Exhibit
      10.1.6

    


    _________,
      2008

    


    Indas
      Green Acquisition Corporation

    Level
      30-31, Six Battery Road

    Raffles
      Place

    Singapore
      049909

     

    Chardan
      Capital Markets, LLC

    17
      State
      Street, Suite 1600

    New
      York,
      New York 10004

    


    Re: Initial
      Public Offering

     

    Ladies
      and Gentlemen:

     

    This
      letter agreement is being delivered to you in accordance with the underwriting
      agreement entered into by and between Indas Green Acquisition Corporation (the
      “Company”)
      and
      Chardan Capital Markets, LLC (“Chardan”
or
      the
“Representative”),
      as
      representative of the several underwriters (the “Underwriters”)
      relating to an initial public offering (the “IPO”)
      of
      5,250,000 units (6,037,500
      if the
      over-allotment option is exercised in full) (the “Units”),
      each
      unit comprised of one ordinary share, par value $.0001 per share of the Company
      (the “Ordinary
      Share”)
      and
      one warrant exercisable for one Ordinary Share. The undersigned hereby agrees
      as
      follows (certain capitalized terms used herein are defined in paragraph 12
      hereof):

    


    1.
       If
      the
      Company solicits approval of its shareholders of an Extended Period or a
      Business Combination, the undersigned will: (i) vote all Insider Shares owned
      by
      the undersigned in accordance with the majority of the votes cast by the Public
      Shareholders who vote at the special or annual meeting called for the purpose
      of
      approving the Business Combination and (ii) vote any Ordinary Shares acquired
      in
      or following the IPO in favor of the Extended Period and the Business
      Combination.

    


    2. 
      Except
      with respect to any of the IPO Shares acquired by the undersigned in or
      following the IPO, the undersigned hereby irrevocably: (i) waives any and
      all right, title, interest, cause of action or claim of any kind (a
“Claim”)
      in or
      to all funds in the Trust Account and any remaining net assets of the Company
      upon liquidation of the Trust Account and dissolution of the Company;
      (ii) waives any Claim the undersigned may have in the future as a result
      of, or arising out of, any contracts or agreements with the Company, which
      Claim
      would reduce, encumber or otherwise adversely affect the amounts held in the
      Trust Account; and (iii) agrees that the undersigned will not seek recourse
      (legal, equitable or otherwise) against the Trust Account for any reason
      whatsoever. The undersigned hereby agrees that it shall promptly reimburse
      the
      Trust Account for any distribution of amounts in the Trust Account received
      by
      the undersigned in respect of its Insider Shares. For clarity, the undersigned
      may receive distributions from the Trust Account in respect of the Ordinary
      Shares acquired by the undersigned in or following the IPO. The undersigned
      waives the undersigned’s right to exercise redemption rights with respect to any
      Ordinary Shares owned or to be owned by the undersigned, directly or indirectly,
      and agrees that the undersigned will not seek redemption with respect to such
      shares in connection with any vote to approve a Business Combination or the
      Extended Period.

     

    3. Until
      the
      earlier to occur of the Initial Business Combination or the liquidation of
      the
      Trust Account, the undersigned shall indemnify and hold harmless the Company
      against any and all loss, liability, claims, damages and expenses whatsoever
      (including, but not limited to, any and all legal or other expenses reasonably
      incurred in investigating, preparing or defending against any litigation,
      whether pending or threatened, or any claim whatsoever) and judgments, to which
      the Company may become subject but only to the extent necessary to ensure that
      such loss, liability, claim damage or judgment (a) does not reduce the amount
      in
      the Trust Account below $8.00 per share (or $7.97 per share if the
      over-allotment option is exercised in full) or (b) the claims are made by (i)
      a
      vendor for services rendered or products sold to the Company, (ii) by a third
      party, including any lender, with which the Company entered into a contractual
      relationship following consummation of the IPO or (iii) by a prospective target
      business; provided
      that
      such indemnity shall not apply to (x) any claimed amounts owed to any creditor,
      vendor, third party, or prospective target business that executed a waiver
      of
      any right, title, interest or claim of any kind in or to the Trust Account.
      In
      the event that the Company does not consummate a Business Combination and must
      distribute to its Public Shareholders the amount in the Trust Account (including
      any accrued interest) plus any remaining net assets, and if such funds are
      insufficient to complete such liquidation to the extent necessary to maintain
      $8.00 per share (or $7.97 if the over-allotment option is exercised in full)
      in
      the Trust Account, the undersigned agrees to advance such funds to complete
      such
      liquidation and agrees not to seek repayment for such expenses.

