Common use of DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS Clause in Contracts

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, assistance and such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers and their legal counsel to visit the offices and assets of the Company or such other place(s) as may be required to: (i) inspect and review the accounting, taxation and other relevant records or to conduct a due diligence in relation to the Offer; (ii) conduct due diligence, including the review of relevant documents, establishing for themselves the state of affairs of any such entity to understand the progress made in respect of any facts relevant to the Offer; and (iii) interact on any matter relevant to the Offer with the legal advisors, auditors, consultants and advisors to the Offer, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 If, in the sole opinion of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company and the Promoter Selling Shareholder shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of the Company or such other place(s) as may be required to: Entities, the Promoter Selling Shareholder and their respective Affiliates to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 5.2 The Company and the Promoter Selling Shareholder agree that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Directors, officers and key personnel of the Company Entities, the Promoter Selling Shareholder and their respective Affiliates and external advisors in connection with matters related to the Offer. 5.3 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company Entities’ or its Affiliates, the Promoter Selling Shareholder or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and the Promoter Selling Shareholder shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company Entities, the Promoter Selling Shareholder and their respective Affiliates and any other relevant entities. The Company and the Promoter Selling Shareholder shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be paid directly by the Company and the Promoter Selling Shareholders Shareholder; provided that if it is necessary that the BRLMs pay such persons, then the Company and the Promoter Selling Shareholder shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 4.1 The Company shall and shall cause its Subsidiaries, its AssociateJoint Venture, Group CompanyDirectors, Promoters, members of the Promoter Group, Key Managerial Personnel Personnel, Senior Management and Directors Group Companies, to extend all cooperationcooperation and assistance to the BRLMs, assistance and such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs, and their legal representatives and counsel to visit the their respective offices and assets of the Company or such other place(s) as may be required to: to (i) inspect and review the accountingtheir records, including accounting records, taxation and records or review other relevant records information or documents, including in relation to legal proceedings, arbitral cases, or to conduct a due diligence of the Company Entities, in relation to its Directors, Promoters, Promoter Group, Group Companies, Key Managerial Personnel, Senior Management and any other relevant entities in relation to the Offer; Issue, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any facts relevant to the Offer; Issue and review of relevant documents) and (iii) interact on any matter relevant to the Offer Issue with the solicitors, legal advisors, auditors, consultants and advisors to the OfferIssue, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the OfferIssue, that may be associated with the Offer Issue in any capacity whatsoever. 9.2 4.2 The Company agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate and with prior notice, have access to the Company, its Subsidiaries, Joint Venture, Directors, Promoters, Promoter Group, Group Companies, officers and key personnel of the Company, and external advisors (including auditors) of the Company in connection with matters related to the Issue. The Company shall, and shall cause the Company Entities, Directors, Promoters, members of the Promoter Group, Group Companies, and their employees, key managerial personnel, experts and auditors to: (i) promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Issue as may be required or requested by the BRLMs or their Affiliates (as applicable and required) to enable them to cause the filing, in a timely manner, of such documents, certificates, reports and particulars, including, without limitation, any post- Issue documents, certificates (including, without limitation, any due diligence certificate), reports or other information as may be required by any regulatory or supervisory authority (inside or outside India) in respect of the Issue (including information which may be required for the purpose of disclosure of the track record of public issues by the BRLMs or required under the SEBI circular No. CIR/MIRSD/1/2012 dated January 10, 2012) or to enable the BRLMs to review the correctness and/or adequacy of the statements made in the Issue Documents, and (ii) provide, immediately upon the request of any of the BRLMs, any documentation, information or certification, in respect of compliance by the BRLMs with any Applicable Law or in respect of any request or demand from any governmental, statutory, regulatory or supervisory authority, whether on or prior to or after the date of the Allotment of the Equity Shares pursuant to the Issue, and shall extend full cooperation to the BRLMs in connection with the foregoing. 4.3 The Company shall provide or cause to provide any documentation, information or certification (i) from the entities which have been divested by the Company in the current or last financial year; (ii) from the entities in which the Company has made investments; or (iii) with respect to any corporate restructuring undertaken by the Company, to the extent such documentation, information or certification have been required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other regulatory or supervisory authority (inside or outside India) in respect of the Issue. 4.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company Entities or its Affiliates records, documents or other information in connection with the Issue requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company Entities, Directors, Promoters, Promoter Group and any other relevant entities. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons shall be paid in accordance with Applicable LawClause 13 provided that if it is necessary that the BRLMs pay such persons, then the Company and shall reimburse in full the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company and the Promoter Selling Shareholder shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperationcooperation and assistance, assistance and such facilities as may be reasonably requested or required by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of each of the Company or such other place(s) as may be required and the Material Subsidiary to: (i) inspect and review the accounting, taxation and other relevant records or to conduct a undertake due diligence in relation to the Offertheir records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the OfferOffer and review of relevant documents); and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 5.2 The Company and the Promoter Selling Shareholder (in relation to itself and the Offered Shares) shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank(s), advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements. 5.3 The Company agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to its Material Subsidiary, its Directors, the Key Management Personnel, the Senior Management Personnel and external advisors to the Company and the Material Subsidiary in connection with matters related to the Offer. The Promoter Selling Shareholder agrees that the BRLMs shall, at all times, and as they deem appropriate, subject to reasonable notice, have access to a representative of the Promoter Selling Shareholder in connection with matters relating to the Promoter Selling Shareholder and the Offered Shares, solely in relation to the Offer. 5.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any due diligence of the aforesaid matters Company Entities’, or the Company’s Affiliates’, the Promoter Selling Shareholder’s records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company shall promptly (after Company, in consultation with the Book Running Lead Managers)BRLMs, at its own expense, shall promptly hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company Entities, the Promoter Selling Shareholder and any other relevant entities. The Company and the Promoter Selling Shareholder shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be paid by the Company and the Promoter Selling Shareholders Shareholder in accordance with Section 14.2, provided that, if it is necessary that the BRLMs pay such persons, then the Company and the Promoter Selling Shareholder, as applicable, shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of the Company or such other place(s) as may be required to: Entities, the Promoters, the Promoter Group and the Group Companies to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. Each of the Selling Shareholders shall extend all necessary cooperation and assistance and such facilities to the BRLMs and their representatives and counsel, subject to reasonable notice, to inspect the records or review other documents or to conduct due diligence, in relation to the respective Selling Shareholder Statements. 9.2 7.2 The Company shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank(s), advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Company Entities and the Selling Shareholders. Each Selling Shareholder, to the extent that it is a party to the agreements or arrangements entered into with any intermediaries in relation to the Offer, including the Registrar to the Offer, the Escrow Collection Banks, Refund Bank(s), the Sponsor Bank, bankers, brokers and syndicate members, shall instruct such intermediaries to cooperate and comply with the instructions of the Managers, as required in connection with the sale and transfer of its respective portion of the Offered Shares. 7.3 The Company agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Directors, officers and key personnel of the Company Entities, and their respective Affiliates and external advisors in connection with matters related to the Offer. Each of the Selling Shareholders, severally and not jointly, agrees that the BRLMs shall, at all times, subject to notice and acting reasonably, have access to the authorized representatives of such Selling Shareholder, in connection with matters related to the Selling Shareholder and/ or their respective portions of the Offered Shares. 7.