01122022-Ver2

FACILITY AGREEMENT

This Facility Agreement made on the day, month, year and place set out in Schedule I between the person(s) specified as
Borrower(s) named in Schedule I, of the ONE PART;

AND

ICICI BANK LIMITED, a company within the meaning of Companies Act, 2013 and a banking company within the meaning of
Banking Regulation Act, 1949, having its registered office at ICICI Bank Tower, Near Chakli Circle, Old Padra Road, Vadodara, Gujarat
- 390 007 and its corporate office at ICICI Bank Towers, Bandra Kurla Complex, Mumbai, Maharashtra - 400 051 and amongst others,
a branch/office at the place specified in Schedule I (“ICICI Bank” or "Bank", which expression shall, unless it be repugnant to the
subject or context, include its successors and assigns) of the OTHER PART.

ARTICLE I – DEFINITIONS & INTREPRETATIONS

1.1 DEFINITIONS

In this Facility Agreement (as amended from time to time, “Facility Agreement”), unless there is anything repugnant to the
subject or context thereof, the expressions listed below shall have the following meanings:

“Additional Interest” means the interest payable or paid by the Borrower(s) as per the terms of this Facility Agreement at the
rate set out in the Sanction Letter and Schedule I hereto;

“Applicable Rate of Interest” refers to Fixed Rate of Interest or Semi-Fixed Rate of Interest or the Adjustable Rate of Interest
applicable to the Facility as opted by the Borrower(s), at which rate the Bank will compute the interest on the Facility, as set out
in Schedule I hereto;

“Application” means the application for availing Facility , whether in an electronic form or physical form, of the Borrower(s)
submitted to the Bank for availing a loan and where the context so requires, all other information and documents submitted by
the Borrower(s) to the Bank;

“Borrower(s)” means the person(s) specified as Borrower(s) and/or any co-borrower(s)/ co-applicant(s) as named in the
Schedule I hereto and shall, as the subject or context may permit or require, mean any or each of them. The expression
“Borrower(s)” shall, unless it be repugnant to the subject or as the context may permit or require, include, (i) in the case of a
company, limited liability partnership or a society registered under the applicable laws relating to societies, its successors and
permitted assigns, (ii) in the case of a partnership firm within the meaning of the Indian Partnership Act, 1932, any or each of
the partners and survivor(s) of them and the partners from time to time (both in their personal capacity and as partners of the
firm) and their respective heirs, legal representatives, executors, administrators and permitted assigns, successors of the firm;
(iii) in the case of a proprietary concern, the proprietor / proprietress (both in his / her personal capacity and as proprietor /
proprietress of the concern) and his / her / their respective heirs, legal representatives, executors, administrators and permitted
assigns, successors of the concern, (iv) in the case of a joint HUF, the Karta of the joint HUF and any or each of the adult members
/ coparceners of the joint HUF and the survivor(s) of them and their respective heirs, legal representatives, executors, adminis-
trators and permitted assigns, successors (v) in the case of an individual, his / her / their respective heirs, legal representatives,
executors, administrators and permitted assigns; (vi) in the case of a trust, the trust / trustee(s) for the time being, its successors
and permitted assigns;

“Borrower(s)’ Dues” means and includes the outstanding principal amount of the Facility, interest on the Facility, Additional
Interest, all fees, costs, charges, expenses, and all other sums whatsoever payable by the Borrower(s) to the Bank in accordance
with the Transaction Documents;

“Business Day” means a day on which the relevant branch office of the Bank is open for normal business transactions;

“Due Date(s)” means the date(s) on which any amounts in respect of the Borrower(s)’ Dues including the principal amounts
of the Facility, interest and/or any other monies, fall due for payment as specified in the Transaction Documents;

“Event of Default” means the events or circumstances as specified in Article-VI of this Facility Agreement;

“External Benchmark Rate” shall mean the benchmark rate as published by Reserve Bank of India (“RBI”) or any other
permitted authority and as adopted by the Bank from time to time;

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 “Facility” means the principal amounts of loan(s)/the financial assistance/s/ (including its sub-limits), provided/agreed to be
provided to the Borrower(s) by the Bank not exceeding in the aggregate the amount(s) as have been set out in Schedule I
hereto against each of the loan(s)/ financial assistance/s, or so much thereof as may be outstanding from time to time including
principal, interest, Additional Interest, all fees, costs, charges, expenses, and all other sums whatsoever payable by the Bor-
rower(s) to the Bank. The expression “Facility” shall mean any or each of such Facility;

“Indebtedness” means any indebtedness whatsoever of the Borrower(s) at any time for or in respect of monies borrowed,
contracted or raised (whether or not for cash consideration) or liabilities contracted by whatever means (including under guar-
antees, indemnities, acceptance, credits, deposits, hire-purchase and leasing);

“Material Adverse Effect” means an event that may, in the opinion of the Bank, impair the financial condition of the Bor-
rower(s) or the ability of the Borrower(s) to perform or comply with its obligations under the Transaction Documents or ad-
versely affect the property or condition of the property provided as security to secure the Facility;

“Money Saver Account” means an account in a form of an overdraft, opened in the Borrower(s)’ name, in which the Facility
limit will be set up by the Bank and, in which the Borrower(s) may deposit a sum of money so as to avail interest saving on the
outstanding Facility amount. The interest in the Money Saver Account shall be calculated on the outstanding Facility amount
less the funds desposited in the Money Saver Account (“Interest Benefit”);

“Monthly Instalment” means the instalments payable by the Borrower(s) to the Bank on monthly basis to amortize the Facility,
of such amount as may be determined by the Bank from time to time under the Facility Agreement and comprises of both
principal amount of the Facility and interest thereon, as more particularly described in the Schedule I hereto and are subject
to revision from time to time. Such Monthly Instalment may either be equated or otherwise. For the purpose of repayment of
the Facility in the form of Money Saver Account, principal and interest may be charged/debited separately on different dates to
the Borrower(s)’ Money Saver Account;

“Overdraft Account” means the operative account under which Overdraft Facility limit will be set up/disbursed.

“Overdraft Facility” means the amount of the overdraft sanctioned / granted by the Bank to the Borrower(s), in the Overdraft
Account, not exceeding in the aggregate, the amount specified hereinafter which may include either ‘Drop Line Overdraft’
Facility wherein the amount of overdraft limit shall be reduced every month/year (as applicable )or ‘Staright Line Overdraft’
Facility wherein the amount of overdraft limit remain constant till the end of the tenure of the overdraft or a combination of
Drop Line Overdraft Facility plus Straight Line Overdraft Facility wherein the amount of overdraft limit will remain constant for
certain part of the tenor of the Facility, post which, the amount of overdraft limit shall be reduced every month/year (as applicable)
unless changed by the Bank.

“Pre Monthly Instalment Interest (PMII)” means interest payable by the Borrower(s) on the Facility from the date/respec-
tive dates of disbursement of the Facility up to the date immediately prior to the date of commencement of the first Monthly
Instalment;

“Property(ies)” means the immovable property(ies) set out in Schedule I hereto;

“Sanction Letter” means the letter, if any, issued by the Bank, whether in physical or electronic form, sanctioning the Facility
to Borrower(s) including any amendments thereto, from time to time;

“Spread” means the margin applicable on the Facility linked to the Adjustable Rate of Interest or Semi-Fixed Rate of Interest.
The Spread may vary from time to time in accordance with this Facility Agreement and the applicable laws/ regulations;

“Transaction Documents” include Application, Sanction Letter, the Facility Agreement, security documents, most important
information/ key fact statement, welcome letter, all writings, other agreements, instruments, undertakings, indentures, deeds,
writings and other documents whether for guarantee and/or security, and other documents executed or entered into, or to be
executed or entered into, by the Borrower(s) or, as the case may be, any other person, or any other document executed or
issued by the Bank in relation, or pertaining, to the Facility and each such Transaction Documents as amended from time to
time;

“Website” shall mean www.icicibank.com.

1.2 CONSTRUCTION

In this Facility Agreement, unless the contrary intention appears:

(a) in the event of any disagreement or dispute between the Bank and the Borrower(s) regarding the materiality, likelihood, or
reasonableness of any matter arising out of the Transaction Documents, the opinion of the Bank shall be final and binding on
the Borrower(s);

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 (b) Sanction Letter forms an integral part of this Facility Agreement and by signing this Facility Agreement, the Borrower(s) agrees
and accept the terms of the Sanction Letter issued by the Bank.
(c) Clauses headings are inserted for sake of convenience only and shall not affect the interpretation of the provision thereof

ARTICLE II – AMOUNT AND TERMS OF FACILITY

2.1 AMOUNT

(a) At the request of the Borrower(s) the Bank has agreed to lend to the Borrower(s), at its sole discretion, a sum not exceeding
the amount (specified in Schedule I), on the terms and conditions contained herein and for the purpose specified in
Schedule I (“Purpose”).

(b) If, at the request of Borrower(s), any or all part of Facility is granted in the form of Money Saver Account, then such facility
shall also be governed by the specfic terms applicable to Money Saver Account specified in Schedule II and shall be read in
conjunction with and as part of the Facility Agreement.

(c) The Borrower(s) acknowledges that Bank reserves the right to reduce the sanctioned amount of the Facility or cancel the
Facility including the outstanding undrawn commitments at any time during the currency of the Facility, and that the Bank
shall endeavor to provide notice to the Borrower(s).

(d) The Facility shall be availed by the Borrower(s) within the period as more particularly set out in the Schedule I hereto
(“Availability Period”). The Bank may, at its sole discretion, modify/extend the Availability Period. Unless the Bank otherwise
agrees, the right of the Borrower(s) to avail the Facility shall cease on the expiry of the Availability Period. If the full
disbursement is not made within the Availability Period, the aggregate amounts disbursed to the Borrower(s), if any, up to
such date shall, at the discretion of the Bank, be deemed to be the Facility amount and the Bank shall not be required to
advance / disburse any further amounts and the Monthly Instalment shall commence forthwith. In such an event, irrespective
of the Facility amount as mentioned in the Schedule I hereto, the amounts advanced so far shall be deemed to be the Facility
for the purpose of this Facility Agreement. In any case whatsoever, no part of the processing fees or administrative fees shall
be refunded or adjusted towards any other charges or fees in future payable by the Borrower(s) to the Bank.

(e) In case the Borrower(s) has opted for availing the Facility in multiple tranches, the Bank shall open and maintain loan accounts
corresponding to type/nature of Facility availed in such tranches.

(f) In case of Drop Line Overdraft Facility, the limit shall reduce per year/ month( as specified in Schedule-I) based on the tenure
of the Overdraft Facility such that at the end of the tenor, the outstanding Overdraft Facility limit becomes zero.

2.2 INTEREST PAYABLE

(a) The Borrower(s) shall pay to Bank interest on: (i) the outstanding principal amount of the Facility; and (ii) any and all monies
payable to the Bank under the Transaction Documents, at the Applicable Rate of Interest as specified in Schedule I. The
Borrower(s) acknowledges that the interest on the Facility shall be computed from the date(s) of the disbursement/date(s) of
utilization of the respective Facility (as the case may be) on actual daily outstanding balance with monthly rest. If the Facility
is in the form of rupee term loan, interest shall be computed on the basis of 360 (three hundred and sixty) days in a year. If
the Facility is in the form of Overdraft Facility, the interest shall be computed on the basis of 365 (three hundred and sixty-
five)/ 366 (three hundred and sixty-six), as the case may, days in a year.

(b) Until the commencement of the Monthly Instalment, the Borrower(s) shall make monthly payment of Pre Monthly Instalment
Interest and each such payment of Pre Monthly Instalment Interest shall be at the Applicable Rate of Interest as specified in
Schedule I.

(c) If the Facility is in the form of Overdraft or Money Saver Account, interest on the outstanding amount shall be debited to the
said Overdraft Account/Money Saver Account (as the case maybe), on the second day of every month for the Interest Period.
Where the repayment is done through Post-dated cheques/ cheque banking, then if the interest debit date falls on a day, which
is not a Business Day, the interest shall be debited to the said Overdraft Account/Money Saver Account on the next Business
Day. “Interest Period” means the period commencing from the interest debit date in the preceding calendar month and
ending one day prior to the interest debit date of the following calendar month

The amount of interest so debited to the said Overdraft Account/Money Saver Account shall be paid/serviced on the date the
amount is debited in the Overdraft Account/Money Saver Account. In the event the interest for the Interest period is not paid
on the Due Date, the interest shall be deemed to be a further drawals under the Overdraft Facility and shall be subject to
further interest accordingly. For the purpose of Money Saver Account, the manner of calculation of amount on which such
interest is payable will be as specified in Schedule II.

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(d) The Borrower(s) agrees that in the event Borrower(s) has opted for Semi-Fixed Rate of Interest, upon completion of specific
tenure, the Bank will charge interest on the Facility amounts remaining unpaid at the then applicable External Benchmark Rate
plus the Spread (as specified in Schedule I hereto) applicable to the Facility. If the Borrower(s) is not agreeable to the
applicable Adjustable Rate of Interest, the Borrower(s) may, within 15 (fifteen) days of such change of interest, repay the
outstanding Facility amount due to the Bank in full in accordance with provisions of this Facility Agreement relating to
prepayment.

(e) In the event the Borrower(s) is desirous of modifying the Applicable Rate of Interest or shifting from a particular type/rate of
interest agreed to by and between the Borrower(s) and the Bank earlier to another type/rate of interest rate, the Borrower(s)
nmay do so, if so permitted by the Bank, on execution of such documents as may be required by the Bank and further on
payment of conversion charges as applicable from time to time. Such conversion will come into effective from the next
immediate Due Date(s) or Due Date(s) falling thereafter depending upon the date of application. The Borrower acknowledges
that change to another type/ rate of interest may require the loan to be rebooked for administrative purpose. Consequent
upon change in the type / rate of interest the Borrower(s), the Borrower(s) will be informed of changes by any of the following
means : letter;(ii) e-mail;(iii) SMS; (iii) statement of account.

(f) Notwithstanding anything contained herein, the Borrower(s) acknowledges that the Bank reserves the right to reset the Spread,
at any time upon substantial change in the Borrower(s)’ credit assessment and/ or on account of deterioration in the credit
risk profile (“Credit Profile Deterioration”). Credit Profile Deterioration shall include without limitation, the following events:
(i) Significant decrease in credit score of the Borrower(s) as determined by a credit information company;
(ii) Inclusion of the Borrower(s) name in RBI’s willful defaulters list, fraud list;
(iii) Deterioration in credit and repayment behavior of the Borrower(s) with the Bank or any other bank or financial institution;
(iv) Degradation of collateral/Security provided;
(v) Non-compliance with any applicable laws/regulations leading to degradation of collateral/Security;
(vi) Any other reason/event in the opinion of the Bank, constituting or which may constitute, substantial change in the Bor-
rower(s)’ credit assessment and/ or deterioration in the credit risk profile.

2.3 ADDITIONAL INTEREST ON BREACH OF TERMS

(a) Without prejudice to the Bank’s rights and remedies under contract and/or law, in case of any breach by the Borrower(s) of any
of the undertakings, covenants, representations and warranties, terms and conditions contained herein, including non-
submission of any document required by the Bank within 30 (thirty) days from the demand, the Borrower(s) shall be liable to
pay Additional Interest at the rate specified in Schedule I hereto or such other rate which the Bank may fix from time to time
over and above the Applicable Rate of Interest, from the date of default till the date of regularization of the breach, to the
satisfaction of the Bank or till the date of waiver by the Bank, as the case maybe.

