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This credit agreement is entered into by and between the following parties on 11 November 2016
(hereinafter referred to as " Credit Grant Agreement "):
I. THE CREDITOR:
Branch:
Address:
Represented by Mr/Mrs Position: under the power of attorney
No. dated
Telephone: Fax:
Headquarter: Street No.12, Tang Nhon Phu B Ward, District 9, Ho Chi Minh City,
Vietnam
Enterprise Registration Certificate No. . issued by the Department of Planning and Investment of Ho Chi
Minh City, the first registration on 31 December 2010
Respect for the voluntary agreement , the Consumer and Techcombank shall mutually enter into this
Agreement as follows:
SECTION A. SPECIFIC TERMS
ARTICLE 1. LOAN AMOUNT, LOAN PURPOSE, LOAN TERM, INTEREST RATE
1.1. Loan amount: VND 1,245,701,943
(In words: one billion two hundred and forty-five million, seven hundred and one thousand, nine hundred
and forty three dong)
1.2. Loan currency: VND
1.3. Loan purpose: Buying apartments in the projects of VinGroups - Unit Code: C2- for using as
representative offices and public houses
Techcombank shall be not responsible for the authenticity and legality related to the loan purpose of the
Customers. The Customers should commit and ensure their loan purpose in accordance with laws,
competent authority, as well as their capabilities in order to make duly payments for Techcombank under
this Agreement.
1.4. Loan term: 60 months as from the disbursement date of disbursing the first loan.
1.1. Interest rate (also called the term loan interest rate): agreed by the two parties in Debt
Acknowledgement Contract made at every loan withdrawal.
1.5.1. Interest rate applicable for disbursements in the period from ... // ... // ... .. is:
Fixed rate: ... // ...%/year; or I I Floating rate as follows:
* The contents with box only applicable if the box is marked [X] in box
Ref: MB18B-SP.SPBL / 59 No of Issuance/Revision: 09/00
a) Interest rate applicable from the date of disbursement during the date ...//... up to date ...//...is ;
b) The interest rate applicable to loans granted to Customer in the coming time is adjusted periodically
each... // ... month on the date ... // ... and by prime rate .//./LIBOR interest .//.(+) magnitude .//.%/year.
In the case of loans in Vietnam dong, The Prime rate is determined by Techcombank for each period,
published on the website and appliacable the Customer at the time of adjustment of periodic interest rate.
In the case of foreign currency loans, the reference rate will be LIBOR or other reference interest rate
agreed upon in this Contract. Techcombank will notify the Customer of Prime Rate applicable to
adjustment as provided for in Article 11.5 of this Agreement. This notice of Techcombank is binding for
the Customer.
1.5.2. Interest rate applied to subsequent disbursement after the date .//. is:
Fixed rate: .//. %/year; or
I I Prescribed interest rate on debt acknowledgment contract and repayment commitments made under
each loan
1.5.3. Interest calculation method:
Interest of Loans is calculated monthly, based on an 360-day year, calculated on the interest rate, principal
balance and actual using time by calendar, including the extension period unless the two parties have
other written agreement.
1.6. Other fees and other costs: The Customer is obligated for payment before due date, other fees and
other expenses are prescribed in each period in accordance with the provisions of laws.
ARTICLE 2. CONDITIONS OF DISBURSEMENT
The Customer is only disbursed when:
2.1. Customers meet all conditions in accordance of laws and regulations on property lending
and property assurance receipt of Techcombank;
2.2. Conditions for first disbursement: [ ], and
- Profile of disbursement, collateral records, insurance records and disbursement procedure under the
provisions of Techcombank
2.3. Conditions for subsequent disbursements: As stipulated in Clause 2.2 of this Contract and
according to the provisions of Techcombank
ARTICLE 3. DISBURSEMENT METHODS, DOCUMENTS AND PROCEDURES
3.1. Disbursement method: IXI Once or o Many times by transfer or other forms as specified in the
Debt Acknowledgement Contract, in accordance with the provisions of law.
3.2. Disbursement documents, procedures:
The Customer must send written request for disbursement to Techcombank [ ] days before
a/
expected disbursement.
b/ In each disbursement, the Customer shall sign the Debt Acknowledgement Contract, confirming the
date of debt acknowledgement and debt amount. Debt Acknowledgement Contract is an inseparable
part of this Agreement.