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company Entities, the Promoters, the Promoter Group or the Group Companies or the Selling Shareholders’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and / or the Selling Shareholders shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company Entities their respective Affiliates or the Selling Shareholders. The Company and the Selling Shareholders, as applicable, shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided The expenses of such persons shall be paid directly by the Company and the Selling Shareholders, as applicable; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons in accordance with Applicable Lawpersons, then the Company and the Selling Shareholders shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company and the Promoter Selling Shareholder shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of the Company or such other place(s) as may be required to: Company, the Promoter Selling Shareholder and their respective Affiliates to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 5.2 The Company and the Promoter Selling Shareholder shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank, advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Company and the Promoter Selling Shareholder. 5.3 The Company and the Promoter Selling Shareholder agree that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Directors, officers and key personnel of the Company, the Promoter Selling Shareholder and their respective Affiliates and external advisors in connection with matters related to the Offer. 5.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company or its Affiliates, the Promoter Selling Shareholder or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and the Promoter Selling Shareholder shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company, the Promoter Selling Shareholder and their respective Affiliates and any other relevant entities. The Company and the Promoter Selling Shareholder shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be paid directly by the Company and the Promoter Selling Shareholders Shareholder; provided that if it is necessary that the BRLMs pay such persons, then the Company and the Promoter Selling Shareholder shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs within two (2) Working Days for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company and the Promoter Selling Shareholders shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of the Company or such other place(s) as may be required to: and its Affiliates to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The Other Selling Shareholders shall extend all cooperation and assistance to the BRLMs and their representatives and counsel for providing all the necessary documents and certifications in relation to the Offer and their respective Offered Shares. 9.2 5.2 The Company agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Directors, officers and key personnel of the Company and its Affiliates, the Selling Shareholders and external advisors in connection with matters related to the Offer. 5.3 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company or its Affiliates, the Selling Shareholders or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company shall promptly (after and the Selling Shareholders, in consultation with the Book Running Lead Managers)BRLMs, at its own expense, shall promptly hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company, the Selling Shareholders and their respective Affiliates and any other relevant entities. The Company and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided The expenses of such persons shall be paid directly by the Company and the Selling Shareholders; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons in accordance with Applicable Lawpersons, then the Company and the Selling Shareholders shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 6.1. The Company shall shall, and shall cause its their Directors, Promoters, Promoter Group, Subsidiaries, its AssociateGroup Companies, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets facilities of the Company or such other place(s) as may be required to: Entities to (i) inspect and review the accountingtheir records, including accounting records, taxation and other relevant records or to conduct a due diligence review other information or documents, including in relation to the Offer; legal, arbitral or administrative proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditorsStatutory Auditor, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The Selling Shareholders shall extend all reasonable cooperation and assistance and such facilities to the BRLMs and their representatives and counsel to inspect the records or review other documents or to conduct due diligence, including in relation to themselves, Promoter Group Selling Shareholders Statements and Other Selling Shareholders Statements, and their respective Offered Shares. 9.2 6.2. The Company agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Promoter, Promoter Group, Directors, officers and key personnel, and senior managerial personnel of the Company, and external advisors in connection with matters related to the Offer. Each of the Selling Shareholders, severally and not jointly, agree that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the directors, officers and key personnel of such Selling Shareholder authorized by the Selling Shareholder or Selling Shareholders themselves (as applicable) to deal with their respective Offered Shares in connection with matters related to the Offer. 6.3. The Company shall, cause the Company Entities, Directors, Promoters, members of the Promoter Group, and their partners, employees, key managerial personnel, senior management, experts and Statutory Auditor to promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Offer as may be required or requested by the BRLMs or their Affiliates to enable them to cause the filing, in a timely manner, of such documents, certificates, reports and particulars, including, without limitation, any post-Offer documents, certificates (including, without limitation, any due diligence certificate), reports or other information as may be required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other regulatory or supervisory authority (inside or outside India) in respect of the Offer (including information which may be required for the purpose of disclosure of the track record of public issues by the BRLMs or required under the SEBI circular No. CIR/MIRSD/1/2012 dated January 10, 2012) or to enable the BRLMs to review the correctness and/or adequacy of the statements made in the Offer Documents. The Company and the Selling Shareholders agree to provide, immediately upon the request of any of the BRLMs, any documentation, information or certification, in respect of compliance by the BRLMs with any Applicable Law or in respect of any request or demand from any governmental, statutory, regulatory, judicial, quasi-judicial, administrative or supervisory authority, whether on or prior to or after the date of the issue of the Equity Shares by the Company pursuant to the Offer, and shall extend full cooperation to the BRLMs in connection with the foregoing. 6.4. If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Selling Shareholders’ or their respective Affiliates’, or any other Company Entities’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and / or the Selling Shareholders shall promptly (after in consultation with the Book Running Lead Managers), at its own expense, BRLMs hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company and the Company Affiliates, and the Selling Shareholders and their respective Affiliates and any other relevant entities. The Company and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be shared amongst the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20the terms of this Agreement and Applicable Law. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company shall hereby represents, warrants and undertakes that it shall, and shall make best efforts to cause its Subsidiariesthe Directors, its Associatethe Promoters, Promoter Group Companyand Group Companies, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers and their representatives and legal counsel counsel, to visit the their respective offices and assets branches of the Company or such other place(s) as may be required to: Company, to the extent possible, to (i) inspect and the records, including accounting records, or review the accountingother information or documents, taxation and other relevant records including those relating to such information or documents that relate to any pending or threatened legal action, or to conduct a due diligence of the Company, Directors, and any other relevant entities in relation to the Offer, including those related to legal cases; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand including the progress made in respect of status and/or any other facts relevant to the Offer) and review of relevant documents; and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditorsauditors (present and past), consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The Book Running Lead Managers will submit the due diligence certificate in the manner prescribed under the ICDR Regulations to SEBI. 9.2 7.2 Each of the Selling Shareholders shall provide reasonable support and extend reasonable cooperation and assistance to the Book Running Lead Managers and their representatives and counsels, subject to reasonable notice and during business hours, to inspect the records or review other documents or to conduct due diligence, in relation to each respective Selling Shareholder Statements and / or its respective portion of the Offered Shares. 7.3 The Company agrees that the Book Running Lead Managers shall, at all reasonable times and with reasonable prior notice, have access to the Company, its Directors, Promoters, members of the Promoter Group, and its employees, Key Managerial Personnel, representatives, agents, experts and auditors in connection with matters related to the Offer. The Company shall, and cause the Directors, Promoters, and members of Promoter Group, and its employees, Key Managerial Personnel, representatives, agents, experts and auditors to (i) promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Offer as may be required or requested by the Book Running Lead Managers or their Affiliates to (a) enable them to comply with any Applicable Law, including to cause the filing, in a timely manner, of such documents, certificates, reports and particulars, including any post- Offer documents, certificates (including any due diligence certificates), reports or other information as may be required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other Governmental Authorities (inside or outside India) in respect of the Offer, during or after the Offer (including information which may be required for the purpose of disclosure of the track record of public issues by the Book Running Lead Managers or required under circular No. CIR/MIRSD/1/2012 dated January 10, 2012, as issued by SEBI), (b) enable the Book Running Lead Managers to review the correctness and/or adequacy of the statements made in the Offer Documents; (c) comply with any request or demand from any Governmental Authority; and (d) prepare, investigate or defend in any proceedings, action, claim or suit; and (ii) provide, immediately upon the request of any of the Book Running Lead Managers, any documentation, information or certification (including any documents identified as confidential and a copy of which was not shared with the Book Running Lead Managers), in respect of compliance by the Book Running Lead Managers with any Applicable Law or in respect of any request or demand from any Governmental Authorities, during or after the Offer, and shall extend full cooperation to the Book Running Lead Managers with respect to the foregoing. Further, the Company shall provide or cause to provide any documentation, information or certification from the entities which have been divested by the Company in the current or last financial year, to the extent such documentation, information or certification have been required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other Governmental Authority (inside or outside India) in respect of the Offer. 