INDEMNITY BOND

THIS DEED OF INDEMNITY EXECUTED AT NEW DELHI ON THIS DAY OF 29th

March 2011 BETWEEN EROS RESORTS & HOTEL LTD. having it`s registered office
at S-1, American Plaza, International Trade Tower, Nehru Place, New- Delhi.110019, a
company incorporated under Indian Companies Act 1956, hereinafter called as the
PRINCIPAL EMPLOYER Which term shall mean and include its executors,
administrators, successors in interest and assigns of the First part.

AND

M/s. MAS PROJECT ENGINEERS PVT. LTD, a Company incorporated and registered
under the companies Act 1956 having its registered office at 3rd Floor, Neelkanth
Chambers-IV, Plot No 6 LSC Rishavh Vihar, Delhi 110092 hereinafter called as the
CONTRACTOR which shall mean and include its executors, administrators, successors
in interest and assigns of the second part.

WHEREAS the PRINCIPAL EMPLOYER has awarded a work order for Electrical
Installation including installation, testing, commissioning & approval of entire electrical
installation at HOTEL INTERCONTINENTAL, PLOT NO. 13 B, MAYUR VIHAR
DISTRICT CENTRE, DELHI. Vide work order NO.ERHPL-ICON/ELEC/01/2008 dated
19.01.2008 for estimated value of Rs 4, 25, 00,000/-.

Whereas the PRINCIPAL EMPLOYER itself executed the Job of earthing installation
under the afore said work order.

Whereas the above said installation work is an important aspect of safety measure and
approval of Electrical installation from Competent Authorities of Government concerned

NOW THIS DEED OF INDEMNITY WITNESSETH AS FOLLOWS:

Pursuant to the above said recital the PRINCIPAL EMPLOYER undertakes to indemnify
and shall keep indemnified the CONTRACTOR and its Directors and Officer against all
liabilities, loss, damage claim, action, or proceedings whatsoever arising out of any
accident, injuries to any of the workers or any of the employee or any third party during
the terms of Contact and one year thereafter.

The PRINCIPAL EMPLOYER also further undertakes to indemnify and shall keep
indemnified the CONTRACTOR of all liabilities, loss, damage claim, action, or
proceedings by Government Authorities whatsoever which may arise out of any dispute
due to above said bad earthing and

The PRINCIPAL EMPLOYER also further undertakes to indemnify and shall keep
indemnified the CONTRACTOR against the additional expenses incurred, if any due to
bad earthing, for obtaining the approvals of electrical installation from concerned
government authorities.

IN WITNESS WHEREOF THE CONTRACTOR HAS SIGNED AND AFFIXED

THEIR SEAL ON THE DAY MONTH AND YEAR REFERRED TO ABOVE.

For (Contractor)
Name & Designation with company seal

For (Company)

Name & Designation with company seal

Signed, sealed by the above named on this day of Month Year

Witnesses:

1.

2.