2.4 MODES OF DISBURSEMENT

(a) In case of Facility in the form of term loan, the Bank may disburse the Facility in one lump sum or in instalments/ tranches as
requested by the Borrower(s) and as may be decided by the Bank subject to the fulfillment of condition(s) precedent as set
out in this Facility Agreement. Disbursements under the Facility shall be deemed to be made on the date the cheque(s) / pay
order(s) / authorization(s)/ demand drafts/ NEFT/ RTGS/ fund transfer are issued/made by the Bank and not on the date of their
actual receipt, and if by credit, when credit is made by the Bank.

(b) Subject to the terms and conditions specified in the Transaction Documents, the Facility may, at the request of the Borrower(s),
be disbursed (i) in the name of the seller, builder, developer, promoter towards payment of the purchase price of the
Property(ies); or (ii) in the name of the previous financier towards repayment of the previous loan/ facility to be taken over by
utilizing Facility; or (iii) in the name of the Borrower(s) or such other person as specified / directed by the Borrower(s) at the
time of each disbursement(s).

(c) Any disbursement made directly to aforesaid persons at the request of the Borrower(s), shall be deemed to be disbursement
made to the Borrower(s) and the Bank shall not be held liable in case of any dispute(s) between the Borrower(s) and the
aforesaid persons once such disbursement is made.

(d) In case of Overdraft Facility, the overdraft limit shall be set up in the Overdraft Account of the Borrower(s). The amounts up
to which the Borrower(s) can draw under the Overdraft Facility shall not at any time exceed the overdraft limit specified in
the Schedule I. The Borrower(s) will have the flexibility to withdraw the money from the Overdraft Account to the extent of
the operative limit. All outstanding amounts of interests, commission, discount, charges and other monies in respect of the
Overdraft Facility, whether debited to the Overdraft Account or not, shall also be included in determining the availability of the
overdraft limit. Notwithstanding the maximum Overdraft Facility limit fixed by the Bank and the type of Overdraft Facility
granted, unless the Bank otherwise permits, the Borrower(s) shall not be entitled to draw /utilize the Overdraft Facility beyond
the operating limit which may be determined by the Bank from time to time as aforesaid on the basis of a review of the said
Overdraft facility by the Bank from time to time.

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2.5 CONDITIONS PRECEDENT TO THE DISBURSEMENT OF THE FACILITY

(a) The obligation of the Bank to make disbursements under the Facility shall be subject to the following conditions, and/ or such
other terms specified by the Bank:
(i) no Event of Default has occurred or is subsisting;
(ii) There is no Credit Profile Deterioration event;
(iii) Where the Borrower(s) is a Non Resident Indian or Person of Indian Origin as per the provisions of the Foreign
Exchange Management Act, 2000 or other law in force in India relating to foreign exchange, the Borrower(s) shall
have obtained all permissions, authorizations, approvals, sanctions and fulfilled all conditions prescribed therein as
may be required for borrowing and for the repayment of the Borrower(s)’ Dues;
(iv) There is no delay in the construction of the Property(ies) and the same is being constructed as per agreed timelines.

(b) the Borrower(s) shall furnish, documents or writings, as the Bank may require, which establishes the following:
1) disbursement is required by the Borrower(s) for the Purpose and the previous disbursements, if any, made by the
Bank under the Facility have been utilized for the Purpose;
2) no circumstances shall have occurred which make it impossible for the Borrower(s) to fulfil the obligations under
the Transaction Documents;
3) all consents, approvals and permissions required to avail the Facility have been obtained and complied with;
4) copy of the insurance policy in respect of the Property(ies) which is duly endorsed in favor of the Bank as loss
payee has been furnished, if applicable;
5) submission of all necessary documents to the satisfaction of Bank evindencing clear and marketable title of the
Borrower to the Property(ies);
6) creating and perfecting such security as the Bank may require;
7) Borrower(s) has paid self-contribution towards the price of the Property(ies), if applicable;
8) all such permissions as may be required for the acquisition of the Property(ies) have been obtained.
9) Submission of certificate from an architect, if required by the Bank, certifying that the Property(ies) is strictly as
per approved plan or building bye-laws;

(c) In a situation where disbursement is made by the Bank and such amounts continue to remain unpaid by the Borrower(s)
to the Bank after the disbursement of the Facility, the Borrower(s) acknowledges that the Bank would be entitled to (but
not obligated to) as agent/attorney of the Borrower(s), to cancel or rescind the Borrower(s)’ order/booking for the Prop-
erty(ies) with the builder / promoter / seller / developer and to collect the refund of the booking price and other amounts
which may have been paid to such builder / promoter /seller / developer /persons (after any deductions that may be made
by the aforesaid persons) and adjust the same against any monies that may be due or payable by the Borrower(s) to the
Bank. The obligation of the Borrower(s) under the Transaction Documents shall continue irrespective of the disputes be-
tween the Borrower(s) and the seller/builder/developer/promoter.

2.6 REPAYMENT

(a) The Borrower(s) shall repay the Facility in the form of term loan to the Bank in Monthly Instalment. The Monthly Instalment
shall be of such number, of such amounts and payable on Due Date(s) as is specified in the Schedule I hereto and as may
be specified by the Bank from time to time.

(b) Notwithstanding anything herein contained, the Bank shall have the right, at any time or from time to time, to review and
reschedule the Monthly Instalment, tenor of the Facility amount, with or without any application in this regard having been
made by the Borrower(s), in such manner and to such extent as the Bank may in its sole discretion decide on account of any
part payment made by the Borrower(s) or changes in the percentage of interest payable under the agreed method of
computation of interest or conversion by the Borrower(s) from one type / rate of interest rate to the other type(s). Provided
that, if as a result of such review/rescheduling, the original tenor of the Facility is required to be extended, the same shall be
done only to the extent of permissible tenor and in such event(s), the Borrower(s) may be called upon to repay the Facility or
any part thereof as per the revised schedules as may be determined by the Bank in its sole discretion.

Where such alteration or rescheduling involves variation in:

i) the date for payment of Monthly Instalment; or
ii) the amount of interest, principal or Monthly Instalment number thereof; or
iii) the Monthly Instalment is not adequate to cover interest payments in full; or
iv) the Monthly Instalment results in the term of the Facility exceeding the retirement age of the Borrower(s) as applicable; or
v) for any other reason Monthly Instalment attracts change;
the Borrower(s) agrees and undertakes to forthwith issue fresh postdated cheques, fresh Standing Instruction (SI) or direct
debit instruction or fresh instruction for Electronic Clearance System (ECS), as the case may be. The conversion charges as
mentioned in Schedule III shall be applicable in the event of alteration/rescheduling.

(c) Subject to Clause 7.9 (Cross Collateral) hereto, after repayment of the Facility, the Borrower(s) shall take steps to collect the
Property(ies) documents, retained with the Bank as a security within 60 (sixty) days from the bank granting the no-objection
for release of security, failing which, the Borrower(s) shall be liable to reimburse the Bank, the cost of storage and maintenance

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 of such documents. Further, the Bank shall not be responsible or liable in any manner for any misplacement, loss, damage to
the documents.

(d) Notwithstanding any such appropriation by the Bank towards settlement of any dues payable by the Borrower(s) to the Bank
under any other agreements between the Borrower(s) and the Bank, the Borrower(s) shall continue to remain liable to the
Bank for all outstanding/remaining amounts comprising the Borrower(s)’ Dues.

2.7 PAYMENT/ REPAYMENT BY MONTHLY INSTALMENT

(a) Where the Facility is disbursed by a single disbursement, the Facility shall be repaid in accordance with the agreed repayment
schedule as specified in Schedule I hereto.

(b) Where the Facility is disbursed in more than one tranches, the Borrower(s) may by mutual agreement with the Bank, choose
one of the following three options.

i. Pre-Monthly Instalment Interest (PMII): The Borrower(s) acknowledges that if the Facility is disbursed in instalments,
then, until the Facility is fully disbursed the Bank shall only charge Pre-Monthly Instalment Interest from the Borrower(s) in
the manner provided in this Facility Agreement. The Monthly Instalment will become payable once the Facility is fully
disbursed or upon expiry of the Availability Period, as the case maybe.

For example: Sanction Amount: Rs 1,00,00,000, Disbursement Amount: Rs 30,00,000, Applicable Rate of Interest:7% per
annum, Tenure: 240months, Due Date: 1st of every month, Date of Disbursement: Janaury 12th, 2022, Disbursement
cheque date: Janaury 12th, 2022, then the broken days interest will be charged on actual numbers of days January 12th to
January 31st 2022 i.e Interest will be calculated as- 3000000 *7*20/360*100= Rs11666;

For subsequent month, the interest shall be computed on 30 days and not on actual number of days i.e 3000000
*7*30/360*100= Rs17500

ii. Monthly Instalment on Full Facility Amount/ Sanction Amount: The Borrower(s) acknowledges that irrespective
of the actual amounts disbursed under the Facility, Monthly Instalment on the entire Facility amount shall commence and
be payable by the Borrower(s) from the date on which the first disbursement is made by the Bank. The Monthly Instalments
shall be calculated by the Bank on the sanctioned amount of the Facility and moneys towards principal and interest shall
be appropriated accordingly and the Borrower(s) hereby undertakes to pay the same without any dispute. The Borrower(s)
understands that in the event the full amount of the Facility is not disbursed, the Borrower(s) shall not be entitled to any
re-computation of the payments made in terms of appropriation towards interest and principal.

For example: Sanction Amount: Rs 3,00,00,000, Disbursement Amount: Rs. 30,00,000, Applicable Rate of Interest: 8%
per annum, Tenure: 180 months, Due Date: 5th of every month, Date of Disbursement: December 31st, 2021, then the
broken days interest will be charged on actual numnders of days December 31st 2021 to January 4th 2022 i.e Interest will
be calculated as Rs.3000000 *8*5/360*100= Rs3334.

From 05/02/2022 onwards, monthly instalment of Rs286695 will start on the sanctioned amount i.e Rs. 30000000, the
original tenure i,e 180 months will be reduced by 11 months. On every additional disbursement, tenure will be increased
and the Monhtly Instalment will remain constant and for additional disbursement amount, the interest will charged from
additional disbursement date without any change in the Monthly Instalment.

iii. Monthly Instalment on the Disbursed Amount: The Borrower(s) acknowledges that Monthly Instalments shall
commence and be payable by the Borrower(s) from the date on which the first disbursement is made by the Bank. The
Monthly Instalment shall be calculated by the Bank on the basis of the actual disbursement that has been made for the
entire tenure. Thereafter after each subsequent disbursement, the Monthly Instalment would be accordingly recomputed.
The repayment schedule would accordingly be modified by the Bank from time to time.

For example: Sanction Amount: Rs 3,00,00,000, Disbursement Amount: Rs30,00,000, Applicable Rate of Interest: 8% per
annum, Tenure: 150 months, Due Date: 5th of every month, Date of Disbursement:December 31st, 2021, then the broken
days interest will be charged on actual numbers of days December 31st 2021 to January 4th 2022 i.e interest will be
calculated as Rs.3000000 *8*5/360*100= Rs3334.
From 05/02/2022 onwards, monthly instalment of Rs.28670 will start on disbursed amount i.e .Rs. 30,00,000. On every
additional disbursement, monthly instalmennt will increase and tenure will be constant and for additional disbursement ,
the interest will be charged from additional disbursement date.

All examples are for the purpose of illustration only.

iv. The Borrower(s) obligation to pay/repay the Monthly Installment in accordance with the repayment schedule is absolute,
nothinwithstanding any delay in construction/completion/handover of possession of the Property(ies).

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2.8 MODE OF REPAYMENT

(a) The Borrower(s) shall repay/pay the Monthly Instalment and other monies on the Due Date(s), through any of the following
mode:
Post-dated cheques (“PDC method”); the Electronic Clearing System (“Debit Clearing”) as notified by the RBI (“ECS
method”); National Automated Clearing House (NACH) method (“NACH method”); direct debit from the Borrower(s)’ bank
account held with ICICI Bank (“Direct Debit method”); by standing instruction to the bank; or by deduction from the
Borrower(s)’ salary by the employer (“Salary Debit method”); by directly paying amounts when due to the Bank (“Direct
Payment method”); or by any other method, and as has been selected later by the Borrower(s) with approval of Bank or as
may be required by the Bank in its sole discretion.

(b) The Borrower(s) shall ensure that no payment shall be made in the name of any direct marketing agent, direct selling agent
appointed by the Bank and if any payment is made, the Bank shall not be responsible to take due account of the same.

(c) In case the Borrower(s) cancels or revokes or attempts to cancel or revoke such mandates without the prior consent of the Bank,
such acts of the Borrower(s) shall be deemed to have been committed with a criminal intent to cause wrongful loss to the Bank
and the Bank shall be entitled to levy and Borrower(s) shall be liable to pay cheque/NACH mandate, dishonour charges and
missed payment charges to the Bank as specified in Schedule III and Transaction Documents. Without prejudice to the Bank’s
rights to levy the aforementioned charges, Bank also reserves the right to initiate appropriate criminal proceedings against the
Borrower(s), and exercise other rights and remedies under law and/or under the Transaction Documents. The Borrower(s) shall
ensure that each of such cheques is honoured on first presentation.

(d) The Borrower(s)’ obligation to repay/pay the Monthly Instalment and other monies in respect of the Facility shall not be impacted
by any non-delivery/delayed delivery of the Property(ies) or any dispute/difference whatsoever between Borrower(s) and
builder / promoter /seller / developer or any parties in relation to the Property(ies).

(e) The Bank shall adjust the advance Monthly Instalment, if any, paid by the Borrower(s) to the Bank (or its nominees) prior to
disbursement of the Facility (or at any other time, as may be specified by the Bank) against the payment of the last instalments
(of an equal number) or in any other manner as decided by the Bank. The Borrower(s) shall not be eligible to any interest on
the amount of such advance Monthly Instalment.

(f) The acceptance by the Bank of any payment less than the amount of full Monthly Instalment or other amounts due or owing at
such time shall not constitute a waiver of the Bank’s right to receive the payment in full at such time or at any subsequent time
or a waiver of any other rights whatsoever under Transaction Documents. Credit for payments by any method will be given
only on realizations or on the relative Due Date(s) whichever is later.

(g) In case the Facility is availed in the form of Overdraft Facility, the same shall be repayable on demand, and may, without prior
notice, be modified, reduced, restricted, suspended or cancelled, in whole or in part, at the Bank’s sole discretion, whereupon
all outstanding amounts owing under the Overdraft Facility shall become immediately due and payable, forthwith on demand.

(h) Notwithstanding anything contrary contained hereinabove, in case of breach and/or violation of any of the provisions of this
Facility Agreement and/or Overdraft Facility by the Borrower(s), the Bank may at its sole discretion restrict operation or put a
debit-freeze in the Overdraft Account of the Borrower(s). The Borrower(s) acknowledges that such restriction/ debit-freeze on
the Overdraft Account may prohibit the Borrower(s) from debiting any amount from the Overdraft Account. The Bank may allow
operation in the Overdraft Account on payment/ repayment of the entire dues of the Borrower(s).

