘Loan Facility’
Shall mean the Loan Facility granted by DF in its sole discretion in terms of this Agreement
13.3. ‘Offer Letter/ Product Statement’
Shall mean the document which shall contain the basic information pertaining to the approved Loan Facility for the Borrower including (but not limit to) the approved interest rate, Loan Amount, Default Interest, Fees and Charges (if any), Repayment Terms and Recovery Procedures applicable to the Loan Facility.
13.4. ‘Savings Account’
Shall mean the savings account opened by the Borrower with DF
13.5. ‘Interest’
Shall mean the interest charged on the Loan Facility and whereas DF shall retain the right to change the rate of interest with prior notice to the Borrower depending on prevailing market conditions.
13.6. ‘Outstanding Loan’
Shall mean the outstanding payments due on the Loan Facility.
13.7. ‘Monthly Instalment’
Shall mean the monthly instalment payment due under the Loan facility
The Terms and condition of this Agreement shall be read in conjunction with the Loan Application and Product Statement issued to the Borrower subsequent to the Loan Facility being sanctioned by the Company which also forms an integral part of the Agreement.