1. DEFINITIONS AND INTERPRETATIONS

A. Definitions:

In these Standard Terms and Conditions, unless there is anythingrepugnant to the subjector context thereof, the expressions listed below, if applicable, shall have the following meanings:

i. “ApplicationForm” means, as the context may permit or require, the Credit FacilityApplication Form submitted by the Borrower/s through the Partners to AFPL forapplying for and availing of theLoan, together with all other information, particulars, clarifications and declarations, if any, furnished by the Borrower/s or any other persons from timeto time in connection with the Loan.

ii. “Borrower/s” means and refers jointlyand severally to the applicants and co-applicants (if any) who has / have been sanctioned/granted the Loan by AFPL based on the Application Form submittedby such applicants and co-applicants to AFPL for availing of the Loan andincludes depending on the nature of the Borrower/s: (a) its successors andpermitted assigns, if the Borrower/s is a company within the meaning of theCompanies Act 1956 / 2013 or a society registered under the applicable laws relatingto societies; (b) any or each of the partners and their survivor(s) or thepartner(s) from time to time and their respective heirs, legal representatives,executors, administrators and permittedassigns, if the Borrower/s is partnership firm within the meaning of theIndian Partnership Act, 1932; (c) his / her heirs, legal representatives,executors, administrators and permitted assigns, if the Borrower/s is anindividual and/or carrying on business as a sole proprietary concern; (d) theKarta and any or each of the adult members of the HUF and their survivor(s) and his/ her / theirrespective heirs, legalrepresentatives, executors, administrators and permitted assigns, if theBorrower/s is a joint HinduUndivided Family; and (e) the trustee(s) for the time being thereofand the successors and permittedassigns of the trust/trustees, if the Borrower/s is a trust.

iii. “Borrower/s’ Dues”means and includesthe outstanding principal amount of the Loan, intereston the Facility, all other interest, all fees, costs, charges, expenses, stampduty and all other sums whatsoever payable by the Borrower/ s to AFPL inaccordance with the Loan documents, as well as all other monies whatsoeverstipulated in or payable by the Borrower/s under the Repayment Schedule in Loandocuments.

iv. “BusinessDay” means a day on which the relevant/local office of AFPL, as specifiedin the Application Form, or such other office as may be notified by AFPL to theBorrower/s, is open for normal business transactions.

v. “Due Date” means the date(s) on which any amounts in respect of the Borrower/s’ Dues including theprincipal amounts of the Loan, interest and/or any other monies, fall due asspecified in the Application Form and/or the Loan documents.

vi. “Delayed Payment Charges” shall mean the additional amountpayable by the Borrower/s to AFPLon account of any delay in payment of any Instalment and intimated to theBorrower/s.

vii. “DrawdownRequest” / “Drawdown” means a request from the Borrower/s in a formand manner acceptable to AFPL forseeking disbursement of tranche under the Loan; (wherever applicable)

viii. “EffectiveDate” means unless specified otherwise, the date of disbursement of theLoan to the Borrower as mentioned in the Loan Application Form.

ix. “Events of Default” meansand includes the occurrence of any one or more of the events of defaultas stipulated in Paragraph 7.

x. “Fee” means the aggregate amount payable by the Borrowerto AFPL as per the details providedin the Application Form / MILT / Loan documents towardsthe documentation fee, servicing fee, loan processing fee,platform fee and the registration fee and such other fee as mentionedin the MILT or notifiedby AFPL to the Borrower from time to time.

xi. “Standard Terms and Conditions” meansthese Standard Terms and conditions forthe grant of the Loan to the Borrower by AFPL.

xii. “GovernmentalAuthority” means the Government of India or any other state of the Unionof India or any department thereof,any quasi-governmental or judicialor quasi-judicial person inIndia or any person (whether autonomousor not) who is charged with the administration of an Indian law.

xiii. “Indebtedness” means any indebtedness whatsoever of the Borrower/s at any time for or in respect of monies borrowed, contracted orraised (whether or not for cash consideration) or liabilities contracted bywhatever means (including under guarantees, indemnities, acceptance, credits,deposits, hire-purchase and leasing).

xiv. “lnstalments”means unless otherwise specified in the Loan Documents, the instalments of theamount consisting of principal and interest spread throughout the tenure of theLoan separated by a period which are due andpayable towards Repayment of the Loan, more particularly detailed in the Application Form/MILT/ Loan documents.

xv. “lnstalment Due Date” means each of thedates on which each Instalment shall be due and payable by the Borrower to AFPL. The Instalment Due Dates are more specifically described in theMILT/ Loan documents.

xvi. “lnterest” meansand includes interestpayable by the Borrower on the Loan at the applicable Rate of Interest as specified in Paragraph3.

xvii. “Law” shall mean and include all applicable statutes, enactments, acts of legislature or Parliament, laws,ordinances, rules, by-laws, regulations, notifications, guidelines, policies,directions, directives and orders of any Governmental Authority, statutoryauthority, tribunal, board, court or recognized stock exchange of India oroverseas.

xviii. “Loan”means the loan/financial assistance sanctioned in the form of a credit limitfacility by AFPL to the Borrowerpursuant to receipt of a duly filled in Application Form forthe purposes mentioned in the Application Form, Loan documents and/or the MILT.

xix. “LoanDocuments” mean the Application Form, Standard Terms and Conditions,declaration, MILT / Loan documents and include all writings and other documentsexecuted or entered into or to be executed or entered into, by the Borrower/sor as the case may be, in relation, or pertaining to the Loan and each suchLoan Documents as amended from time to time.

xx. “LoanTerms” means and refers collectively to (a) all the terms and conditionsset out in the Application Form, (b) these Standard Terms and Conditions,(c) all terms and conditions specified in the MILT and (d) all termsand conditions specified in the other Loan Documents.

xxi. “MaterialAdverse Effect” means the effect or consequence of any event orcircumstance which is or is likely to be: (a) adverse to the ability of the Borrower/sor any person to perform or comply with any of their respective obligationsunder the Loan Terms in accordance with their respective terms; or (ii) prejudicial to any of the businesses, operations or financial condition of the Borrower/sor of any person who is party to any Loan Documents.

xxii. “MostImportant Loan Terms” or “MILT”means the document containing the salient terms and conditions,pertaining to the Loan availed, which is accepted/confirmed by the Borrowerfor consideration and processing by AFPL.

xxiii. “Person(s)”includesan individual, corporation, company, limited liability partnership firm,partnership, joint venture, association of persons, trust, unincorporatedorganisation, government (central, state or otherwise), sovereign state, or anyagency, department, authority or political subdivision thereof, internationalorganisation, agency or authority or any entity (in each case, whether or not havingseparate legal personality) and shall includetheir respective successors and assigns and in case of an individual shall include his legalrepresentatives, administrators, executors and heirsand in case of a trust shall include the trustee or the trusteesfor the time being.