7.4 Each of the Selling Shareholders agrees that the Book Running Lead Managers shall, at all reasonable times, subject to prior notice, have access to each of its respective key personnel authorised by such Selling Shareholder to deal with matters related to the Offer. 7.5 If, in the sole opinion of the Book Running Lead Managers, the verification diligence of any of records, documents or other information with respect to the aforesaid matters Offer requires the hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, (a) the Company shall promptly (after immediately, in consultation with the Book Running Lead Managers), at its own expense, Managers hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company, Directors, Key Managerial Personnel, or other relevant entities and (b) the Selling Shareholders shall provide such persons with necessary or relevant records, documents and other information in relation to itself and its Offered Shares. The Company shall instruct all such persons its Directors, Key Managerial Personnel or other relevant entities to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be paid directly by the Company and shall be shared among the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 2019 (Fees and Expenses). 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 8.1 The Company shall, and shall cause the Directors, Promoters and members of the Promoter Group (except the Non-cooperating Promoter Group Members), and each of the Promoter Selling Shareholder shall, and shall cause its Subsidiaries, its Associate, respective members of the Promoter Group Company, Key Managerial Personnel and Directors who are identified as Promoter Group solely pursuant to such Promoter Selling Shareholder being identified as a Promoter (except the Non-cooperating Promoter Group Members) to extend all cooperation, co-operation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets facilities of the Company or such other place(s) as may be required to: Entities, the Promoter Selling Shareholders and their respective Affiliates subject to reasonable notice, to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. Each of the Selling Shareholders shall, severally and not jointly, extend all reasonable co-operation and assistance to the BRLMs and their representatives and counsel to inspect the records or review other documents or to conduct due diligence, in relation to itself, its respective portion of the Offered Shares to fulfil their obligations hereunder and/or to comply with any Applicable Law, including in relation to the filing of their due diligence certificate as required under the ICDR Regulations. 9.2 8.2 The Company shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank, advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Company and the Selling Shareholders. 8.3 Each of the Selling Shareholders agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate subject to reasonable notice, have access to its directors, officers and key personnel and external advisors in connection with matters related to the Offer. 8.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company or its Affiliates, the Selling Shareholders’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and the Selling Shareholders shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit the Company shall provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company and its Affiliates, the Selling Shareholders and any other relevant entities. The Company and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall undertake best efforts to include a provision to that effect in the respective agreements with such persons. Provided The expenses of such persons shall be paid directly by the Company; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons in accordance with Applicable Lawpersons, then the Company and shall reimburse in full the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 ‌ 8.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by the Book Running Lead Managers BRLMs to enable representatives of the Book Running Lead Managers BRLMs and their legal counsel to visit the offices and assets of the Company or such other place(s) as may be required to: to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due diligence in relation to the Offer; (ii) conduct due diligence, including the review of relevant documents, establishing for themselves the state of affairs of any such entity to understand the progress made in respect of any facts relevant to the Offer; and (iii) interact on any matter relevant to the Offer with the legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The Selling Shareholders, severally and not jointly, shall extend all reasonable cooperation and assistance to the BRLMs and their representatives and counsel subject to reasonable notice and during business hours, to inspect the records or review other documents or to conduct due diligence, including in relation to itself, and its respective Offered Shares. 9.2 8.2 If, in the sole opinion of the Book Running Lead Managersafter mutual consultation with all Parties, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers)promptly, at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. All costs, charges, interest, and expenses relating to the due diligence carried out or services performed by such technical, legal or other experts shall be borne in accordance with Clause 19 of this Agreement. Provided that if the Book Running Lead Managers BRLMs are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to persons in the due diligence carried out by technical, legal, or other experts shall be borne manner specified in accordance with Clause 2019.1 of this Agreement. 9.3 8.3 The Company agrees that the Book Running Lead Managers BRLMs and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel Key Managerial Personnel and members of the Senior Management of the Company, the SubsidiariesSelling Shareholders, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company and the Selling Shareholders shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of the Company or such other place(s) as may be required to: Entities to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 5.2 The Company and the Selling Shareholders shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank, advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Company and the Selling Shareholders. 5.3 The Company and the Selling Shareholders agrees that the BRLMs shall, at all reasonable times have access to the Directors, officers and key personnel of the Company, the Selling Shareholders and their respective Affiliates and external advisors in connection with matters related to the Offer. 5.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company or its Affiliates, the Selling Shareholders or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company Company, the Selling Shareholders, the Corporate Selling Shareholder, and the Other Selling Shareholder shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company, the Selling Shareholders and their respective Affiliates and any other relevant entities. The Company and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided The expenses of such persons shall be paid directly by the Company and/or the Selling Shareholders; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons in accordance with Applicable Lawpersons, then the Company and the Selling Shareholders shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company shall Company, represents, warrants and undertakes it shall, and shall cause its SubsidiariesAffiliates, its Associatethe Directors, Promoter, members of the Promoter Group Companyand Group Companies, Key Managerial Personnel and Directors to extend all cooperationcooperation and assistance, assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the their respective offices and assets other facilities of the Company or (each at such other place(sreasonable times by giving prior intimation) as may be required to: (i) inspect and the records, including accounting records, or review the accountingother information or documents, taxation and other relevant records including those relating to legal, arbitral cases or threatened or pending legal actions, or to conduct a due diligence of the Company, in relation to its Directors, Promoter, members of the Promoter Group and any other relevant entities in relation to the Offer; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer) and review of relevant documents; and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever.; 9.2 If, in the sole opinion 7.2 Each of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburseshall, severally and not jointly, extend all reasonable cooperation and assistance to the BRLMs and their representatives and counsels, subject to reasonable notice, to conduct due diligence, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating relation to the due diligence carried out by technical, legal, respective Selling Shareholder Statements and or other experts shall be borne in accordance with Clause 20their respective portions of Offered Shares. 9.3 7.3 The Company agrees that the Book Running Lead Managers and their legal counsel BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Company, Directors, key personnel Promoter, members of the CompanyPromoter Group, the SubsidiariesGroup Companies, the AssociateAffiliates, the Group Companyemployees, the Selling Shareholders and Key Management Personnel, Senior Management, representatives, agents, experts, external advisors and auditors as may be required, in connection with matters related to the Offer. Each Selling Shareholder, The Company shall, subject to reasonable notice having been given and shall cause the Directors, Promoter, members of the Promoter Group, and its employees, Key Managerial Personnel, Senior Management, experts and auditors to: (i) promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Offer, including any ‘know your customer’ related documents as may be required or requested by the Book Running Lead ManagersBRLMs or their Affiliates to enable them to cause the filing, extend reasonable cooperation in a timely manner, of such documents, certificates, reports and assistance to particulars, including, without limitation, any post-Offer documents, certificates (including, without limitation, any due diligence certificate), reports or other information as may be required by SEBI, the Book Running Lead ManagersStock Exchange(s), their representatives and counsel, to interact with the authorized representatives RoC and/or any other regulatory or supervisory authority (inside or outside India) in respect of the Selling Shareholder Offer (including information which may be required for the purpose of disclosure of the track record of public issues by the BRLMs or required under the SEBI circular No. CIR/MIRSD/1/2012 dated January 10, 2012) or to inspect enable the records or BRLMs to review other documents or to conduct due diligence to the extent required for any matter relating to correctness and/or adequacy of the Selling Shareholder statements made in the Offer or Documents, (ii) the Selling Shareholders’ respective portion Company agrees to provide, immediately upon the request of any of the Offered Shares.BRLMs, any documentation, information or certification, in respect of compliance by the BRLMs with any Applicable Law or in respect of any request or demand from any governmental, statutory, regulatory , judicial, quasi-judicial, administrative or supervisory authority, whether on or prior to or after the date of the issue of the Equity Shares by the Company pursuant to the Offer, and shall extend full cooperation to the BRLMs in connection with the foregoing; and

