mmyt-ex429_359.htm



Exhibit 4.29



lnduslnd Bank Sancti on No: IBUCAD Nott~\~2017-1810989 Date: 16.06.2017 MakeMyTrlp Indi a Pri vate Limi ted UG-7, (Front Side), TDI Mall. Raj oun Garden New Delhi -110027, lnd1a Dear Sir/Madam, Re: Renewal cum Enhancement of Cred it Limits. Wi th reference to your request for the credit facilities, we are pleased to sanction the facilities as under subject to the terms and condi tions as men tioned in the Annexures. The facihbes are in contlnuabon/ mod1fication of our earlier sanction letter No. IBU CBG/ 2016-11/767 dated 18th June 2016 The facilities (unless expressly stated otherwise) are repayable/ determinable on demand. and are presently being made available for a period of one Year from the date of sanction i e 16"' June 2017. , however subJect to a rev1ew by the Bank at any time. The Bank may, at 1ts sole discretion choose to continue/ renew the fac1lities for a period beyond th e period aforesa1d. Facility Limits Sancti oned (Rs. in crores) Existing Revised Overdraft Limits-! 15 15 Bank Guarantees: ( For operational requirements) sub lim i t of OD hmits1 {10) (10) Overdraft against credit card receivables of American express cred it cards -2 20 20 Bank Gua rantees-! (For lATA) 125 165 Bank Guarantees-2 (For other airlines) (proposed ~< <ub-limlt of l ATA BG-1} 15 (15) SBLC limit (sub-limit of Bank guarantee-2 } ( 2.5} ( 2. 5) Forex ( Forwards/ Optoons/ Denvatoves) Notional : Rs62.5crores 5 (5} MTM: Nil (for hedging I BL's own exposure) Total exposure 180 200 Cash backed facilities ( in addition to the above exposure) Overdraft agains t FD 30 30 Bank Guarantees aga1nst FO 0 30 Total cash backed 30 60 ') ;;~~'V.J)~\ ~• ,,., (\•). g-~•.~ (;ul9ari ~•";, li/, ~~~ -0 Pl>a,. II,Gurgoon -122 002,1nd;a. Te l. (0124) 4749SOO Fax: (0124) 4749597 ~ AeglnefHOffke: 2401 Gen.Thlmn'WI)'Y~Road. Punt 411 001,1nd~ <yTel. (020126343201 Fox:I02012634l24 1 vn.tU>•twwwJndvsindcom \ '""=" CIN l65191PNI994PLC076333 ' 





This sanction communication IS being sent to you in duplicate. You are requested to return to us the duplicate copy along With the Annexure/s duly s1gned by the authorized s1gnatory of the Company as a token of your having accepted the terms & conditions within 30 days o f the letter, failing which it will be presumed that you are not interested In availing con tinuation of these facilities and the Bank may, in Its d1scret1on. wi thdraw them wi thout any further notiCe to you The faclillies will be made available on execution of requisite security documents, submission of required undertakings and creation of requ1s1te charges over your assets and guarantors' assets. If appliCable . Please note that the terms and conditions of the sanctiOil are valid for a periOd of 90 days from the date of the sanct1on letter and the Bank reserves the nght to rev1se the rate of 1nterest and any other terms and conditions of the sanction in case documentatiOn and disbursement Is not completed within the validity period, or, at Its discretion, treat the sanction as withdrawn. Assuring you the best of our attentions, Yours fallhfully For lnduslnd Bank Limited ¥ d Bank Limited , . Relationship Manager -Commercial Banking Zonal Head -Commercial Banking Accepted the above terms and conditions. We hereby confllfTl execut1011 of the facility and security documents executed in favour of Bank and confirm that the secuntJes created there under will continue for the above renewed faclht!Os Borrower: Accepted the aforesaid Terms and Conditions Guarantors-For Make My Trip Ltd Authorised Signatory 