xxiv. “Pre-InstalmentInterest” (“PII”) means theamount payable by the Borrower at the interest indicated in MILT on the Loan from the Effective Date tothe date immediately prior to the date of commencement of Instalment.

xxv. “Prepayment”means the prepayment of the Loan by the Borrower as further explained in theseStandard Terms and Conditions / Loan documents.

xxvi. “PrepaymentCharge” means a charge to be leviedby AFPL in the event of the Prepayment of the Loan by the Borrower.

xxvii. “Rate of Interest” means the rate of interestapplicable on Loan as specifiedin the MILT / Loan documents.

xxviii. “Repayment” means the repaymentof the Loan including the principal amountof the Loan, Interestthereon, and all other charges, fees or other dues payable in terms of thoseStandard Terms and Conditions / Loan documents to AFPL.

xxix. “RepaymentSchedule” means the schedule of repayment of the principal amount of Loanand Interest thereon in the amounts and the dates, specified in the MILT / Loandocuments.

xxx. “Sanction Letter” means any documentissued by AFPL sanctioning the Loan containing the salient terms and conditions,pertaining to the Loan availed and accepted/confirmed by the Borrower. The MILT shall also be treatedas a sanction letter.

B. Interpretation

In these StandardTerms and Conditions, unless the contraryintention appears:

i. all approvals, permissions, consents or acceptance requiredfrom AFPL for any mattershall require the “prior” and “written” approval, permission, consent oracceptance of AFPL;

ii. inthe event of any disagreement or dispute between AFPL and the Borrower/sregarding the materiality of any matter including of any event, occurrence,circumstance, change, fact, information, document, authorisation, proceeding,act, omission, claims, breach, default or otherwise, the opinion of AFPLas to the materiality of anyof the foregoing shall be final and binding on the Borrower/s.

iii. Allcapitalised terms used but not specifically defined herein shall have therespective meanings ascribed to themunder the Application Form.

2. LOAN AND DISBURSEMENT

2.1. Sanctionof Loan: AFPL may agree to grant the Loan to the Borrower/s onthe basis of the information and representations provided in the ApplicationForm and other Loan Documents. Grant of theLoan and acceptance of theBorrower’s request and Application Form shall be at the absolute discretion of the AFPL.

2.2. Amount of Loan: The principal amountof the Loan appliedfor / availed of by the Borrower/s shall be the amount specified in theApplication Form. Once the Application Form is accepted by AFPL, the disbursement shall be through the agreed mode of disbursement in the Application Form. AFPL shall not be obligedto provide any written acceptance to the requestof the Borrower/s as contained in the Application Form orany other Loan Documents,and may do so orally or by disbursement of a Loan (or a partthereof) requested there under by the Borrower.

2.3. TheLoan, sanctioned in the form of credit limit facility, can be availed intranches subject to the condition that the total limit availed shall not exceedthe maximum limit specified in MILT / SanctionLetter. Once a limit (whichis availed) is repaid the principal amountrepaid will be re-instated to theoriginal sanctioned Loan amount. Limit will be valid for a fixed tenure to begin with, and basisusage and Borrower behaviour. The Borrower may request for disbursementof a tranche under the Loanif (a) no Event of Default or potential event of default has occurred or is continuing, (b) no material adverse event in the opinion of AFPLhas occurred.

2.4. The right to extend the limit validity periodis reserved by AFPL in its discretion. Every such request for Loanshall be assessed individually, at AFPL’s sole discretion and based on AFPL’sinternal policies and eligibility criteria applicable to a Borrower/s. AFPL atits sole discretion agree to the Borrower re- borrowingany amount(s) under the Loan Documents for such amountsnot exceeding the cappedamount mentioned in MILT and for such further periods as AFPL may deem fit inits sole discretion and/or in compliance with applicable laws and including, AFPL’s discretion in revisingany of the conditions for the Loan including, specifying additional conditions,which shall all be binding on the Borrower. The Rate of Interest tenureand change in conditions shall be as intimatedby AFPL to the Borrower.

2.5. Once the Application Form submitted by theBorrower/s is accepted by AFPL,the Borrower/s shall not be entitled to cancel the Loan or refuse to acceptdisbursement of the Loan, except with approval of AFPL and payment to AFPL ofsuch Pre-payment Charges as specified in the MILT or any other cancellation orforeclosure charges as may be stipulated by AFPL.

3. INTEREST AND CHARGES

3.1. The Borrower/s shall be liable to payInterest on the Loan at the Rate of Interest as applicable to the Borrowerfrom time to time and on the date(s) as specified in the MILT /Loan documents or as amendedby AFPL in writing from time to time.The Interest shall be calculated on a daily balance of the outstanding Loan.The Interest on the Loan shall begin toaccrue from the date ofdisbursement/Drawdown.

3.2. The Borroweracknowledges and agreesthat:
i. theRates of Interest specified in the MILT / Loan Documents are reasonable andthat they represent genuine pre-estimates of the loss expected to be incurredby AFPL in the event of non- payment of any monies by the Borrower/s; and

ii. the rate of interest payable by the Borrower shall besubject to change prospectively based on the monetary policies as may be changed bythe Reserve Bank of India and other factors impacting the interest rates.

3.3. Onaccount of upward revision of Interest or other charges, AFPL will haveabsolute discretion to revise the Instalments applicable to the repayment of theLoan, and the Borrowershall be liable to repay the Loan basedon such revisedInterest or the charges. Disbursements under the Loan shallbe deemed to be made on the date the cheque(s) /pay order(s) / authorization(s) / demand draft(s) are issued / made by AFPL and not on the date of their actual receipt, and ifby credit, when credit is made by AFPL.

3.4. Pre-Instalment Interest,if unpaid, will be capitalized to the outstanding Loan amount and such Pre-Instalment Interest shall become part of the Loan amount. In certain caseswhere the Loan has been disbursed after the certain day of the month, usuallycycle date unless otherwise specified, and where the first monthlyInstalment falls due in the month subsequent to succeeding month,the Pre Instalment Interest,will be capitalized to the principalLoan amount then outstanding and suchPre Instalment Interest shall become part of the principal Loan amount.