2.9 REPAYMENT IN CHANGE OF RESIDENTIAL/CITIZENSHIP STATUS

(a) Notwithstanding anything contained herein, Borrower(s) shall, on demand and at the option of the Bank, forthwith repay the
entire outstanding amount together with all interest, costs, charges and other amount due to the Bank under the Facility, if:
(i) the Borrower(s) ceases to be an Indian citizen;
(ii) the Borrower(s) changes the country of residence as stated in Schedule I to another country for the purpose of employment,
business or long term stay.

2.10 PREPAYMENT AND CANCELLATION

(a) The Borrower(s) shall not, without the approval of the Bank (which approval may be given subject to such terms and conditions
as stipulated by the Bank including payment of minimum prepayment amount, prepayment charges or discounted interest
and/or any other charges, plus applicable interest tax or other statutory levy), prepay the outstanding principal amount of the
Facility in full or part, before the Due Date(s). In the event any part prepayment of the Facility is permitted by the Bank, the Bank
shall be entitled to amend the repayment schedule/amount of Monthly Instalment as specified in this Facility Agreement and
the Borrower(s) shall thereafter make payment of the Monthly as per such amended agreement/ application.

(b) The Borrower(s) shall not cancel the Facility or any part thereof without the prior approval of the Bank and any such cancellation
shall be subject to payment by the Borrower(s) of cancellation charges as may be specified by the Bank.

7
2.11 DELAY IN PAYMENT OF MONTHLY INSTALMENT

(a) Without prejudice to the Bank’s right under this Facility Agreement and Transaction Documents, upon any default by the
Borrower(s) in payment of one or more Monthly Instalment on the Due Date(s) (or any non-realization of the Monthly Instalment
on the Due Date(s), the Bank shall be entitled to present/or re-present the postdated cheques and/ or electronic clearing system
mandate and/ or repayment instruments issued by the Borrower(s) in favor of the Bank.

(b) Irrespective of the mode of payment/ repayment selected by the Borrower(s), the Bank shall be entitled to require the payment
and/or collection of the Borrower(s)’ Dues by presenting/ representing the postdated cheques (if any, submitted by the
Borrower(s)) or by means of electronic clearing system (debit) by itself or through such other person permitted for the same or
utilizing any other mode or manner of payment/ repayment of the Borrower(s)’ Dues.

(c) The delay or default in making payment of any Monthly Instalment or any other amount comprising Borrower(s)’ Dues to the
Bank on the Due Date(s), shall render the Borrower(s) liable to pay Additional Interest on outstanding/unpaid amount from the
relevant Due Date(s) till the payment of such entire amount. Such Additional Interest shall be computed from respective Due
Date(s) for repayment / payment and become payable upon the footing of compound interest at rates with monthly rests or
such other rests as may be prescribed by the Bank from time to time. The Additional Interest is reasonable and represents
genuine pre-estimate of the loss expected to be incurred by the Bank in the event of non-payment of any monies by the
Borrower(s).

(d) The Borrower(s) shall ensure:

i. to not issue stop-payment instruction or cancel the postdated cheques so long as the Facility is outstanding;
ii. prompt replacement of the postdated cheques and/or the mandates, agreement or other documents executed for payment
of the Monthly Instalment and issue fresh postdated cheques, mandates, agreement or other documents to the satisfaction
of the Bank, if the Bank is facing any difficulty/inconvenience/impediment for any reason whatsoever in presenting such
cheques/issuing debit instruction or if required by the Bank at its sole discretion;
iii. swap/exchange of the postdated cheques issued to the Bank with alternate postdated cheques drawn on another bank,
with prior approval of the Bank and payment to the Bank of the “cheque swap” charges as may be applicable.

2.12 TAXES, COSTS AND CHARGES

(a) The Borrower(s) shall bear and pay all taxes, GST, other imposts, costs, charges, levies, fees and duties including stamp duty
and relevant registration and filing charges in connection with the Transaction Documents. In the event of the Borrower(s) failing
to pay the monies referred to above, the Bank shall be at the liberty to pay the same and recover from the Borrower(s).

(b) The Borrower(s) shall reimburse all sums paid and/or expenses incurred by the Bank (including by or on behalf of their trustees
/ agents / representatives / consultants / appraiser) in relation to the Facility within 7 (seven) days from the date of notice of
demand from the Bank or the Bank shall be entitled to include such amounts in the principal amount of the Facility and modify
the Monthly Instalment and/or tenure of the Facility as may be decided by the Bank. All such sums shall carry interest from the
date of payment till such reimbursement at the rate of further interest specified in the Transaction Documents.

(c) The Borrower(s) shall be liable to charges/fee/monies at the rate specified by the Bank in Schedule III and in the Transaction
Documents or at any other rate which Bank may specify from time to time, at Bank’s sole discretion.The Bank also reserves the
right to levy any new additional charges from time to time with due prior notice to the Borrower(s) sent in accordance with this
Agreement or displayed on the Website from time to time. Unless otherwise stated, all fees, charges and other monies payable
/ paid by the Borrower(s) under the Transaction Documents are non-refundable in nature.

(d) All payments by the Borrower(s) under this Facility Agreement and other Transaction Documents shall be made free and clear
of and without any deduction / withholding, except to the extent that the Borrower(s) is required by law to make payment
subject to any deduction / withholding of taxes. Provided that, all taxes required by law to be deducted / withheld by the
Borrower(s) from any amounts paid or payable, including but not limited to, interest, commission, fees, discount, service and
other charges under this Facility Agreement, shall be paid by the Borrower(s) when due and the Borrower(s) shall, within the
statutory time frame prescribed under the law or 30 (thirty) days of the payment being made, whichever is earlier, deliver to the
Bank satisfactory evidence that the tax has been duly remitted to the appropriate authority and tax deduction certificates
delivered to the Bank.

2.13 PROPERTY(IES)

(a) Where the assets/Property(ies) acquired or proposed to be acquired out of the Facility and is offered as Security , the Borrower(s)
undertakes to be solely and exclusively responsible for the due diligence/verification of title, the Property(ies), verification and
compliance of sanctioned plan, building bye-laws, quality condition, fitness of the asset/Property(ies) and for getting/ensuring
timely delivery of the asset/Property(ies) from the seller/developer/builder/development authority and the Bank shall not be

8
 liable or responsible for due-diligence of title or any delay in delivery (or non-delivery) of the Property(ies) or any demurrage
cost or for any defect or variation in the quality, condition or fitness of the Property(ies) or any guarantees or warrantees given
by the seller / developer / builder / promoter in respect thereof or for any representations or warranties, whatsoever made by
seller / developer / builder / promoter or their agents in respect of the Property(ies).

(b) Where the Property(ies) is proposed to be acquired by the Borrower(s), the Borrower(s) shall take necessary steps to register
the Property(ies) in their own name with the appropriate registering authority.

(c) The Borrower(s) shall not enter into any agreement/ arrangement whatsoever with any person or body corporate for the use
(whether by leave and license or otherwise), transfer (whether by sale, lease, or otherwise), disposal, of the Property(ies) in any
manner without prior written consent of the Bank.

(d) The Borrower(s) shall keep the Property (ies) free from all liens, charges, encumbrances whatsoever (save and except the
Security created/to be created in favor of the Bank/its trustees/agents if so required by Bank).

(e) The Borrower(s) is not aware of any documents, judgment or legal process or other charges or any latent or patent defect
affecting the title of the Property(ies) or of any material defect in the Property(ies) or its title which has remained undisclosed
and/ or which may affect the Bank prejudicially and has made available to the Bank the title deeds in respect of the Property
(ies) and shall furnish other documents as may be required by the Bank;

(f) The Property(ies) purchased / proposed to be purchased by the Facility is not included in or affected by any of the schemes of
any competent authority or by any alignment, widening or construction of road under any scheme of the central/ state
government or of any corporation, municipal committee, gram panchayat etc.;

(g) In case of the Facility sanctioned for the purpose of purchase of a plot of land for construction of the property, the Borrower(s)
undertakes to construct the property with all necessary approvals and certificates obtained (which determination by the Bank
shall be final and binding on the Borrower(s)) within a period as specified by the Bank or RBI and/or any other statutory or
regulatory authority from time to time, from the date of the sanction of the Facility/first disbursement.

(h) The Borrower(s) shall comply with terms and conditions governing the Property(ies) and the rules, regulations and bye-laws
of the concerned co-operative society, condominium, limited company or any other body corporate and pay maintenance and
other charges for its upkeep and any other dues payable in respect of the Property(ies) or its use.

(i) Additional conditions for under-construction property:

If the Purpose of the Facility is to purchase Property(ies), which is under construction or to improve / repair the Property(ies),
the following additional terms and conditions will apply; For the purpose of clarity “construction” includes modification or
extension of the Property(ies) and “improvement” means any structural, internal, or external improvement to the Property(ies)
as agreed by the Borrower(s) with the Bank.
(i) The Bank may extend the Facility for the purpose of improvement of residential/office/commercial Property(ies) only if
the Borrower(s) is simultaneously buying the Property(ies);
(ii) The Bank will disburse the Facility for the purpose of construction / improvement of the Property(ies) only after
commencement of construction / improvement of such Property and produces documentary proof to the Bank;
(iii) The Bank may make disbursements under the Facility in stages as per the progress of work, in terms of its internal norms
and guidelines as applicable from time to time. The decision of the Bank in this regard shall be final and binding on the
Borrower(s);

(iv) The Borrower(s) shall –

(i) acquire / construct / improve / repair the Property(ies) in accordance with sanctioned plans; (ii)inform the Bank when
such acquisition / construction / improvement / repair is completed by furnishing a true copy of occupation / completion
certificate issued by the municipal and other concerned competent authority; (iii) promptly notify the Bank of any event
or circumstance which might delay commencement or completion of the construction or acquisition of the Property(ies);
(iv) maintain the Property(ies) upon purchase / completion, in good order and condition during the currency of the Facility
and ensure that the value of the Property(ies) does not diminish; (vii) notify details of any additions or alterations to the
Property(ies) which the Borrower(s) proposes to do; and (viii) inform the Bank of the progress of construction /
improvement / repair of the Property(ies); and
(v) The Borrower(s) shall not hold the Bank responsible for any delay in the construction / giving possession of / completion
of the Property(ies) by the developer / promoter / builder /society to the Borrower(s), or for quality, condition or fitness of
construction of the Property(ies) even if the Bank may have approved / sanctioned any facilities to such developer /
promoter / builder / development authority or given to Borrower(s) any information about such promoter / property /
builder / development authority.

(j) The Borrower(s) agrees and acknowledges that the Bank shall not in any way be liable/responsible, notwithstanding anything
to the contrary under any applicable laws, for any loss, deterioration of or damage to, the Property(ies) on any account
whatsoever whilst the same are in the possession of the Bank or by reason of exercise or non-exercise of any rights and
remedies available to the Bank as aforesaid.

9
 2.14 INSURANCE

(a) The Borrower(s) shall ensure that all its assets and assets charged/to be charged to the Bank are kept insured up to their full
reinstatement value as approved by the Bank (including surveyor's and architect's fees), against such risk as may be required
by good industry practice, including but not limited to, fire, lightning, explosion, earthquake, riot, strike, civil commotion, storm,
tempest, flood, marine risks, erection risks and war, and such other risks as specified by the Bank, with the name of the Bank
recorded as ‘the Loss Payee’ and furnish a true copy of such policies to the Bank. The Borrower(s) shall ensure that all premia
and other sum payable in relation to the abovementioned insurances are timely paid.

(b) In the event of any failure by the Borrower(s) to do so, the Bank may (but shall not be bound to) insure the Property(ies) at the
Borrower(s)’ cost and if Bank pays the insurance premium, or any other monies, for/towards the insurance of the Property(ies),
the Borrower(s) shall reimburse all such sums paid by the Bank. In the event the Borrower(s) at any time, subsequent to availing
the Facility, approaches the Bank for enhancement of the Facility for the purpose of payment of insurance premium, the Bank
may, at its sole discretion, provide additional facilities towards payment of insurance premium, provided, the Monthly
Instalment remains constant and the tenure of the Facility shall be accordingly extended.

(c) In the event of loss or damage to Property(ies), the Bank shall have the first claim on insurance proceeds towards Borrower(s)’
Dues. In case the insurance proceeds are not sufficient to satisfy Borrower(s)’ Dues, the Borrower(s) shall immediately pay the
balance outstanding.

ARTICLE III – COVENANTS FOR SECURITY

3.1 The Facility together with all interest, liquidated damages, fees, premia on prepayment, costs, charges, expenses and other
monies whatsoever stipulated in or payable under the Transaction Documents shall be secured by first ranking mortgage and
charge over Property(ies) as stipulated in Schedule I (“Security”) together with all easements/privileges/development
rights/benefits/ fixtures and fittings/buildings and structures, present and future, all tangible and/or intangible properties, all
accretions, additions, accessories, fixtures and fittings, buildings, structures constructed / erected thereon, whether owned /
acquired / occupied or to be owned / acquired / occupied by the Borrower(s) and/or such other property(ies) as may be
substituted instead of or added to such Property(ies) or both, with the Bank’s consent. The Security shall be created and
perfected in a form and manner satisfactory to the Bank.

3.2 Security in relation to any Property(ies) is required to be registered under any law for the time being in force or notice of
intimation is required to be filed (wherever applicable), the Borrower(s) shall, if required by the Bank, within 10 (ten) days from
the date of creation of such security have such security registered or intimate the appropriate registering authority, and submit
original security documents to the Bank.

3.3 Where the Facility has been availed of for repayment of an existing loan/facility against any property(ies), then the Borrower(s)
shall within 7 (seven) days from disbursement of the Facility get the previous security interest removed from the records of the
appropriate registering authority and have the security, if any, in favor of the Bank / its trustees or agents registered with such
registering authority or send intimation to the appropriate registering authority.

3.4 Upon Bank’s request, the Borrower(s) shall also procure guarantee(s) from person(s) set out in Schedule I (“Guarantor(s)”)
for the payment of the dues being repayment of the Facility, payment of interest, additional interest, fees, commitment charges,
costs, charges and expenses and all other amounts payable to the Bank under the Facility Agreement.

3.5 All Security/ guarantee(s), except for which timeline for creation and/or perfection has been provided for in the Transaction
Documents, shall be created and perfected and all formalities thereof completed in a form and manner satisfactory to Bank, as
a condition precedent to disbursement under the Facility. The Borrower(s) shall, until the creation and/ or perfection within the
timeline prescribed by the Bank and to the satisfaction of the Bank, pay Additional Interest.

3.6 Security, if any, created by the Borrower(s) and/or any other person in favour of the Bank/ its trustee or agents and/ or guaran-
tee(s) furnished in connection with the Facility shall continue until the full payment of all monies due under/in respect of the
Facility and (a) shall not be discharged by intermediate payment by the Borrower(s) or any settlement of account by the Bor-
rower(s); (b) shall be in addition to and not in derogation of any other security which the Bank at any time hold in respect of
the Borrower(s)’ Dues; (c) shall be available to the Bank until all accounts between the Bank and the Borrower(s) in respect of
the Facility are ultimately settled.

3.7 If, at any time during the subsistence of the Facility, the Bank is of the opinion that the Security provided for the Facility is or
will become inadequate, then the Borrower(s) shall procure, provide and furnish to the Bank, such additional security as may
be acceptable to Bank. If the Security which the Borrower(s) may furnish or the additional security, if any, found to be of inferior
value to that as declared by the Borrower(s) at the time of availing the Facility and as declared in the Application, the Bank may,
at its discretion, treat such default as an Event of Default.