Annexure I Terms and Condi t ions Make My Tri o (India ) Pvt. ltd TYPe of Facility Overdraft facility Limit RslScrores Purpose To meet working capilal requirements. Rate of Interest 9.10% p.a., Linked to 1 year MCLR Bank has the right to substitute/change MCLR with any alternate rate or change the spread over MCLR or over such rate as per policy of the bank or as may be requested by RBI/statutory directives. Period of Sanction Repayable on demand, subject to review at annual 1ntervals or as may be dec1ded by the Bank from t1me to t1me. Margi n ,Nil Exclusive charge over all the assets of the company excluding vehicles wh1ch Primary Security are purchased or will be purchased by the Company under hypothecation to the financing Bank(s). Guarantees Corporate Guarantee of MakeMy Trip limited. Documentation As per Bank's Internal policies/ guidelines. Other terms L One way interchangeability to the extent of RslScrores permitted Into lATA BG facility. Bank Guarantee (sub-limit of OD limit of Rs15crores)' Type of Facility Nature (inane~als/ Performance Guarantees Limit RslOcrores Purpose , For genu~ne business requirements. Period of Sanction 12months Cuh Margin Nil 1Commission 0.15% p. a. plus applicable taxes 18 Months Including claim period (in case of guarantees exceeding 18 months, Tenor (including bank has the nght to call for such guarantees to be covered by full cash claim period) margin from lg"' month onwards.) Exclusive charge over all the assets of the company excluding vehicles which Primary Security are purchased or will be purchased by the Company under hypothecation to the financing Bank(s). Guarantees Corporate Guarantee of MakeMy Trip limited. Special Covenants For Bank Guarantee: (The deletions/strikethroughs below are those approved at the time of last renewal}.• A separate Counter Guarantee of the company is to be submitted prior to Issue of each Bank Guarantee, unless an omnibus counter guarantee has been submitted. The Bank w111 not normally issue any guarantee that: 





o Does not contain a clause limiting the liabll1ty and the period for honoring claims, In a form approved by the Bank o Contams any onerous clause or places a undue liability, or Is reQuired In a format not acceptable to the Bank o Requires the Bank to automatically renew 1 extend the guarl!r\tee a Relates to performance of an obltgatton not related to borrower's normal business o Purports to guarantee direct/indirect borrowmgs. This does not apply to 'Advanco Payment Guarantees • in connection with contract execution. o The Bank has not rece1ved, to i ts sattsfactlon, documentary evidence of the underlying obligation and of the Borrowers ability to fulfill the same. Payment will be made on an onvoked Bank Guarantee, immediately on receipt of a valid claim, , under intimation to you, by debit to your operative cash crediV current account, for which you are obliged to make good the funds, forthwith. The company and the guarantor shall undertake to provide full margin If the Bank does not want to renew the guarantee. In case of BGs Issued for more than 18 months validity, the Bank has right to demand 100% cash margin In depostt, after the expiry of 18 months. The Bank, may at 1ts discretton permit issue of guarantees on behalf of your Wholly owned SF'IIs/ JV entitles where you hold substantial mterest : o A Board Resolution stating, •the Borrowers are responsible for any nsk and liab1hty arising out or the BGs Issued on behalf of the SPV/ JVs/ consortia and the securities offered by the company can be appropriated towards such liabilities. o A request letter from the company authorizing the Bank to issue the BG on behalf of consort1um, from out of the ltmit sanct1oned to the borrower. o BGs on behalf of consortium/JVs w1ll be iSSued only after approval of such consort1um arrangements (names, capabilities, liabilities, etc of foreign and Indian partners) o A counter guarantee authonzed by a Board resolut1on from the subsidiary/ JV entity, if required . The borrower should submit a quarterly certificate from a practicing CA I statutory auditor that all payments I settlements to lATA were done prompt.ly, supported by details of Instrument and proof of payment to lATA (Bank statement), listing out delays, beyond 3 days if any. Also no cert•ficate Is reqUired ifpayment has been made through Jnduslnd Bank Account. The company/ Borrower should undertake to Inform the Bank Immediately, by means of a spec1al letter, In case of any adverse event as regards performance of the underlymg obligation such as claims, counterclaims, dispute, cost and time overruns Court 1 Arbitration proceedings llnd lhe like. Type of FKIIity Overdraft against credit c.rd receivables of American Express credi t ard. Limi t Rs20crores. Purpose To meet working capital requirements. Rat e o f Interest Period of Sanction 9.10% p.a., unked to 1 year MCLR Bank has the right to substttute/change MCLR with any alternate rate or change the spread over MCLR or over such rate as per policy of the bank or as may be requested by RBI/statutory directives. Repayable on demand, subject to review at annual intervals or as may be deoded by the Bank. 