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company shall and shall cause its Subsidiarieswill, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperationreasonable cooperation and assistance to the BRLMs and their representatives and counsel, assistance and such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers and their legal counsel requested, to visit the offices and assets other facilities of the Company or such other place(s) as may be required and its Subsidiaries to: (i) inspect and review the accountingrecords, including accounting records, taxation and records or review other relevant records information or documents, including those relating to legal cases, or to conduct a due diligence of the Company, its Subsidiaries and any other relevant entities in relation to the Offer; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer) and review of relevant documents; and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The BRLMs may rely on the accuracy and completeness of the information so provided without independent verification or liability and notwithstanding any limitations on liability imposed by any other professional advisers of the Company. The Selling Shareholders shall extend all reasonable cooperation and assistance and such facilities to the BRLMs and their representatives and counsel to inspect the records or review other documents or to conduct due diligence, including in relation to itself, and its respective Offered Shares. 9.2 5.2 The Company shall, and cause its, Group Companies, Directors, Promoter, and member of Promoter Group, its employees, key managerial personnel, experts and auditors to: (i) promptly furnish all such information, documents, certificates and reports for the purpose of the Offer as may be reasonably required or requested by the BRLMs or their Affiliates to enable them to cause the filing, in a timely manner, of such documents, certificates and reports including, without limitation, any post-Offer documents, certificates (including, without limitation, any due diligence certificate or other information as may be required by the SEBI, the Stock Exchanges, the Registrar of Companies and/or any Governmental Authority (inside or outside India) in respect of the Offer and (ii) provide, immediately upon the request of any of the BRLMs any documentation and information, in respect of compliance by the BRLMs with any Applicable Law or in respect of any request or demand from any Governmental Authority, whether on or prior to the date of the issue of the Equity Shares by the Company pursuant to the Offer, and shall extend full cooperation to the BRLMs in connection with the foregoing. 5.3 The Company agrees that the BRLMs shall, at all reasonable times, subject to reasonable notice, have access to the Directors and key personnel of the Company and its Subsidiaries, as may be reasonably required, in connection with matters related to the Offer. The Selling Shareholders agree that the BRLMs shall, at all reasonable times, subject to reasonable notice, have access to the authorized representatives of the Selling Shareholder to deal with the respective proportion of the Offered Shares, in connection with matters related to the Offer. 5.4 If, in the sole reasonable opinion of the Book Running Lead ManagersBRLMs, after consultation with the Company, the verification of any diligence of the aforesaid matters Company’s, or their respective Affiliates’, records, documents or other information in connection with the Offer requires the hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and the Selling Shareholders shall promptly (after consultation with the Book Running Lead Managers)immediately, and at its their own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company and, if required to comply with Applicable Law, the Company’s Directors, key personnel, Promoters, or other relevant entities. The Company and Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided Subject to the provisions of the Engagement Letter, the expenses of such persons shall be paid directly by the Company; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons persons, then the Company shall reimburse in accordance with Applicable Lawfull the BRLMs for payment of any fees, the costs, charges and expenses to such persons. 5.5 The Company and the Selling Shareholders shall (i) promptly reimbursefurnish any post-Offer documents, certificates, reports or other information as may be required by the SEBI, the Stock Exchanges, the RoC and/or any Government Authority (inside or outside India) in respect of the Offer and (ii) provide, immediately upon the request of any of the BRLMs, any documentation, information or certification, in full, respect of compliance by the Book Running Lead Managers for payment BRLMs with any Applicable Law or in respect of any fees and expenses to such persons. All costsrequest or demand from any Government Authority, charges and expenses relating whether on or after the date of the Allotment of the Equity Shares pursuant to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable timesOffer, and as they deem appropriate, subject to reasonable notice, have access shall extend full cooperation to the DirectorsBRLMs, key personnel of the Companyas may be requested, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholderforegoing. 5.6 The Company shall be responsible for the authenticity, shallcorrectness, subject to reasonable notice having been given validity and reasonableness of the information, reports, statements, declarations, undertakings, clarifications, documents and certifications provided or authenticated by its the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, Subsidiaries or any of their representatives and counsel, to interact respective employees in connection with the authorized representatives of Offer Documents. The Company hereby expressly affirms that the Selling Shareholder or to inspect BRLMs and its Affiliates shall not be liable in any manner for the records or to review other documents or to conduct due diligence foregoing, except to the extent required of the information expressly provided by the BRLMs in writing for any matter relating inclusion in Offer Documents. The Company further agrees and understands that only such information in relation to the Selling Shareholder in BRLMs, are the Offer or the Selling Shareholders’ respective portion name, contact details and SEBI registration number of the Offered Sharesrespective BRLMs.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 5.1 The Company shall Bank and shall cause its Subsidiariesthe Selling Shareholders shall, its Associateseverally and not jointly, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets branches of the Company or Bank, such other place(sSelling Shareholders and their respective Affiliates (as applicable) as may be required to: to (i) inspect and review the accountingtheir records, including accounting records, taxation and other relevant records or to conduct a due diligence review other information or documents, including in relation to the Offer; legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 5.2 The Bank (including on behalf of the Selling Shareholders as applicable) shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank, advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Bank and the Selling Shareholders. 5.3 The Bank agrees that the BRLMs shall, at all reasonable times, as they deem appropriate, have access to the Directors, officers and key personnel of the Bank in connection with matters related to the Offer. 5.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Bank or its Affiliates (as applicable), the Selling Shareholders or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company shall promptly (after Bank and the Selling Shareholders, in consultation with the Book Running Lead Managers), at its own expense, BRLMs shall promptly hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Bank, the Selling Shareholders and their respective Affiliates (as applicable) and any other relevant entities. The Company Bank and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided The expenses of such persons shall be paid directly by the Bank and the Selling Shareholders; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons in accordance with Applicable Lawpersons, then the Company Bank and the Selling Shareholders shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by the Book Running Lead Managers BRLMs to enable representatives of the Book Running Lead Managers BRLMs and their legal counsel to visit the offices and assets of the Company or such other place(s) as may be required to: to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due diligence in relation to the Offer; (ii) conduct due diligence, including the review of relevant documents, establishing for themselves the state of affairs of any such entity to understand the progress made in respect of any facts relevant to the Offer; and (iii) interact on any matter relevant to the Offer with the legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The Selling Shareholders, severally and not jointly, shall extend all reasonable cooperation and assistance to the BRLMs and their representatives and counsel subject to reasonable notice and during business hours, to inspect the records or review other documents or to conduct due diligence, including in relation to itself, and its respective Offered Shares. 9.2 7.2 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs, and shall include a provision to that effect in the respective agreements with such persons. All costs, charges, interest costs and expenses relating to the due diligence carried out by technical, legal or other experts shall be borne by the Company and the Selling Shareholders in accordance with Clause 18 of this Agreement. Provided that if the Book Running Lead Managers BRLMs are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to persons in the due diligence carried out by technical, legal, or other experts shall be borne manner specified in accordance with Clause 2018.1 of this Agreement. 9.3 7.3 The Company agrees that the Book Running Lead Managers BRLMs and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key managerial personnel and the senior management of the Company, the SubsidiariesSelling Shareholders, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder. 7.4 The Company shall instruct all intermediaries, shall, subject to reasonable notice having been given by including the Book Running Lead Managers, extend reasonable cooperation and assistance Registrar to the Book Running Lead ManagersOffer, their representatives the Bankers to the Offer (including Sponsor Bank(s), the Escrow Collection Banks, Refund Banks, Public Offer Account Banks) advertising agencies, credit rating agencies, printers, bankers and counselbrokers to follow, to interact co-operate and comply with the authorized representatives instructions of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence BRLMs as customarily applicable to the extent required for any matter relating to IPO process and also covered under the respective agreements if any, in consultation with the Company and/or the Selling Shareholder Shareholders as applicable. