EX-4.41



 Exhibit 4.41 

Confidential Treatment Requested 
 The portions of this
document marked by “XXXX” have been omitted pursuant to a request for confidential treatment and have been filed separately with the Securities and Exchange Commission. 

 
 



 
 Amendment to the 

Business Process Outsourcing Services Agreement And 

Statement of Work 

Dated March 05, 2008 

By and between 

MAKEMYTRIP INDIA PRIVATE LIMITED 

And 
 CONCENTRIX DAKSH
SERVICES INDIA PRIVATE LIMITED 







 This Amendment Agreement (“Amendment No. 19”) dated August 24, 2015 to Business Process
Outsourcing Services Agreement dated March 05, 2008, First Amendment dated July 16, 2008, Second Amendment dated July 28, 2009, Third Amendment dated November 4, 2009, Fourth Amendment dated December 09, 2010, Fifth
Amendment dated December 10, 2010, Sixth Amendment dated December 18, 2010, Seventh Amendment dated April 7, 2011, Eighth Amendment dated October 27, 2011, 9th Amendment dated December 29, 2011, 10th Amendment
dated July 4, 2012, 11th Amendment dated November 1, 2012, 12th Amendment dated July 1, 2013, 13th Amendment dated September 25, 2013, 14th Amendment dated June 26, 2014, 15th Amendment effective July 28, 2014,
16th Amendment dated 01 Oct, 2014, 17th Amendment dated October 01, 2014 and Amendment 18 dated 01st October 2014 thereto and Statement of Work dated March 05, 2008 and Statement of Work for OBT and DH dated January 1, 2012 (collectively referred to as “Agreement”) is made
at New Delhi: 
 By and between: 
 MakeMyTrip (India) Private
Limited, a Company registered under the Companies Act, 1956 and having its head office at 243, S P Infocity, Udyog Vihar, Phase I, Gurgaon, 122016 (hereinafter referred to as “MMTL/Customer” which expression shall, unless
repugnant to or inconsistent with the context, mean and include its successors and permitted assigns), of the ONE PART; 
 AND 

Concentrix Daksh Services India Private Limited formerly known as IBM Daksh Business Process Services Private Limited, a Company registered under
the Companies Act, 1956 and having its registered office at Unit # 101, 2nd Floor, Westend Mall, District Centre, Janakpuri, New Delhi-110058 (hereinafter referred to as “Concentrix Daksh” or the “Service Provider”,
which expression shall unless repugnant to the context or meaning thereof, include its successors and permitted assigns), through its duly authorized representative of the SECOND PART; 

WHEREAS MMTL and IBM Daksh have executed a Master Service Agreement dated March 05, 2008 (hereinafter referred to as “the Agreement”)
including Statement Of Work (‘SOW”) which sets forth the services, functions and responsibilities that IBM Daksh has agreed to perform for MMTL and the associated responsibilities of the Parties and both Parties agree to amend the
Agreement as mentioned below. 
 TERMS AND CONDITIONS GOVERNING THIS AMENDMENT NO. 19 

 

	 	I.	Parties hereby agree to add to Section 2, of SoW, dated March 5, 2008, “General Description of Services” with the following considerations :- 


 

	 	a.	The Sales and Service LoB would be also be delivered from the new delivery Location at Kolkata, India. The address for the location is :- 


Millennium City, DN-62, 

Sector V, Salt Lake City, Kolkata, West Bengal, 700091 

 

	 	II.	Parties hereby agree to add to Section 10.2 B, Charges of SoW, dated March 5, 2008, with the following considerations :- 

  

	 	A.	Chandigarh Delivery Location :- 

  

	 	a.	Price point for the hierarchy is defined in Annexure 1 attached herein. 