Margin Nil Primary Security -Exclusive charge over all the assets of the company excluding vehicles which are purchased or will be purchased by the Company under hypothecation to the financ1ng Bank(s) -Direct payment routing confirmation of entire receivables from American Express Credit card with IBL. Guarantees Corporate Guarantee of MakeMy Trip Limited. Documentation As per Bank's internal policies/ guidelines. Other terms One way interchangeability to the extent of Rs20crores permitted Into lATA BG facility. Bank Guarantee -1 for lATA Nature Type of Facility Financlals/ Performance Guarantees Limit Rs165crores. Purpose To be submitted to lATA for guarantying the payment obligations. Period of Sanction 12 months Cash Margin Nil Commission 0.15% p. a. plus applicable taxes 18 Months including claim period (In case of guarantees exceeding 18 months Tenor (including Bank has the right to call for such guarantees to be covered by full cash claim period) margin from 19'" month onwards) Exclusive charge over all the assets of the company excluding vehicles which Primary Security are purchased or will be purchased by the Company under hypothecation to the financing Bank(s). Guarantees Corporate Guarantee of MakeMy Trip Limited. -IBL charge considering t he enhanced amount to be filed upfront. Other Terms -One way interchangeability from OD facillty-1 and 2 of Rs15crores and Rs20crores is permitted into this facility. Special Covenants For Bank Guarantee: (The deletions/strikethroughs below are those approved at t he time of last renewal) . A separate Counter Guarantee of the company Is to be subm1tted prior to issue of each Bank Guarantee, unless an omnibus counter guarantee has been submitted. The Bank will not normally i ssue any guarantee that: o Does not contain a clause limiting the liab11ity and t he period for honoring claims, in a form approved by the Bank o Contains any onerous clause or places a undue liability, or is required in a format not acceptable t o the Bank. o Requires the Bank to automatically renew I extend the guarantee o Relates to performance of an obli gation not related to borrower's normal business o Purports to guarantee direct/indirect borrowings. This does not apply to 'Advance Payment Guarantees ' in connection with contract execution. o The Bank has not rece•ved, to its satisfaction, documentary evidence of the underlying obligation and of the Borrowers ability to fulfill the same. Payment will be made on an invoked Bank Guarantee, immedi ately on receipt of a valid claim, , under intimation t o you, by debit to your operative cash credit/ current account, for which you are obliged to make good the funds, forthwith. 





The company and the guarantor shall undertake to provide run margin of the Bank does not want to renew the guarantee .In case or BGs Issued for more than 18 months validoty, the Bank has nght to demand 100% cash margin on deposot , after the expory or 18 months. The Bank, may at Its discretion permi t l"ue of guarantees on behalf or your Wholly owned SPVsl JV entitles where you hold substantial Interest : o A Board Resolution stating, "the Borrowers are responsible for any risk and liability arisong out of the 8Gs issued on behalf of the SPV/ JVsl consortoa and the secuntoes offered by the company can be appropnated towards such llaboliues. o A request letter from the company authorizing the Bank to Issue the 8G on behalf of consortoum, from out of the lomot sanctooned to the bonrower. o 8Gs on behalf of consortiumiJVs will be issued only after approval of such consortoum arrangements (names, capabolotles, llabolitles, etc of foreign and Indian partners) o A counter guarantee authorized by a Board resolution from the subsidiary/ JV entity, if required. The borrower should submit a quarterly certificate from a practicing CA I statutory auditor that all payments I settlements to lATA were done promptly, supported by detaols of instrument and proof of payment to lATA (Bank statement), listing out delays, beyond 3 days of any. Also no certificate Is requored of payment has been made through lnduslnd Bank Account. The company/ Bonrower should undertake to onforrn the Bank ommedoately, by means of a special letter, In case of any adverse event as re<Jards performance of the under1yong obligation such as claims, counterclaims, dospute, cost and time overruns Court I Arbotratoon proceedings and the loke. Type of Facility Bank Guarantee-2 (as a sub-limit of lATA BG facility) Nature Flnanclalsl Performance Guarantees. Limi t RslScrores. (As a sub-lomit of the lATA 8G Faciloty) Purpose ,8G to be opened for all regular busoness purpose on INR 1 foreogn currency. Period of Sanction 12months. Cash Margin NoI. Commission 0.15% p . a. plus applicable taxes 18 Months including claim period (In case of guarantees exceeding 18 months Tenor (including Bank has the right to call for such guarantees to be covered by full cash marginclaim period) from 19th month onwards) c:'Exclusove charge over all the assets of the company excludong vehocles which r rimary Security are purchased or will be purchased by the Company under hypothecation to the financing Bank(s) . Gua rantees Corporate Guarantee of MakeMy Trop Um1ted. Special Covenants For Bank Guarantee: {The deletlons/strikethroughs below are those approved at t he time of last renewal). A separate Counter Guarantee of the company Is to be submitted prior to issue of each Bank Guarantee, unless an omnobus counter guarantee has been submotted. The Bank will not normally Issue any guarantee that: o Does not contain a clause ltmotong the liability and the pertod for honoring daorns, on a form approved by the Bank o Contains any onerous clause or places a undue liabohty, or Is required In a format not acceptable to the Bank. o Requires the Bank to automatically renew I extend the guarantee 





