Consumer Loan Agreement
CONSUMER LOAN AGREEMENT
(Turkish Code of Obligations, Articles 386 et seq.)
1. Parties
Lender (Lender):
Title/Name-Surname: [•] — TR/TIN Number: [•]
Address: [•] — E-mail: [•] — Tel: [•]
Borrower (Borrower):
Title/Name-Surname: [•] — TR/TIN Number: [•]
Address: [•] — E-mail: [•] — Tel: [•]
The parties will be referred to individually as "Party" and collectively as "Parties".
2. Legal Nature and Basis
2.1. This contract, in accordance with Articles 386 et seq. of the Turkish Code of Obligations , is a consumer loan contract in which the lender transfers ownership of the consumable item (money/commodity) to the borrower, and the borrower undertakes the obligation to repay it in the same type, quality, and quantity . 2.2. If the subject matter is money , the loan is repaid in the same type of currency at the nominal value; if it is a commodity , it is repaid in the same type, quality, and quantity (Turkish Code of Obligations, Article 386)
3. Subject of the Agreement
3.1. (Cash Lending Option) : The Lender agrees to transfer the amount of [•] [TL/USD/EUR] (hereinafter referred to as the “Loan Amount”) to the Borrower; the Borrower agrees to return this amount under the terms of this agreement. 3.2. (Commodity Lending Option) : Subject commodity: Type/Standard: [•], Quantity: [•] (kg/ton/unit), Quality Class/Specification: [•]. 3.3. Technical specifications and (if any) quality certificates relating to delivery are included in Annex-1
4. Delivery, Transfer and Risk
4.1. In cash loans, delivery is made [by bank transfer/cash] ; in commodity loans , delivery is made via warehouse/storage [•] [delivery method – INCOTERMS 2020 (e.g. EXW/FCA/DAP)]. 4.2 . Ownership passes to the Borrower upon delivery ; the risk of loss and damage also passes to the Borrower. 4.3. The delivery date and time are documented by the delivery receipt/account statement or consignment note
5. Term, Maturity and Repayment
5.1. Due Date: [•]. (Fixed term) 5.2. If a no-term loan is agreed upon, the Lender may request repayment by giving a reasonable notice period (e.g., [7] days ); the Borrower is obliged to return the loan at the end of this period (by analogy with Article 387 of the Turkish Code of Obligations). 5.3. If there is installment repayment , the payment schedule is in Appendix-2 . 5.4. Order of offsetting: First expenses , then interest , last principal (general principles of the Turkish Code of Obligations).
6. Interest, Fees and Costs
Please select the appropriate option from the following choices:
6.1. (Interest-Free Option)
The parties have agreed that the loan interest-free . The Borrower will only repay the principal.
6.2. (Interest-Bearing Option) (a) Annual Contract Interest: [•] % (simple) / [•] % ( non- compound ). (b) Interest starts accruing as of [transfer date/value date] and is calculated periodically [monthly/quarterly] . (c) In case of default, legal/commercial default interest will be applied in accordance with Law No. 3095 on Legal Interest and Default Interest ; if a higher default interest rate has been agreed upon: [•] % (provided it is not excessive). (d) If the transaction is of a commercial nature, the provisions of Article 8 et seq. of the Turkish Commercial Code are reserved.
6.3. (Currency/Index Clause – if applicable) The loan amount is in [USD/EUR] and will be repaid in the same currency. If payment in TL is requested, the [CBRT exchange rate for buying/effective buying) will be used on the [due/payment] date
7. Costs and Taxes
7.1. Bank charges and transfer fees are borne by [•] ; stamp duty and similar legal obligations are borne by [•] . 7.2. In the case of commodity loans, transportation/insurance/warehousing expenses are borne by [•] .
8. Borrower's Obligations
8.1. To pay the principal and (if any) interest/expenses on time . 8.2. In the case of commodity loans, to ensure that the returned goods are of the same type and quality ; to comply with the criteria in Annex-1 in case of quality discrepancies . 8.3. To make payments to the account/location specified in the contract and to keep the receipts.
9. Early Payment, Partial Payment and Redemption
9.1. The Borrower an early redemption ; in the interest-bearing scenario, accrued interest + expenses up to the early payment date will be paid; if an early redemption discount has been agreed upon, [•] will be applied.