3.5. TheBorrower agrees to bear and pay to AFPL fees and charges with taxes asapplicable as specified in the Application Form / Loan documents, and thewebsite of AFPL (it being understood that the charges/fees/taxes as updated in any of the aforesaiddocument with due intimation to Borrower/sshall apply), and which would include but not limited to documentation andprocessing charges (non-refundable), and other charges such as chequebounce charges, cheque/ECS swap charges,additional interest, prepayment foreclosure charges and any fee or charges withtaxes as applicable as per the internal policies of AFPL from time to time,statutory charges or otherwise, payable in respect of the Loan. AFPL shall beentitled to revise the above fee/charges with prior notice to the Borrower(s).In addition to the above charges the Borrower(s) shall also bear, pay and reimburse to AFPL, all charges relatingto goods and services tax, duties (including stamp duty), andtaxes (of any description as may be levied from time to time by the governmentor other authority) and all other cost and expenses whatever in connection with(a) Application Form and the grant and repaymentof Loan;(b) recovery and realization of the Loan together with interest;(c)enforcement proceedings, if any. The payment of additional chargesas mentioned above shall not absolve the Borrower(s) of theobligations under this Agreement. Notwithstanding anything contained hereinabove, AFPL expressly reserves all the other rights that may accrue to it onany default by the Borrower(s). The additional charge shall be in addition toany other payments/charges, which Borrower(s) is/ are liable to pay to AFPL in terms of the Loan.

3.6. Inthe event the Borrower remits/pays any amounts in excess of the amounts due to AFPLunder the Application Form for the Loan, AFPL shall refund such excess amountsto the Borrower.

3.7. Details ofDisbursement:The Borrower/s shall, prior to and as a condition for disbursement of the Loanby AFPL, provide AFPL with documents, as specified in the Application Form/MILT/Loan documents. Minimum disbursement / drawdown size will be specified at the time of sanctioning the limit - these conditions are subject to berevision over time. For each disbursement/ drawdown, Interest may varydepending on the use of the fund by the Borrower. The disbursement may be inone lump sum or in such Instalments as may be decided by AFPL pursuant to thereceipt of the drawdown request. Borrower shall have to submit a DrawdownRequest. The disbursement may be availed to such other person/s as may be designated by the Borrower after complying with all KYC norms asapplicable under RBI circulars/guidelines and complying with the sameprocess as was followed by the Borrower. Provided that disbursement ifany made by AFPL to the aforesaid designated person/s shall not affect the obligations of the Borrowerin relation to the Loan and such disbursement of the Loan to thedesignated person/s shall be deemed to be the Loan granted to and availed bythe Borrower. The drawdown amount shall be disbursed to the Borrower net of all initial payments towards pit, Instalments, advance Instalments, Fees etc. As andwhen the drawdown is disbursed to the Borrower, the Borrower shall execute MILTpertaining to the Loan sanctioned by AFPL to the Borrower. Each such MILT andany other amendment thereof shall be deemed to form an integral part of theLoan Terms. The officers of the Borrower(s)executing this Standard Terms and Conditions and the documents to be executed in pursuance hereof are duly and properlyin office and fullyauthorised to execute the same. That the Borrower(s) have fullpower, capacity and authority to execute, deliver and perform this StandardTerms and Conditions and the Application Form/MILT/ Loan documents and havetaken all necessary action (corporate, statutoryor otherwise) for the authorisation, execution, delivery and performanceof this Agreement. The Borrower understands, agrees and confirms that in casethe Borrower borrows any amount under the Loan Documents, a processing chargeshall be paid by the Borrower each time at the rate as mentioned by AFPL fromtime to time. The documentation charges, transaction/ processing charges and/or any other chargesunder or in connection with theLoan will be deducted from the Loan and only the net amount of Loan afterdeduction of such fees/charges shall be disbursed to the Borrowers.

4. PAYMENT, PREPAYMENT AND OTHER CHARGES:

4.1. TheBorrower/s shall repay the Loan to AFPL in such number of Instalments, and withsuch instalments/s being of such amounts and on the Due Date(s) as agreed upon.If the respective Due Date is not a Business Day, then theBorrower agrees that thepayment shall be made on the preceding Business Day.

4.2. Thesame shall be in consonance with the Repayment Schedule. AFPL shall be entitledto vary/modify the Instalments/s (including increases in the amount of one ormore lnstalment/s) in the event of changes to the Rate of Interest on the Loanwith the consent of the Borrower. The expression "Instalments" shallcomprise of both the principalamount of the Loan and Interestand any other amounts due under the Loan Documents thereon. Notwithstandinganything to the contrary, the Lender may, at any time, without assigning anyreason, cancel the undisbursed portion of theLoan and can also recall any or allportion of the disbursed Loan on demand. Upon such recall, the Loan and otheramounts stipulated by the Lender shall be payable forth with.

4.3. TheBorrower/s shall repay the Loan andother monies in respect of the Loan through any one of the followingmodes - post-dated cheques (“PDC method”)/ the Electronic Clearing System (Debit Clearing) as notified by the RBI (“ECS method”)/ NACH mandate / direct debit from the Borrower/s' bank account with AFPL (“Direct Debitmethod”) / by deduction from the Borrower/s'salary (“Salary Debit method”) / by directly paying amounts by cash or cheque(collectively “Repayment Instrument”) /draft (issued in the name of “KisetsuSaison Finance (India) Private Limited”) when due to AFPL (“Direct Payment method”) / by any othermethod, and as may be decided by the parties. AFPL may, in its solediscretion, require the Borrower/s toadopt or switch to any alternate of mode of payment and the Borrower/s shall comply with such request, without demur ordelay.

4.4. The methodfor payment as selected by theBorrower/s in the MILT / Loan documents or the mandatesgiven by the Borrower/s underany payment mode cannot be cancelled or revoked or issue stop-paymentinstruction by the Borrower/s without prior consent of AFPL.

4.5. Ifthe Borrower/s cancels or revokes or issue stop-payment instruction (orattempts to cancel or revoke) such mandates without the prior consent of AFPL,such acts of the Borrower/ s shall be deemed to have been committed with acriminal intent and AFPL shall be entitled to initiate appropriate criminalproceedings against the Borrower/s. The Repayment Instruments remain valid for all Loan along with interest, default interest and charges. The Borrower shall ensure availability of funds. The Borrower/sshall, without any demur or delay, bear, pay/reimburse AFPL for all and anylosses, damages, costs, charges, claims, expenses and liability of any kind ornature whatsoever including but not limited to stamp duty, penalties, taxes andcharges as applicable, suffered, sustainedor incurred by AFPL or as may be levied from time to time by the Governmental Authority or any otherauthority in connection with/on (a) the application for and the grant andrepayment of the Loan, (b) the Application Form, Loan Terms and/or any otherdocuments, (c) recovery and realization of the Borrower Dues, if and when thesame is required to be paid according to the laws for the time being in force.

