mmyt-ex423_1971.htm



 

Exhibit 4.23

 

 



 

HDFC BANK We understand your world Emerging Corporates Group 2nd Floor, Indian Express Building, 9-10, Bahadurshah Zafar Marg, ITO, New Delhi - 110002. March 30th, 2017 MakeMyTrip (India) Pvt.Ltd. Tower A, SP Infocity, Plot No 243 Udyog Vihar, Phase-1, Gurgaon- 122016 Subject - Sanction Letter for Renewal of Working Capital Facilities Kind Attention : Mr. Mohit Kabra/ Mr. Vikas Saini Dear Sir, We are pleased to inform you that, the bank has agreed to renew the following working cap1tal facilities to MakeMyTrip (India) Pvt. Ltd. payable on demand and subject to periodic review. 1. Borrower : MakeMyTrip (India ) Pvt. Ltd. 2. Constitution : Pvt. Limited Company 3. Directors Mr.Deep Kalra Mr. Rajesh Magow Mr.Mohit Kabra 4. Nature of the facility Working Capital facilities Sr. No Facility Sanctioned Tenor (Rs.MM) A OD against Fixed Deposits 200 .00 On demand B BG against Fixed Deposits 50.00 Upto Maximum 3 years C Corporate/Purchase Card 30.00 12 months Total Limit 280.00 5. Purpose : Facility to be used by the borrower towards Financing working capital requirements of the Business 6. Validity period : Renewable annually i.e. in Feb 2018 Of the sanction The aforesaid credit facilities are subject to the main terms and conditions (subject to change as per RBI directives I bank policies from time to time) set out in Annexure hereto which is deemed to be a part of the Cred1t Agreement Letter. The credit assistance is also subject to the conditions that are contained in the documents, which the company shall execute between and in favour of HDFC Bank. HDFC Bank based on the representations made by the Borrower and the furnishing of financial statements by the Borrower has extended these proposed facilities. The commitment to the proposed facilities is contingent upon: - Absence of any material adverse change in the condition of the borrower. - The Borrower or its associate not having defaulted under any financing obligation (w1th respect to repayment of principle, payment of interest) to any bank or institution in past - compliance by the Borrower of all material laws and regulations applicable to its operations 6 of 10 www.hdfcbank.com Regd. Office: HDFC Bank Ltd., HDFC Bank House, Senapati Bapat Marg, Lower Parel (West), Mumbai 400 013. Corporate Identity No.: L65920MH1994PLC080618 6 of 10

 



 

 



 

The Borrower fulfilling all its financial obligations under various material taxation, retiral and applicable laws prevalent from time to time. The working capital facilities are not available for Investments made in shares, debentures, advances and inter-corporate loans I deposits to other companies (including subsidiary companies). The said facilities are being extended at the sole discretion of HDFC Bank and the terms and conditions as well as pricing would be to subject to periodic review, amendment or cancellation. HDFC Bank’s Right on Default The borrower further agrees that in addition to any other right enjoyed by HDFC Bank in the event of the Borrower committing any act of default, HDFC Bank shall be entitled to disclose to the Reserve Bank of India or to any other third person, on its being called upon to do so, the name I identity of the Borrower and the fact of its having committed any act of default as aforesaid. The Borrower hereby agrees that the Bank shall have an unqualified right to disclose to the Lead Bank and I or other banks information including the credit history and the conduct of the account(s) of the Borrower, in such manner and through such medium as the Bank in its absolute discretion may think fit. The Borrower agrees that such disclosure shall not be considered to be breach of confidentiality on the part of the Bank. The above letter is valid for 30 days from the date of issue. Kindly sign on the duplicate of this Sanction Letter as a token of your acceptance to the above and return the same, along with the duly completed documentation, in order to proceed ahead. We look forward to your drawal of the proposed facilities and assure you of our best services always. Regards Thanking you. For HDFC Bank Limited. For HDFC Bank Limited Rahul Mittal Ashmita Sharma Senior Manager Deputy Vice President Emerging Corporates Group Emerging Corporates Group Rahul Mittal Senior Manager Emerging Corporates Group Ashmita Sharma Deputy Vice President Emerging Corporates Group Accepted on behalf of MakeMyTrip (India) Pvt.Ltd Name: Designation Date 7 of 10

 

 



 

 



 

