0000950123-10-068108 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • July 26th, 2010 • MakeMyTrip LTD • New York

This Indemnification Agreement (this “Agreement”) is entered into as of , 20 by and between MakeMyTrip Limited, a company incorporated under the laws of Mauritius (the “Company”) and the undersigned, a director and/or officer of the Company or a subsidiary of the Company (collectively, the “Group”), (“Indemnitee”).

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SERVICES AGREEMENT
Services Agreement • July 26th, 2010 • MakeMyTrip LTD

This Annexure or Statement of Work (“SoW”) is made and entered into as of 25th March 2009 and effective 1st April 2009 (the “Effective Date”) and describes the work to be performed by Technovate eSolutions Private Limited, (“Technovate” or “Service Provider”) for Make My Trip (India) Pvt. Ltd.(“Company” or “Client”) for the provision of contact-centre and related services as detailed in Attachment A, Description of Work. This SoW authorizes Service Provider to provide the work described below. This SoW is made and entered into pursuant to the Master Services Agreement by and between Service Provider and the Company dated 25th March 2009 (‘MSA’).

FOURTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT
Fourth Amended And • July 26th, 2010 • MakeMyTrip LTD • New York

This Fourth Amended and Restated Shareholders Agreement (this “Agreement”) is dated as of this 16th day of July, 2010 and made by and among:

SECOND AMENDMENT TO THE STATEMENT OF WORK DATED MARCH 3, 2008 BETWEEN MAKEMYTRIP INDIA PVT. LTD. AND IBM DAKSH BUSINESS PROCESS SERVICES PVT. LTD.
Confidential Treatment • July 26th, 2010 • MakeMyTrip LTD

This Second Amendment dated July 28th 2009 is to the Master Services Agreement and Statement of Work dated March 5th 2008 and First Amendment dated July 16th 2008 (collectively referred to as “Agreement”)

Subscriber Agreement MAKEMYTRIP (INDIA) PRIVATE LIMITED Effective: 01st February, 2009
Confidential Treatment • July 26th, 2010 • MakeMyTrip LTD • Delhi

This Subscriber agreement (“Agreement”) is signed by and between MAKEMYTRIP (INDIA) PRIVATE LIMITED a company having its registered office at F-46, Malhotra Building, Connaught Circus, Connaught Place, New Delhi 110001,India and its other offices, branches, implants, subsidiaries, websites, etc (hereinafter referred to as MMT) represented by Mr. Rajesh Magow (Chief Financial Officer) and Amadeus India Pvt. Ltd. having its registered office at E-9, Connaught House, Connaught Place, New Delhi 110001(hereinafter referred to as ”AIPL”).

THIRD AMENDED AND RESTATED SHAREHOLDERS AGREEMENT
Third Amended and Restated Shareholders Agreement • July 26th, 2010 • MakeMyTrip LTD

NOW, THEREFORE, in consideration of the premises and of the mutual agreements, covenants, representations and warranties hereinafter contained, and for other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the Second Prior Agreement shall be superseded and replaced in its entirety by this Agreement, and the Parties to this Agreement hereby agree as follows:

AMENDMENT TO THE SERVICE AGREEMENT
Confidential Treatment Requested • July 26th, 2010 • MakeMyTrip LTD

This Amendment to Service Agreement (“Amendment”) is entered into on this 4th day of June 2010 and is effective from 24th March 2010 (“Amendment Effective Date”)

TYPE OF DEED : LEASE DEED VILLAGE/CITY NAME : PLOT NO.103, UDYOG VIHAR PHASE-I, GURGAON HARYANA AREA LEASED : 37,614 SQ. FT. TYPE OF PROPERTY : INDUSTRIAL RENT : Rs.18,87,600/- PER MONTH STAMP DUTY : Rs.786,700/- STAMP NO : 1536 DATE OF ISSUE :...
MakeMyTrip LTD • July 26th, 2010

M/s PR Gartex Private Limited, a Private Limited Company, duly incorporated under the Companies Act, 1956, having its registered office at A-6 Bhagwan Das Nagar, New Delhi-110026, through their representative Mr. Dinesh Kalucha S/o Shri Tilak Raj Kalucha R/o A-6 Bhagwan Das Nagar, New Delhi 110026,

INTERNATIONAL AIR TRANSPORT ASSOCIATION PASSENGER SALES AGENCY AGREEMENT
Sales Agency Agreement • July 26th, 2010 • MakeMyTrip LTD

each IATA member (hereinafter called “Carrier”) which appoints the Agent, represented by the Director General of IATA acting for and on behalf of such IATA Member,

Statement of Work
Confidential Treatment • July 26th, 2010 • MakeMyTrip LTD

This Statement of Work (“SOW”), effective from 5th March 2008 (Effective Date) and expiring on 4th March 2013 (Expiration Date), is a Schedule to the Master Services Agreement dated 5th March, 2008 between IBM Daksh Business Process Services Private Limited, a company incorporated under the India Companies Act 1956, an IBM Subsidiary (“IBM”), and MakeMyTrip Private Limited (“MMTL”) having its registered office F-46, Malhotra Building, 1st Floor, near Indian Overseas Bank, Connaught Place, New Delhi 110001 (Agreement). This SOW describes the duties and responsibilities of IBM and MMTL related to IBM’s provision of the services (“Services”). Capitalized terms used but not defined in this Statement of Work have the same meanings assigned to such terms as in the Agreement unless the context in which such terms are used in this Statement of Work require a different meaning.

RightNow Technologies Master Services Agreement with Customer
Master Services Agreement • July 26th, 2010 • MakeMyTrip LTD • Montana

This Master Agreement is entered into by and between RightNow Technologies, Inc. (“RightNow”) with offices at 136 Enterprise Blvd., Bozeman, Montana 59718” and MakeMyTrip (India) Private Limited having its corporate office at Plot No 103, Udyog Vihar, Gurgaon, India, hereinafter referred to as “Customer”. It should be read in conjunction with each Order Form, which identifies the products or services that Customer is purchasing.

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