4.6. Notwithstandingthe mode of repayment/payment selected by the Borrower/s in the ApplicationForm, the Borrower/s shall continue to remain at all times liable andresponsible for ensuring the payment/repayment of all Instalments and all othermonies in respect of the Loan to AFPL on or before the relevant Due Date(s)without any further notice/intimation being given by AFPL and all such amountspayable by the Borrower/s to AFPL shall be paid, at such place/s as AFPL may specify,without any deductions whatsoever so as to enable AFPL to fully realise theamounts due on or before the respective Due Date(s). Credit for payments by anymethod will be given only on realisation or on the relative Due Date(s)whichever is later.

4.7. Theacceptance by AFPL of any payment which is less than the full Instalment orother amounts due and owing at such time shall not constitute a waiver of AFPL’sright to receive payment in full at such time or at any subsequent time or awaiver of any other rights whatsoever of AFPL under the Application Form withrespect to the Loan.

4.8. TheBorrower/s shall not be entitled to cancel or issue stop-payment instructionswith respect to the post-dated chequesfor so long as the Loan (or any part of the Borrower/s’ Dues) is outstanding and any such acts of theBorrower/s shall be deemed to have been committed with an intention to cheat AFPL and avoid prosecution under the NegotiableInstruments Act, 1881, and AFPL shall be entitled to initiate appropriatecriminal proceedings against the Borrower/s. The Borrower/s shall promptlyreplace the post-dated cheques and/or the mandates, agreements and/or otherdocuments executed for payment of the Instalments and issue fresh post-datedcheques, mandates, agreements and/orother documents in lieu thereofto the satisfaction of AFPL, if AFPLis facing any difficulty/inconvenience/impediment for any reasonwhatsoever in presenting such cheques / issuing debit instructions or ifrequired at any time by AFPL at its sole discretion. The Borrower/s may, subject to prior approvalby AFPL, be permitted to swap/ exchange the post-datedcheques issued to AFPL with alternate post-dated cheques drawn on another bank(as approved by AFPL) subject to payment to AFPL of the “cheque swap” chargesas specified in the Application Form.

4.9. The paymentof the Instalments shall commenceand continue as per the Application Form /MILT / Loan documents. The Borrower/s shall not, without the approval ofAFPL (which approval may be given subject to such terms and conditions as may be stipulated by AFPL including payment of minimumprepayment amount, prepayment premium or discounted interest and/or anyother charges, plus applicable interest tax or other statutory levy), prepaythe outstanding principal amount of the Loan in full or in part, before the DueDates. In the event any part prepayment of the Loan is permitted by AFPL, Borrower /s shall be liableto pay the Pre-PaymentCharges, if any, specified in the MILTand the repayment schedule/amount of Instalment(s) as specified in theApplication Form shall be amended by AFPL and the Borrower/s shall thereafter make payment of the Instalments as per such amended schedule.

4.10. Interest,commitment fee / charges, further interest and allother charges shall accrue on a day-to-day basis and shall be computed asmay be decided by AFPL at its sole discretion, which may be on the basis of 1/12 applied monthly or 365 days a yearand the actual number of days elapsed.

4.11. Monthly Instalment amount is roundedoff to the next higherRupee.

4.12. TheBorrower/s shall bear all interest tax, service tax, all other imposts, duties(including stamp duty and relevant registration and filing chargesand taxes (of any description whatsoever) as may be levied from time to time by theGovernment Authorities or other authority and all other costs and expenseswhatsoever (including but not limited to any costs and expenses incurred by AFPLand its representatives and consultants) in connection with/on(a) the application for, and the grant and repayment of, the Loan, (b) theApplication Form, and/or any Loan Document, (c) recovery and realisation of the Borrower/s’ Dues, (d) creation,enforcement and realisation of the security(if any), (e) inspections, and AFPL’s advocate’s fees and expenses forany of the above. The Borrower/s shall also pay/ reimburse AFPL for all losses,damages, costs, charges, claims, expenses and liabilityof any kind or nature whatsoever (including but not limitedto any stamp duty, otherduties, taxes, charges and penalties and/or any increases in costs to AFPL by reason of any change in law, or in its interpretation oradministration, under/in relation to the Application Form, the Standard Termsand Conditions and the security, if any, to be created by the Borrower/s)suffered, sustained or incurred by AFPL (or its representatives andconsultants) in connection with anyof the above mattersif and when the sameis required to be paid according to the laws for thetime being in force.

4.13. Inthe event of the Borrower/s failing to pay any of the monies referred to above, AFPL shall be at liberty (but shall not beobliged) to pay the same.The Borrower/s shallreimburse all sums and alllosses, damages and expenses (as referred to in the preceding clause) paid /incurred by AFPL (and/or its representatives and consultants) in relation tothe Loan (or any of the other matters referredto in the preceding clause) within7 days from the date ofnotice of demand from AFPL. All such sums shall carryinterest from the date ofpayment till such reimbursement to AFPLat the rate of further interest specified in the Application Form.

4.14. Notwithstanding any of the provisions of the Indian Contract Act, 1872 or any other applicable law, or any terms and conditions to thecontrary contained in the Application Form and/or the other Loan Documents, AFPLmay, at its absolute discretion, appropriate any payments made by theBorrower/s in the following manner:
‍
i. first towardscosts, charges, expensesand other monies,due and payableto AFPL
ii. Secondly towardsinterest due and payable and/oraccruing due and payable to AFPL;
iii. Additional Interest
iv. Interest Tax (if applicable);
v. Prepayment Charge and fees
vi. EMI interest over the Loan in case the Loan is a roll over loan or continuing in nature and
vii. Lastly towardsrepayment of the lnstalment/s of the Loan due and payable or becoming due andpayable to AFPL.Notwithstanding anysuch appropriation by AFPL towards settlement of any dues payable by theBorrower/s to AFPL under any otheragreements between the Borrower/s and AFPL, the Borrower/s shall continue toremain liable to AFPL for all outstanding/remaining amounts comprising theBorrower/s’ Dues.

4.15. In the event, the Instalment is notpaid on the corresponding Instalment Due Date, the Borrower/sshall be liable to pay to AFPL, Delayed PaymentCharges as specified in the MILT without prejudice to the other rights ofAFPL. The Delayed Payment Chargesmay be varied at the sole and absolute discretion of AFPL, from time to time with due intimation to the Borrower.Additionally, the Borrower/s shall be liable to pay further interest at the rate specified in the Application Form (plus applicableinterest tax or other statutory levy) on allsuch outstanding/unpaid amounts from therelevant Due Date till the date of payment of such entire amount. Such furtherinterest shall be in addition to Delayed Payment Charges.