9.2. In case of partial payments, Article 5.4applies.
10. Default, Acceleration and Penalty Clause
10.1. If payment is not made despite the due date, default will occur without any notice; default interest will accrue. 10.2. In the following cases, the entire remaining debt becomes due and payable : (i) Failure to pay [•] of the installments , (ii) seizure/bankruptcy/Swiss (receiver) or similar proceedings, (iii) loss of value/scope and incompleteness of collateral. 10.3. Penalty Clause (optional): In case of default , a penalty of [•] TL per day / [•]% of the total will also be applied (provided it is not excessive)
11. Guarantees (If any)
11.1. [Guarantee]: Name/Title [•], Turkish National Identity Number/Tax Identification Number [•]; type of guarantee [ordinary/joint]; maximum liability [•]; duration of guarantee [•]; (Turkish Code of Obligations, Article 581 et seq., form and spousal consent requirements must be complied with).
11.2. [Pledge/Mortgage]: Type [•], place of establishment [•], maximum amount [•]; degree [•].
11.3. [Letter of Guarantee]: Bank [•], amount [•], text Appendix-3.
12. Place of Performance, Value Date and Documents
12.1. The place of performance for monetary debts is [Bank where the Lender's account is located/Istanbul] ; the place of performance for commodity returns is [•] . 12.2. Value date and business day application is based on [bank practices/CBRT] . 12.3. Payment/return documents are substantiated with [receipt/delivery note/receipt]
13. Notification of Defects and Problems (Commodity Borrower)
13.1. If the returned goods do not meet quality standards, the Lender shall submit a written objection within a reasonable time; the dispute shall be determined by a report from an [accredited laboratory/independent inspection] ; the cost shall be borne by [•] . 13.2. If a defect is proven, the Borrower shall provide a replacement of the same quality or a refund .
14. Agreement on Notification, Service of Notice and Evidence
14.1. The above addresses of the parties are their notification addresses. Unless changes are notified in writing within [5] days , notifications made to the old address shall be deemed valid. 14.2. Notifications made via KEP/UETS/e-mail and verified by system records are considered to be in written form. 14.3. The parties accept commercial books and records, bank records, KEP/UETS records and electronically signed documents as conclusive evidence (Code of Civil Procedure, Article 193)
15. Personal Data Protection Law and Privacy
15.1. The parties shall comply with Law No. 6698 on the Protection of Personal Data and related legislation; data shall be processed solely for the purpose of performance of the contract and collection of receivables. 15.2. Confidential information shall not be disclosed to third parties, except for legal authorities. The Privacy Notice is in Appendix 4 .
16. Force Majeure
16.1. In the event of unforeseen circumstances such as natural disasters, war, general strikes, large-scale cyberattacks, and official restrictions, the parties' obligations are suspended; the effect and duration are notified in writing.
16.2. If the force majeure event [30] days,the parties negotiate; if no agreement is reached, the provisions for termination and settlement apply.
17. Applicable Law and Jurisdiction
17.1. Turkish Law (Turkish Code of Obligations, Articles 386 et seq.; Law No. 3095; and the Turkish Commercial Code, if necessary) shall apply to this agreement. 17.2. [Istanbul Central (Çağlayan) Courts and Enforcement Offices] shall have jurisdiction in disputes . 17.3. In disputes falling within the scope of mandatory mediation, applications shall be made to the [•] Mediation Office .
18. Validity, Integrity and Invalidity
18.1. Annexes are an integral part of the contract.
18.2. If any provision is invalid, it shall not affect the remainder of the contract; the provisions of the Turkish Code of Obligations shall apply by analogy.
18.3. Amendments may only in writing .
SIGNATURE
Lender's
Name/Title: [•] — Signature/Stamp — Date: //____
Borrower's
Name/Title: [•] — Signature/Stamp — Date: //____
Appendix 1: Technical/Financial Specifications
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(Money) Amount: [•] — Currency Type: [•] — Value: [•]
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(Commodity) Type/Standard: [•] — Quantity: [•] — Specification: [•]
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(Delivery) Location/Form: [•] — Date/Time: [•]
Appendix 2: Payment Plan (if any)
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Installment Number / Date / Principal / Interest / Total / Remaining Balance
Appendix 3: Guarantee Documents (if any)
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Guarantee Agreement — Pledge/Mortgage Agreement — Letter of Guarantee Text