Loan withdrawal schedule
3.3. Deadline for withdrawal is: According to the regulations of Techcombank
Disbursement schedule follow disbursement schedule stipulated in the Appendix of this Contract.
The Customer may only withdraw the loan within the time limit specified in the Schedule of
disbursement.
ARTICLE 4. PAYMENT SCHEDULE AND METHOD
4.1. Principal Payment Plan (Principal Payment Schdule):
One payment: The Customers must pay the original loan on the day [ ]
1X1 Multiple payment: Specified in each Debt Acknowledgement Contract.
4.2. Interest Payment plan (Interest Payment Schdule): Customer must make payment of
interest as defined in Debt Acknowledgement Contract.
4.3. Payment method: The Customer can pay by cash or bank transfer and agrees to
Techcombank to deduct from their account opened at Techcombank to recover the debt.
ARTICLE 10. LOAN SUSPENSION, EARLY DEBT COLLECTION AND HANDLING OF DEBT
10.1 Techcombank has the right to stop providing loans and withdrawing the whole or a part of loans
before maturity, terminating or suspending the disbursement of loans as stipulated in this contract upon
one of the following events:
10.1.1. Documents, informations and reports related to business activities, loan use, loan purpose, security
assets provided by Customer / Guaranteed party are found to be inaccurate, untruthful and false;
10.1.2. Customers using loans for wrong purposes;
10.1.1. Customers fails to make payment or delay repayment (principal debt or interest rate or fees and
other costs, if any); or arising out of any overdue debts at Techcombank or at a Third Party or the
Customers violation in tax duties;
10.1.2. Customer or Guaranteed Party (if being Organization):
(i) Upon the request / self request for declaring bankruptcy, dissolution, liquidation and no longer capable
of performing the guarantee obligation and payment;
(i) Temporary suspension of production and business activities from 3 months; or splitting, merging,
dissolution, liquidation or change in ownership, equitization or assets mostly used for capital contribution,
joint venture, purchase of shares;
(ii) In relation to the lawsuit, affair, or any change in charter capital, director, limited partners /
shareholders, or any change in business environment that in view of Techcombank, the Customers
repayment capacity may be strictly affected under this Contract;
(iii) Chief Executive Officer, Director and Chairman of the managing board, chairman of the board
members, the companys owner, or other managers of the company which have been arrested, prosecuted,
lawsuited, prosecuted for criminal liability or executed for criminal judgments;
(i) The Customers Assets are subject to distraint, blockade, lien; or
(ii) Violation of any obligation in the Assurance Contract.
10.1.1. Guaranteed Party (if being individual / member of the Business household / Family members):
(i) In relation to the lawsuits and cases which could seriously affect the Customers repayment capacity
under this Contract due to the Techcombanks evaluation;
(ii) which is arrested, prosecuted, lawsuited, prosecuted for criminal liability or executed for criminal
judgments;
(Iii) which is dead, disappeared without other successors by a written obligation certified by the
competent authorities and approved by Techcombank within 15 days as from the date in which the Court
declares for dead or missing;
(I) which is divorced or divided for common spousal properties during the marriage;
(Ii) which has assets subject to distraint, blockade, lien; or
(iii) which is in violation of any obligation in the Assurance Contract
10.1.1. Customers fails to offer, provide in a fully or on time manner related to the evidencing documents
or related to the use of loans under the provisions or requirements of Techcombank; or Customer fails to
perform or conduct improper performance upon the requirements, Techcombank's instructions regarding
the works in order to sign, implement, mainten this Contract, Assurance Contract, including the use of
Third Partys services appointed by Techcombank;
10.1.1. The Customer violates the law, the State's policies, or Customer violates any duties and
obligation in this contract; or
10.1.2. There is a decision of the competent State authorities about Techcombank to recover
debts before maturity; or arising out of events change, issuing new policies and legislation or the
decisions of the competent State relating to the loan, the lending rate, the calculation of interest or
any unforeseen special events /emergencyies such as terrorism, war, riots, strikes, strikes,
slowdowns, demonstrations, natural disasters, or other events affecting (i) business operations of
Techcombank, (ii) influence the right of the principal collection, interest, fees, penalties ,.
Techcombank or (iii) affect the collaterals, or (iv) affect the Customers implementation of this
Agreement as well as the ability to recover debts of Techcombank.