5. REPRESENTATIONS AND WARRANTIES

The Borrower/s makesthe representations and warranties set out below to AFPL, in reliance of which AFPL maygrant the Loan and each ofthe representations set out below shall be deemed to be repeated on each day during thetenure of the Loan:

5.1. TheBorrower/s represent/s that all factual information hereafter furnished, is andwill be true, correct and complete in all material respects as on date on whichsuch information is dated or certified;

5.2. The Borrower's represent/s that that he/she/it is competent to contract underlaw;

5.3. The Borrower represents to utilize the entire Loan solely for thepurpose, stated in the ApplicationForm and shall not use the Loan for any purpose including unlawful purposesand/or anti-social purpose or making investment in the capital market orspeculative purposes. Further, it shall not assign its rights or obligationshereunder to anyone except with the prior permission of AFPL.

5.4. TheBorrower represents that the Borrower has paid all taxes, duties and otherstatutory dues including but not limited to income tax until the date hereofand that as on date there are no arrears of such taxes;

5.5. Theentry into, delivery and performance by the Borrower/s of the transactionscontemplated by the Loan Terms andthe other Loan Documents do notand shall not conflict with: (a) anylaw; (b) the constitutional documents, if any, of the Borrower/s; or (c) any document which is bindingupon the Borrower/s or on any of its/his/her/their assets;

5.6. TheBorrower/s' Dues shall not be affected, impaired or discharged by winding up/insolvency/ death/ dissolution / merger or amalgamation/ reconstruction orotherwise of the Borrower/s or takeover of the management or nationalisation ofthe undertaking of the Borrower/s, as the case maybe;

5.7. Except to the extent disclosed to AFPL, the Borrowerhas not been declaredto be a wilful defaulter or a non-cooperative borrower.The Borrower shall ensure that neither the Borrower nor any director/partner/member, as the case may be, of the Borrower/s are either a defaulter or havebeen declared to be a wilful defaulter. The Borrower/s shall not induct aperson who is a director/partner/member of an entity identified asdefaulter/wilful defaulter. In the event such a person is found to be a director/partner/member of an entity identified as defaulter/wilfuldefaulter, the Borrower/s shall takeexpeditious and effective steps for removal of such person.

6. ADDITIONAL COVENANTS

6.1. The Borrower/s shall:

i. Promptly notify AFPL of the occurrence of anyevent or the existence of any circumstances, which constitutes or results in any declarations, representation, warranty, covenantor condition under theLoan Terms and/or the other Loan Documents being or becominguntrue or incorrect in any respect.

ii. Promptly deliverto AFPL: (a) copies of all documents issuedby the Borrower/s to all its creditors (or any general class of them)at the same time as they are issued;(b) such statements/ information / accounts / records / reports / documents, financial orotherwise, as may be required by AFPL from time to time in relation to the Loan, the Borrower/s' business andoperations, assets etc. within theperiod specified by AFPL.

iii. Promptly notify AFPLof any action or steps taken or legal / administrative proceedings started by or against him/her/it in any court of lawfor its/his/her/their winding-up, dissolution, insolvency, bankruptcy,administration or re-organisation or for the appointment of a receiver,administrator administrative receiver, trustee or similar officer of/over theBorrower/s or of/over any of his/her/their/its assets, or threatened againstthe Borrower/s or his/her/their/its property may have a Material AdverseEffect.

iv. Promptly,and not later than 7 (seven) days from the occurrence of any of the followingevents, notify AFPL in writing with full details of the same: (a) death of any of the Borrower/ s (or any of itspartners/trustees/directors); (b) any changes, whatsoever, in the constitution and/or the authorised signatory, of the Borrower/s(where the Borrower/s is a partnership/HUF), (c) all change/s in thelocation/address of any of the Borrower/s' office or residence or place ofbusiness.

v. Notundertake or permit any merger, de-merger, consolidation, reorganisation,scheme of arrangement or compromise with its creditors or shareholders oreffect any scheme of amalgamation or reconstruction including creation of anysubsidiary or permit any company to become its subsidiary without prior consentof AFPL.

vi. Continue to maintain its/theirexistence or constitution, corporate or otherwise, and right to carry onits/their business and operations and ensure that it/they has/have the rightand is/are duly qualifiedto conduct its/their business and operations as it is conducted in allapplicable jurisdictions and obtain and maintain all franchises and rightsnecessary and all authorisations, statutory or otherwise required for theconduct of its/their business and operations in such jurisdictions.

vii. TheBorrower shall from time to time, if required by AFPL, provide security, in aform and manner satisfactory to AFPL. The Borrower/s shall ensure that theobligations under the Loan Documents shall at least rank pari-passu with all its secured and unsubordinated obligations. Inthe event of there being any outstanding by the Borrower/s under this Loan,AFPL shall not be obligedto release the securitycreated by the Borrower/s for any other financial facility availed of by theBorrower(s) from AFPL, if any, and the Borrower/s undertakes to extend suchsecurity to cover the Loan.

viii. TheBorrower hereby expressly agrees to indemnify, defend and hold AFPL and itsdirectors, officers, employees, agents, attorneys or any other personaffiliated with or representing AFPL harmlessagainst (i) all obligations,demand, claims and liabilities (“Claims”) asserted by any other party in connection with thetransactions contemplated by theLoan Documents; and (ii) all losses or expenses incurred, or paid by AFPL, following or arising from the transactions between AFPL and theBorrower (including reasonable attorney’s fee and expenses), except for claimsand/or losses directly caused by AFPL’s gross negligence or wilful misconduct.