o Relates to performance or an obligation not related to borrower's normal bus1ness o Purports to guarantee dlrCct/lncllrect borrowings. Thts docs not 11pply to 'Advance Payment Guarantees' In connect1on w1th contract execution. o The Blink has not rece1ved, to its satisfaction, document~ry evidence of the underlying obligation and of the Borrowers ability to fulfill the same. Payment will be made on an Invoked Bank Guarantee, 1mmed1ately on receipt of a valid claim, , under Intimation to you, by deb1t to your operative cash credit/ current account, for wh1ch you are obliged to make good the funds, forthwith. The company and the guarantor shall undertake to provide full margin if the Bank does not want to renew the guarantee. In case of BGs Issued for more than 18 months validity, the Bank has right to demand 100% cash margin In deposit, after the expiry of 18 months. The Bank, may at 1ts discretion perm1t 1ssue of guarantees on behalf of your Wholly owned SF'Vs/ JV ent1t1es where you hold substantial Interest : o A Board Resolution stating, "the Borrowers are responsible for any risk and liability arising out of the BGs Issued on behalf of the SPV/ JVs/ consortia and the securities offered by the company can be approproated towards such liabilities. o A request letter from the company authorizing the Bank to issue the BG on behalf of consortium, from out of the lim1t sancttoned to the borrower o BGs on behalf of consorttum/JVs w111 be 1ssued only after approval of such consortium arrangements (names, capabilities, liabilities, etc of foreign and indian partners) o A counter guarantee authorozed by a Board resolution from the subsidiary/ JV entity, If required. The borrower should subm1t a quarterly certificate from a practiCing CA I statutory aud1tor that all payments 1 settlements to lATA were done promptly, supported by deta1ls of Instrument and proof of payment to lATA (Bank statement), listing out delays, beyond 3 days 1f any. Also no cert1ficate Is required if payment has been made through lnduslnd Bank Account. The company/ Borrower should undertake to lnforrn the Bank Immediately, by means of a special letter, In case of any adverse event as regards performance of the underlying obligation such as claims, counterclaims, d1spute, cost and t1me overruns Court I Arbitration proceedmgs and the like. Type of Facility Stand by Letter or Credit (58LC) (AS a sub-limi t of 8G-2 of Rs15crores which Is a sub-limit of lATA BG facility of Rs165crores) Amount Rs2.50crores (As a sub-limit of BG-2 of RslScrores wh1ch is a sub•hm1t of lATA BG faCility of Rsl6Scrores). Tenor Upto 12months -To Issue SBLC favoring overseas correspondent bank requesting them to issuePurpose credit facility against IBL's SBLC/regular business purposes of the company. Period of Same as the BG tac11lty.Sanctio n ~hMar g in N1l Security Same as the BG fac1lity. To be communicated on a case by case basis at the time of Issuance of SBLC Commission depending on correspondent bank arrangement. I Rate shall be approved by Head CCB. I 