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Offer or Company and the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 ‌ 6.1 The Company shall and the Individual Promoter Selling Shareholder, jointly and severally, represent, warrant and undertake that each of them, respectively, shall, and shall make best efforts to cause its Subsidiariesthe Directors, its Associatethe Promoters and Promoter Group , Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers and their representatives and legal counsel counsel, to visit the their respective offices and assets facilities of the Company or such other place(s) as may be required to: Company, to the extent possible, to (i) inspect and the records, including accounting records, or review the accountingother information or documents, taxation and other relevant records including those relating to such information or documents that relate to any pending or threatened legal action, or to conduct a due diligence of the Company, Directors, and any other relevant entities in relation to the Offer, including those related to legal cases; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand including the progress made in respect of status and/or any other facts relevant to the Offer) and review of relevant documents; and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditorsauditors (present and past), consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 6.2 Each of the Selling Shareholders shall extend provide support and extend cooperation and assistance to the Book Running Lead Managers and their representatives and counsels, subject to reasonable notice and during business hours, to inspect the records or review other documents or to conduct due diligence, in relation to each respective Selling Shareholder Statements and / or its respective portion of the Offered Shares. 6.3 The Company and each of the Selling Shareholders (to the extent that such Selling Shareholder is a party to the agreement) shall, subject to the terms of the relevant agreements, instruct all intermediaries, including the Registrar to the Offer, Share Escrow Agent, Bankers to the Offer (including the Sponsor Bank), advertising agencies, printers, brokers and Syndicate Members, to comply with the instructions of the Book Running Lead Managers, and where applicable and agreed under the respective agreements, in consultation with the Company and/or the Selling Shareholders as applicable. 6.4 The Company agrees that the Book Running Lead Managers shall, at all times and with prior notice, and as deemed appropriate have access to the Company, Directors, Promoters or Promoter Group, employees, Key Managerial Personnel, representatives, agents, experts and auditors to (i) promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Offer as may be required or requested by the Book Running Lead Managers or their Affiliates to (a) enable them to cause the filing, in a timely manner, of such documents, certificates, reports and particulars, including any post- Offer documents, certificates (including any due diligence certificates), reports or other information as may be required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other Governmental Authorities (inside or outside India) in respect of the Offer, during or after the Offer (including information which may be required for the purpose of disclosure of the track record of public issues by the Book Running Lead Managers or required under circular No. CIR/MIRSD/1/2012 dated January 10, 2012, as issued by SEBI) or to enable the Book Running Lead Managers to review the correctness and/or adequacy of the statements made in the Offer Documents; and (b) prepare, investigate or defend in any proceedings, action, claim or suit; and (ii) provide, immediately upon the request of any of the Book Running Lead Managers, any documentation, information or certification (including any documents identified as confidential and a copy of which was not shared with the Book Running Lead Managers), in respect of compliance by the Book Running Lead Managers with any Applicable Law or in respect of any request or demand from any Governmental Authorities, during or after the Offer, and shall extend full cooperation to the Book Running Lead Managers with respect to the foregoing. Further, the Company shall provide or cause to provide any documentation, information or certification from the entities which have been divested by the Company in the current or last financial year, to the extent such documentation, information or certification have been required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other Governmental Authority (inside or outside India) in respect of the Offer. 6.5 Each of the Selling Shareholders agrees that the Book Running Lead Managers shall, at all reasonable times, , subject to prior reasonable notice and during business hours, have access to each of its respective directors or other personnel authorised by it or the Selling Shareholder, itself (as applicable) in connection with matters related to the Offer and/or its portion of the Offered Shares. 6.6 If, in the sole opinion of the Book Running Lead Managers, in consultation with the verification Company, the diligence of any of records, documents or other information with respect to the aforesaid matters Offer requires the hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expenseimmediately, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company. The Company shall instruct all such persons its Directors, Key Managerial Personnel or other relevant entities to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be as determined by the Company and shall be paid directly by the Company and shall be shared among the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 2018 (Fees and Expenses). Further, each Selling Shareholder shall reimburse the Company its share of expenses in accordance with Clause 18 (Fees and Expenses). 9.3 6.7 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the SubsidiariesIndividual Promoter Selling Shareholder and the Promoter Group Selling Shareholder shall (i) promptly furnish any post-Offer documents, certificates, reports or other information as may be required by the SEBI, the AssociateStock Exchanges, the Group Company, the Selling Shareholders and external advisors Registrar of Companies and/ or any other Governmental Authority (inside or outside India) in connection with matters related to respect of the Offer. Each Selling Shareholder, shalland (ii) provide, subject to reasonable notice having been given by immediately upon the request of any of the Book Running Lead Managers, any documentation, information or certification, in respect of compliance by the Book Running Lead Managers with any Applicable Law or in respect of any request or demand from any Governmental Authority, whether on or after the date of the Allotment of the Equity Shares pursuant to the Offer, and shall extend reasonable full cooperation and assistance to the Book Running Lead Managers, their representatives and counselas may be requested, to interact in connection with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered SharesOffer.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 8.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable BRLMs, their representatives of the Book Running Lead Managers and their legal counsel to visit the offices and assets offices, plants or such other places, to ascertain for themselves the state of affairs of the Company and its Affiliates, its Directors, Promoters and Key Management Personnel to inspect the records, including accounting records, or review other information or documents, including those relating to legal cases, or to conduct a due diligence of the Company and any other relevant entities in relation to the Offer, and other facilities of the Company and its Subsidiaries and such other place(s) as may be required to: (i) inspect and review by the accounting, taxation and other relevant records or to conduct a due diligence in relation to the Offer; (ii) conduct due diligenceBRLMs, including the review of relevant documents, establishing for themselves the state of affairs of any such entity to understand the progress made in respect of any the project implementation, status and other facts relevant to the Offer; Offer to conduct due diligence and (iii) to interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the OfferOffer and the advertising agency, that may be associated with the Offer in any capacity whatsoever. The Individual Selling Shareholders and the Promoter Group Selling Shareholders shall extend all reasonable cooperation and assistance and facilities to the BRLMs and their representatives and counsel to inspect the records or review other documents or information, so as to enable them to conduct a due diligence in relation to the Individual Selling Shareholders Statements and the Promoter Group Selling Shareholder Statements. The Investor Selling Shareholders shall extend all reasonable cooperation and assistance and facilities to the BRLMs and their representatives and counsel to inspect the records or review other documents or information, so as to enable them to conduct a due diligence in relation to the Investor Selling Shareholders Statements. The Company and the Selling Shareholders, to the extent that such Selling Shareholders are parties to the agreements or arrangements entered into with any intermediaries, including the Registrar to the Offer, the Escrow Collection Banks, printers, bankers, brokers and syndicate members shall instruct such intermediaries to cooperate and comply with the instructions of the BRLMs, as required in connection with the Offer. 9.2 8.2 The BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Directors and Key Managerial Personnel of the Company, the Promoters, the Promoter Group, and their respective advisors, agents and representatives in connection with matters related to the Offer. The BRLMs shall, at all reasonable times, and as they deem appropriate, have access to each of the Individual Selling Shareholders, the Promoter Group Selling Shareholders and the Investor Selling Shareholders, and their respective advisors, agents and representatives, in connection with matters related to the Offer for Sale of the Individual Offered Shares, the Promoter Group Offered Shares and the Investor Offered Shares, respectively. 