7. EVENTS OF DEFAULT

7.1.The following acts/, as set out below, shall each constitute an "Event of Default" by the Borrower/sfor the purposes of the Loan Terms:
i. Default (including, but not limitedto, any payment default) alongwith interest, defaultinterest or the charges on thedue date/s or on demand has occurred in the performance of any covenant,condition or agreement on the part of the Borrower/s under the Loan Terms or onthe part of any other person.
ii. Breachof any representation, warranty, declaration or confirmation under the LoanTerms or any other Loan Document has occurred / been committed and/or theBorrower/s has/have committed any fraud/ failedto submit any materialinformation as requiredunder the Application Form/ MILT.
iii. TheBorrower are or becomes a party to any litigation, arbitration, administrativeor other action, insolvency proceedings, investigation by any governmental entity, claim, suit or proceedings which would have a material adverse effect on the terms orin the opinion of AFPL the same wouldaffect the Borrower's ability to perform any terms of this Agreement.
iv. TheBorrower/s has, or there is a reasonable apprehension that the Borrower/s hasor would, voluntarily or involuntarily become the subject of proceedings under any bankruptcy or insolvencylaw, or is voluntarily orinvoluntarily dissolved, becomes bankrupt or insolvent or if the Borrower/s hastaken or suffered to be taken any action for his/her/their/its reorganisation,liquidation or dissolution orinsolvency or bankruptcy or if a receiveror liquidator has been appointed or allowed to be appointed of/over all or any part of theproperties of the Borrower/s or if an attachment has been levied on the Borrower/s'assets or any part thereof or certificate proceedings have been taken orcommenced for recovery of any dues from theBorrower/s or if one or more judgments or decrees have been renderedor entered against the Borrower/s.
v. Anycovenant or representation or warranty of the Borrower is found or proven to beincorrect or false or any informationprovided by the Borrower in any of the Loan Documents is misleading or incorrect in a material respect or any materialinformation is suppressed or withheld by the Borrower.
vi. Deathof the Borrower/s or any one of them or if the Borrower/s ceases or threatensto cease to carry on any of its businesses or gives notice of its intention todo so or if all or any part of the assets of the Borrower/s required oressential for its business or operations are damaged or destroyed or thereoccurs any change from the date of submission of the Application Form in thegeneral nature or scope of thebusiness, operations, management or ownership of the Borrower/s, which could have aMaterial Adverse Effect.
vii. AnyGovernmental Authority, agency, official or entity takes or threatens anyaction: (a) for dissolution of the Borrower/sapplication which deprivesor threatens to deprive the Borrower/s:(1) from conducting any of its businesses or carrying out its operations in themanner it is being conducted or carriedout, or (2) of the use of any of its assets;(b) to revoke or terminate or to refuse to provide or renew any authorisation or to imposeonerous conditions on or on the grant or renewal of any authorisation; (c) with aview to regulate, administer, or limit, or assert any form of administrativecontrol over the rates applied, prices charged or rates of return achievable,by the Borrower/s in connection with its business, which in each case couldhave a Material Adverse Effect.
viii. Itis or becomes improper or unlawful forthe Borrower/s or any person (including AFPL) to perform any of their respective obligations under the Loan Termsand/or any other Loan Document.
ix. The Borrower/s is unable or has admitted inwriting its inability to pay any of its Indebtedness as they mature or whendue.
x. The Borrower/s commit/s any default under anyother agreement with AFPL or any of its group companies. The Borrower failsto furnish any information or document that may be required by AFPLfrom time to time; or if any proceedings are pending or threatened against theBorrower by any authority for any misconduct or breach/violation of any law or regulations or code of conduct, etc.
xi. Anevent of default howsoever described (or any event which with the giving ofnotice, lapse of time, determination of materiality or fulfilment of anyother applicable condition or any combination ofthe foregoing would constitute an event of default) occurs under any agreementor document relating to any Indebtedness of the Borrower/s or if any other AFPLsof the Borrower/s including financial institutions or banks with whom theBorrower/s has entered into agreements forfinancial assistance have recalled its/their assistance or any part thereof.
xii. Oneor more events, conditions or circumstances (including any change in law) occuror exist, which in the sole opinion of AFPL, could have a Material AdverseEffect.

7.2. TheBorrower/s shall promptly notify AFPL in writing upon becoming aware of anydefault and any event which constitutes (or, with the giving of notice, lapseof time, determination of materiality or satisfaction of other conditions,would be likely to constitute) an Event of Default and the steps, if any, beingtaken to remedy it. The decision of AFPL as to whether or not an Event ofDefault has occurred shallbe final and binding upon the Borrower/s.

8. CONSEQUENCES OF EVENTS OF DEFAULT

8.1. Onthe happening of any of the Events of Default, AFPL shall have the right, butnot the obligation to recall the entire Loan and demand payments outstanding onthe date of such demand made in respect of the Loan together with further interest from the date of theEvent of Default till the date of payment in full or realization of the totalamounts due and payable and upon the Borrower failing to make the said Payment within 7(seven) Business Days from the date of such demand, AFPL may, at its sole discretion by a notice in writingto the Borrower/s andwithout prejudice to the rights and remedies available to AFPLunder the Loan Terms orany other Loan Document and AFPL shall have, inter alia, thefollowing rights (notwithstanding anything to the contrary in the Loan Termsand/or the other Loan Documentsand irrespective of whether the entire Loan or Borrower/s' Dues has/ have been recalled) without any further notice orother legal formalities of any kind namely:

i. theoutstanding amount of the Loan shall forthwith become payable to AFPL, withoutany notice to the Borrower. Terminate the Loan and declare all obligations immediately due and payable;and/or stop advancing money or extending credit for the Borrower'sbenefit under this Agreement or any other agreement between the furtherDrawdown Requests from the Loan; and/or in the event the loan amountis being disbursedby AFPL in various disbursements, suspend furtherdrawings of the outstandingcommitment of AFPL;
ii. AFPL shallbe entitled to exercise any right, power or remedypermitted to it by law, including by suit,in equity, or by action at law, or both, or otherwise, whether for specificperformance of any covenant, condition or termcontained in these Standard Termsand Conditions or for an injunctionagainst a violation of any ofthe terms and conditions of these StandardTerms and Conditions. The rights and remedies provided to AFPL in theseStandard Terms and Conditions are cumulative and not exclusive of any rights or remediesprovided by law. AFPL shall be entitledto recover the chargesfor bouncing of the Repayment Instrument(s), default interest and other penalcharges from the Borrower. Any other remedy which may be available under lawduring the pendency of the Loan. AFPL shall be entitled to take all or anyaction with or without intervention of the courts to recover the monies due andpayable by the Borrower.

8.2. If anyone(or more) Events of Default shall have occurred, then AFPL shall,in addition to the various rights and remedies of AFPLreferred to in the paragraphs above, be irrevocably entitled and authorised to contact and require the Borrower/s' employers and/or reference contracts provided by theBorrower’s to make deduction/s from the salary/wages payable by the employer tothe Borrower/s and to remit the same to AFPL until all of the Borrower/s' Duesoutstanding from the Borrower/s to AFPLis/are completely discharged. The deductionsshall be of such amounts, and to suchextent, as AFPL may communicate to (and instruct) the Borrower/s'employers. The Borrower/s shall not have, or raise/create, any objections to such deductions.No law or contract governingthe Borrower’s and or Borrower/s employer prevents or restricts in anymanner the aforesaid right of AFPL to requiresuch deduction and payment by the Borrower’s employer to AFPL. Providedhowever that in the event the said amounts so deducted are insufficient to repay the outstanding Borrower/s' Dues to AFPL in full, the unpaid amounts remainingdue to AFPL shall be paid by the Borrower/s in such manner as AFPL may in itssole discretion decide and the payment shall be made by the Borrower/saccordingly.

