DATED [November 21], [2023]

NON DISCLOSURE AGREEMENT

BETWEEN

[HILTI INDIA PVT. LTD.]

AND

[GUWAHATI INTERNATIONAL AIRPORT LIMITED]

 [To be executed on stamp paper of appropriate value]
This NON DISCLOSURE AGREEMENT is made on [insert month and date], [insert year], at [Ahmedabad]
(“Agreement”),
BY AND BETWEEN:
1. [insert name of the relevant Adani entity], a company incorporated and validly existing under the laws of India,
having its registered office at [insert address of the relevant entity] (hereinafter referred to as “[x]”, which
expression shall, unless it be repugnant to the context or meaning thereof, be deemed to include its successors and
assigns);
AND
2. [insert name of the counterparty], a company incorporated and validly existing under the laws of [insert country
of incorporation], having its [registered/corporate] [retain as relevant] office at [insert address of the
counterparty] (hereinafter referred to as “Counterparty” which expression shall, unless it be repugnant to the
context or meaning thereof, be deemed to include its successors and permitted assigns).
Adani and the Counterparty are hereinafter individually referred to as a “Party” and collectively referred to as the
“Parties”.
WHEREAS:
(A) [x] is engaged in the business of [insert details].
(B) The Counterparty is engaged in the business of [insert details].
(C) The Parties have agreed to conduct the Proposed Transaction (defined below), pursuant to which the Parties intend
to exchange Confidential Information (defined below) amongst each other and their Related Persons (defined
below). Accordingly, the Parties have agreed to enter into this Agreement to ensure the non-disclosure and
confidentiality of such Confidential Information.
(D) The Parties are willing, subject to the terms of this Agreement, to disclose Confidential Information to each other
in connection with the Proposed Transaction and the Recipient (defined below) is willing to receive and keep such
Confidential Information confidential in accordance with the terms and conditions of this Agreement.
NOW THEREFORE, in consideration of the mutual covenants and agreements set out in this Agreement and for the
protection of the Confidential Information from unauthorized use and disclosure, the Parties hereby agree as follows:
1. DEFINITIONS
The following capitalized terms used in the Agreement, together with their respective grammatical variations and
cognate expressions shall have the meanings assigned to such terms as specified herein below (unless the context
otherwise requires):
“Affiliate” shall mean, with respect to any Party, any company, corporation, association or other Person, which
directly or indirectly, Controls, is Controlled by or is under common Control with it;
“Confidential Information” shall mean:
(a) all information of whatever nature, (including in written, oral, electronic or machine readable form),
relating wholly or partly to the Proposed Transaction or the Disclosing Party, including this Agreement, all
financial, business or other data concerning the Disclosing Party or any of its Affiliates that is disclosed, or
made available, to the Recipient in connection with the existence, progress and status of the Proposed
Transaction along with all formulae, specifications, methods, know-how, compositions, computer
programs, processes, inventions, discoveries, designs, devices, knowledge, creations, formulations,
techniques, data, rights, drawings, instructions, expertise, trade practices, trade secrets, commercial
information, machines, research or development projects, strategic business plans, plans for future
development, marketing concepts, informational or customer data, financial data, price sensitive
information (whether published or unpublished) or any other information relating to the design,
manufacture, application, inspection, testing, maintenance, packaging and sale, data, studies, consultants
reports, proforma and other financial and trade information, computer models, contracts, plant designs and
configurations, plant performance data or other material of any kind or nature, whether registered as
intellectual property or not, and whether capable of such registration or not, and including the intellectual
property owned by the Disclosing Party, its Affiliates and subsidiaries, and all and every kind of
information that the Disclosing Party (either on the Effective Date or any time thereafter) considers
confidential or is obtained by the Recipient or its Related Persons in writing or orally, including through