8.3 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification diligence of any of the aforesaid matters records, documents or other information requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and, to the extent relevant or required, the Selling Shareholders, shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company and its Affiliates, the Selling Shareholders and any other relevant entities. In particular, the Company shall procure and provide the BRLMs with legal opinions in form and substance satisfactory to the BRLMs, in respect of Uniparts USA Limited, Uniparts Xxxxx Inc. and Uniparts India GmbH, as of the dates of the DRHP, RHP and Prospectus. The reasonable expenses of such persons shall be paid directly by the Company and the Selling Shareholders, as the said diligence relates to, respectively, provided that if it is necessary that the BRLMs pay such persons, then the Company and/or the Selling Shareholders shall reimburse, in full, the BRLMs for payment of any reasonable fees and expenses to such persons. The Company and, as applicable, the Selling Shareholders, shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are BRLMs, as required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company and the Selling Shareholders shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets other facilities of each Company Entity, the Company or such other place(s) as may be required to: Selling Shareholders and their respective Affiliates to (i) inspect and review the accountingtheir records, including accounting records, taxation and other relevant records or to conduct a due diligence review other information or documents, including in relation to the Offer; legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 7.2 The Company and the Selling Shareholders shall instruct all intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank, advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Company and the Selling Shareholders. 7.3 The Company and the Selling Shareholders agree that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the directors, officers and key personnel of the Company Entities, the Selling Shareholders and their respective Affiliates and external advisors in connection with matters related to the Offer. 7.4 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company Entities’ or their respective Affiliates’, the Promoter Selling Shareholder’, the Other Selling Shareholders’ or their Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company and the Selling Shareholders shall promptly (after hire and provide such persons with consultation with the Book Running Lead Managers), at its own expense, hire BRLMs and permit with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company Entities, their respective Affiliates, the Shareholders and any other relevant entities. The Company and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such persons. Provided The expenses of such persons shall be paid directly by the Company and the Selling Shareholders; provided that if it is necessary that the Book Running Lead Managers are required to BRLMs pay such persons in accordance with Applicable Lawpersons, then the Company and the Selling Shareholders shall promptly reimburse, reimburse in full, full the Book Running Lead Managers BRLMs for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, persons immediately upon such payment being made or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given demand being raised by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered SharesBRLMs.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company shall and shall cause its SubsidiariesCompany, its Associate, Group Company, Key Managerial Personnel Affiliates and Directors to shall extend all cooperation, assistance and access to such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers and their legal counsel to visit the offices and assets other facilities of each of the Company or such other place(s) as may be required to: to (i) inspect and review the accountingtheir records, including accounting records, taxation and other relevant records or to conduct a due diligence review other information or documeipuntioluding in relation to the Offerlegal proceedings; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand the progress made in respect of entity, status and/or any other facts relevant to the OfferOffer and review of relevant documents); and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 If, in the sole opinion of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company . Each Selling Shareholder shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire extend all commercially reasonable cooperation and permit access assistance to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel representatives and counsels as may be reasonably requested by the Book Running Lead Managers, and upon reasonable notice and during business hours to conduct due diligence in relation to its respective Selling Shareholder Statements and or their respective portions of Offered Shares. 7.2 Each of the Selling Shareholders agree that the BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, directors or other key personnel of the Company, the Subsidiaries, the Associate, the Group Company, such Selling Shareholder authorized by the Selling Shareholder or Selling Shareholders and external advisors themselves (as applicable) to deal with its respective proportion of the Offered Shares, in connection with matters related to the Offer. Each Selling Shareholder. 7.3 The Company agrees that the BRLMs shall, shallat all times, and as they deem appropriate in their sole discretion, subject to reasonable notice having been given by the Book Running Lead Managersnotice, extend reasonable cooperation and assistance have access to the Book Running Lead ManagersDirectors and key personnel of the Company, their representatives the Company’s Affiliates, and counselits external advisors. 7.4 If, to interact in the sole opinion of the BRLMs, the diligence of records, documents or other information in connection with the authorized representatives Offer reasonably requires the hiring of services of technical, legal or other experts or persons, the Company and/or each of the Selling Shareholder Shareholders, as applicable, shall immediately, in consultation with the BRLMs hire and provide such persons with access to all relevant records, documents and other information of the Company, Directors, Key Management Personnel, the Subsidiary, Promoters, Promoter Group or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or of the Selling Shareholders’ respective portion , or other relevant entities as may be required in relation to the Offer. The Company and/ or each of the Offered SharesSelling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the BRLMs and shall include a provision to that effect in the respective agreements with such persons. The expenses of such persons shall be paid directly by the Company and shall be shared among the Company and the Selling Shareholders in accordance with Clause 8.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 6.1 The Company shall extend and the Company shall cause other Company its SubsidiariesAffiliates, its Associatedirectors, and members of the Individual Promoter’s Promoter Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of each of the Company or Entities, the Individual Promoter and such other place(s) as may be required to: Affiliates to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 6.2 The Selling Shareholders, severally and not jointly, shall extend all reasonable cooperation and assistance to the BRLMs and their representatives and counsel to, subject to reasonable notice and during business hours, inspect the records or review other documents or to conduct due diligence or to interact with the authorized representatives of the Selling Shareholders, in relation to their respective the Investor Promoter Selling Shareholder Statements and Other Investor Selling Shareholder Statements and/ or their respective portions of the Offered Shares. 6.3 The Company shall instruct all intermediaries to the extent permissible under the terms of the respective agreement with such intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank(s), advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and include a provision to that effect in the respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements. 6.4 The Company agrees that the BRLMs shall, at all reasonable times, and as they deem appropriate, have access to the Directors, Key Managerial Personnel and Senior Management of the Company, and the members of the Individual Promoter’s Promoter Group, in connection with matters related to the Offer. The Selling Shareholders, severally and not jointly, agree that the BRLMs shall, at all times, and as they deem appropriate, subject to reasonable notice, have access to a representative of such Selling Shareholder in connection with matters relating to such Selling Shareholder and its respective portion of the Offered Shares. 6.5 If, in the sole opinion of the Book Running Lead ManagersBRLMs, the verification of any diligence of the aforesaid matters Company Entities, or the Company’s Affiliates, the Selling Shareholders or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons in a specialized fieldpersons, the Company shall promptly (after Company, in consultation with the Book Running Lead Managers), at its own expense, BRLMs shall promptly hire and permit provide such persons with access to such independent agency or person to all relevant and material facts, relevant records, documents and other informationinformation of the Company Entities, the Selling Shareholders and their respective Affiliates and any other relevant entities. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers BRLMs and shall use their best efforts to include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay The expenses of such persons in accordance with Applicable Law, shall be shared among the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 2015. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each Selling Shareholder, shall, subject to reasonable notice having been given by the Book Running Lead Managers, extend reasonable cooperation and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion of the Offered Shares.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal counsel representatives to visit the offices and assets other facilities of the Company or such other place(s) as may be required Company, Selling Shareholders and their respective Affiliates, to: (ia) inspect and the records, including accounting records, or review the accountingother information or documents, taxation and other relevant records including those relating to legal cases, or to conduct a due diligence of the Company, Selling Shareholders and their respective Affiliates in relation to the Offer; and (iib) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand the Company including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer) and review of relevant documents); and (iiic) to interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and consultants, advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediaryorganization, and also with any other intermediaries, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 If, in the sole opinion of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 7.2 The Company agrees that the Book Running Lead Managers and their legal counsel BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, Directors and key managerial personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders its Affiliates and external advisors in connection with matters related to the Offer (i) promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Offer as may be required or requested by the Book Running Lead Managers or their Affiliates to enable them to (a) cause the filing, in a timely manner, of such documents, certificates, reports and particulars, including without limitation any post-Offer documents, certificates (including any due diligence certificates), reports or other information as may be required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other regulatory or supervisory authority (inside or outside India) in respect of the Offer. Each Selling Shareholder, shallduring or after the Offer or to enable the Book Running Lead Managers to review the correctness and/or adequacy of the statements made in the Offer Documents; and (b) prepare, subject investigate or defend themselves in any proceedings, action, claim or suit in relation to reasonable notice having been given by the Offer; and (ii) provide, immediately upon the request of any of the Book Running Lead Managers, any documentation, information or certification (including any documents identified as confidential and a copy of which was not shared with the BRLMs), in respect of compliance by the Book Running Lead Managers with any Applicable Laws or in respect of any request or demand from any governmental, statutory, regulatory or supervisory authority, during or after the Offer, and shall extend reasonable full cooperation and assistance to the Book Running Lead ManagersManagers with respect to the foregoing.. 