8.3. In additionto AFPL’s variousrights as specified in the preceding provisions above, AFPL shall also beentitled to appoint: (i) any person engaged in technical, management or anyother consultancy business to inspect and examine the working of the Borrower/sand /or the assets including its premises, factories, plants and units and toreport to AFPL; (ii) any Chartered Accountants/ Cost Accountants as auditors for carrying out any specificassignments or to examine the financial or costaccounting system and procedures adopted by the Borrower/s for its working oras concurrent or internal auditors, or for conducting a special audit of theBorrower/s.

8.4. Notwithstanding any suspension or terminationof the Loan, all rights and remediesof AFPL as per the Loan Terms and other Loan Documents shall continueto survive until the receiptby AFPL of the Borrower/s' Dues in full. The rights and remediesprovided to AFPL in these Standard Terms and Conditions are cumulative and notexclusive of any rights or remedies provided by law.

9. ONLINE TRANSACTIONS

9.1. Forease of operation of the Borrower, Borrower shall have the option of applyingfor further facilities provided by the AFPL using online secure platforms asmay be specified by the AFPL (hereinafter referred to as “OnlineFacility”). The Online Facility shall be extended to the Borrowersubject to the Borrower complying with the AFPL’s credit parameters and submitting all documents/information as may be required by AFPL insuch form as may be specified by the AFPL fromtime to time. AFPL may in its solediscretion reject the application forthe facility/loan by the Borrower.

9.2. It shall be the sole responsibility of the Borrowerto ensure that the Access Codes,shared with the Borrower, if any, are not compromised or shared with any unauthorizedusers. “Access Code(s)” meansany authentication mode as approved specified by AFPL including withoutlimitation combination of username and password.

9.3. The Borrower expressly agrees andacknowledges to have read and understood the terms applicable for usage of the Online Facility and be bound by such terms and conditions (as amendedby AFPL from time to time) at all times during the tenure of such Loan.

9.4. AFPLshall have no obligation to verify the authenticity of anytransaction/instruction received or purported to have been received from theBorrower through the Online Facility or purporting to have been sent by theBorrower other than by means of verification of the Access Code.

9.5. Allthe records of AFPL with respect to the online request for facility arising outof the use of the Online Facility shallbe conclusive proof ofthe genuineness and accuracy of the transaction. While AFPL and its affiliates shall endeavor to carry out theinstructions promptly, they shall not be responsible for any delay in carryingon the instructions due to any reason whatsoever, including due to failure ofoperational systems or any requirement of law.

9.6. Borrower can check the availability of a pre-approved offer that may be made by the AFPL through Online Facility. Any pre-approvedoffer by the AFPL does not constitute grant of facility to the Borrower andshall be subject to the terms as maybe specified by the AFPL from time totime.

9.7. TheBorrower acknowledges and accepts that AFPL may permit/allow anybodyquoting the correct Access Codes and other details to conduct the type of operations which are permitted under theOnline Facility.

10. INFORMATION DISCLOSUREAND DELEGATION

10.1.TheBorrower/s authorize AFPL to exchange, share, disclose or part with all theinformation and details relating to the Borrower existing loans and/orrepayment history to other AFPL group companies, business entity with whom AFPLhas or may have business tie-up in future, banks, financial institutions,credit bureaus, Credit Information Companies, agencies, statutory bodies(including RBI) etc., as may be required or as they may deem fit and shall not hold AFPL(or any of its group companies or its/their agents/ representatives) liable foruse/sharing of this information.

10.2. AFPLshall, as it may deem appropriate and necessary, be entitled to disclose all orany: (i) information and data relating to the Borrower/s; (ii) information ordata relating to the Loan, Loan Terms, Loan Documents; (iii) obligationsassumed/to be assumed by the Borrower/s in relation to the Loan under the LoanTerms, the Loan Documents or any other securities furnished by the Borrower/s for any other credit loan granted/to be granted by AFPL; (iv) default, if any, committed by the Borrower/s in dischargeof the aforesaid obligations, to any Credit Information Companies and any other agency authorised in this behalf by the RBI. Anyother agency so authorised may use and/or process the aforesaid information and data disclosed by AFPL in any manner as deemed fit by them.

10.3. AFPL,its officers and agents, shall, as it may deem appropriate and necessary, beentitled to disclose information relating to the Borrower/s and Borrower/s'Loan account and or dealing relationship(s) with AFPL including but not limitedto details of any facilities, any security taken, transactions undertaken withAFPL to:
i. Professional advisorsand service providersof AFPL;
ii.anyactual orpotential assignee,transferee, participantor sub-participant inrelation to anyof AFPL's right or obligation under any agreement.
iii. anyrating agency, insurer or direct or indirect provider of credit protection orfinancial support for purposes in connection with services provided to or beprovided by AFPL.

10.4. TheBorrower/s expressly recognize/s and accepts that AFPL shall, without prejudice to its rights to perform such activities either itself or through its officers or servants be absolutely entitledand have full power andauthority to appoint one or more third parties of AFPL’s choice and to transferor delegate to such third partiesthe right and authority to take all acts/steps as are necessary for AFPL to take inorder to monitor the Loan and the Borrower/s' Dues and/or to recover/receiveamounts due to AFPL or collect on behalf of AFPL all unpaid amounts under theLoan Terms and to perform and executeall acts, deeds, mattersand things connectedtherewith or incidental thereto includingattending the office or residence of the Borrower/s, receiving the amounts dueand generally performing all lawful acts as the third party may considerappropriate for such purpose and that AFPL shall be at all times, beentitled to share with any such third party/ other person that may thus be appointed by AFPL, alldocuments, statements of accounts and other information of whatsoever nature pertaining to the Borrowerand/or the Loan. AFPLshall be entitled at the sole riskand cost of the Borrower/s to engage one or more person(s) to collect the Borrower’s dues and shall further be entitled to share such information,facts and figures pertaining to the Borrower as AFPL deems fit. SKF may alsodelegate to such person(s) the right and authority to perform and execute allsuch acts, deeds, matters and things connected herewith, or incidental thereto,as the AFPL may deem fit. The Borrower/srecognizes, accepts and consents to such delegation.