10.1.3. The Customer send a written request for issuing financial obligation guarantee for the Investor to
implement the guarantee obligation in the case the Customer makes a loan for buying house in the future
and the Client slowly hands over the apartment for the Customer as stipluated in the Sale Contract of
Unit C2 - dated June 27, 2015;
10.1.4. Sale Contract of Unit C2 - dated June 27, 2015is declared invalid by competent agencies and , is
canceled and terminated by the buying and selling parties.
2.2.1. Upon occurrence of one or more of the events specified in Article 10.1 above, the Bank is entiled
to, based on the actual situation, choose the appropriate time to decide to recover the debt before maturity
date.
2.2.2. When Techcombank decides to recover debts before maturity date,
All of the principal debt, interest, fees, expenses payable (whether due or undue) under this Agreement or
other credit granting contracts with Techcombank Customer become due debts (called Payables Before
Maturity). The Customer is obliged to pay immediately all previous paybles before maturity;
2.2.1. If more than 30 days after the Techcombanks decision to withdraw debts before maturity, the
Customer does not pay in full the debts to be paid before maturity, Techcombank is entitled to all amounts
owing to overdue debts and aplly overdue interest rates, penalty interest on amounts owed.
10.3 Debt treatment:
When the Customer has any loans turned into overdue debts at Techcombank under Articles 9 and 10
above, the Bank has the right to take all measures to recover the debt with the full cost of implementing
the debt settlement paid by the Customer. These measures include:
(i) Temporary lock/ lockade and deduct money from accounts under the provisions of Article 11.6 of this
Agreement.
(ii) Techcombank directly or through its agencies, organizations and individuals conducts the seizure,
handling the security property to recover the debt;
(iii) Other measures not unlawful in Vietnam at the time of application.
ARTICLE 11. COMMITMENTS AND GUARANTEEE
Customer hereby commits and ensures that:
11.1. The Customer is an organization established and operating legally under the provisions of
the law to enter into and perform this Agreement; The Customer has obtained and will maintain
all approvals or internal authorization relating to the signing and implementation of this
Agreement in line with the charter of the Customer;
11.2. The Customer has researched, well understood and fully accept the regulations and
agreements in this Agreement;
11.3. The collaterals are legal properties and disposals of the Customer or Security Party and
this party has full right to dispose of assets and such collaterals are currently not the subjects of
any warranty transactions or are the subjects of any asset transactions of the Customer or Security
Party (including, but not limited to the purchase, sale, exchange exchange, donation, lease, loan,
joint ventures or other transactions) and not under any disputes with any third party and not be
requested to be settled by any competent authorities;
11.4. The Customer warrants and accepts that all information related to the address, phone
number, email address, fax and other information of Customer mentioned at the beginning of this
Agreement is the information, the address that Customer has registered with Techcombank to get
information from Techcombank including but not limited to debt prompts, interest rate
announcements, etc. Techcombank notices are sent to Customer via all forms of communication
(including electronic information, such as text messages (SMS), electronic mail (email) v, v.
which are binding to the Customer;
11.3. Customers shall not be complained, lawsuited or be a defendant in economic cases, civil,
administrative or criminal affairs, and having no obligation to enforce the judgment and decisions of any
competent bodies, or not be restricted by any agreement with third parties that may potentially affect the
conclusion and implementation of the Customers obligations under this Contract;
11.4. Security assets are assets owned, legally disposed of the Customer or Security Party and this party
has full right to dispose of assets that guarantee and security assets that are currently not must be the
object of any transaction warranty or are the subject of any transaction on the assets of the Customer or
security Party (including, but not limited to the purchase, sale, exchange exchange, donation, lease, loan,
joint ventures or other transactions) and do not have any dispute with any third party and do not have any
competent authority requiring treatment asset Management to ensure that;
11.5. Customer warrants and accepts that all information related to the address, phone number, email
address, fax and other information of Customer mentioned at the beginning of this Agreement is the
information, the address customers registered with Techcombank to get full information from
Techcombank include and are not limited to just a prompt debt, interest rate announcement, etc.