10
 ARTICLE IV – REPRESENTATIONS AND WARRANTIES

4.1 The Borrower(s) hereby declares, represents and warrants that:

(a) the Transaction Documents have been duly and validly executed by the Borrower(s), each of the Transaction Documents
constitutes and when executed will constitute, a legal, valid and binding obligation of the Borrower(s) enforceable in accordance
with their respective terms, applicable laws and constitutional documents, if any of Borrower(s) or any documents in relation
to its assets/Property(ies).
(b) neither the Borrower(s) nor any director or third party security provider or Guarantor(s) of the Borrower(s) has been declared
to be a willful defaulter;
(c) the obligations of the Borrower(s) under the Transaction Documents shall not be affected, impaired or discharged by winding
up / insolvency / death / dissolution / merger or amalgamation / reconstruction or takeover of the management or Property(ies)
or nationalization of the undertaking of the Borrower(s), as the case may be;
(d) except to the extent disclosed in writing to the Bank:
(i) all the Borrower(s)’ contracts or agreements with, or any commitments to, any affiliates or group companies of the Bor-
rower(s) (if applicable), are on arms’ length basis;
(ii) no litigation, arbitration, administrative and/or other proceeding against the Borrower(s) or any of its Property(ies) before
any court, tribunal, authority or agency, has been initiated or is pending which, if adversely determined, might have a
Material Adverse Effect;
iii) no relative (as specified by RBI) of a chairman/managing director or director of banking company (including Bank and its
subsidiaries) or trustees of mutual funds/venture capital funds set up by a banking company (including the Bank) is; a
partner or major shareholder or as a director or as a guarantor or is in control of our concern and no relative of senior
officer (as specified by RBI) of the Bank, holds substantial interest or is interested as a director/partner or as guarantor in
our concern.
For the purpose of this clause the terms “relative”, “near relation” & “senior officer” shall have the same meaning ascribed
to them under the RBI master circular on Loans and Advances dated July 1, 2015, para 2.2.1.8 and shall include any
amendments made thereto.
(e) the Borrower(s) shall not use the Facility (or any part thereof) for any illegal and/ or antisocial and/ or speculative purposes
and/or any other purposes which is prohibited including without limitation to participation in stock markets/IPOs/ land purchase/
investment in capital market/ acquiring equity shares of Indian companies/ buy back of shares in Indian companies/funding of
promoter’s contribution in the project;
(f) in case the Borrower(s) is NRIs/PIOs, the Borrower(s) hereby agrees and undertakes to abide by the provisions of Foreign
Exchange Management Act, 1999 (“FEMA”) and all rules and regulations made thereunder (as amended from time to time)
with respect to purchasing, retaining, using and selling the Property and repatriating the proceeds of such sale outside India.
The Borrower hereby agrees and undertakes to maintains an NRO/NRE account in India in compliance with the Foreign
Exchange Management Act, 1999 and all relevant regulations there under (as applicable).
(g) in case the Borrower(s) is NRIs/PIOs, the Borrower(s) shall not use the Facility (or any part thereof) for agricultural or allied
activities;
(h) the Facility shall not be used towards purchase of gold in any form including primary gold, gold bullion, gold jewelry, gold coins,
units of gold Exchange Traded Funds and units of gold Mutual Funds etc;
(i) the Borrower(s) is not / shall not be entitled to, and shall not claim immunity for itself or the Property(ies) from suit, execution,
attachment or other legal process in any proceedings in relation to Transaction Documents;
(j) neither the Borrower(s) nor any other person benefiting in any capacity, either directly or indirectly, in connection with or from
the Facility Agreement and/or any instruments and/or payments thereunder is a Specially Designated National (“SDN”) and/or
otherwise sanctioned, under the sanctions promulgated by the United States (including its Office of Foreign Assets Control's
(“OFAC”)), India, United Nations, European Union, the jurisdiction of the Facility office and/or any other country (collectively,
the "Sanctions"). The Borrower(s) shall ensure that its transactions do not violate any Sanctions, nor any sanctioned persons
or entities are involved in its transactions. The Borrower(s) agrees that it shall not avail the Facility or use the proceeds of the
Facility in any transaction with, or for the purpose of financing the activities of, any person currently subject to any Sanctions
as aforesaid.
(k) the Borrower(s) has read and understood the concepts and illustrations in relation to due dates, classification of borrowal
accounts as Special Mention Account (SMA), Non-Performing Asset (NPA) as detailed in Schedule IV. The Borrower(s) also
understands that the clarifications/examples mentioned in Schedule IV are only illustrative in nature covering common
scenarios and the norms and clarifications provided by RBI from time to time will prevail.

4.2 The representation and warranties in Clause 4.1 shall continue to remain true, correct, valid and subsisting in every respect as
of the date of each disbursement by the Bank under the Facility Agreement (in each case, before and after giving effect to
disbursements occurring on such date) and as on each Due Date(s), which representations, warranties and agreements shall
survive the execution and delivery of the Facility Agreement and the provision of the Facility under the Facility Agreement and
repayment/payment in full of the Facility and all monies in respect thereof to the satisfaction of the Bank.

ARTICLE V – COVENANTS AND UNDERTAKINGS

5.1 INFORMATION COVENANTS

11
So long as the amounts due under this Facility Agreement shall remain outstanding, and until the full and final payment of all
monies owing hereunder, the Borrower(s) shall promptly notify/or deliver to the Bank:

(a) of any circumstances and conditions which have/may have a Material Adverse Effect or occurrence of any event or
circumstances, which constitutes or results in any declarations, representation, warranty, covenant or condition under this
Facility Agreement and other Transaction Documents being or becoming untrue or incorrect in any respect;
(b) of any material loss or damage to any of the Property(ies), which the Borrower(s) may suffer due to any event, circumstance or
act of God;
(c) of any litigation, arbitration, administrative or other proceedings for its insolvency, bankruptcy, winding up or otherwise have
been initiated or threatened against the Borrower(s) or Security given by the Borrower(s);
(d) not later than 14 (fourteen) days from the occurrence of following events: i) change in constitution and/or the authorised signa-
tory; (ii) theft/loss/damage to Property(ies); (iv) change in address (office or residence) /location/place of business/ place (iii)
change in residential status;
(e) of any merger, demerger, consolidation, reorganisation, scheme of arrangement or compromise with its creditors or share-
holder’s or effect any scheme of amalgamation or reconstruction including creation of any subsidiary or permit any company
to become its subsidiary;
(f) whenever required by the Bank, statements of annual income certified and audited by a practicing chartered accountant along
with a copy of the tax returns filed with the income tax authorities duly certified by such chartered ccountant or latest salary
slip duly stamped and signed by the employer;
(g) a proper true copy of occupation / completion certificate issue by the competent authority and a written notice about the
completion of the construction within a period of 6(six) months from the date of final disbursement. In case the society/other
organization is not formed, the Borrower(s) shall upon formation of the society/other organization inform the society/other
organization about the Facility granted by the Bank to the Borrower(s) for purchase/construction of the Property(ies) and if
required by the Bank obtain necessary confirmations from the society / other organization.

5.2. AFFIRMATIVE COVENANTS

Save as otherwise provided in the Facility Agreement or the Transaction Documents, the Borrower(s) covenants and undertakes
to:
(a) maintains its corporate existence, and the right to carry on its business and operations as it is being conducted, in all applicable
jurisdictions; and obtain and maintain all authorisations, franchises and rights necessary for the conduct of its business and
operations in such jurisdictions ;
(b) remains acquainted and updated with the Bank’s terms and conditions relating to the Facility;
(c) maintains all statutory books, books of accounts, and other records in accordance with good business practices and applicable
laws and permit Bank/its officer or authorised representative/statutory auditors/ RBI official to carry out such inspection of the
records or Property(ies) at such intervals as may be decided by the Bank;
(d) continue being a resident in India and shall not leave India for employment or business for long stay (exceeding 60 (sixty) days)
without first fully repaying the Facility and all the monies in respect thereof;
(e ) In the event RBI’s circular on Opening of Current Accounts by Banks - Need for Discipline dated August 6, 2020 (as amended
from time to time) is applicable to the Borrower(s), the Borrower(s) shall not open a current account with any bank and all
transactions by the Borrower(s) shall be routed through the Borrower(s)' cash credit/overdraft account(s) in line with the
aforesaid circular.
(f) promptly authenticate and verify the financial information submitted by the Bank, as and when requested by information utilities;
(g) comply with all laws, guidelines, regulations, governmental directions, court orders, applicable from time to time;
(h) comply with any additional terms and conditions applicable to the Facility.

5.3 NEGATIVE COVENANTS:

Save as otherwise provided in the Facility Agreement and Transaction Documents, and so long as the amounts due under this
Facility Agreement shall remain outstanding and until the full and final payment of all money owing hereunder, the Borrower(s)
hereby further covenants and agrees that without the prior written approval of Bank, the Borrower(s) shall not:
(a) enter into any merger, demerger, amalgamation, corporate reconstruction or compromise with its creditors of shareholders;
(b) effect any change in its capital structure or constitutional documents in any manner whatsoever, which will adversely affect the
rights of Bank or the obligations of any party, under the Transaction Documents;
(c) change the purpose of use of funds under the Facility during the tenor of the Facility;
(d) change the use of the Property(ies) purchased by the Facility provided that if such Property(ies) is used for any purpose other
than residential purpose, in addition to any other action which the Bank might take, the Bank shall be entitled to charge, in its
sole discretion, such higher rate of interest as it might fix in the circumstances of the case;
(e) amalgamate or merge the Property(ies) with any other adjacent property nor shall the Borrower(s) create any right of way or
any other easement on such Property(ies);
(f) sell, transfer, grant lease or otherwise dispose off or part with it or deal with, all or part of the Property(ies) in any manner;
(g) execute any power of attorney, indemnity or any other deed, in favor of any third person enabling such person to deal with the
Property(ies) in any manner;
(h) subject the Property(ies) to any family arrangement or partition or convert the Property(ies) to HUF property;
(i) obtain any further loan and/or financial facility from any person/bank/financial institution for the same purpose;
(j) stand surety for any person or guarantee the repayment of any loan or overdraft or other obligations of any person.

12
 ARTICLE VI – EVENTS OF DEFAULT

6.1 EVENT OF DEFAULT

The occurrence of any one or more of the following events shall constitute an Event of Default under the Facility Agreement.

(a) Payment Default – Default has occurred in the payment of any monies (whether for principal or interest or otherwise, in
respect of the Facility(ies) on the Due Date(s), whether at stated maturity, by acceleration or otherwise or if a cheque in respect
of any payment is dishonored or where any other cheque is not renewed before its expiry date or there is an apprehension of
inability of the Borrowe(s) or Guarantor(s) to pay the Borrower’(s) Dues.
(b) Breach of Terms – The Borrower(s) or any Guarantor(s) is/ are in breach of any representation, warranties, declaration,
covenants or conditions under the Transaction Documents (other than events specified in clause 6.1 (a) and 6.1 (c) to (m) of this
Facility Agreement) and such default has continued for a period of 30 (thirty) days after notice in writing thereof has been given
to the Borrower(s) or as the case may be, to such other person, by the Bank.
(c) Legal Proceedings, Bankruptcy, Insolvency, Dissolution –
(i) If any execution or distress is levied against the Borrower(s) or if a receiver or liquidator (including provisional liquidator) has
been appointed over all or any part of the assets of the Borrower(s) or if any attachment or distraint has been levied on the
Borrower(s) assets or any part thereof or certificate proceedings have been taken or commenced for recovery of any dues from
the Borrower(s) or if one or more judgments or decrees have been rendered or entered against the Borrower(s) and such
judgments or decrees are not vacated, discharged or stayed within a period of 45 (forty five) days and such judgments or
decrees involve in the aggregate, a liability which could have a Material Adverse Effect;
(ii) (a) If any petition or application in relation to insolvency or bankruptcy resolution of the Borrower(s) (including without
limitation, corporate insolvency resolution process and bankruptcy process under the insolvency laws of India) is filed before
any court, tribunal or authority of competent jurisdiction, or the Borrower(s) has become bankrupt or insolvent or is dissolved
or (b) if the Borrower(s) takes any action or any legal action or proceedings are started or other steps taken for the insolvency
resolution, winding-up or dissolution of the Borrower(s);
(iii) Legal conviction: if the Borrower(s) or the Guarantor(s) is convicted under any criminal law in force;
(iv) Change in Control – Any person acting singularly or with any other person (either directly or indirectly) acquires control of
the Borrower(s) or of any other person who controls the Borrower(s), without the approval of the Bank.
(d) Illegality or Death - It is or becomes unlawful for the Borrower(s) or any person including the Bank to perform any of their
respective obligations under the Transaction Documents or where any of the Borrower(s) dies or becomes a lunatic.
(e) Cross Default – (i) An event of default howsoever described occurs and is continuing beyond the cure period provided (if
any) under any agreement or document entered into by the Borrower(s) with the Bank relating to any Indebtedness, or, the
Borrower(s) is unable or has admitted in writing its inability to pay any of its Indebtedness with the Bank as they mature or when
due; or (ii) An event of default howsoever described occurs under any agreement or document relating to any Indebtedness of
the Borrower(s) resulting in a Material Adverse Effect.
(f) Material Adverse Effect – Occurrence or existence of one or more events, which in the opinion of the Bank, could have a
Material Adverse Effect.
(g) In case Borrower(s) is an employee, the Borrower(s) opts for any scheme or accepts any offer from its employer providing any
benefit on resigning or retiring from the employment prior to superannuation, or upon the employer terminating the Borrower(s)’
employment for any reason, or upon the Borrower(s) resigning or retiring from the service of its employer for any reason
whatsoever.
(h) Security- (a) If the Security over the Property(ies) is not created within the timelines stipulated in this Facility Agreement.
(b) If any Property(ies) on which the Security for the Facility is created depreciates in value to such an extent that in
the opinion of the Bank further security should be provided and such further security is not provided.
(c) if any liens, charges, mortgage, encumbrances whatsoever (save and except the Security created/to be created
in favor of the Bank and/or its trustees) are created by the Borrower over the Property(ies), without written
approval of the Bank.
(i) Security in Jeopardy -If in the opinion of the Bank, the Security for the Facility is in jeopardy or ceases to have effect or
becomes illegal, invalid, unenforceable or otherwise fails or ceases to be in effect; or the Property(ies) is/are (or is/are sought
to be) confiscated, attached, taken into custody by any official, authority or any other person, or made the subject of any
execution proceeding; or the Property(ies) is/are endangered/stolen or suffer total loss/damage due to any accident.
(j) Cessation - If the Borrower(s) ceases or threatens to cease to carry on any of its businesses or gives notice of its intention to
do so or if all or any part of the assets of the Borrower(s) required or essential for its business or operations are damaged or
destroyed or there occurs any change from the date of submission of the Application in the general nature or scope of the
business, operations, management or ownership of the Borrower(s), which could have a Material Adverse Effect.

6.2 NOTIFICATION OF DEFAULT

(a) The Borrower(s) shall promptly notify the Bank upon becoming aware of any Event of Default and any event which, constitutes
or with the giving of notice, lapse of time, determination of materiality or satisfaction of other conditions, would be likely to
constitute, an Event of Default, and the steps, if any, being taken to remedy it.

13
(b) Without prejudice to the rights and remedies available to the Bank, the Borrower(s) hereby agrees and confirms that upon the
occurrence of any Event of Default, the Borrower(s) shall not repay any Indebtedness incurred by the Borrower(s) without
repaying the Facility.