As per Bank's Documentation Manual/ Instructions and In consultation with LegalDocumentation Department -SBLC will be issued only after submission and examination and appraisal of documentary evidence of the underlying obligation. -A certificate from the company that their overseas subsidiary is not in default to any bank/ Fl. -Shareholding of company directly or through investment companies to remain more than 51% In the overseas subsidiary . -The Bank will not normally issue any SBLC that: o Does not contain a clause limiting the liability and the period for honoring claims, In a form approved by the Bank. o Contains any onerous clause or places an undue liability, or Is required in a format not acceptable to the Bank. o Relates to performance of an obligation not related to borrower's normal business. o Purports to guarantee direct/indtrect borrowings. This does not apply to 'Advance Payment Guarantees' In connection with contract execution. o The Bank has not received, to its satisfaction, documentary evidence of the underlying obligation and of the Borrowers ability to fulfill the same. o Requires the Bank to automatically renew I extend the guarantee. o Payment will be made on an Invoked SBLC, immediately on receipt of a valid claim, without reference to Co, by debit to Company's operative OD/ current account, for which company Is obliged to make good the funds, forthwith. Any other Covenants o If the Bank does not want to renew the SBLC, the Bank will give 30 days notice to Company to close the obligation. o The company/ Borrower should undertake to inform the Bank immediately, by means of a special letter, In case of any adverse event as regards performance of the underlymg obligation such as claims, counterclaims, dispute, Court I Arbitration proceedings. o All RBI/Bank's guidelines to be compiled w1th. Covenants for SBLC to be issued on behalf of subsidiaries: -A request letter to be obtained from the company authorizing the Bank to issue the SBLC on behalf of subsidiary from out of the limit sanctioned to the company. -Counter Indemnity guarantee from the company containing the clause that "Company is responsible for any risk and liability arising out of the BGs/SBLC 1ssued on behalf of the subsidiary•. -General Board Resolution authorizing Company to allocate 1ts SBLC limits for use by its subsidiaries. • This would be subject to FEMA guidelines prevailing at the time of processing the transaction. Type of Facility Limit Short Forward Cover/ Options /Derivatives The Bank will enter into such contract, purely on a discretionary basis, for each deal based on an internal exposure computation. The manner and mode of arriving at this is solely as per the Bank's internal guidelines. Hence, the notional value of the underlying exposures for which the Bank would be willing to book forward/ option contracts has not been specified. For the purpose of a guidance value, this notional principal amount may be 





taken as Rs62crores. However, the bank may not accept bookings, even If the amount of outstanding contracts IS below this value, depending on nature of outstanding & proposed contracts and market condtbons. HTM Threshold/ PFE: 8% of Rs62croressRs5crores. max permitted net payable on mark-to-MTM• Ntl as llmtts proposed to hedge own expo~ure of cash credit faCility. market computation For hedging IBL's own exposure. Purpose Period of Sanction Co-terminus with lATA BG facility. Commission As approved by Head CCBG. Cash/ Deposi t Nil margin Maximum tenor of In lone with that applicable for the lATA BG facility.cover Unless specifically stated, the facility is available only for Standard forward contracts and sale of put/ call currency opt1ons by Bank, with premium payable '•on cash up.front. Cost reductton opt1on structures may be permttted on a' Nature of Cover leverage not exceedtng 1: 1, and the Borrower should submtt evtdence of adeQuate un•hedged underlytng exposures to cover the nght leg In such structures, subject to compliance wtth RBI regulattons. Special Covenants for Forward Contract Limits: ~ A letter of request will be submitted by the borrower for booking forward contract with the authority to debit Its account with the cancellation charges, if any. ~ Forward cover contracts shall be duly stamped, as per State Stamp Acts and signed by authonzed Signatories. ~ The borrower should fumtsh a certificate to the effect that the exposures covered by the contract have not been covered wtth any other bank. ~ The exchange difference payable I recoverable on account of cancellation of the contracts, if any, will be credited I debited to that borrower's account only and the amount credited/debited shall have the same value-date as mentioned In the Bank's Forex Back-Office advice. If any Irregularity arises in the account of the borrower because of this, the borrower shall immediately ad)ust the same. ~ Booking I cancellation of Contracts wtll be permitted strictly as per RBI regulations. Special Covenants For Forwnd Contract Limits -A letter of request will be submitted by the borrower for booking forward con tract with the authority to debit its account with the cancellation charges, if any. -Forward cover contracts shall be duly stamped, as per State Stamp Acts and stgned by authorized signatories. -The borrower should furnish a certificate to the effect that the exposures covered by the contract have not been covered w1th any other bank. -The exchange dtfference payable I recoverable on account of cancellation of the contracts, If any, will be credited I debited to that borrower's account only and the amount credited/debited shall have the same value -date as mentioned In the Bank's Forex Back-Office advice. If any Irregularity arises In the account of the borrower because of this, the borrower shall Immediately adjust the same. -Booking I cancellation of Contracts will be permitted strictly as per RBI regulations. -The Bank may, for all merchant forward contracts I denvatives structures, compute on daily basis as the replacement cost of outstanding forward contracts /denvatwes. In case such recomputed exposure less the cash margm depostted with us, exceeds Rs Nil. t.e., the MTM Threshold specified above, the Bank may In tts sole discretion require you to bring addttlonal 