Techcombank notices sent to Customer via all forms of information (including electronic information,
such as text messages (SMS), electronic mail (email) v, v. Have binding to the Customer;
11.6. Customer agrees with the automatical deduction of Techcombank for his/her account opened at
Techcombank or enables Techcombank to open the Customers account to deduct money transfer for
Techcombank to collect (i) the debts (principal, interest ) loans, fees, fines, payment amounts,
reimbursement, compensation for Techcombank under this Contract or (ii) any debt, other payment
obligations of the Customer for his/her the commitments in Techcombank or other documents signed
between Techcombank and Customer;
11.7. Customer agrees that Techcombank shall provide or publish the information related to the Customer
and this Contract to any third party or in any mass media that it deems to be necessary and Techcombank
shall not need any other written notice to Customer thereby;
11.8. Customer shall open a deposit account at Techcombank and use this account to use credits, make
transactions related to projects in which Techcombank has granted credits;
11.9. Customes is unconditionally committed, in all cases, will use all his/her income sources and all
assets owned and / or his/her legitimate rights to manage and use, cooperate with household members to
pay off the debt obligations to Techcombank under this Contract and other documents, agreements.
Customer is committed to voluntarily implement this commitment in any way, hand over his/her assets
above for Techcombank and assist Techcombank in identifying and dealing with such assets for debt
repayment.
ARTICLE 12. RIGHTS AND OBLIGATIONS OF TECHCOMBANK
Apart from the rights and obligations as specified in this Contract, Techcombank shall also have the
following rights and obligations:
12.1. To adjust abnormal interest rates or suspend, stop / cancel the use of Customers loan due
to the movements of interest rate and the operating mechanism of credit interest rates; In this
case, Techcombank will determine the new interest rate and notify Customer by means of sending
messages (sms) or electronic mail (email) or registered mail to the phone number, email address,
address of Customer as specified in this Contract. Any notification for interest rate adjustment
shall be binding and valid to the Parties.
12.2. To provide loans and loan disbursement to the Customer under this Contract if Customer
fully meets the Techcombanks conditions as specified in this Contract.
2. In Article 3.2.a: Entities shall fill out the time when the Customer is required to complete the dilivery
of the proposal for disbursement
3. In Article 3.3: with regard to the loan withdrawal schedule: Entities shall mark (X) in the checkbox.
Example: Customer wants to draw a loan under the time limit for withdrawal, entities shall mark (X) in
the checkbox. "Time limit for withdrawal is ..."
4. In Article 4.1: Original payment plan: Entities shall mark (x) in the checkbox and fill the missing
contents.
Example: Customer would like one-time debt repayment, entities shall mark (x) in the checkbox of " one-
time debt repayment ".
2. In Article 4.3: Method of repayment: Entities shall mark (X) in the checkbox and fill the missing
contents.
Example: Customer would like one-time debt repayment, entities shall mark (x) in the checkbox of
"cash".
3. In Article 5 of loan guaranteed, entities shall mark (x) in the checkbox (s). Example: Customer's loan
has been not only guaranteed by the assets of Customer but the assets of the third party, entities shall
mark (x) in two corresponding boxes.
4. In Article 5.2. Entities shall fill out the detailed information of security assets.
5. In Article 6 regarding other specific agreements, Entities shall fill out the information suitable to the
credit approval as specified by the competent authorities.
2. In Article 6.3: Entities shall fill out other agreements under the credit approval, including other
commitments of the Customer.
3. In Article 10.1 of Loan suspension, early debt collection and debt settlement:
- Nu Khch hng vay khng thuc trung hp c mc ch l vay t cc/k qu/mua nh hnh
thnh trong tung lai, th nu Khch hng yu cu, n v c th ch ng b ni dung ti iu
10.1.9 v 10.1.10.
Nu Khch hng vay thuc trung hp c mc ch l vay t cc/k qu/mua nh hnh thnh trong
tung lai th ti iu 10.1.9 v 10.1.10, n v in chi tit [s cn h nh lin k bit th nh dch v ti
Ta nh, d n, Ch u t] chnh l nh hnh thnh trong tung lai m Khch hng vay t cc/k
qu/mua theo Hp ng tn dng ny
- If Borrowers do not fall under the cases specified in loan / deposit / purchase of residential houses to be
formed in the future, and upon the customers request, Entities may actively remove contents in Article
10.1.9 and 10.1.10.
If Borrowers fall under the cases specified in loan / deposit / purchase of residential houses to be formed
in the future, formation of Article 10.1.9 and 10.1.10, then, Entities should fill out the details [book
special townhouse apartments mansion house in Building services, projects, investors] is to be formed in
the future that customers bond loan / deposit / purchase on credit contracts