6.3 CONSEQUENCES ON EVENT OF DEFAULT

(a) Without prejudice to any rights or remedies that may be available to the Bank under the Transaction Documents or otherwise,
on the occurrence of an Event of Default the Bank may, by a notice in writing to the Borrower(s), exercise the following rights:

(i) terminate the Facility and declare that the Facility and all interest accrued and all costs, charges, expenses and other sums
outstanding are immediately due and payable to the Bank, whereupon the same shall become immediately due and payable
by the Borrower(s) and the Borrower(s) shall pay all the amount due and payable under the Facility in accordance with the
terms of the notice without any further notice or other legal formalities of any kind; and / or
(ii) suspend further access / drawls by the Borrower(s) to the use of the Facility under the Transaction Documents; the right of
the Borrower(s) to avail of or make drawls from the Facility shall continue to be suspended until the Bank notifies otherwise;
and/or
(iii) declare the Security created, if any, in terms of this Facility Agreement and/or the other Transaction Documents to be
enforceable, and the Bank or such other person in favor of whom such security is created shall have, inter alia, the following
rights:
a. to enter upon and take possession of the assets/ Property(ies) comprised within the Security, if any; and/or
b. to appoint any officer or officers of the Bank or any other person authorized as receiver of the Property(ies); and/
or
c. to sell/ transfer/ dispose off the assets/ Property(ies) comprised within the Security created, if any by way of sale
(by private or public auction), lease, leave and license or otherwise at the risk and costs of the Borrower(s) in all
respects with power to rescind or vary any contract for sale without being bound or answerable for any loss or
diminution in value and without being bound to exercise any of the powers hereby conferred or being liable for
any loss occasioned by the exercise of any such power and to give effectual receipts and discharge for the
purchase money and to do all such other acts and things for completing the sale as the Bank or the receiver, shall
think proper; and/or
d. exercise any right, power or remedy permitted to it by law, including by suit, in equity, or by action at law, or
both, or otherwise, whether for specific performance of any covenant, condition or term contained in this Facility
Agreement or other Transaction Documents or for an injunction against a violation of any of the terms and
conditions of this Facility Agreement or other Transaction Documents, or in aid of the exercise of any power or
right granted in this Facility Agreement or other Transaction Documents and/or as a creditor.

(iv) to contact and require the Borrower(s)’ employer to make deductions from the salary/wages and remit the same to the Bank
until Borrower(s)’ Dues are clear;
(v) to appoint: (i) any person engaged in technical, management or any other consultancy business to inspect and examine the
working of the Borrower(s) and /or the assets including the Borrower(s)’ premises, factories, plants and units and to report
to the Bank; (ii) any chartered accountants / cost accountants as auditors for carrying out any specific assignments or to
examine the financial or cost accounting system and procedures adopted by the Borrower(s) for its working or as concurrent
or internal auditors, or for conducting a special audit of the Borrower(s).

(b) Notwithstanding any suspension or termination, all the provisions of this Facility Agreement and other Transaction Documents
for the benefit or protection of the Bank and its interests shall continue to be in full force and effect.

6.4 EXPENSES INCURRED

(a) All expenses incurred by Bank whether before or after an Event of Default, shall be payable by the Borrower(s), including in
connection with:
(i) preservation of, or enforcement action against the Borrower(s)’ assets or the assets comprised within the Security for the
Facility (whether then or thereafter existing) including but not limited to for filing legal suit, appointment of receiver, Non
Maintenance of Mode of Payment (NMMP) charge, charges for availing services of professionals i.e. title search, valuation
etc., charges incurred in Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act,
2002 (“SARFAESI”) proceedings, paper advertisement charges, auction charges for repossessed asset, security guard
charges for protection of repossessed assets, enforcement charges for availing logistical support during repossession,
charges incurred in sending different notices and any other charges that are not budgeted or specified, but are incurred
by the Bank on behalf of the Borrower(s); and
(ii) collection of amounts due under the Transaction Documents.

14
 ARTICLE VII – MISCELLANEOUS

7.1 RECORD AND INSPECTION

(a) The Borrower(s) shall keep and maintain all statutory books, books of accounts, bank statements / pass books and other records
of the Borrower(s) in accordance with good business practice and applicable laws. The Borrower(s) shall permit any authorized
representative of the Bank and/or statutory auditors / RBI and/ to carry out technical, financial and legal inspections of the
Property(ies) at such intervals as may be decided by the Bank. The Borrower(s) shall ensure to provide free access at all rea-
sonable times to the Property(ies) /premises of the Borrower(s) to carry out the inspection and shall provide full cooperation
and assistance. Wherever required or necessary in the opinion of the Bank, the Borrower(s) shall obtain all required permissions
and consents as are required by the Bank (or any of its representatives) for entering into the Property(ies).

7.2 JOINT AND SEVERAL LIABILITY

(a) The Borrower(s) liabilities hereunder shall be joint and several, and each of the Borrower(s) shall be liable as a primary obligor
for the entire liabilities and outstanding amounts under the Facility. The Bank shall be entitled to make a claim on each or any
of the Borrower(s) separately and in such manner and at such time as the Bank may determine whether for the entire
outstanding amounts under the Facility or any part thereof (regardless of which of the Borrower(s) have, and regardless of
whether the party being claims against is the party which has, utilised the Facility or incurred the outstanding amounts), without
having to take any action against or make a claim on the other(s) (and regardless of whether the party being claimed had utilised
the Facility at all). Furthermore, to the fullest extent permitted by applicable laws, the Borrower(s) liabilities hereunder shall not
be prejudiced, affected or discharged by :-
(i) the granting of any time, concession, waiver or indulgence to any of the Borrower(s) or any other person;
(ii) the invalidity, illegality or unenforceability of any obligation or liability of or against any of the Borrower(s) hereunder;
(iii) any invalidity, irregularity [or absence in the acceptance] of the Facility by any of the Borrower(s);
(iv) any deficiency in the powers of any of the Borrower(s) to enter into or perform any of their obligations hereunder,
any irregularity in the exercise thereof or any lack of authority of any person purporting to act on behalf of any of
the Borrower(s);
(v) the insolvency, bankruptcy, receivership or liquidation, any incapacity, disability or limitation or any change in the
constitution or status of any of the Borrower(s);
(vi) any waiver, exercise, omission to exercise, compromise or release of any rights against any of the Borrower (s) or
any compromise, arrangement or settlement with the same;
(vii) any impropriety in the utilisation of the Facility by any of the Borrower(s); and
(viii) any act, omission, event or circumstance which would or may operate to prejudice, discharge or affect this Facility
Agreement or the liability of any of the Borrower(s).

For the avoidance of doubt, and without affecting the generality of the aforesaid, if a clause or any part thereof is invalid, illegal
or not enforceable against a borrower for whatever reason, the validity, legality and enforceability of that clause or part thereof
against any other borrower will not be affected in any manner whatsoever.

7.3 WAIVER

(a). No failure to exercise, nor any delay in exercising, on the part of the Bank, any right or remedy under the Transaction Documents
shall operate as a waiver, nor shall any single or partial exercise of any right or remedy prevent any further or other exercise or
the exercise of any other right or remedy. The rights and remedies provided in this Facility Agreement and Transaction Docu-
ments are cumulative and not exclusive of any rights or remedies provided by law.

7.4 AMENDMENTS

(a) Save as where otherwise expressly provided in any Transaction Documents or pursuant to an RBI direction, this Facility Agree-
ment (including the schedules hereto) may not be amended, supplemented or modified and no term or condition or any part
thereof may be waived without the consent of the Borrower(s) and the Bank.

7.5 SET-OFF & APPROPRIATION

(a) The Bank shall have the paramount right of set-off and lien, irrespective of any other lien or charge, present as well as future
on the deposits of any kind and nature held / balances lying in any accounts of the Borrower(s) (whether singly or jointly with
another or others) and on any monies, securities, bonds and all other assets, documents and properties held by / under the
control of the Bank or any of its subsidiary/affiliates whether by way of security or otherwise pursuant to any contract entered
/ to be entered into by the Borrower(s) in any capacity to the extent of all outstanding dues, whatsoever, arising as a result of
any loans/ facilities/ any other banking services that may be/ have been granted by the Bank to the Borrower(s). The Bank is
entitled to settle any Indebtedness whatsoever owed by the Borrower(s) to the Bank by adjusting, setting-off any deposit(s)
and/or transferring monies lying to the balance of any account(s) held by the Borrower(s) (whether singly or jointly with another

15
 or others) with the Bank (or any of its subsidiary/affiliates) to combine or consolidate at any time all or any of the accounts and
liabilities of the Borrower(s) including accounts not related to the Facility. The Bank's rights hereunder shall not be affected by
the Borrower(s)’ insolvency, bankruptcy or winding-up.

7.6 EVIDENCE OF DEBT

(a) The Bank shall maintain, in accordance with its usual practice, accounts evidencing the amounts from time to time lent by
and/or owing to it under the Facility (ies) which shall be prima facie and conclusive evidence of the existence and amount of
obligations of the Borrower(s).

7.7 NOTICE

(a) All notices or other communications under or in connection with Facility shall be given in writing and shall be deemed to be
effective if provided in following manner:

Notice to the Borrower(s) -

(i) if sent by letter, when delivered personally or if dispatched by post, when recall of the letter is outside the control of the
Bank; and
(ii) if sent by e-mail, SMS, WhatsApp or any other electronic or telecommunication mode, when sent by the Bank

Notice to the Bank -

(i) if sent by letter, when delivered personally or if dispatched by post, when recall of the letter is outside the control of the
Borrower(s); and
(ii) if sent by e-mail on the designated email ID of the Bank, when received by the Bank.

Provided, however, that no notice or communication to the Bank shall be effective unless actually received and acknowledged
by the Bank.

(b) All notices or communication to the Borrower(s) or the Bank, as the case may be,shall be made to the address , email provided
in Schedule I, or such other address as may be notified by Borrower(s) from time to time.

(c) All notices or communication from the Borrower(s) to the Bank, through email, shall be from the email ID of the Borrower(s)
or authorized signatory of the Borrower(s), as provided in Schedule I or from the email ID of any other authorized signatory,
as may be notified by the Borrower(s) in writing, from time to time, and such notice or communication shall be considered
valid and binding on the Borrower(s) and the Bank shall be authorized to rely and act upon such email notices or
communications, without any further checks or verification, including with regard to its validity, genuineness or accuracy.

(d) The Borrower(s) acknowledges and confirms that any notice provided by the Bank shall be treated by the Borrower(s) as
sufficient and reasonable notice to the Borrower(s) and agrees to assume the liability for any non-delivery of a notice as
aforesaid, by any reason of any error, electronic or otherwise.

7.8 ASSIGNMENT

(a) The Borrower(s) shall not assign or transfer, all or any of its rights, benefits or obligations under the Transaction Documents
without the approval of the Bank. The Bank may, at any time, sell, assign, novate or transfer, all or any of its rights, benefits
and obligations, under this Facility Agreement and Transaction Documents in whole or in part and on such terms as the Bank
may decide including assigning or reserving to the Bank the power to proceed against the Borrower(s), on behalf of the
assignee, in Events of Default for any amounts due by the Borrower(s) under this Facility Agreement. The Bank may, if it so
desires, also assign to such assignee, the right to proceed against the Borrower(s) directly. Any such sale or assignment shall
bind the Borrower(s) and the Borrower(s) shall accept the third-party assignee as its sole creditor or creditor jointly with the
Bank. Notwithstanding any such assignment or transfer, the Borrower(s) shall, unless otherwise notified by the Bank continue
to make all payments under the Facility Agreement to the Bank and all such payments when made to the Bank shall constitute
a full discharge to the Borrower(s) from all its liabilities in respect of such payments.

The Borrower(s) also expressly recognises and accepts that in the event the Bank sells/assigns to any third party the Facility
and all outstandings due to the Bank, such assignment may cover transfer and assignment of any or all rights and obligations
of the Bank under this Facility Agreement which may inter alia include but not limited to the right to determine rate of interest,
determine reference rate / prime lending rate applicable to the Facility, re-pricing and pre-payment charges, collection
procedure and all other relevant and incidental matters to the relating to the Facility and/ or rights over the Property(ies). Any
such sale, assignment, transfer of the Facility, outstandings due and rights/obligations of the Bank shall conclusively bind the
Borrower(s).

16
(b) Without prejudice to the aforesaid provision, the Bank may, without notice to the Borrower(s), share the credit risk of the
whole or a part of the Facility with any person by way of participation. Notwithstanding such participation, all rights, title,
interests, special status and other benefits and privileges enjoyed or conferred upon or held by the Bank under the Transaction
Documents shall remain valid, effective and enforceable by the Bank on the same terms and conditions and the Borrower(s)
shall continue to discharge in full all its obligations under the Transaction Documents to Bank. The Borrower(s) shall not have
and shall not claim any privity of contract with such participating bank on account of any reason whatsoever.

7.9 CROSS COLLATERAL

(a) The Borrower(s) acknowledges that in case there being any outstanding by the Borrower(s) under this Facility or any other
financial facility availed of by the Borrower(s), apart from this Facility, the Bank shall not be obliged to release the security
created by the Borrower(s) under this Facility or any other financial facility availed of by the Borrower(s) from the Bank and the
Borrower(s) hereby authorizes the Bank to extend the security to cover such outstanding financial facility. Similarly, in the event
of there being any outstanding by the Borrower(s) under this Facility, the Bank shall not be obliged to release the security created
by the Borrower(s) for other financial facility availed by the Borrower(s) from the Bank and the Borrower(s) undertakes to extend
such security to cover the Borrower’s Dues under this Facility Agreement.

7.10 GOVERNING LAW AND JURISDICTION

(a) This Facility Agreement and Transaction Documents (unless otherwise specified in any Transaction Documents) shall be gov-
erned by and construed in accordance with the laws of India. The Parties hereto unconditionally submit to the exclusive juris-
diction of the courts and tribunals in place in India where the branch of the Bank disbursing the Facility is situated, for the
determination of any matters arising out of or under this Facility Agreement. Provided that nothing stated herein shall (and/or
shall be construed so as to) limit the right of the Bank to initiate proceedings against the Borrower(s), or both, in any other court
of competent jurisdiction and nor shall the initiation of the proceedings in any one or more jurisdictions by the Bank preclude
the taking of the proceedings by the Bank in any other jurisdiction (whether concurrently or not).

7.11 SEVERABILITY

(a) Any provision of the Transaction Documents which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction,
be ineffective to the extent of prohibition or unenforceability but that shall not invalidate the remaining provisions of the Trans-
action Documents or affect such provision in any other jurisdiction.

7.12 INCONSISTENCY

Sanction Letter forms an integral part of this Facility Agreement and by signing this Facility Agreement, the Borrower(s) agrees
and accept the terms of the Sanction Letter issued by the Bank This Facility Agreement, the Sanction Letter and any other
documents referred to herein, integrate all the terms and conditions mentioned herein or incidental hereto, and supersede all
oral negotiations and prior writings in respect of the subject matter hereof, except for those provisions of the Sanction Letter
issued prior to this Facility Agreement which are in addition to and complement, and are not the same or in conflict with, the
terms of this Facility Agreement. In the event of any conflict between the terms, conditions and provisions of this Facility
Agreement and any agreement or documents attached hereto or referred to herein, then in such event, the terms, conditions
and provisions of this Facility Agreement shall prevail.

