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FORMAT OF IRREVOCABLE SBLC TO BE ISSUED

BY A BANK IN FAVOUR OF XXXXXBANK

Date: 30/12/2017

Bank address

Dear Sir,

Re: Irrevocable Stand-by letter of credit / Bank Guarantee no.__________________

We, Bank of Baroda a bank incorporated under the laws of INDIA, having its registered
office at _________________________, and a branch office at ________________, hereby
establish this irrevocable stand-by letter of credit (BG”) no.______________ in your favor,
at the request of M/S Sri Poornima Enterprises, a company incorporated under the
laws of INDIA and having its registered office at No 51, 2nd floor, 2nd cross, P&T colony,
RT Nagar, BANGALURU (the “Borrower”, which expression shall mean and include its
successors and assigns) for Rs. 25,00,00,000/- to secure all amounts due and payable
and/or which may become due and payable from time to time by the Borrower to you,
under the Over Draft facility of Rs. 20,00,00,000(the “Facility'') provided / agreed to
be provided by you to the Borrower pursuant to the facility agreement dated
30/12/2017 and related facility documentation (the “Facility Documents”).

We hereby irrevocably agree and undertake to immediately, on your first demand,


credit the full amount(s) demanded from us (the “Demand Amount”) to your account
no. 50200023575574 with HDFC Bank, BANGALURU, RT Nagar BRANCH (IFSC –
HDFC0000140) or any other account as specified in your demand. Such payment will
be made by us to you, irrevocably and unconditionally, without any contestation,
protest or delay on our part and without any demur, set off, counter-claims, deductions
or withholding charges or taxes of any kind now or hereafter imposed, levied,
collected, withheld or addressed by any governmental and/or any other authority
whatsoever. In the event of any tax/other deductions being mandatory under law, the
amounts being paid by us shall be grossed up/increased by us to ensure that you
receive an amount equivalent to the Demand Amount, net of any such deductions.

We hereby declare that we have the necessary power and authority (and have
obtained corporate, regulatory and other approvals, if any required) to issue this SBLC
and to make payments hereunder.

We agree to make payment under this SBLC, immediately upon your first demand,
notwithstanding: (i) any contestation and/or objection by the Borrower or any other
person in respect thereof, including due to a dispute under the Facility Documents, (ii)
any amendment to the Facility Documents and/or (iii) any illegality, invalidity or
unenforceability of the Facility Documents or the granting of any time or other
indulgence in relation to the Facility. We hereby waive all rights which we have or may
have under applicable laws or otherwise, in relation to the SBLC and/or the Facility,
which operate to discharge our liability to you under this SBLC. We further waive all
rights of subrogation in respect of this SBLC and the Facility and consequently agree
that we shall not initiate any proceedings against the Borrower utilizing any rights
under the Facility Documents, until such time as all amounts outstanding and/or due
and payable to you under the Facility by the Borrower has been repaid in full.

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Partial claims can be made under this SBLC and there can be multiple partial claims,
provided however that the sum of all partial claims under this SBLC will not exceed our
maximum liability as stated below. Any payment demand hereunder shall be made by
you in writing either (i) via authenticated SWIFT message addressed to us (SWIFT No
HDFCINBB), or (ii) vide mail addressed to/hand delivery to
d.successshankar@gmail.com; stating thereon the SBLC number and the Demand
Amount. We agree that in case of demands vide SWIFT, the SWIFT message issued by
you will be the operative instrument and no other written confirmation will follow.

This SBLC is valid up to 5 years and our maximum liability under the SBLC shall not
exceed Rs. 25,00,00,000 This SBLC and/or any rights available to you hereunder may
be freely assigned / transferred by you to any third party, without our consent, without
payment of any related fee, and without any notice to us. We shall not assign/transfer
any of our rights and/or obligations hereunder to any third party without your prior
written consent.

This SBLC is subject to the Uniform Customs and Practices of Documentary Credits
(2007 Revision), International Chambers of Commerce (Publication 600), and in respect
of any matters not covered thereunder, shall be governed by and construed in
accordance with the laws of INDIA.

The courts of INDIA have exclusive jurisdiction to settle any dispute and/or claim
arising out of or in connection with this SBLC/BG (including a dispute regarding the
existence, validity or expiry of this SBLC/BG) (a "Dispute"). We agree that the courts
of INDIA are the most appropriate and convenient courts to settle the Disputes and
accordingly we agree to unconditionally submit ourselves to the jurisdiction of such
courts and shall not argue to the contrary. This paragraph on jurisdiction is for your
benefit only and as a result, you shall not be prevented from taking proceedings
relating to a Dispute in any other courts with jurisdiction. To the extent allowed by law,
you may initiate concurrent proceedings in any number of jurisdictions. You may
further initiate proceedings to enforce any judgement obtained by you, before any
jurisdiction as decided by you.

Yours faithfully,

For Sri Poornima Enterprises

(Authorized signatory)

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