7.3 If, their representatives and counselin the opinion of the BRLMs, to interact the due diligence of such records, documents or other information in connection with the authorized representatives Offer requires hiring of services of technical, legal or other experts or persons, the Company shall promptly hire and provide such persons with access to all relevant records, documents and other information of the Selling Shareholder or Company, and if required to inspect comply with Applicable Laws and its Affiliates. The expenses of such persons shall be paid directly by the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or Company and the Selling Shareholders’ respective portion , provided however that if it is necessary that the BRLMs pay such persons, the Company and the Selling Shareholders shall reimburse the BRLMs in full for payment of any fees and expenses to such persons. The Company and the Selling Shareholders shall instruct all such persons including the Registrar to the Offer, the Escrow Collection Banks, credit rating agencies, if any, printers, bankers, brokers and Syndicate Members to co-operate and follow the instructions of the Offered SharesBRLMs and shall include a provision to that effect in the respective agreements with such persons.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 6.1 The Company shall Company, represents, warrants and undertakes it shall, and shall cause its Affiliates, the Directors, the Subsidiaries, its AssociatePromoter, Promoter Group Companyand Group Companies, Key Managerial Personnel and Directors to extend all cooperationcooperation and assistance, assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the their respective offices and assets other facilities of the Company or such other place(s) as may be required and the Subsidiaries to: (i) inspect and the records, including accounting records, or review the accountingother information or documents, taxation and other relevant records including those relating to legal, arbitral cases or threatened or pending legal actions, or to conduct a due diligence of the Company, in relation to its Directors, Subsidiaries, Promoter, Promoter Group and any other relevant entities in relation to the Offer; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer) and review of relevant documents in relation to the Offer; and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 If, in the sole opinion 6.2 Each of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburseseverally and not jointly extend all necessary cooperation and assistance to the BRLMs and their representatives and counsels, subject to reasonable notice, inspect the records or review other documents or to conduct due diligence, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating relation to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20respective Selling Shareholder Statements. 9.3 6.3 The Company agrees that the Book Running Lead Managers and their legal counsel BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Company, Directors, key personnel of the Company, the Subsidiaries, the AssociatePromoter, the Promoter Group, Group CompanyCompanies, the Selling Shareholders employees, Key Managerial Personnel, representatives, agents, experts and external advisors auditors as may be required, in connection with matters related to the Offer. Each Selling Shareholder, The Company shall, subject to reasonable notice having been given and shall cause the Subsidiaries, Directors, Promoter, members of the Promoter Group, and its employees, key managerial personnel, experts and auditors to: (i) promptly furnish all such information, documents, certificates, reports and particulars for the purpose of the Offer as may be required or requested by the Book Running Lead ManagersBRLMs or their Affiliates to enable them to cause the filing, extend reasonable cooperation in a timely manner, of such documents, certificates, reports and assistance particulars, including, without limitation, any post-Offer documents, certificates (including, without limitation, any due diligence certificate), reports or other information as may be required by SEBI, the Stock Exchange(s), the Registrar of Companies and/or any other regulatory or supervisory authority (inside or outside India) in respect of the Offer (including information which may be required for the purpose of disclosure of the track record of public issues by the BRLMs or required under the SEBI circular No. CIR/MIRSD/1/2012 dated January 10, 2012) or to enable the BRLMs to review the correctness and/or adequacy of the statements made in the Offer Documents, and (ii) the Company agrees to provide, immediately upon the request of any of the BRLMs, any documentation, information or certification, in respect of compliance by the BRLMs with any Applicable Laws or in respect of any request or demand from any governmental, statutory, regulatory or supervisory authority, whether on or prior to or after the date of the issue of the Equity Shares by the Company pursuant to the Book Running Lead ManagersOffer, their representatives and counsel, shall extend full cooperation to interact the BRLMs in connection with the authorized representatives foregoing; 6.4 If, in the sole opinion of the BRLMs, the diligence of records, documents or other information in connection with the Offer requires the hiring of services of technical, legal or other experts or persons, the Company, shall immediately, in consultation with the BRLMs hire and provide such persons with access to all relevant records, documents and other information of the Company, Directors, Key Managerial Personnel, the Subsidiaries, Promoter, Promoter Group, Group Companies, or other relevant entities as may be required in relation to the Offer. The Company and/ or each of the Selling Shareholder or Shareholders shall instruct all such persons to inspect cooperate and comply with the records or instructions of the BRLMs and shall include a provision to review other documents or to conduct due diligence to that effect in the extent required for any matter relating to respective agreements with such persons. The expenses of such persons shall be paid directly by the Company and shall be shared among the Company and the Selling Shareholder Shareholders in the Offer or the Selling Shareholders’ respective portion of the Offered Sharesaccordance with Clause 7.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 6.1 The Company shall extend and the Company shall cause its Subsidiariesother Company Entities, its Associatetheir respective directors, the Promoter and members of the Promoter Group Company, Key Managerial Personnel and Directors to extend all cooperation, cooperation and assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the offices and assets of each of the Company or such other place(s) as may be required to: Entities to (i) inspect and review the accounting, taxation and other relevant records or to conduct a due undertake diligence in relation to the Offer; their records, including accounting records, taxation records or review other information or documents, including in relation to legal proceedings, (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand the progress made in respect of entity, including, status and/or any other facts relevant to the Offer; Offer and review of relevant documents) and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. The Promoter Selling Shareholder and the Investor Selling Shareholders shall, severally, extend all reasonable cooperation and assistance and such facilities to the BRLMs and their representatives and counsel to inspect the records or review other documents or to conduct due diligence, including in relation to the Promoter Selling Shareholder Statements and the Investor Selling Shareholder Statements, respectively. 9.2 If, in the sole opinion of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. 6.2 The Company shall instruct all intermediaries to the extent permissible under the terms of the respective agreement with such persons intermediaries, including the Registrar to cooperate the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank(s), advertising agencies, printers, bankers and comply with brokers to follow the instructions of the Book Running Lead Managers BRLMs and shall include a provision to that effect in the respective agreements with such personsintermediaries. Provided For the avoidance of doubt, it is clarified that if such intermediaries shall be solely and exclusively responsible for the Book Running Lead Managers are required to pay such persons performance of their respective duties and obligations in accordance terms of their respective agreements with Applicable Law, the Company and the Selling Shareholders shall promptly reimburseShareholders. The Selling Shareholders, to the extent that they are a party to the agreements or arrangements entered into with any intermediaries in fullrelation to the Offer, including the Registrar to the Offer, the Book Running Lead Managers for payment Escrow Collection Banks, Refund Bank(s), Sponsor Bank(s), Public Offer Account Bank(s), bankers, brokers and syndicate members, shall instruct such intermediaries to cooperate and comply with the instructions of any fees the BRLMs, as required in connection with the sale and expenses to such persons. All costs, charges and expenses relating to transfer of the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20Offered Shares. 9.3 6.3 The Company agrees that the Book Running Lead Managers and their legal counsel BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, officers and key personnel of the CompanyCompany Entities, the SubsidiariesPromoter, the Associate, members of the Promoter Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each The Selling ShareholderShareholders, severally and not jointly, agree that the BRLMs shall, at all times, and as they deem appropriate, subject to reasonable notice having been given by the Book Running Lead Managersnotice, extend reasonable cooperation and assistance have access to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives a representative of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the such Selling Shareholder in the Offer or the connection with matters relating to such Selling Shareholders’ Shareholder and its respective portion of the Offered Shares. 