     

    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    4. The
      undersigned acknowledges and agrees that the Company will not consummate any
      Business Combination involving a company affiliated with any of the Insiders
      unless (a) such Business Combination is approved by a majority of the
      independent directors of the Company and (b) the Company obtains an opinion
      from
      an independent third party appraiser, which may or may not be an investment
      banking firm that is a member of the Financial Industry Regulatory Authority,
      Inc., reasonably acceptable to the Representative that the purchase price to
      be
      paid by the Company in the Business Combination is fair to the Company’s
      shareholders from a financial perspective.

     

    5. Neither
      the undersigned nor any Affiliate of the undersigned will be entitled to receive
      and will not accept any compensation for services rendered to the Company prior
      to the consummation of the Business Combination; provided that (i) the
      undersigned shall be entitled to reimbursement from the Company for its
      out-of-pocket expenses incurred in connection with seeking and consummating
      a
      Business Combination and (ii) repayment of an aggregate of [$_______]
      bearing
      interest at a rate of 7% per annum made
      by
      the undersigned pursuant to that Promissory Note, dated, January 30, 2008,
      between the Company and the undersigned.

     

    6. The
      undersigned agrees that neither the undersigned nor any Affiliate of the
      undersigned will be entitled to receive or accept, and the undersigned and
      its
      Affiliates, on behalf of the undersigned and the aforementioned parties, hereby
      waives any rights to, a finder’s fee or any other compensation payable by the
      Company in the event the undersigned or any Affiliate of the undersigned
      originates a Business Combination or otherwise renders services on behalf of
      the
      Company prior to or in connection with a Business Combination.

     

    7. The
      undersigned will escrow its Insider Shares for the period commencing on the
      effective date of the registration statement relating to the IPO (the
“Effective
      Date”),
      and
      ending on the earlier to occur of either: (i) two years after the effective
      date
      of the Prospectus (but in no event prior to the consummation of a Business
      Combination) or (ii) one year following consummation of a Business Combination,
      unless the Company consummates a subsequent liquidation, merger, stock exchange
      or other similar transaction which results in all of the
      shareholders
      of the
      combined entity having the right to exchange their ordinary shares for cash,
      securities or other property, subject in all respects to the terms of a
      Securities Escrow Agreement which the Company will enter into with the
      undersigned and the Continental Stock Transfer and Trust Company.
      

     

    8. The
      undersigned will escrow its Insider Warrants for the period commencing on the
      Effective Date and ending on the one (1) day following consummation of a
      Business Combination subject to the terms of a Securities Escrow Agreement
      which
      the Company will enter into with the undersigned and an escrow agent acceptable
      to the Company.

     

    
      
         

      

      
        2

        
          

        

      

      
         

      

    

     

    9. The
      undersigned further represents and warrants to the Company and the Underwriters
      that:

     

    (a) The
      Subscription Agreement dated January 25, 2008 by and between the undersigned
      and
      the Company has been duly authorized, executed and delivered by the undersigned,
      is a valid and binding agreement of the undersigned, enforceable against the
      undersigned in accordance with its terms except as the enforceability thereof
      may be limited by bankruptcy, insolvency, or similar laws affecting creditors’
rights generally from time to time in effect and by equitable principles of
      general applicability;

    


    (b) The
      Amended and Restated Warrant Subscription Agreement dated June ___, 2008 by
      and
      between the undersigned and the Company has been duly authorized, executed
      and
      delivered by the undersigned, is a valid and binding agreement of the
      undersigned, enforceable against the undersigned in accordance with its terms
      except as the enforceability thereof may be limited by bankruptcy, insolvency,
      or similar laws affecting creditors’ rights generally from time to time in
      effect and by equitable principles of general applicability;

    


    (c) Upon
      execution thereof, the Registration Rights Agreement referred to in the
      Prospectus will be duly authorized, executed and delivered by the undersigned
      and will constitute a valid and binding agreement of the undersigned,
      enforceable against it in accordance with its terms except as enforceability
      thereof may be limited by bankruptcy, insolvency, or similar laws affecting
      creditors’ rights generally from time to time in effect and by equitable
      principles of general applicability;

    


    (d)  The
      undersigned has full right and power, without violating any agreement by which
      the undersigned is bound (including, without limitation, any non-competition
      or
      non-solicitation agreement), to enter into this letter agreement. This letter
      agreement has been duly authorized, executed and delivered by the undersigned
      and is a valid and binding agreement of the undersigned, enforceable against
      it
      in accordance with its terms except as enforceability thereof may be limited
      by
      bankruptcy, insolvency, or similar laws affecting creditors’ rights generally
      from time to time in effect and by equitable principles of general
      applicability; and

    


    10. The
      undersigned authorizes any employer, financial institution, or consumer credit
      reporting agency to release to the Underwriters and their legal representatives
      or agents (including any investigative search firm retained by the Underwriters)
      any information they may have about the undersigned’s background and finances
      (the “Information”). 
      Neither the Underwriters nor their agents shall be violating the undersigned’s
      right of privacy in any manner in requesting and obtaining the Information
      and
      the undersigned hereby releases them from liability for any damage whatsoever
      in
      that connection.