  

	 	b.	Also the actual Billable FTE for Chandigarh delivery location will be lower of the following:- 

  

	 	•	 	Approved HC 









	 	•	 	Actual Hours Delivered / 167 (No of Hours per Agent per month as defined for Chandigarh location 

  

	 	•	 	Actual Live Agents for given month 

 For understanding purpose a live agent is defined as follows: 

Live Agent – Number of Agents assigned to the project (tracked by Concentrix’s systems) for a particular month prorated by the number of days agent
was associated with the project 
 Illustrative Example 
 Agent
1 associated with the project for 30 days = (1*30)/30 (Days of the month) = 1 Live Agent 
 Agent 2 associated with the project for 15 days = (1*15)/30 (Days
of the month) = 0.50 Live Agent 
  

	 	B.	Kolkata Delivery Location:- 

  

	 	a.	Price point for these LOBs are defined in Annexure 1 attached herein. The price is exclusive of any Withholding tax/service tax. Any taxes, other than direct Income tax, imposed on the transaction by local authorities
shall be passed through. 

  

	 	b.	Also the actual Billable FTE for Kolkata delivery location will be lower of the following:- 

  

	 	•	 	Approved HC 

  

	 	•	 	Actual Hours Delivered / 167 (No of Hours per Agent per month as defined for Kolkata location 

  

	 	•	 	Actual Live Agents for given month 

 For understanding purpose a live agent is defined as follows: 

Live Agent – Number of Agents assigned to the project (tracked by Concentrix’s systems) for a particular month prorated by the number of days agent
was associated with the project 
 Illustrative Example 
 Agent
1 associated with the project for 30 days = (1*30)/30 (Days of the month) = 1 Live Agent 
 Agent 2 associated with the project for 15 days = (1*15)/30 (Days
of the month) = 0.50 Live Agent 
  

	 	c.	Headcount for the LOBs:- Please refer to Annexure 1 Charges. 

  

	 	d.	Service LOB the volume will move from CHD to KOL hence no net addition. 

  

	 	e.	Sales LOB there is net addition of 20 FTE’s on the overall billable. 









	 	III.	Parties also would like to add the following to Annexure 3, IT Architecture for the Kolkata location:- 

  





 
 Attached is the Network Design for Kolkata SDL. Existing MPLS of MMT terminating in Chandigarh will be
extending to Kolkata SDL over Concentrix Internal MPLS Cloud. 
 Concentrix will share Kolkata IP list which will have to be appended at MMT
side to enable routing. MMT will have to be upgrade Bandwidth. 
 The Inter site bandwidth cost between Kolkata and Chandigarh would be pass
through to client. 
 Shared LAN infrastructure would be deployed as deployed in existing delivery location in Chandigarh 

 

	 	IV.	Parties would add the following to Section 1, Definitions of SOW, dated 8th March, 2008:- 


AUX:- Productive time spent by the Agent for process specific training, call quality feedback and calibration sessions between MMTL and
Concentrix. Aux codes undergo changes depending on requirement & would be mutually decided. The AUX codes used are given in detail in Annexure 1 Charges. 
  

	 	V.	This Amendment No. 19 shall be effective from 17th August, 2015 (“Amendment No. 19 Effective Date”) and shall be co-existent and
co-terminus with the Agreement. 

  

	 	VI.	Except for the amendments provided hereunder, all other terms and conditions of the Agreement, which have not been specifically changed / amended / modified hereunder, shall remain unchanged and continue to be binding
between the Parties and the same shall be deemed to be a part of this Amendment No. 19 by reference. 

  

	 	VII.	This Amendment No. 19 read together with the Agreement reflects the complete understanding between the Parties. This Amendment No. 19 is incorporated into and deemed to be part of the Agreement. 


 








									
	For Make My Trip (India) Private Limited	 		 	For Concentrix Daksh Services India Private Limited
			
	 /s/ Jasmeet Singh

 
	 		 	 /s/ Sunil K. Gupta

			
	Authorized Representative	 		 	Authorized Representative
					
	Name:	 	 Jasmeet Singh
	 		 	Name:	 	 Sunil K. Gupta

					
	Title:	 	 Director
	 		 	Title:	 	 CFO

					
	Date:	 	 24/8/15
	 		 	Date:	 	 19/08/2015










 Confidential Treatment Requested 

The portions of this document marked by “XXXX” have been omitted pursuant to a request for confidential treatment and have been filed separately with
the Securities and Exchange Commission. 
  