11. OTHER AGREEDTERMS

11.1. TheBorrower/s' Dues shall not be revoked or cancelled or affected by the death,dissolution, insolvency or windingup of the Borrower/s or any third party, and AFPL shall be entitledto act upon and enforce allof its rights (including right to enforce Repayment Instruments towards payment of Amount Due) pursuant to, andin accordance with, the Loan Terms and the Loan Documents executed by theBorrower/s and/or any other persons to/in favour of AFPL.

11.2. Theparties hereto confirm and acknowledge that, Application Form, all the relateddocuments, constitute the entire agreement between them and shall supersede andoverride all previous communications, eitheroral or written,between the partieswith respect to the subject matterof the Application Form, andno agreement or understanding varying or extending the same shall be bindingupon any Party hereto unless arising out of the specific provisions of Application Form.

11.3. The entriesmade in the accounts / account books / records of AFPL maintained in accordance with its usual practice and in compliancewith the statutory requirements and/or any statement signed by a designatedofficer of AFPL with respect to the Borrower/s' Dues, shall be final and binding on the Borrower/s. Suchentries and/or statements shall be conclusive evidence of the existence and amount of outstanding obligations of the Borrower/s as therein recordedin respect of the Loan and the Borrower/s' Dues. Any unbanked /unused cheques of the Borrower(s) as issued in favour of AFPL with regard tothe loan and presently in custody of AFPL will be cancelled and/or destroyedimmediately after closure of the loan either by way of maturity or prepaymentof loan and/or otherwise without any further notice.

11.4. Allnotices or other communications under or in connection with the Borrower/s'Dues and/or the Loan Terms shall be given in writingwhich includes e-mail and mobile communication and, unless otherwise stated may be madeby letter or facsimile. Any such notice or other communication will be deemedto be effective: (i) if sent by letter, when delivered personally or ifdispatched by post, when recall of the letter is outside the control of the sender; and (ii) if sent by facsimile, when sent (on receiptof a confirmation to the correctfacsimile number). Provided,however, that no notice orcommunication to AFPL shall be effective unless actually received andacknowledged by AFPL. Notices or communication may be made to: (i) the Borrower/s' address or facsimile number to which notices are to be sent (as specified in the Application Form), and (ii) AFPL’s zonal / regional /branch office address or facsimile number(as specified in the Application Form), or to such otheraddress or facsimile number as may be designated by the Borrower/s and AFPL inwriting to each other. In the event of any failure by the Borrower/s to notify AFPLin writing of any changes in his/her/their contact address or details, serviceof a notice/ correspondence to the address specified in the Application Form or last given by the Borrower/s shall be deemedto be proper and sufficient service on the Borrower/s irrespective of whether or not suchnotice shall be returned "unserved" to AFPL.

11.5. TheBorrower/s shall not directly or indirectly assign or transfer all or any ofits rights, benefits or obligations under the Loan Terms without the approvalof AFPL. Notwithstanding, any such assignment or transfer, the Borrower/sshall, unless otherwise notified by AFPL, continue to make all payments underthe Loan Terms to AFPL and all such payments when made to AFPL shall constitute a fulldischarge to the Borrower/s from all its liabilities in respectof such payments, AFPL shall have the right (in fullor in part) to assign and/ortransfer and/or novateits rights or obligationsunder the Application Form and related documents and/or the outstanding amountor other arrangement for risk sharing, whetherwith or without recourse to AFPL, to one or more banks or any other entity, trust, any association,without any reference or notice tothe Borrower.

11.6. AFPLmay, at any time , without any consent of or reference to the Borrower(s) beentitled to sell, assign, securitize, novate or transfer all or any of itsrights, benefits and obligations under the Application Forma and relateddocuments to any person in whole or in parts and in such manner and such termsand conditions as AFPL may decide any such sale, assignment or transfer shallconclusively bind the Borrower/s.

11.7. Borrowerexpressly understands and acknowledges that AFPL shall not be liable for anydirect, indirect, incidental, special, consequential or exemplary damages,including but not limited to, damages for loss of profits, goodwill, use, dataor other intangible losses, even if AFPL has been advised of the possibility ofsuch damages.

11.8. Nodelay in exercising or omission to exercise any right, power or remedy accruingto AFPL upon any default or otherwise under the Loan Terms or the other Loan Documentsshall impair any suchright, power or remedy or shall be construed to be a waiver thereof or anyacquiescence in such default, nor shall the action or inaction in respect ofany default or any acquiescence by it in any default, affect or impair anyright, power or remedy of AFPL in respect of any other default.

11.9. TheLoan, Loan Terms and the other Loan Documents shall (unless otherwise specifiedin the Application Form, MILT or any such Loan Document) be governed by and construedin accordance with the laws ofIndia.

11.10. Ifany controversy or dispute should arise between the parties in performance,interpretation or application ofthese Standard Terms and Conditions and/or the Loan, the same shall be submittedin arbitration of a single arbitratorto be appointed by AFPL. Thedecision of the sole arbitrator shall be final and binding on the parties tosuch arbitration. The arbitration shall be conducted in accordance with theprovisions of the Arbitration andConciliation Act, 1996, rules thereunderand amendments thereto. The arbitration proceedings shall be held only at Bangalore unlessotherwise decided by AFPL. Subject to what is stated hereinabove, it isexpressly agreed that the courts at Bangalore, India will have exclusivejurisdiction to try suit/ application in respect of any claims or disputesarising out of or under the terms agreed herein.

11.11. Incase the Borrower/s commits any default in payment or repayment of principalamount of the Loan or interest charges due thereon or upon failure to make the repaymentsupon occurrence of an Event of Default or onthe Due Dates for any reason whatsoever, AFPL and/or RBI will have an unqualified right todisclose or publish the details of such default along with the name of theBorrower/s and/or its directors/partners/co-applicants, as applicable,as defaulters in such manner and through such media as AFPLand/or RBI may, in their absolute discretion, think fit.

11.12. The Borrower/s' liability for repaymentof the Borrower/s' Dues shall,in cases wheremore than one Borrower have jointly appliedfor the Loan, be joint, several and co-extensive. Where the Borrower/s is an individual doing businessas a sole proprietary concern, the Borrower/s shall be solely responsible forthe liabilities of the aforesaid concern and will be personally liable formaking repayment / payments of all amounts in respect of the Loan to AFPL.

11.13. Inaddition to English version of these Standard Terms and Conditions, thevernacular version shall also be provided if specifically requested/required bythe Borrower and in case of any inconsistencies between the English version and the vernacular version, theEnglish version shall prevail.

11.14. TheBorrower confirms that it has taken appropriate advice and waives any defensesavailable under money lending, usuryor other laws relating to thecharging of interest. Except as otherwiseprovided herein, all charges and expenses incurredin connection with orrelated to this Loan shall bepaid by the Borrower.