7.13 DISCLOSURES

(a) The Borrower(s) agree, accept and consent for the disclosure and sharing by the Bank of all or any information and data relating
to the Borrower(s)/ Guarantor(s) or any credit facility, including but not limited to financial information, information relating to
default, if any, committed by the Borrower(s)/ Guarantor(s), in the discharge of their obligations, as the Bank may deem
appropriate and necessary to disclose and furnish, to RBI and/or any agency(ies)/credit bureaus authorized in this behalf by
RBI, to information utilities, to its professional advisers and consultants and to its service providers, group companies, third
party or otherwise, through written or oral communication including paper publication (with or without photographs) and/or
as required under applicable law, at the order of a court of law, or any statutory, regulatory or supervisory authority of any
jurisdiction.
(b) The Borrower(s) accepts that RBI or any other agency so authorized, any statutory, regulatory or supervisory authority, may
use, process, disseminate the said information and data disclosed by the Bank in such manner as deemed fit by them in any
particular circumstances and shall not hold the Bank responsible or liable in this regard. The Borrower(s) further gives consent
to the Bank, to recover/set off any fees required to be paid by the Bank to the information utilities, for availing their services in
relation to the Facility, from the disbursements made to the Borrower(s) by the Bank, from time to time. The Bank, its group
companies, agents/representatives would be entitled to provide the Borrower(s), its promoters, directors and employees,
information on various products, offers and services through any mode (including through telephone calls / SMS / emails).

7.14 COLLECTIONS/ADMINISTRATION

17
(a) It is agreed by the Borrower(s), that without prejudice to any rights of Bank, all acts / steps as are necessary for Bank to take in
order to monitor the Facility and its utilisation and/or the obligations of the Borrower(s) and /or the Borrower’s compliance
with the terms hereof and / or to recover amounts due to Bank or any part or portion thereof, shall and/or may be carried out
by and / or through such other person (including a company or body corporate) as may from time to time be appointed by
the Bank in respect thereof and that the Bank will at all times be entitled to share with any such other person that may thus
be appointed by the Bank, all documents statements of accounts and other information of whatsoever nature pertaining to
the Borrower(s) and/or the Facility. Further, the Borrower(s) expressly recognises and accepts that the Bank shall, without
prejudice to its rights to perform such activities either itself or through its officers or servants, be absolutely entitled and have
full power and authority to appoint one or more third parties or other persons of the Bank’s choice and to transfer or delegate
to such third parties or persons, the right and authority to collect on behalf of the Bank all unpaid amounts and to perform
and execute all acts, deeds, matters and things connected therewith or incidental thereto including attending the office or
residence of the Borrower(s), receiving the Borrower’s Dues, and generally performing all lawful acts as the third party may
consider appropriate for such purposes.

IN WITNESS WHEREOF the Borrower(s) and Bank have caused this Facility Agreement to be executed on the day, month and
year specified in Schedule I.

FOR THE BANK:

ICICI Bank Limited Name of Signatory(ies): Signatures:

1. …………………………………………….

2. …………………………………………….

3. …………………………………………….

FOR THE BORROWER(S):

Name of the Borrower(s) Name of Signatory(ies): Signatures:

1. 1. …………………………………………….

2. 2. …………………………………………….

3. 3. …………………………………………….

FOR THE BORROWER(S) (thorugh his/ her/ their constituted attorney vide power of attorney dated [.]):
1

Name of the Attorney: Name of Signatory(ies): Signatures:

1. 1. …………………………………………….

2. 2. …………………………………………….

3. 3. …………………………………………….

1
Internal Note: This is applicable in case of NRI Borrower(s) when the Borrower has authorized his attorney to execute documents on his behalf
through a POA. Please ensure that there is a valid POA autorising attorney to execute documents including loan documents on behalf of
borrower.

18
 SCHEDULE I

PART A

DESCRIPTION OF THE BORROWER(S), GUARANTOR(S), FACILITY AND THE SECURITY

Date of the Facility

Agreement

Place of execution

Branch:
Name of the Bank and
branch details Authorized Official:

Loan Account Number/

/Overdraft Account
Number/Money
Saver Account
Number

Facility Amount( In Rupees)

Rupee Term Loan Tranche I

Tranche II
Straight Line Overdraft
Drop Line Overdraft
Total Facility
Straight Line Overdraft Plus Drop
Line Overdraft
Money Saver Account Tranche I

Tranche II
Total

Name:______________________________________________________________________________

Constitution: Individual Partnership Firm LL.P Pvt. Company Public company HUF

If Proprietary firm, name of Proprietor:_________________________________________________

Registered office/residential address (with Pin code):____________________________________

____________________________________________________________________________________

____________________________________________________________________________________
Borrower(s) Details
Communication address (with Pin code):_______________________________________________

____________________________________________________________________________________

____________________________________________________________________________________

Email ID:____________________________________ Mobile No.: _________________________

Whether: Non-Resident Indian Person of Indian Origin Resident Indian

19
 Name:____________________________________________________________________________

Constitution: Individual/ artnership Firm LL.P Pvt. Company Public company

HUF

If Proprietary firm, name of Proprietor:_________________________________________________

Registered office/residential address (with Pin code):____________________________________

____________________________________________________________________________________

____________________________________________________________________________________

Communication address (with Pin code):_______________________________________________

____________________________________________________________________________________

____________________________________________________________________________________

Email ID:____________________________________ Mobile No.: __________________________

Co-Borrower Details
Name:______________________________________________________________________________

Constitution: Individual Partnership Firm LL.P Pvt. Company Public company HUF

If Proprietary firm, name of Proprietor:_________________________________________________

Registered office/residential address (with Pin code):____________________________________

____________________________________________________________________________________

____________________________________________________________________________________

Communication address (with Pin code):_______________________________________________

____________________________________________________________________________________

____________________________________________________________________________________

Email ID:____________________________________ Mobile No.: __________________________

Name:______________________________________________________________________________

Constitution: Individual Partnership Firm LL.P Pvt. Company Public company HUF

If Proprietary firm, name of Proprietor:_________________________________________________

Registered office/residential address (with Pin code):____________________________________

_____________________________________________________________________________________
Guarantor(s) Details
_____________________________________________________________________________________

Communication address (with Pin code):_______________________________________________

_____________________________________________________________________________________

_____________________________________________________________________________________

20
 Email ID:____________________________________ Mobile No.: _________________________

1.

[Details of other Securities]

Details of the Prop-
erty(ies)/ Securities

21
 PART B

TERMS AND CONDITIONS OF TRANCHE I FACILITY

Facility Amount ₹ _____________________________/-

Rupee Term Loan

Type of Facility
Money Saver Account

The Facility is for the purpose of:

purchase of residential property;
construction of residential unit;
purchase of land ;
for purchase of office;
purchase of commercial property;
Education;
Purpose
Improvement, repair, renovation of property;
Medical treatment;
Agricultural activities (not applicable in case of NRI);
Allied Activities;
Other personal need;
If for any other purpose, please specify_______________________________

Tenor of the Facility _______ months from the date of disbursement.

ADJUSTABLE INTEREST RATE FOR THE FACILITY

i) The rate of interest for the Facility shall be sum of the External Benchmark Rate
*+ ‘Spread’ per annum, plus applicable statutory levy, if any. For the first disburse-
ment under the Facility, the applicable Repo Rate shall be the rate prevailing one
Business Day preceding the date of the disbursement and for subsequent drawls,
the Repo Rate prevailing for the Facility shall be applicable.

*For the purpose of the above, External Benchmark Rate shall be ‘Repo Rate’ or
‘Policy Repo Rate’ which is published by the RBI on the RBI website from time to
time.

Applicable Rate of Interest ii) Computation of Interest:

For the Facility: As on date the ‘Repo Rate’ is _______% and ‘Spread’ is _______%.
Applicable Rate of Interest shall be ________ % per annum.

The Repo Rate component of the Applicable Rate of Interest will be reset on the
first day of the third subsequent month from the month in which the Facility is first
disbursed (irrespective of the date of disbursement) and every three months there-
after, as a sum of Repo Rate + ‘Spread’ , plus applicable statutory levy, if any. The
applicable Repo Rate shall be the rate prevailing one Business Day preceding the
reset date. **

** Illustration: For first disbursements made in the month of October 2019 under
the facilities sanctioned by the Bank, the first reset date will be January 1, 2020

22
 and thereafter on April 1, 2020 and so on.

The Bank reserves the right to modify the reset frequency and reset date from time
to time in accordance with the extant RBI Guidelines. The Borrower(s) further
acknowledges that Interest Rate may change, upward or downwards, as the case
may be, in line with change in the Repo Rate.

The Bank may revise the Spread once every 3(three) years from the date of the
first disbursement, in accordance with the extant RBI Guidelines. Notwithstanding
anything contained herein, the Bank reserves the right to reset the Spread at any
time upon substantial change in the Borrower(s)’ credit assessment and/ or on
account of deterioration in the credit risk profile. Any change in ‘Spread’ would be
communicated by the Bank through either: (i) Letter (ii) E-Mail (iii) SMS (iv) State-
ments of Accounts (v) WhatsApp or any other suitable mode.

The Bank shall notify the changes in the Repo Rate by displaying it on the notice
board of the branch and/or by publishing it on the Website. The Bank shall not be
obligated to notify such change to the Borrower(s) by issuing any specific notice.
The Borrower(s) is therefore required to check the notice board or Website for
updating itself about the same and shall be liable to pay such revised rate of inter-
est
The Bank also reserve the right to change the External Benchmark from Repo rate
to any other benchmark in accordance with the extant RBI guidelines.

FIXED RATE OF INTEREST FOR THE FACILITY

i) Fixed Rate of Interest shall mean the interest which is fixed for the entire tenure
of the Facility and payable in a manner more particularly set out herein under;

ii) Computation of Interest:

For the Facility : The Applicable Rate of Interest for paying Monthly Instalment
and Pre Monthly Instalment shall be _______________% per annum plus appli-
cable interest tax and/ other statutory levy.

SEMI FIXED RATE OF INTEREST FOR THE FACILITY

i) Computation of Interest:

For the Facility:

(i) For the fixed period of _______ months, interest shall be _______% per annum.

(ii) Once it gets converted into Adjustable Interest Rate, the applicable interest rate
shall be sum of the External Benchmark Rate * prevailing on the date of
conversion + ‘Spread’ of _______ % per annum, plus applicable statutory levy,
if any (“Interest Rate”).

*For the purpose of the above, External Benchmark Rate shall be ‘Repo Rate’
or ‘Policy Repo Rate’ which is published by RBI on the RBI website from time
to time.

Upon conversion, all terms as applicable to Adjustable Rate of Interest shall

apply.

For Rupee Term Loan Facility

a) Term of repayment________________ months*
Repayment Schedule/ Repayment b) Date of commencement of Instalments ________________
Terms c) Due Date for payment of Monthly Instalment _______________
d) Repayment schedule:

23
 Amount of Period Amount (in million)
each _____ to _____ ₹
Montly in- Months
stalment
_____ to _____ ₹
Months

_____ to _____ ₹
Months

_____ to _____ ₹
Months

_____ to _____ ₹
Months

*(subject to variation)

For Money Saver Account -

Term of Repayment* ________ months
Monthly Repayment ( principal + in-
terest)** ₹ _________________

Due Date(s) for principal amount

Due Date(s) for interest

*(subject to variation)
** Subject to interest benefit getting accrued on the excess balance kept in the
Money Saver Account which will reduce the repayment towards interest due
for the month. The principal amount will be as per repayment schedule com-
municated by the bank at the time of disbursement.

i. If the Money Saver Account is disbursed on or before 15th of the current

month then the applicable first principal amount will be payable on the
1st of the next month. However, if the disbursement is done post 15th of
the current month then the applicable first principal amount will be
payable on the 1st of the next to next month. This is applicable only for
the first principal payment and the subsequent principal payment will be
payable on the 1st of every month

The Additional Interest would be 24% per annum (plus applicable taxes or other
Additional Interest
statutory levies, if any).

24
 PART C

TERMS AND CONDITIONS OF TRANCHE II FACILITY

Facility Amount ₹ _____________________________/-

Rupee Term Loan

Type of Facility
Money Saver Account

The Facility is for the purpose of:

purchase of residential property;
construction of residential unit;
purchase of land ;
for purchase of office;
purchase of commercial property;
Education;
Purpose
Improvement, repair, renovation of property;
Medical treatment;
Agricultural activities (not applicable in case of NRI);
Allied Activities;
Other personal need;
If for any other purpose, please specify_______________________________

Tenor of the Facility ______ months from the date of disbursement.

ADJUSTABLE INTEREST RATE FOR THE FACILITY

i) The rate of interest for the Facility shall be sum of the External Benchmark Rate
*+ ‘Spread’ per annum, plus applicable statutory levy, if any. For the first disburse-
ment under the Facility, the applicable Repo Rate shall be the rate prevailing one
Business Day preceding the date of the disbursement and for subsequent drawls,
the Repo Rate prevailing for the Facility shall be applicable.

*For the purpose of the above, External Benchmark Rate shall be ‘Repo Rate’ or
‘Policy Repo Rate’ which is published by the RBI on the RBI website from time to
time.

ii) Computation of Interest:

Applicable Rate of Interest For the Facility: As on date the ‘Repo Rate’ is ______% and ‘Spread’ is ______%.
Applicable Rate of Interest shall be ________ % per annum.

The Repo Rate component of the Applicable Rate of Interest will be reset on the
first day of the third subsequent month from the month in which the Facility is first
disbursed (irrespective of the date of disbursement) and every three months there-
after, as a sum of Repo Rate + ‘Spread’ , plus applicable statutory levy, if any. The
applicable Repo Rate shall be the rate prevailing one Business Day preceding the
reset date. **

** Illustration: For first disbursements made in the month of October 2019 under
the facilities sanctioned by the Bank, the first reset date will be January 1, 2020
and thereafter on April 1, 2020 and so on.

The Bank reserves the right to modify the reset frequency and reset date from time
to time in accordance with the extant RBI Guidelines. The Borrower(s) further
acknowledges that Interest Rate may change, upward or downwards, as the case

25
 may be, in line with change in the Repo Rate.

The Bank may revise the Spread once every 3(three) years from the date of the
first disbursement, in accordance with the extant RBI Guidelines. Notwithstanding
anything contained herein, the Bank reserves the right to reset the Spread at any
time upon substantial change in the Borrower(s)’ credit assessment and/ or on
account of deterioration in the credit risk profile. Any change in ‘Spread’ would be
communicated by the Bank through either: (i) Letter (ii) E-Mail (iii) SMS (iv) State-
ments of Accounts (v) WhatsApp or any other suitable mode.

The Bank shall notify the changes in the Repo Rate by displaying it on the notice
board of the branch and/or by publishing it on the Website. The Bank shall not be
obligated to notify such change to the Borrower(s) by issuing any specific notice.
The Borrower(s) is therefore required to check the notice board or Website for
updating itself about the same and shall be liable to pay such revised rate of inter-
est
The Bank also reserve the right to change the External Benchmark from Repo rate
to any other benchmark in accordance with the extant RBI guidelines.

FIXED RATE OF INTEREST FOR THE FACILITY

i) Fixed Rate of Interest shall mean the interest which is fixed for the entire tenure
of the Facility and payable in a manner more particularly set out herein under;

ii) Computation of Interest:

For the Facility : The Applicable Rate of Interest for paying Monthly Instalment
and Pre Monthly Instalment shall be ____________% per annum plus applicable
interest tax and/ other statutory levy.