  
 Annexure I – Charges 

This Annexure describes the Price per agent per month at the Kolkata location. Also states the price for the hierarchy at Kolkata and Chandigarh location. 

 

	 	1.	Kolkata Delivery Location:- 

  

	 	i.	Sales Ex India:- 1st Year Price Per FTE Per Month (In INR): 

  

					
	 Category
	  	Rates	 
	 0-6 Months
	  	 	XXXX	  
	 07-12 Months
	  	 	XXXX	  
	 Above 12 months
	  	 	XXXX	  

  

	 	ii.	Services Business:- 1st Year Price Per FTE Per Month (In INR): 

  

					
	 Category
	  	Rates	 
	 0-6 Months
	  	 	XXXX	  
	 07-12 Months
	  	 	XXXX	  
	 Above 12 months
	  	 	XXXX	  

  

	 	iii.	Points for the hierarchy is as follows:- 

  

					
	 Roles
	  	Price Per Month	 
	 AsiaPac > IN - CCU (India - Kolkata (Domestic)) > Process Trainer
	  	 	XXXX	  
	 AsiaPac > IN - CCU (India - Kolkata (Domestic)) > Quality Analyst – Band 5
	  	 	XXXX	  
	 AsiaPac > IN - CCU (India - Kolkata (Domestic)) > Team Leader (Band 6)
	  	 	XXXX	  
	 AsiaPac > IN - CCU (India - Kolkata (Domestic)) > WFM – Band 5
	  	 	XXXX	  

  

	 	2.	Chandigarh Delivery Location:- 

  

	 	i.	Price Points for the hierarchy is as follows:- 

  

					
	 Roles
	  	Price Per Month	 
	 AsiaPac > IN - IXC (India - Chandigarh (Domestic)) > Process Trainer – Band 5
	  	 	XXXX	  
	 AsiaPac > IN - IXC (India - Chandigarh (Domestic)) > Quality Analyst – Band 5
	  	 	XXXX	  
	 AsiaPac > IN - IXC (India - Chandigarh (Domestic)) > Team Leader – Band 6
	  	 	XXXX	  
	 AsiaPac > IN - IXC (India - Chandigarh (Domestic)) > WFM – Band 5
	  	 	XXXX	  

 All the above mentioned prices are applicable from 17th
August 2015. Thereafter XXXX price increases will applicable effective 5th March every year for remaining term of the contract. 

 

	 	3.	Headcount of LOBs:- 

  

																																																																																											
	 	 	 	 	 	 	 	15-Jul	 	 	15-Aug	 	 	15-Sep	 	 	15-Oct	 	 	15-Nov	 	 	15-Dec	 	 	16-Jan	 	 	16-Feb	 	 	16-Mar	 	 	16-Apr	 	 	16-May	 	 	16-Jun	 	 	16-Jul	 	 	16-Aug	 	 	16-Sep	 	 	16-Oct	 	 	16-Nov	 	 	16-Dec	 	 	17-Jan	 	 	17-Feb	 	 	17-Mar	 
	 Customer Service
	 	Steady
State
Agents	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  
	 Sales
	 	Steady
State
Agents	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  	 	 	XXXX	  









 Confidential Treatment Requested 

The portions of this document marked by “XXXX” have been omitted pursuant to a request for confidential treatment and have been filed separately with
the Securities and Exchange Commission. 
  


	 	4.	Parties also agree to add the following to Schedule I, Appendix 1 of Amendment 2, the Metrics for the pilot Sales Ex India, Kolkata location:- 


 

																									
	 Metric
	  	XXXX	 	  	XXXX	 	  	XXXX	 	  	XXXX	 	  	XXXX	 	  	XXXX	 
	 Conversion
	  	 	XXXX	  	  	 	XXXX	  	  	 	XXXX	  	  	 	XXXX	  	  	 	XXXX	  	  	 	XXXX	  

  

	 	a.	Conversion would be the Reward and penalty metric, wherein there would be a Reward of XXXX of the billing of the LoB on meeting the targets and a Penalty of XXXX of the billing of the LoB for not meeting the targets
mentioned in the above table. 