6.4 If, in the sole opinion of the BRLMs, the diligence of the Company Entities, or the Company’s Affiliates, the Selling Shareholders or their respective Affiliates’ records, documents or other information in connection with the Offer requires hiring of services of technical, legal or other experts or persons, the Company, in consultation with the BRLMs shall promptly hire and provide such persons with access to all relevant records, documents and other information of the Company Entities, the Selling Shareholders and their respective Affiliates and any other relevant entities. The Company and the Selling Shareholders shall instruct all such persons to cooperate and comply with the instructions of the BRLMs and shall include a provision to that effect in the respective agreements with such persons. The expenses of such persons shall be shared among the Company and the relevant Selling Shareholders in accordance with Section 15.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 6.1 The Company shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to its Affiliates, the Directors, the Company Entities, Promoters, Promoter Group and Group Companies, shall extend all cooperationcooperation and assistance, assistance and such facilities as may be reasonably requested by to the Book Running Lead Managers to enable representatives of the Book Running Lead Managers BRLMs and their legal representatives and counsel to visit the their respective offices and assets other facilities (each at such reasonable times by giving prior intimation) of the Company or such other place(s) as may be required Entities to: (i) inspect and the records, including accounting records, or review the accountingother information or documents, taxation and other relevant records including those relating to legal, arbitral cases or threatened or pending legal actions, or to conduct a due diligence of the Company, in relation to its Subsidiaries, Directors, Promoters, Promoter Group and any other relevant entities in relation to the Offer; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the Offer) and review of relevant documents; and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, that may be associated with the Offer in any capacity whatsoever. 9.2 If, in the sole opinion 6.2 Each of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburseseverally extend reasonable support and cooperation to the BRLMs and their representatives and counsels, subject to reasonable notice and during business hours, inspect the records or review other documents or to conduct due diligence, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating relation to the due diligence carried out by technical, legal, respective Selling Shareholder Statements and or other experts shall be borne in accordance with Clause 20their respective portions of Offered Shares. 9.3 6.3 The Company agrees that the Book Running Lead Managers and their legal counsel BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Company, Directors, key personnel of the CompanyCompany Entities, the SubsidiariesAffiliates, the AssociatePromoters, the Promoter Group, Group CompanyCompanies, the Selling Shareholders employees, Key Management Personnel, Senior Management, representatives, agents, experts and auditors and other external advisors advisors, as may be required, in connection with matters related to the Offer. .The Company and the Selling Shareholders agree to provide, immediately upon the request of any of the BRLMs, any documentation, information or certification, in respect of compliance by the BRLMs with any Applicable Laws or in respect of any request or demand from any governmental, statutory, regulatory , judicial, quasi-judicial, administrative or supervisory authority, whether on or prior to or after the date of the issue of the Equity Shares by the Company pursuant to the Offer, and shall extend full cooperation to the BRLMs in connection with the foregoing; 6.4 Each of the Selling Shareholder, Shareholders agree severally and not jointly that the BRLMs shall, subject to reasonable notice having been given by the Book Running Lead Managersnotice, extend reasonable cooperation and assistance have access to the Book Running Lead Managers, their representatives key management and counselother personnel of such Selling Shareholder, to interact with the extent applicable and required, authorized representatives of by the Selling Shareholder or Selling Shareholders themselves (as applicable) to inspect deal with the records or to review other documents or to conduct due diligence to the extent required for any matter relating to the Selling Shareholder in the Offer or the Selling Shareholders’ respective portion proportion of the Offered Shares, in connection with matters related to the Offer; 6.5 If, in the sole opinion of the BRLMs, the diligence of records, documents or other information in connection with the Offer requires the hiring of services of technical, legal or other experts or persons, the Company shall immediately, in consultation with the BRLMs hire and provide such persons with access to all relevant records, documents and other information of the Company Entities, Directors, Key Management Personnel, Senior Management the Company Entities, Promoter, Promoter Group, Group Companies, or other relevant entities as may be required in relation to the Offer. The Company shall instruct all such persons to cooperate and comply with the instructions of the BRLMs and shall include a provision to that effect in the respective agreements with such persons. The expenses of such persons shall be paid directly by the Company and shall be shared among the Company and the Selling Shareholders in accordance with Clause 18.

DUE DILIGENCE BY THE BOOK RUNNING LEAD MANAGERS. 9.1 7.1 The Company and the Selling Shareholders shall and shall cause its Subsidiaries, its Associate, Group Company, Key Managerial Personnel and Directors to severally extend all cooperationreasonable cooperation and assistance to the BRLMs, assistance and such facilities as may be reasonably requested by the Book Running Lead Managers to enable representatives of the Book Running Lead Managers upon their reasonable request, and their legal representatives and counsel to visit their respective offices as the offices and assets of the Company or such other place(s) as case may be required to: (i) inspect and records, including accounting records, or review the accounting, taxation and other relevant records information or to conduct a due diligence in relation to the Offerdocuments; (ii) conduct due diligence, diligence (including the review of relevant documents, establishing to ascertain for themselves the state of affairs of any such entity to understand entity, including the progress made in respect of any particular project implementation, status and/or any other facts relevant to the OfferOffer and review of relevant documents); and (iii) interact on any matter relevant to the Offer with the solicitors, legal advisors, auditors, consultants and advisors to the Offer, financial institutions, banks, agencies or any other organization or intermediary, including the Registrar to the Offer, Banker(s) to the Offer, printers, brokers, syndicate members, that may be associated with the Offer in any capacity whatsoever. 9.2 If, in the sole opinion of the Book Running Lead Managers, the verification of any of the aforesaid matters requires hiring of services of technical, legal or other experts or persons in a specialized field, the Company shall promptly (after consultation with the Book Running Lead Managers), at its own expense, hire and permit access to such independent agency or person to all relevant and material facts, relevant records, documents and other information. The Company shall instruct all such persons to cooperate and comply with the instructions of the Book Running Lead Managers and shall include a provision to that effect in the respective agreements with such persons. Provided that if the Book Running Lead Managers are required to pay such persons in accordance with Applicable Law, the Company and the Selling Shareholders shall promptly reimburse, in full, the Book Running Lead Managers for payment of any fees and expenses to such persons. All costs, charges and expenses relating to the due diligence carried out by technical, legal, or other experts shall be borne in accordance with Clause 20. 9.3 The Company agrees that the Book Running Lead Managers and their legal counsel BRLMs shall, at all reasonable times, and as they deem appropriate, subject to reasonable notice, have access to the Directors, their respective directors and key personnel of the Company, the Subsidiaries, the Associate, the Group Company, the Selling Shareholders and external advisors in connection with matters related to the Offer. Each of the Selling Shareholder, shallShareholders agrees that, subject to reasonable notice having been given by notice, the Book Running Lead ManagersBRLMs shall, extend reasonable cooperation have access to such Selling Shareholder or the authorised representatives of such Selling Shareholder, in connection with matters related to its participation in the Offer. 7.2 The Company and assistance to the Book Running Lead Managers, their representatives and counsel, to interact with the authorized representatives each of the Selling Shareholder or to inspect the records or to review other documents or to conduct due diligence Shareholders (to the extent required for any matter relating applicable) shall instruct all intermediaries to the Selling Shareholder extent permissible under the terms of the respective agreements with such intermediaries, including the Registrar to the Offer, the Escrow Collection Bank(s), the Refund Bank(s), the Public Offer Account Bank(s), the Sponsor Bank, advertising agencies, printers, bankers and brokers to follow the instructions of the BRLMs and shall make best efforts to include a provision to that effect in the Offer respective agreements with such intermediaries. For the avoidance of doubt, it is clarified that such intermediaries shall be solely and exclusively responsible for the performance of their respective duties and obligations in terms of their respective agreements with the Company and the Selling Shareholders. 7.3 If, in the sole opinion of the BRLMs, the diligence of any of the Company or its Subsidiaries, Directors, its Affiliates, or the Selling Shareholders’ respective portion , or other information in connection with the Offer, requires hiring of services of technical, legal or other experts or persons, the Company or the Selling Shareholders, as the case may be, shall promptly hire and provide such persons with access to all relevant records, documents and other information of the Offered SharesCompany or its Affiliates or the Selling Shareholders, as the case may be. The Company and the Selling Shareholders, as the case may be, shall, severally and not jointly, instruct all such persons to cooperate and comply with the instructions of the BRLMs and shall make reasonable efforts to include a provision to that effect in the respective agreements with such persons. The fees and expenses of such persons shall be paid in the manner set out in Clause 18.1; provided that if it is necessary that the BRLMs pay such persons after consultation with the Company, then the Company or the relevant Selling Shareholder, as applicable shall reimburse forthwith and in full the BRLMs for payment of any fees and expenses to such persons.