depos.t marom tmmedtately so liS to metntein the expo~Within the 'l!lnctloned exposure . In ~se thos ts not done, the B<lnk shall have the right to initiate all such ~teps ot considers appropnate, indudmg e<~ncl!'hng one or more or all of the outstanding forward contracts/derivative contracts, wothout further reference to you . You shall be liable to make good the losses suffered by the Bank consequently. In case a margm call is outstanding, Bank, may at its discretion, suspend boOking or further contracts. Type of Facility Overdraft against Fi xed deposits. Lim i t Rs30crores. -Purpose-To meet working capital requirements. -Rate of Interest 9.10% p.a., Linked to 1 year MCLR I Bank has the nght to substitute/change MCLR wtth any alternate rate or change the spreoad over MCLR or over such rate as per pohcy of the bank or as may be requested by RBI/statutory directives. r--:er 0 a n tonp i od f s ct epaya eR bl on demand, b ct to revtew su Je at annua tnterva s or as may be decided by the B<lnk. Margin Nil -Pri mary Security Fixed Deposits to the extent of 100% of the transaction amount duly lien marked in favour of Induslnd Documentation As per Bank's Internal policies/ guidelines. Type of Facility Bank Guarantee ~ Nature Financialsl Performance Guarantees. Limi t Rs30crores BG to be opened for all regular business purpose in INR I foreignPurpose tcurnency. I Peri od of Sanction 12months. Cash Margin 100% Commission 0.15% p. a. plus appltcable taxes Tenor (Includi ng claim 24 months Including claim period period) Fi xed Deposits to the extent of 100% of the transaction amount duly lien Primary Security marked In favour of tndustnd. Guarantees Nil Special Covenants For Ban k Guarantee: A separate Counter Guarantee of the company is to be submttted pnor to 1ssue of each Bank Guarantee, unless an omnibus counter guarantee has been subm1tted. The Bank will not normally Issue any guarantee that: o Does not contatn a clause limiting the liabthty and the penod for hononng clatms, in a form approved by the Bank o Contains any onerous clause or places a undue liabohty, or is reqUired in a format not acceptable to the B<lnk. o Requires the Bank to automatically renew I extend the guarantee o Relates to performance of an obligation not related to borrower's normal busoness 