  

	 	5.	MMTL Will provide HC approval based on the required number of Agents to meet the Service level for the provided Volume forecast to apply following penalty on Service level. There would be reward and Penalty applicable
on the adjusted service level on LOB revenue based on following parameter. 

  

					
	 XXXX
	 	 XXXX
	 	 XXXX

	 XXXX
	 	XXXX	 	XXXX

  

	 	a.	CNX will share the committed roster count post excluding other in office and out office shrinkage with MMTL. 

  

	 	b.	Billable Hours would be calculated based on following parameter:- 

  

	 	i.	If CNX present count of the day is upto “+/- 10%” of the committed roster count then             billing hours would be lower of Actual hours
delivery and Present count multiplied by 9. 

  

	 	ii.	If CNX Present count of the day is “>10%” of the committed roster count then billing hours would be lower of Actual hours delivery and committed roster count multiplied by 9. 


 

	 	iii.	If CNX Present count of the day is “< 10%” of the committed roster count then billing hours would be lower of Actual hours delivery and committed roster count multiplied by 9. 


 

	 	iv.	Headcount on Production (Roster on daily requirement to be shared at the start of month) and against this roster 10% deviation will be tracked. 


 

					
	 For illustration purpose: -
	 		 	
			
	 Committed Roster Count
	 	 Actual Present
	 	 Billable Hours Capping

	 30
	 	28	 	28 X 9 = 252 Hours
			
	 Committed Roster Count
	 	 Actual Present
	 	 Billable Hours Capping

	 30
	 	32	 	32 X 9 = 288 Hours
			
	 Committed Roster Count
	 	 Actual Present
	 	 Billable Hours Capping

	 30
	 	35	 	33 X 9 = 297 Hours
			
	 Committed Roster Count
	 	 Actual Present
	 	 Billable Hours Capping

	 30
	 	25	 	25 X 9 = 225 Hours

  

	 	v.	Actual Billable FTE for Kolkata delivery location will be lower of the following 

  

	 	•	 	Approved HC 









 Confidential Treatment Requested 

The portions of this document marked by “XXXX” have been omitted pursuant to a request for confidential treatment and have been filed separately with
the Securities and Exchange Commission. 
  


	 	•	 	Actual Hours Delivered / 173 (No of Hours per Agent per month as defined for Kolkata location) 

  

	 	•	 	Actual Live Agents for given month 

 For understanding purpose a live agent is defined as
follows: 
 Live Agent – Number of Agents assigned to the project (tracked by Concentrix’s systems) for a particular month
prorated by the number of days agent was associated with the project 
 Illustrative Example 

Agent 1 associated with the project for 30 days = (l*30)/30 (Days of the month) = 1 Live Agent 

Agent 2 associated with the project for 15 days = (l*15)/30 (Days of the month) = 0.50 Live Agent 

 

	 	6.	Parties would add the following to Section 1, Definitions of SOW, dated 8th March,2008:- 


 

	 	a.	AUX:- Productive time spent by the Agent for process specific training, call quality feedback and calibration sessions between MMTL and Concentrix. Aux codes undergo changes depending on requirement & would be
mutually decided. Current Aux codes being used are: 

 ACD Time 

Ring Time 
 Other Time 

Callback 
 Ops Work 

Training 
 Client End Downtime

 Avail Time 
  

	 	b.	The Aux Time for feedback will be productive and will be predefined 

  

	 	c.	Training will be only productive if there is a training authorized by MMTL. 

  

	 	d.	Any off production (training etc) to be pre-approved and total AUX billable/productive to be capped at 5%. Over and above 5% to be billed post client approval 


 

	 	7.	The follow hierarchy structure would be deployed at Kolkata location: 

 XXXX for Team
Lead 
 XXXX for Assistant Manager 

XXXX for QA 
 XXXX dedicated
trainer for Services 
 XXXX Operations Manager