SEMI FIXED RATE OF INTEREST FOR THE FACILITY

i) Computation of Interest:

For the Facility:

(i) For the fixed period of ______ months, interest shall be _______% per annum.

(ii) Once it gets converted into Adjustable Interest Rate, the applicable interest rate
shall be sum of the External Benchmark Rate * prevailing on the date of
conversion + ‘Spread’ of ______ % per annum, plus applicable statutory levy,
if any (“Interest Rate”).

*For the purpose of the above, External Benchmark Rate shall be ‘Repo Rate’
or ‘Policy Repo Rate’ which is published by RBI on the RBI website from time
to time.

Upon conversion, all terms as applicable to Adjustable Rate of Interest shall

apply.

For Rupee Term Loan Facility

e) Term of repayment________________ months*
f) Date of commencement of Instalments ________________
Repayment Schedule/ Repayment g) Due Date for payment of Monthly Instalment _______________
Terms
h) Repayment schedule:

26
 Amount of Period Amount (in million)
each _____ to _____ ₹
Montly in- Months
stalment
_____ to _____ ₹
Months

_____ to _____ ₹
Months

_____ to _____ ₹
Months

_____ to _____ ₹
Months
*(subject to variation)

For Money Saver Account -

Term of Repayment* ________ months
Monthly Repayment ( principal + in-
terest)** ₹ _________________

Due Date(s) for principal amount

Due Date(s) for interest

*(subject to variation)
** Subject to interest benefit getting accrued on the excess balance kept in the
Money Saver Account which will reduce the repayment towards interest due
for the month. The principal amount will be as per repayment schedule com-
municated by the bank at the time of disbursement.

ii. If the Money Saver Account is disbursed on or before 15th of the current
month then the applicable first principal amount will be payable on the
1st of the next month. However, if the disbursement is done post 15th of
the current month then the applicable first principal amount will be
payable on the 1st of the next to next month. This is applicable only for
the first principal payment and the subsequent principal payment will be
payable on the 1st of every month

The Additional Interest would be 24% per annum (plus applicable taxes or other
Additional Interest
statutory levies, if any).

27
 PART D

DETAILS OF OVERDRAFT FACILITY AND TERMS AND CONDITION

Straight Line ₹ _________________________________________

Overdraft

Drop Line
Overdraft Ovedraft ₹ __________________________________________
Faciity Limit
Straight Line
Overdraft
Plus Dropline ₹ __________________________________________
Ovedraft
The Facility is for the purpose of:
Business;
Education;
Purchase of property;
Improvement, repair, renovation of property;
Purpose Medical treatment;
Agricultural Activities;
Allied Activities;
Other personal need;
If for any other purpose, please specify_______________________________

______ months from the date of Facility Agreement.

Tenor of the Overdraft Facility The Overdraft Facility shall be initially valid for a period of twelve months. On
expiry of the validity period the Bank may, at its own discretion and subject to
terms and conditions renew the Overdraft Facility for an additional period of
twelve months on a year-to-year basis, such that the original validity period and
subsequent renewed period do not exceed the Tenor of the Facility

ADJUSTABLE INTEREST RATE FOR THE FACILITY

Applicable Rate of Interest
i) The rate of interest for the Facility shall be sum of the External Benchmark Rate *+
‘Spread’ per annum, plus applicable statutory levy, if any. For the first disbursement
under the Facility, the applicable Repo Rate shall be the rate prevailing one Business
Day preceding the date of the disbursement and for subsequent drawls, the Repo
Rate prevailing for the Facility shall be applicable.

*For the purpose of the above, External Benchmark Rate shall be ‘Repo Rate’ or
‘Policy Repo Rate’ which is published by the RBI on the RBI website from time to
time.

ii) Computation of Interest:

For the Facility: As on date the ‘Repo Rate’ is ______% and ‘Spread’ is ______%.
Applicable Rate of Interest shall be _______ % per annum.

The Repo Rate component of the Applicable Rate of Interest will be reset on the first
day of the third subsequent month from the month in which the Facility is first dis-
bursed (irrespective of the date of disbursement) and every three months thereafter,
as a sum of Repo Rate + ‘Spread’ , plus applicable statutory levy, if any. The appli-
cable Repo Rate shall be the rate prevailing one Business Day preceding the reset
date. **

** Illustration: For first disbursements made in the month of October 2019 under
the facilities sanctioned by the Bank, the first reset date will be January 1, 2020
and thereafter on April 1, 2020 and so on.

The Bank reserves the right to modify the reset frequency and reset date from time

28
 to time in accordance with the extant RBI Guidelines. The Borrower(s) further
acknowledges that Interest Rate may change, upward or downwards, as the case
may be, in line with change in the Repo Rate.

The Bank may revise the Spread once every 3(three) years from the date of the first
disbursement, in accordance with the extant RBI Guidelines. Notwithstanding any-
thing contained herein, the Bank reserves the right to reset the Spread at any time
upon substantial change in the Borrower(s)’ credit assessment and/ or on account
of deterioration in the credit risk profile. Any change in ‘Spread’ would be commu-
nicated by the Bank through either: (i) Letter (ii) E-Mail (iii) SMS (iv) Statements of
Accounts (v) WhatsApp or any other suitable mode.

The Bank shall notify the changes in the Repo Rate by displaying it on the notice
board of the branch and/or by publishing it on the Website. The Bank shall not be
obligated to notify such change to the Borrower(s) by issuing any specific notice.
The Borrower(s) is therefore required to check the notice board or Website for up-
dating itself about the same and shall be liable to pay such revised rate of interest
The Bank also reserve the right to change the External Benchmark from Repo rate
to any other benchmark in accordance with the extant RBI guidelines.

FIXED RATE OF INTEREST FOR THE FACILITY

i) Fixed Rate of Interest shall mean the interest which is fixed for the entire tenure
of the Facility and payable in a manner more particularly set out herein under;

ii) Computation of Interest:

For the Facility : The Applicable Rate of Interest for paying Monthly Instalment
and Pre Monthly Instalment shall be ______________% per annum plus applica-
ble interest tax and/ other statutory levy.

SEMI FIXED RATE OF INTEREST FOR THE FACILITY

i) Computation of Interest:

For the Facility:

(i) For the fixed period of ______ months, interest shall be ______% per annum.

(ii) Once it gets converted into Adjustable Interest Rate, the applicable interest rate
shall be sum of the External Benchmark Rate * prevailing on the date of
conversion + ‘Spread’ of ________ % per annum, plus applicable statutory levy,
if any (“Interest Rate”).

*For the purpose of the above, External Benchmark Rate shall be ‘Repo Rate’ or
‘Policy Repo Rate’ which is published by RBI on the RBI website from time to
time.

Upon conversion, all terms as applicable to Adjustable Rate of Interest shall ap-
ply

Overdraft Limit Reduction Fre- [ ] Monthly

quency (if applicable)
[ ] Yearly

In case of Dropline Overdraft Facility, the principal amount of the overdraft limit
shall reduce at the frequency indicated above based on the tenure of the Over-
Overdraft Limit Reduction / draft Facility such that at the end of the tenor, the outstanding Overdraft Facility
Principal amount repayment in limit becomes zero.

29
 case of Dropline Overdraft Facil- The Borrower shall reduce the overdraft limit by paying ₹________________ /- or
ity Additional Terms applicable __________________% of the principal amount of the Overdraft Facilityat the fre-
to Drop Line Overdraft Facility quency indicated above.

[ ] I/ We opt for Auto-Sweep facility connected with my/ our Saving Account no.
____________________________________(hereinafter referred to as “Saving Ac-
count”):

Terms and Conditions for Auto-Sweep facility:

(a) The Overdraft Facility shall be linked to the Saving Account and in case of
insufficiency of funds in the Saving Account, funds from the Overdraft
Account shall be automatically swept to the Saving Account.

(b) The money/funds swept from the Overdraft Account to the Saving Account
shall be considered as drawals under the Overdraft Facility.

Terms and Conditions applicable (c) Upon utilization of money/fund, by way of an auto-sweep, as mentioned
in case of Overdraft product vari- above, if the Borrower(s) deposits money/funds in the Saving Account
ant having Auto-Sweep facility thereafter, the money shall be appropriated in the Overdraft Account
towards realization of the overdrawn amount

(d) The Overdraft Facility cannot be used by the Borrower(s) to repay any other
credit facility availed from ICICI Bank such as any loan or credit card
outstanding due by the Borrower(s) to ICICI Bank. The Overdraft Facility shall
be used solely for the purpose agreed upon in this Facility.

(e) The minimum amount due on the Overdraft Facility would be debited from
the Saving Account every month on the Due Date.

(f) The Borrower acknowledges and agrees to abide by the Terms and
Conditions of the standard “Savings Account” (the “Standard Terms”) as
available on www.icicibank.com

SCHEDULE II

ADDITIONAL TERMS APPLICABLE IN CASE THE FACILITY IS IN THE FORM OF MONEY SAVER ACCOUNT

The Terms and conditions of this Schedule shall be in addition to and not in substitution of the Facility Agreement and shall be
read in conjunction with as a part of the Facility Agreement.

ICICI Bank Account

Number to be linked
with Money Saver Ac-
Account number-
count for collection of
principal and/or interest
and other charges
In Money Saver Account, interest for the month will be calculated at the Applicable Rate of Interest
on the outstanding Facility amount less the funds deposited by the Borrower(s) in the Money
Saver Account on the daily outstanding balance with monthly rest.

Computation of Interest For Illustration: Let us first assume that the Borrower(s) has opted for Money Saver Account and
Benefit a Facility of Rs 20,00,000/- has been disbursed and interest rate applicable is 7.5% p.a . Further
the Borrower(s) has /have deposited a sum of Rs 7,00,000/- in the Money Saver Account. For this
purpose it is being assumed that there is no change in the interest rate , fund deposited and
balance remains the same throughout the month in Money Saver Account.

30
 In the above e.g, the interest liability will be computed on Facility amount minus the amount de-
posited by the borrower/ available in the Money Saver Account i.e on Rs 13,00,000-( Rs
20,00,000/- minus 7,00,000/- = 13,00,000/-)

The deposit in the Money Saver Account does not earn any interest, however the deposit is used
to offset the principal amount for computation of interest liability. The quantum of interest liability
can be reduced depending upon the money deposited by the Borrower(s) in the Money Saver
Account.

i. The Borrower(s) shall be entitled to deposit and withdraw monies in the Money Saver
Account. The amount / funds deposited in the Money Saver Account may be drawn out of
the Money Saver Account from time to time by means of cheques / pay orders / authorisations.
The maximum amount of drawls which the Borrower(s) can make by any of the modes
specified herein, or otherwise shall be restricted to the extent of the fund deposited /excess
amount maintained by the Borrower(s) in the Money Saver Account.

ii. The overdraft limit in the Money Saver Account shall be equal to the amount of loan facility
disbursed to or on behalf of the Borrower(s). Money Saver Account will be the loan account.

iii. All outstanding amounts of interest, commission, discount, exchange, service charges and
other costs, charges and monies in respect of the Facility, whether debited to the Money Saver
Account or not, shall also be included in determining the availability of the Facility limit under
Money Saver Account.

iv. The Bank may, at its sole discretion and on such terms and conditions as the Bank may deem
fit, agree to the Borrower(s)’ request for enhancement or decrease in the Facility limit under
Money Saver Account.

v. In the event any monies are remaining due and payable by the Borrower(s) to the Bank, the
Bank may, at its sole discretion, reduce the availability of the amounts of the overdraft limit
and / or adjust such monies against the available Facility limit and all such adjustments shall
be treated as drawls by the Borrower(s).

vi. In the event of drawls out of the Money Saver Account in excess of Facility limit by the
Borrower(s), the Borrower(s) shall repay all such excess drawings unless otherwise specified
by the Bank. Till repayment of such excess drawings, the excess drawn amounts shall carry
Terms and Conditions
interest at the Additional Interest Rate plus applicable interest tax or other statutory levy. All
the provisions of the Facility Agreement and other Transaction Documents and all securities
created, if any, pursuant to the Facility will extend to cover such excess drawing.

vii. The Facility is not revolving in nature and any repayment(s) made by the Borrower(s) towards
the Facility shall not be considered as limits available for withdrawal by the Borrower(s) under
the Money Saver Account.

viii.in the event the money so deposited in the Money Saver Account exceeds the outstanding
Facility amount no Interest Benefit shall be provided on such additional amount;

ix. If the funds maintained in the account is over and above the principal outstanding, then such
additional funds should be transferred from the Money Saver Account to the ICICI Bank linked
savings account of the Borrower/s.

x. The Borrower(s) shall be provided with a cheque book, enquiry card , internet banking facility
in relation to the operation of the Money Saver Account and or any other operation as may be
decided by the Bank.

xi. Enquiry card will be issued in the name of the main account holder only.

xii. The Facility shall be available at floating rate of interest only;

xiii. The Borrower/s will not have an option to do the part payment of the facility in the Money
Saver Account.

xiv. if the facility amount disbursed to the non individual Borrower/s by the Lender is less than the
ten percent of the total exposure of the Lender on the non individual borrower/s, the Money

31
 Saver Account shall be opened with a debit freeze and the Borrower/s shall not be able to
withdraw any funds from the Money Saver Account.

xv. Money saver OD account statement will reflect only main Applicant name irrespective of mode
of operations or number of Applicants and Co-applicants.

xvi. The Internet Banking user ID of ICICI Bank Saving account will be linked to the Money Saver
Account to enable the internet banking facility

xvii. For the purpose of clarity, enquiry card issued can only be used for domestic online
transactions and is not applicable for cash withdrawal and international transactions.

xviii.The Bank may, in its sole discretion, stipulate any additional conditions and/or change/revise
the existing conditions of operation of the Money Saver Account by the Borrower(s) and the same
shall be binding upon the Borrower(s).

xix. The Bank reserves the right to restrict withdrawals from the Money Saver Account to ensure
that the withdrawals of the amount of the Facility from the Money Saver Account are utilized only
for the Purpose.

xx. The terms of the Facility Agreement shall continue to be operative for the balance from time
to time due by the Borrower(s) to the Bank in the Money Saver Account and such Money Saver
Account shall not be considered as closed by reason of such Money Saver Account being
brought to credit at any time or from time to time and then being drawn upon to the full extent
and shall continue to be operative and unaffected until the Facility and all monies in respect
thereof are repaid /paid in full to the Bank or applicability of the term of the Facility subject to
account being closed earlier.

xxi.The Borrower(s) authorizes the Bank to debit Borrower(s)’s savings account linked to the
Money Saver Account for payment/repayment of the interest amount of the Facility and any
other changes due and payable to the Bank. In case the balance available in the savings ac-
count is not sufficient for monthly payment/repayment of interest amount, then the Bor-
rower(s) shall pay the applicable interest amount in the Money Saver Account either by doing
an electronic fund transfer or by making cheque payment or by any other mode avaiable. It is
hereby clarified that the surplus,if any, in the Money Saver Account will be adjusted only to-
wards repayment of principal amount and Borrower(s) shall remain obligated to repay the
interest amount.

xxii.The principal amount shall be payable on the first day of each respective month and surplus
amount maintined in Money saver OD account will be adjusted toawards principal amount as
per the repayment schedule provided along with welcome letter. In case the balance available
in the Money saver OD account is not sufficient for monthly payment/repayment of principal
amount, then the Borrower(s) shall pay the applicable principal amount in the Money Saver
Account either by doing an electronic fund transfer or by making cheque payment or by any
other mode available

xxiii.Recovery of the principal will start once the Money Saver loan is fully disbursed

xxiv.The Borrower(s) acknowledges that Borrower(s) shall be responsible to maintain sufficient

balance in the savings account

xxv.Upon termination of the Facility, the facility in relation enquiry card , internet banking/ cheque
book shall stand withdrawn / cancelled and vice versa.

xxvi.The Bank shall be at liberty not to permit the Borrower(s) to:

xxvii.withdraw from the Money Saver Account if the Money Saver Account has been classified as
a non-performing asset (NPA) in accordance with the applicable RBI circular; or
xxviii.withdraw from the Money Saver Account in case of breach of the terms of the Facility Agree-
ment.