Annexure I 1. Facility Over Draft (OD) 2. Proposed Lm.t Rs.200.00 MM 3. Sub-Limits NIL 4. Interchangeability N.A. 5. Tenor On demand 6. Security 100% Cash Margin in the form of Fixed Deposit Lien Marked in favor of HDFC Bank 7. Magin 8. Inventory N.A 9. Book debts N.A. 10. Interest As mutually Agreed 11. Interest payment frequency Interest shall be payable at monthly rests. Interest shall be payable on the first day of the subsequent month. 12. Interest calculation method Interest will be calculated on 365 days basis in respect of rupee loans I credit facilities 13. Penal Interest Penal interest would be levied@ 3.00 % over and above the rate as mentioned in clause 11 above for all overdues 1 delays of any monies payable (principal as well as interest). 14. Special Covenants 2. Fixed Deposit to be under auto renewal mode Annexure- II 1. Facility Bank Guarantees 2. Proposed Limit Rs.50.00 MM 3. Interchangeability - N.A. 4. Tenor - Max 36 months (including claim period) 5. Security - Fixed Deposit with lien marked in favor of HDFC Bank 6. Cash margin - Secured by 100% margin in the form of FD 7. Commission - Fully Secured BGs- 0.50% p.a. 8. Purpose Towards bid bond, security deposit, earnest money deposit, performance, advance payment, and retention money purposes. OR Customs, central excise, sales tax, electricity, insurance, contract performance purposes. 9. Beneficiaries Government, Quasi Government authorities, reputed public I private sector undertakings . 10. General - Period of BGs to be issued will be restricted to 12 months in general but 24 months for BGs to be furnished in favor of government authorities. - The bank guarantees to be issued shall be as per the format acceptable to the Bank. - In case of bid bond I EMD /advance payment I retention money guarantees stipulated under project exports, Bank will obtain counter guarantees from ECGC at the expense of the company. 8 of 10

 

 



 

 



 

If the guarantees to be issued come under EPCG scheme, bank w1ll obtain counter guarantee of ECGC at company’s expense. 12. S ec1al Covenants 1. Fixed Deposit to be under auto renewal mode. Annexure III 1. Facility Corporate/ Purchase Card of Rs. 30 Mio 2. Proposed Limit Rs. 30 MM 3. Tenor 12 months. Annually Renewable facility. The facilities will be reviewed as per the Bank’s norms 4. Schedule of Charges As per card member agreement 5. Repayment 100% of the outstanding amounts as per statement to be paid within the payment due date (PDD). No amount or a part thereof can be carried forward for payment at a later date beyond the PDD mentioned in the statement. 6. Statement On 5th of every month with 15 days grace period for payment. However for utility cards, statement would be issued every 20 days with 10 days grace period for payment. Operational terms and conditions 3 The working capital facilities are payable on demand. However the facilities are available for a period of 12 months subject to review at periodical intervals wherein the facilities may be continued I cancelled I reduced depending upon the conduct and utilization of the facilities. 4 Periodicity of submission of information to the Bank Quarterly I Annual Financial statements - Quarterly financial statements - 90 days from end of a quarter - Annual Financial statement - Provisional results to be received within 90 days after the financial year end. - Audited results to be received within 180 days after the year end. 3. Processing Fees Nil 4. Creation of Charges NA Applicable Laws Indian I Mumbai General Covenants - o Aforesaid credit facilities are subject to the main terms and conditions (subject to change as per applicable RBI guidelines and banks policies from tie to time) set out in this Credit agreement letter. The credit facilities are also subject to the conditions that are contained in the documents which the company shall execute between and in favor of the bank. • Company to avail Cash Management Collection facility from HDFC Bank Ltd subject to competitive offer. • All outlets of Make My Trip to have HDFC Bank POS machines subject to competitive offer. 9 of 10

 

 



 

 



 

• A minimum thruput of Rs 50 Cr per month to be routed through HDFC Bank payment gateway I POS Terminals subject to competitive offer. • Bank reserves the right to levy penal interest rate at 3% p.a. in the event of delay in service of interest or repayment of principal, non- adherence to any covenants, delay in submission of papers I creation of charge or any other event the bank may deem fit. • The Bank reserves an unconditional right to cancel the undrawn/unused/unavailed portion of the loan/facility sanctioned at any time during the currency of the Loan/Facility, without any prior notice to the borrower. • Please note that the facilities as mentioned in this letter are sanctioned at the sole • discretion of the bank and is recallable on demand. • This letter shall form an integral part of the Purchase Card agreement to be executed by M/s. Make My Trip India (P) Limited and shall be governed by the terms and conditions as contained in the Purchase Card agreement • Corporate Purchase Card facility would be made available on satisfactory execution of all documents and completion of security formalities, as required by the Bank as mentioned in Annexure III attached along with this letter • The privileges of the Cards may be withdrawn and I or the Cards may be temporarily cancelled by the Bank (without assigning any reasons thereof and in its absolute discretion with/without giving written notice thereof to the Corporate). The Bank may cancel/block the cards permanently by giving 30 days prior written notice to the Corporate. 10 of 10