     

    11. To
      the
      extent the Representative does not exercise the over-allotment option to
      purchase up to an additional 787,500 units of the Company, the undersigned
      agrees it shall return to the Company for cancellation, at no cost to the
      undersigned, a number of Insider Shares held by the undersigned determined
      by
      multiplying 196,875 by a fraction, (i) the numerator of which is 787,500 minus
      the number of Ordinary Shares included as part of the Units purchased by the
      Representative upon exercise of its over-allotment option and (ii) the
      denominator of which is 787,500. The forfeited amount shall be in an amount
      sufficient to cause the Existing Shareholders in the aggregate to maintain
      control over no more than 20% of the Ordinary Shares then-outstanding after
      giving effect to the IPO and the exercise, if any, of the over-allotment
      option.

     

    
      
         

      

      
        3

        
          

        

      

      
         

      

    

     

    12. As
      used
      herein: (i) “Affiliate”
shall
      mean any member of the family of the undersigned or any entity or person that
      directly or indirectly controls, is controlled by or is under common control
      with, the undersigned; (ii) “Business
      Combination”
shall
      mean an acquisition, by merger, capital stock exchange, asset acquisition,
      stock
      purchase, reorganization or other similar business combination of one or more
      operating businesses as described in the registration statement relating to
      the
      IPO; (iii) “Extended
      Period”
shall
      mean the extension of the Company’s corporate existence from 24 to 36 months
      pursuant to the Company’s Amended and Restated Memorandum and Articles of
      Association; (iv) “Existing
      Shareholders”
shall
      mean the shareholders of the Company prior to the IPO, which includes Mission
      Biofuels Limited; (iv) “Insiders”
shall
      mean all of the Company’s officers and directors, Mission Biofuels Limited and
      Value Insights LLP and their Affiliates; (v) “Insider
      Shares”
shall
      mean all of the Ordinary Shares owned by the Insiders prior to the IPO; (vi)
      “Insider
      Warrants” shall
      mean the 1,970,000 warrants issued by the Company in the Private Placement;
      (vii) “IPO
      Shares”
shall
      mean the Ordinary Shares issued in the Company’s IPO; (viii) “Private
      Placement”
shall
      mean the private placement of 1,970,000 warrants
      of the Company prior to the IPO; (ix) “Prospectus”
shall
      mean the prospectus contained in the registration statement relating to the
      IPO;
      (ix) “Public
      Shareholders”
shall
      mean the holders of the securities issued by the Company in the IPO; and (x)
      “Trust
      Account”
means
      the trust account in which the proceeds to the Company of the IPO will be
      deposited and held for the benefit of the holders of the IPO shares, as
      described in greater detail in the Prospectus.  

     

    13. This
      letter agreement shall be governed by and interpreted and construed in
      accordance with the laws of the State of New York applicable to contracts formed
      and to be performed entirely within the State of New York, without regard to
      the
      conflicts of law provisions thereof to the extent such principles and rules
      would require or permit the application of the laws of another jurisdiction.
      The
      undersigned hereby agrees that any action, proceeding or claim against the
      undersigned arising out of or relating in any way to this Agreement shall be
      brought and enforced in the courts of the State of New York or the United States
      District Court for the Southern District of New York, and irrevocably submits
      to
      such jurisdiction, which jurisdiction shall be exclusive. The undersigned hereby
      waives any objection to such exclusive jurisdiction and that such courts
      represent an inconvenience forum.

     

    14. No
      term
      or provision of this letter agreement may be amended, changed, waived, altered
      or modified except by written instrument executed and delivered by the
      undersigned, the Company and the Representative. This letter agreement shall
      be
      binding on the undersigned and such person’s successors, heirs, personal
      representatives and assigns. 

     

    15. The
      undersigned acknowledges and understands that the Company and the Underwriters
      will rely upon the agreements, representations and warranties set forth herein
      in proceeding with the IPO. Nothing contained herein shall be deemed to render
      the Underwriters representatives of, or fiduciaries with respect to, the
      Company, its shareholders or any creditor or vendor of the Company with respect
      to the subject matter thereof.

     

    
      	 	
              MISSION
                BIOFUELS LIMITED

            
	 	 
	 	
              By:

            	            
              
	 	 	
              Name:
                Arvind Bansal

            
	 	 	
              Title:
                Executive Director

            


    

     

    
      
         

      

      
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