32
 SCHEDULE III

SCHEDULE OF CHARGES

All the rates of the Charges, Commissions and Fees mentioned below are subject to change, from time to time,
as published on the Website or as stipulated by the Bank from time to time separately, and are exclusive of
Taxes and statutory levies as applicable. The revised rates shall be binding on the Borrower(s), without any
further act, deed or writing on the part of the Borrower(s). The Borrower(s) is therefore required to check the
Website for updating itself about the same. The Borrower(s) acknowledges that publishing on Website by the
Bank, is sufficient and adequate notice to the Borrower(s).

S.No. PARTICULARS DETAILS

1. Processing Fee [•] plus applicable taxes ( including GST) and other statutory levies, if any. The pro-
(Non Refundable) cessing/login fee is a one-time non-refundable fee and is collected by the Bank for
the purpose of appraising the Application for the Facility and the same is independ-
ent of the outcome/result of such appraisal. The processing/login fee is payable at
the time of submitting of the Application, by way of Cheque/Demand Draft favoring
the Bank and/or such other mode as may be acceptable to the Bank.

2. Administrative Charges 0.25 % of Facility Amount or ₹ 5000/- (Rupees Five Thousand only) whichever is
(Non Refundable) lower.

The Administrative charges are a one-time nonrefundable charges collected by the

Bank for the purpose of appraising the valuation and legal verification of property to
ascertain suitability of accepting the property for mortgage and the same is inde-
pendent of the outcome /result of such appraisal.

3. Commitment charges / Minimum 30% utilization required on a quarterly average basis. Charge of 0.5%
Non utilisation fee will be levied on the deficit amount*.
(Applicable Overdraft Fa-
cility) *Not applicable for salaried customers

4. Part Prepayment Fees Nil of amount prepaid plus applicable taxes and/or other statutory levies.

5. Prepayment Charges 1. For the Facility with Fixed Interest Rate at the time of prepayment:

a) 2% on home loan, home improvement loan, land loan and top up on home loan
on amount prepaid and on all amounts tendered by the Borrower(s) towards pre-
payment of the Facility during the last one year from the date of final prepayment.

b) 4% on Non-home loan (i.e Loan Against Property, Non Residential Premises, Lease
Rental Discounting, Non Home Loan Top Up, Retail Trade Finance, Overdraft) on
amount prepaid and on all amounts tendered by the Borrower(s) towards Prepay-
ment of the Facility during the last one year from the date of final prepayment

c) Nil Prepayment charges on fixed rate loans if loan is booked under priority sector
lending and Borrower(s) type is small or Micro & Loan amount is less that or equal
to Rs. 50 lacs.

2) For the Facility with Adjustable Interest Rate at the time of prepayment:

a) Nil prepayment charges on home loan, home improvement loan and land loan.

b) Nil prepayment charges on top up on home loan where the Borrower(s) is indi-
vidual and the end use of the loan facility is other than business purpose.

c) 2% on top up on home loan on amount prepaid and on all amounts tendered by

the Borrower(s) towards prepayment of the Facility during the last one year from
the date of final prepayment where the loan is given to individual Borrower(s) for

33
 business purpose and to Non-Individual Borrower(s) for all purpose. Nil prepay-
ment charges will be applicable to individual borrowers if loan is booked under
priority sector lending and Borrower(s) type is Micro or Small Enterprise.

d) Nil prepayment charges on Non-home loan (i.e Loan Against Property, Non Resi-
dential Premises, Lease Rental Discounting, Non Home Loan Top Up, Retail Trade
Finance, Overdraft) where loan is given to Individual Borrower(s) and the end use
of the Facility is other than business purpose.

e) 4% on Non-home loan (i.e Loan Against Property, Non Residential Premises, Lease
Rental Discounting, Non Home Loan Top Up, Retail Trade Finance, Overdraft) on
amount prepaid and on all amounts tendered by the Borrower(s) towards prepay-
ment of the Facility during the last one year from the date of final prepayment
where the loan is given to individual Borrower(s) for business purpose and to non-
individual Borrower(s) for all purpose. . Nil prepayment charges will be applicable
to individual borrowers if loan is booked under priority sector lending and Bor-
rower(s) type is Micro or Small Enterprise.
f) Nil prepayment charges on Money Saver Account.

6. Conversion Charges If Prepayment charges are not applicable in the Facility, then conversion charges shall
be ₹ 1000/- plus applicable taxes

If Prepayment charges are applicable in the Facility, then conversion charges shall be
as follows-

Adjustable Interest Rate to Adjustable Interest Rate - 0.5% of the principal outstand-
ing plus applicable taxes
Semi Fixed Interest Rate to Adjustable Interest Rate - 0.5% of the principal out-
standing plus applicable taxes
Adjustable Interest Rate to Semi Fixed Interest Rate - 0.5% of the principal out-
standing plus applicable taxes
Fixed Interest Rate to Adjustable Interest Rate - 1.75% of the principal outstanding
plus applicable taxes

7. Cheque/ECS/NACH dishon- ₹ 500/- charges per bounce/return/dishonor of cheques and /or any payment instruc-
our tion including AD / ECS / NEFT / E-Cheque or such other amount as may be specified
Charges, per transaction by the Bank from time to time and it shall be levied as per the discretion of the Bank.
The applicable taxes and/or other statutory levies shall be levied over and above
charges charged by the Bank.

8. Property Document re- ₹ 500/-plus applicable taxes and other statutory levies, if any.
trieval charges

9. Cheque/Repayment mode ₹ 500/-plus applicable taxes and other statutory levies, if any.
swap charges

10. Cheque reissuance & reval- ₹ 250/-plus applicable taxes and other statutory levies, if any.
idation charges

11. Late Payment Fees (Appli- ₹ 500/-plus applicable taxes and other statutory levies, if any.
cable for Overdraft Prod-
uct)

12. Charges for Amortisation ₹ 150/-plus applicable taxes and other statutory levies, if any for physical print out
Schedule

13. Charges for Statement of ₹ 150/-plus applicable taxes and other statutory levies, if any for physical print out
account

34
14. Charges for prepayment ₹ 150/-plus applicable taxes and other statutory levies, if any for physical print out
statement

15. Charges for duplicate ₹ 250/-plus applicable taxes and other statutory levies, if any.
NOC/No Dues Certificate

16. Charges for revalidation of ₹ 100/- plus applicable taxes and other statutory levies, if any.
NOC

17. Charge for non submission ₹ 5000/- plus applicable taxes and other statutory levies, if any. Every month the said
of post disbursement doc- charge will be levied from the day the document is due till the same is not submitted.
uments)

18. Charges for non collection ₹ 500/- plus applicable taxes and other statutory levies, if any. Every month charges
of property documents will be levied till collection of documents
post 60 days from the loan
closure date

19. Land Loan Penal Interest 1% annually on the principal outstanding or ₹ 50,000/- whichever is lower or such
other amount as may be specified by the Bank from time to time and it shall be levied
as per the discretion of the Bank.

This will be levied if the construction of the house is not completed within 4 years
from the first disbursement date. Interest will be levied every year afer 4 years till the
construction is completed.

20. Renewal Fees (Applicable ₹ 3000/- + applicable taxes for sanction limit upto ₹ 5 million.
for Money Saver / Over- ₹ 5000/- + applicable taxes for sanction limit above ₹ 5 million.
draft Product) Subject to yearly renewal at the request of the Borrower(s) and subject to the sole
discretion of the Bank and terms and conditions set out herein.

21. Charges for List of Docu- ₹ 250/-plus applicable taxes and other statutory levies, if any.
ment

22. Loan Document Retrieval ₹ 650/-plus applicable taxes and other statutory levies, if any.
Charges

23. Cash Transaction Charges ₹ 100/-plus applicable taxes and other statutory levies, if any.
(for repayment of EMI due
in cash at branches)

24. Information utility charges ₹ 300/-plus applicable taxes and other statutory levies, if any.
(Only for corporate cases)

25. Additional Admin Fee for ₹ 500/-plus applicable taxes and other statutory levies, if any.
Non Auto Debit cases
26. CIBIL Report Charges 1. For Individual Applicant/Co-applicant:
₹ 50/-plus applicable taxes and other statutory levies, if any.

2. For Non Individual (Corporate) Applicant/Co-Applicant:

₹ 500/-plus applicable taxes and other statutory levies, if any
27. Non-refundable charges un- For registration of security created in favor of ICICI Bank:
der Central Registry of Secu-  When facility amount is equal to ₹5 lacs or lesser: ₹ 50/- plus ap-
plicable tax
ritization Asset Reconstruc-
 When facility amount is greater than ₹ 5 lacs: ₹ 100/- plus applica-
tion and Security Interest of ble tax
India (CERSAI)

35
 The charges for modification and satisfaction of security created in favour
of the Lender, if and when applicable, shall be levied as per applicable law.
For current charges and any revisions thereof, kindly refer to the applica-
ble rules, regulations, and notifications etc., issued by CERSAI.
The CERSAI charges mentioned above are non-refundable, statutorily reg-
ulated and are subject to change as per applicable law.

28. Provisional Income Tax Cer- Nil

tificate
29. Final Income Tax Certificate Nil

30. Interest Certificate Nil

31. Change of Address Nil

32. No Objection Certificate / Nil

No Due Certificate

36
 SCHEDULE IV

I. Classification as Special Mention Account and Non-Performing Asset-

Lending institution (i.e ICICI Bank) will recognize the incipient stress in loan accounts, immediately on default, by
classifying them as Special Mention Accounts.

The basis of classification of SMA category shall be as follows:

LOANS IN THE NATURE OF TERM LOANS LOANS IN THE NATURE OF CASH CREDIT/ OVERDRAFT

SMA Sub-catego- Basis for classification – SMA Sub-catego- Basis for classification – Outstanding bal-
ries Principal or interest ries ance remains continuously in excess
payment or any of the sanctioned limit or drawing
other amount wholly power, whichever is lower for the pe-
or partly overdue riod of
SMA-0 Upto 30 days
SMA-1 More than 30 days and SMA-1 More than 30 days and upto 60 days
upto 60 days
SMA-2 More than 60 days and SMA-2 More than 60 days and upto 90 days
upto 90 days

Non-performing Asset- Non-Performing Asset (NPA) is a loan or an advance where:

i. interest and/ or instalment of principal remains overdue for a period of more than 90 days in respect of a term
loan,
ii. the account remains 'out of order' as indicated below, in respect of an Overdraft/Cash Credit (OD/CC),
iii. the bill remains overdue for a period of more than 90 days in the case of bills purchased and discounted,
iv. the instalment of principal or interest thereon remains overdue for two crop seasons for short duration crops,
v. the instalment of principal or interest thereon remains overdue for one crop season for long duration crops.

'Out of Order' Status:

An account shall be treated as 'out of order' if:
i. the outstanding balance in the CC/OD account remains continuously in excess of the sanctioned limit/drawing
power for 90 days;
ii. the outstanding balance in the CC/OD account is less than the sanctioned limit/drawing power but there are
no credits continuously for 90 days, or the outstanding balance in the CC/OD account is less than the sanc-
tioned limit/drawing power but credits are not enough to cover the interest debited during the previous 90
days period.

II. Illustrative movement of an account to SMA category to NPA category based on delay /non-payment
of dues and subsequent upgradation to standard category at day end process:

Age of
Payment oldest SMA/NPA SMA since NPA
Due date
Date Payment covers dues in Date/ SMA Categoriza- NPA Date
Categoriza-
of Pay- days Class Date tion
tion
ment

Entire dues upto 01-

01-01-2022 01-01-2022 0 NIL NA NA NA
01-2022
Partly paid dues of
01- 02-2022
01-02-2022 01-02-2022 1 SMA-0 01-02-2022 NA NA
Partly paid dues of
01- 02-2022
01-02-2022 02-02-2022 2 SMA-0 01-02-2022 NA NA

37
 Dues of 01-02-2022
not fully paid 01-
01-03-2022 03-2022 is 29 SMA-0 01-02-2022 NA NA
also due at EOD
01-03- 2022

Dues of 01-02-2022
fully paid, 01-03-
2022 is also due at 1 SMA-0 01-03-2022 NA NA
EOD 01-03-2022

No Payment of full
dues
of 01-03-2022 and
01-03-2022
at EOD 03-03-2022 01-02-2022
/
31 SMA-1 03-03-2022 NA NA
Dues of 01-02-2022
fully paid, Due for
01-03- 2022 not
fully paid at EOD 1 SMA-0 01-03-2022 NA NA
01-03-2022

01-02-2022
01-04-2022 60 SMA-1 / NA NA
03-03-2022
No payment of dues
of
01-02-2022 till 01-04-
2022 01-02-2022
61 SMA-2 / NA NA
at EOD 02-04-2022 02-04-2022
No Payment of
dues of
01-02-2022 till 01- 01-02-2022
01-05-2022 05- 2022 90 SMA-2 NA NA
/
at EOD 02-05-2022 02-04-2022

No Payment of
dues of
01-02-2022 till 01- 91 NPA NA NPA 02-05-2022
05- 2022
at EOD 02-05-2022

Fully Paid dues of

93 NPA NA NPA 02-05-2022
01-06-2022 01-06-2022 01-02- 2022 at EOD
01-06-2022
Paid entire dues of
01-03-2022 & 01-
01-07-2022 01-07-2022 04-2022 62 NPA NA NPA 02-05-2022
at EOD 01-07-2022

Paid entire dues of

01-08-2022 01-08-2022 32 NPA NA NPA 02-05-2022
01- 05-2022 & 01-06-
2022

38
 at EOD 01-08-2022

1 NPA
01-09-2022 01-09-2022 NA NPA 02-05-2022
Paid entire dues of Standard
01- 09-2022 & 01-10- Account STD
01-10-2022 01-10-2022 2022 0 With No NA NA Fro
overdues m
01-
10-
202
2

39
 SCHEDULE V

ADDITIONAL TERMS AND CONDITIONS AS APPLICABLE TO THE FACILITY

The terms and conditions of this Schedule shall be in addition to and not in substitution of the Facility Agreement and shall be
read in conjunction with and as a part of the Facility Agreement.

For Borrower:

NAME Signature

2
For Borrower (through his/her/their constituted Attorney vide power of attorney dated [.]):

NAME Signature

For Co- Borrower:

NAME Signature

For Guarantor:

NAME Signature

For ICICI Bank Limited:

NAME Signature

2
Internal Note: This is applicable in case of NRI Borrower(s) when the Borrower has authorized his attorney to execute documents on his behalf
through a POA. Please ensure that there is a valid POA autorising attorney to execute documents including loan documents on behalf of
borrower.

40