Exhibit 4.28



AMENDATORY   CREDIT CAL6068647586 April 16, 2019 I Yatra Online Private Limited Unit No   1101-03, Tower-B, 11thFioor, Unitech Cyber Park, Sector-39 i Gurgaon,   India-122001 ' .--'· ·:.,; : ·; Attention: Mr. Alol< Vaish Dear Sir:   Please refer to the Credit Arrangement Letter no. CAL930636745810 dated June   22,2018 (the "'CAL"'), issued to you by ICICI Bank Limited (the   "'Bank") wherein the Bank has agreed to provide I provided to you   financial assistance not exceeding Rs. 1100.0 million (thr-; ''Facility..')   on the terms and conditions contained therein. At your request, we are   agreeable for modifications of the existing terms and conditions of the CAL   to the extent specified in the Annexure hereto, which Annexure shall be   deemed to be part of this letter. This letter shall be read in conjunction   with the CAL and be construed as if the provisions of this letter were   incorporated therern by way of addition. To the extent of any inconsistency   between the terms of this letter and the CAL, the provisions of this letter   shall prevail. Save for changes specified hereinabove, all the other terms   and conditions of the CAL shall remain unchanged and in full force and   effect. Please note that this communication should not be construed as giving   rise to any binding obligation on the part of ICICI Bank unless you have   returned the duplicate copy of this ietter duly signed by you in token of   acceptance hereof and signed I executed the agreements I documents in   connection with the Facility by May 27, 2019 or such further time as may be   allowed by ICICI Bank in writing in its absolute discretion. !.:or Yaira   Online Private Umite0 Approved and accepted by the Borrower: Signature(s): _   Date:--------'---110 ICICI Bank Limited ICICI Bank Tower NBCC Place, Pragati   Vihar, Bhishma Pitamah Marg New Delhi - 110003. Regd. Office : ICICI Bank   Tower, Near Chakli Circle, Old Padra Road, Vadodara 390 007, India. Corp.   Office : ICICI Bank Towers, Bandra.Kurla Complex, Mumbai 400051,India.   Tel.:+91-11-24390000 Fax:+91-11-24390070 Website www.icicibank.com CIN   :L65190GJ1994PLC021012 ARRANGEMENT LETTER 


    




 










(1/C/C/ Bank   Annexure The fo.llowing clause stands modified as follows: la,;s -   Exist:.:in::g"-'t:=e::rc_:mc_ 1 over immoveable fixed assets of the   collection cash margin account no. with 002105023538and collection with   accountno. 000705023846and 031405000890 maintained with ICICI hall lnnoven   Bureau (ATB) held by the Company i: i Cash ii) Exclusive charge on Cash   margin accountno. 002105023538and 002105023538 '""""';   "·:.,, :. :::::,::"":::,::""· lf-LI[IJI!J· :)   "''" '"" " :' 7;;;-;::";;v'</ 1_1000/.Vi   "''""·:.::.:.,:::: ·/ [ --,----+-,---=---'R   e=cvccic:sc::ec::d:_t::ceccr::m:_:__ _, _ the i) First pari passu charge on   the and Current assets exCept receivables of the TCSand on movable and no.   Borrower excluding charge over and accounts of the Borrower with Air Bank.   The current assets shall not the include those shares of Air Travel over   which lnnoven Capital has an exclusive charge. The receivables accruing to   the borrower from TCS to American Express subject to the following: • Yatra   Online Pvt Ltd (YOPL) to execute necessary facility/security documents to the   satisfaction of ICICI Bank Ltd and charges filed with registrar of companies   • Maintaining stipulated cover of 1.2 times on open exposure of ICICI Bank Rs   500.0 million by way of corporate debtors for less than 60 days • Maintaining   unencumbered liquidity excluding liquidity of ATB of atleast Rs 300.0 million   on monthly basis • Proceeds from American Express shall be routed through   ICICI Bank collection account l Security r) First pari passu charge on   Current assets and moveable immoveable fixed assets of Borrower excluding   charge ! cash margin account 002105023538and accounts of the Borrower account   no. 000705023846 031405000890maintained ICICI Bank. The current assets s not   include those shares of Travel Bureau (ATB) held by Companyover which Capital   has an exclusive charge. ii) Exclusivecharge on margin account no. and   collection accounts of t he collection accounts of the Borrowey 


    




 










current account   float of a non­ non-checking the tenor maintain '!'600.0 Bank. iii) The   Borrower to maintain account float of < 600.0 milli ICICIbank m a account   during the tenor Facility current on with of the iii)The Borrower to million   with ICICI bank in checking account during of the Facility.