o Purports to guarantee direct/indirect borrowings. Thi~ does not apply to 'Advance Payment Guarantees ' in connection with contract execution o The Bank has not received, to Its satisfaction, documentary evidence of the underlying obligation and of the Borrowers ability to fulfill the same. Payment will be made on an InvoKed BanK Guarantee, immedtately on recetpt of a valtd clatm, , under lnttmatlon to you, by debtt to your operattve cash credtt/ current account, for which you are obliged to make good the funds, forthwoth. The company and the guarantor shall undertake to provode full margm of the Bank does not want to renew the guarantee-, In case of BGs Issued for more than 18 months validtty, the Bank has right to demand 100o/o cash margin In deposit , after the expiry of 18 months. The borrower should submit a quarterly certificate from a practicing CA I statutory auditor that all payments I settlements to lATA were done promptly, supported by details of instrument and proof of payment to lATA {Bank statement), hsting out delays, beyond 3 days ifany. Also no certoficate is required i f payment has been made through Induslnd Bank Account. The company/ Borrower should undertake to Inform the Bank immediately, by means of a speaal letter, In case of any adverse event as regards performance of the under1yong obllgatoon such as claims, counterclaims, dtspute, cost and ttme overruns Court I Arbitration proceedmgs and the like. General Covenants Applicable To All Facilities unconditional and irrevocable corporate guarantee of MakeMy Tnp Lt d. Others Terms and Conditions Processing Charges Nil Penal interest rate Applicable rate+ 2%: For non•submtssion of onforrnatoon sought by the Bank. Applicable Rate +2%: For other trregulanties rendenng the account overdue, devolvement of LCs, tnvocation of BG's etc. Inspection Quarterly. Cost to be borne by the company. Insurance All assets charged 1 flnanced by the Bank to be fully Insured for 100% of the value in the name of the borrower with the Bank Clause. . IBL's prior approval ShOUIO oe ootatned for any acqUISitiOn or onvestments made by the borrower or the guarantor company In excess of 10% of theor net worth at any one tome or '" a finanetall year. . Deferral of 60 days for charge perfection on corporate guarantee of parent company for the enhanced amount. . BG's can be issued In favor of borrower and or its subsidlanes/ SPVs/associate concerns/ group companies {8G of Rs45crores may be issued on behalf of lbibo Group Private Umlted favoring l ATA and forOther conditions this letter from MMTPL authorizing the bank to Issue t he BG using limits of MMTPL should be obtained). . Company to undertake to route at least Rs1000crores of throughput from IBL counters annually. . Company's performance and cash posotoon as well as cash posltton of the parent company should be momtored on a quarterly baSJs and a brief report compns1ng revenues, cash deposits and tumover routed I through IBL shall be submttted to Bank wothln a fortnoght from thel end of the each quarter. (~), ~ 





Company should get all its sanctioned facilitoes rated by an approved ratong .tgency till 31 03.2018. Other General Covenants: (Strikethroughs are same as those approved at the time of IelSt renewal) The borrowing arrangements would be subject to the following terms and conditions: The Bank will have the nght to examine the books of accounts of the borrower from time to time by officers of the Bank and/or outside consultants and the expenses Incurred by the Bank In this regard will be borne by the borrower. The Bank may at its sole discret1on disclose such information to such lnstltutlon(s) In connection w1th the credit facilities granted to the borrower. During the currency of the Bank's credit facilities, the borrower shall lntomate the Bank on wntlng within 30 days of : o Effect any change on theor capital structure. o Shall not pledge the shares held by the promoters, group beyond 10% of holdongs, for raosing any loan or for secuntozong any loans or advances availed/to be availed by them from any bank/FV lender. o Formulate any scheme of amalgamatoon/reconst1tubon. o Undertake any new project/Scheme unless the expenditure on such expansion etc., 1s covered by the borrower's net cash accruals after provldong for dovldends, Investments, etc., or from long term funds received for flnandng such new projects or expansion. o Normal trade credit or security deposits In the usual course of business or advances to employees, etc., are, however, not covered by this covenant. o Enter into borrowing arrangements either secured or unsecured with any other Bank, financial institution, borrower or otherwise save and except the working capital faclloties, granted/to be granted by other consortium /member banks, under consortium/multiple banking arrangement and the term loans proposed to be obta1ned from financial institutions/banks for completion of the replacement•cum-modemozatton program. o Undertake guarantee obhgat1ons on behalf of other companies/ associates/ affiliates. o Oeclare dividends for any year except out of the profits relat1ng to that year The borrower should intomate the bank In wnting within 30 days of any matenal change on theor management set up. No material change in the shareholding pattern of the company which has an effect of a possible change In the management control of the company shall be made without pnor approval of the Bank. The borrower will keep the Bank lntoo med or the happening of any event, likely to have a substantial effect on their production, sales, profits, etc., such as labor problem, power cut, etc. and the remedial steps proposed to be taken by the borrower. The borrower will Inform the Bank If any winding up petition Is filed against the borrower. The borrower will keep the Bank advised of any circumstances adversely affecting the financial position of their subsidiaries Including any action, taken by any creditor against any of the subsldianes. The borrower shall submit the declarations as regards: • Not to use the funds for capital market actov1ties. • That neither the Company nor t he Directors race any hbgatoon, except on the normal course of busoness. • The Dorectors I senoor executoves of the company, and/or theor relat1ves are not connected w1th the Bank (IBL) and are not dorectors in any other bank. • No commission has been paid to guarantors on extend1ng theor guarantee for the advance The Bank would charge the standard service charges on respect of dofferent otems of service as In force from time to time. 





