0001193125-19-121154 Sample Contracts

GUARANTEE AGREEMENT
Guarantee Agreement • April 26th, 2019 • MakeMyTrip LTD • Transportation services • New York

This GUARANTEE AGREEMENT (this “Agreement”), dated as of April 26, 2019, is made by and among MAKEMYTRIP LIMITED, a limited liability company organized under the laws of Mauritius, with its registered offices at 19th Floor, Building No. 5, DLF Cyber City, Gurugram, 122002, India (the “Company”), MIH INTERNET SEA PTE. LTD., a limited liability company organized under the laws of Singapore, with its registered office at 1 Scotts Road #21-07, Shaw Centre, Singapore 228208 (“Indigo Parent”) and MIH B2C HOLDINGS B.V., a limited liability company organized under the laws of the Netherlands, with its registered office at Taurusavenue 105, 2132LS, Hoofddorp, The Netherlands (the “Guarantor”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Transaction Agreement (as defined below).

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AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • April 26th, 2019 • MakeMyTrip LTD • Transportation services • New York

This Amended and Restated Investor Rights Agreement (this “Agreement”) is entered into as of April 26, 2019 between MakeMyTrip Limited, a limited liability company incorporated under the laws of Mauritius, with its head offices at 19th Floor, Building No. 5, DLF Cyber City, Gurugram, 122002, India (the “Company”) and Ctrip.com International, Ltd., an exempted company with limited liability incorporated under the laws of the Cayman Islands with its head offices at Building 16, Sky SOHO, 968 Jinzhong Road, Shanghai 200335, People’s Republic of China (the “Investor”).

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