The borrower to furn1sh to the Bank every year two copies of aud1ted/pnnted balance sheet and profit and loss account statements or the borrower immed1ately on beong publoshed I s•gned by the audrtors, along w•th the usual r enewal particulars To forward half-yearly balance sheet and profit and loss account statements Within two months from the end of the half-year and annual aud1ted accounts within 3 months. Negative lien: The borrower should not create, without prior consent of the Bank, charges on their any or all properties or assets during the currency of the credit faCilit ies granted by the Bank. Insurance: All stocks and collateral securities like immovable properties should be kept fully Insured against all risks including fire, strikes, riot, malicious damages & natural calamities etc., with the incorporation of Bank's Hypothecation clause and the policies retained by the borrower. A copy of this policy should be subm1tted to the Bank for their record. External Loa n Rating : The Borrower is adv•sed to have all the fac•hbes sanct•oned herein rated by an approved external rating agency, and the rabng letter specifying these hm1ts should be w1th us by 31.03.2018. In case of default in this, Bank will have the nght to repnce the fac•hbes, with retrospective effect from 90 days of date of sanct1on. Others o Non-fulfillment of above financial and non-financial covenants will trigger an event of default, unless specifically waived In writing. Consequence of an event of default could be levy of penal Interest and/or withdrawal of the facility. o In the event of withdrawal/cancellation of the facility, the borrower accepts to fully cash collateralize any exposure that the Bank has assumed on the client or on behalf or the client, which could not be Immediately repaid or unwound. o Borrower/facllit•es should conform to guidelines that have been/w•ll be Issued by RBI from t1me to time. o Open salary accounts of all employees with Induslnd Bank Ltd. w•thln 3 months. o All interest and cess are exclusive of any taxes and withholdmgs that may be payable on account of preva•hng statutes. o The Bank has the nght to change or mod1fy the rate of interest, or alters the spread, at such intervals or whenever 1t may deem fit, and a notice or the change to the Borrower will be bmd~ng on them. o In the event of default, The Bank reserves the right at 1ts sole d•scretlon; to mod1fy, vary or add to the terms and conditions, or to termmate the said Banking Fac1hties concerned, at any time, and to recall any or all of the amounts due under the said Banking Facllotles. All amount~ du<' in respect of the said Banking Facilotic>s shall become payable forthwith on such demand. o As regards the un-utllized limits If any under the facility, Bank reserves the right at any point of time, to revoke or cancel and/or vary, alter or modify the said un-utllized limits, at Bank's discretion without prior notice & without assigning any reasons therefore. o The company shall pay on demand to the bank the cost between the solicitors/ advocates/ company secretaries/ Inspectors and clients 1ncurred by them or any of them in connection with the registration of the secunties and clanficatlons/ charges thereof with the Registrar of Compan•es, compilatiOn of search/ status reports and/ or any other matter InCidental to or 1n connection with transact•ons or the Company w1th the Bank and also reimburse the Bank for all out-of-pocket expenses lncludmg legal, stamping, documentat•on, Incurred •n the negotiation, documentation, and d•sbursement of the fac1hty o -{lt has been stipulated that the company should route at-least RslOOOcrores of turnover through IBL counters annually.) o Company should furnish a wntten confirmation that the company/ Its directors In the best of their knowledge and belief are not defaulters with any bank/FI, and there are no legal proceed•ngs lmtlated or pending against them for recovery of any borrowmgs. 





In case In the opinion of the Blink's there has been a material adverse change tn the Borrower's bustness and financial condttton, such as: Sale or curtailment or closure of any or the Borrowers matn businesses. Cash losses in any one quarter or continuing accounting losses in three quarters. Adverse action by any Regulatory Authonty. Default to the Bank under any other facthty or to any other lender. Action by any class of stakeholders which ts likely to signtflcantly Impair Borrower's business. Filing of winding up petitton by any creditor/shareholder against the Borrower. The Bank is entttled to withhold further disbursements and/or recall the loan In part or full.