1
 discussions with the management, employees and advisers of any Disclosing Party or its Affiliates; the
discussions with, and exchanges of any information in relation to the property, assets and investments,
business, practices, plans, proposals and/or prospects between, any member of the Disclosing Party and/or
any of its Related Persons on the one hand, and the Recipient or any of its Related Persons on the other;
(b) any information obtained by the Recipient or its Related Persons in writing or orally, through discussions
with the management, employees and advisers of any Disclosing Party or its Affiliates;
(c) any information acquired by observation by the Recipient or its Related Persons at the offices or other
premises of any Disclosing Party or its Affiliates related to the Proposed Transaction or to the affairs of
any Disclosing Party; or
(d) any reports, analysis, compilations, studies or other documents prepared by, on behalf of or for the
Recipient which contain, derive from or otherwise reflect any information described in (a), (b) and (c)
above;
“Control” shall mean, with reference to a Person, the possession, directly or indirectly, of the power or authority
to direct or cause the direction of the day to day affairs, management or policies of such Person, whether through
the ownership of voting securities, by any agreement with respect to voting of securities, by other agreement
conferring control over management or policy decisions, by virtue of the power to control the composition of the
board of directors or managers of such Person, or otherwise;
“Disclosing Party” shall mean the Party disclosing any Confidential Information;
“Effective Date” shall mean the date of execution of this Agreement;
“Law” shall mean any statute, law, act, regulation, ordinance, rules, judgment, order, decree, bye-law, approval
from the concerned authority, government resolution, notification, directive, circular, guideline, policy,
requirement or other governmental restriction or any similar form of decision of, or determination by, or any
interpretation or adjudication having the force of law in India;
“Person” shall mean any individual, sole proprietorship, unincorporated association, unincorporated organization,
body corporate, corporation, partnership, limited liability company, joint venture, government authority, trust or
any other entity or organization and includes the Parties;
“Proposed Transaction” shall mean any strategic transaction, business association, cooperation or like
arrangement discussed and proposed to be discussed between the Parties with respect to such activities or scope of
work as specified in Schedule I of this Agreement;
“Recipient” shall mean a Party and its Related Persons who are involved in evaluating the Proposed Transaction
and receiving any Confidential Information; and
“Related Persons” shall mean, in relation to a Party, such Party’s Affiliates, their respective directors, officers,
employees and advisers.
2. OBLIGATION TO MAINTAIN CONFIDENTIALITY
2.1 The Recipient:
(a) hereby acknowledges, confirms and agrees that the Confidential Information is privileged and confidential
and is received under a duty of confidentiality to the Disclosing Party;
(b) shall at all times keep the Confidential Information secret and strictly confidential; and
(c) shall not directly or indirectly, disclose or distribute, reproduce, copy or communicate in any way, any
Confidential Information or otherwise make it available to any Person without the prior written consent of
the Disclosing Party (which may be withheld in the Disclosing Party’s absolute discretion) other than as
permitted under this Agreement.
2.2 The Recipient agrees to use the Confidential Information solely for the purpose of evaluating and negotiating in
relation to the Proposed Transaction in a manner that shall not be detrimental to the Disclosing Party and not for
any other purpose including, without limitation, to compete with the Disclosing Party in connection with any
business carried on by it or to develop or obtain any intellectual property rights or patents. The Recipient shall
furnish Confidential Information only to those Related Persons who strictly need to know the Confidential
Information in connection with and exclusively for the evaluation of the Proposed Transaction. In particular, the
Recipient agrees that it shall not use the Confidential Information in the future conduct of its proprietary
operations or for any other transaction or contractual relationship with any member of the other Party, other than
for the Proposed Transaction.

2
2.3 The Recipient shall keep (and shall ensure that any Person to whom any Confidential Information is disclosed in
accordance with this Agreement shall keep) the Confidential Information secure and properly protected against
theft, damage, loss and unauthorized access (including access by electronic means). The Recipient shall notify the
Disclosing Party immediately upon becoming aware that the Confidential Information or any part thereof has been
disclosed to or obtained by a third party (otherwise than as permitted under this Agreement).
2.4 The Recipient further agrees not to reverse engineer any Confidential Information furnished by the Disclosing
Party and shall not without the prior written consent of the Disclosing Party, disclose to any other Person, the
Confidential Information or the fact that the Confidential Information has been disclosed to it under this
Agreement, or any of the terms and conditions, status or other facts with respect thereto.
2.5 The Recipient shall comply with Laws pertaining to data privacy that are applicable to such Confidential
Information which relates to a living individual who is identified or can be identified from such data being
accessed or used by the Recipient during the course of the Proposed Transaction. Further, where any Confidential
Information accessed and/or used by the Recipient contains any sensitive personal data and information (within
the meaning of the Information Technology (Reasonable Security Practices and Procedures and Sensitive
Personal Data or Information) Rules, 2011 and/or any other Law that may be applicable in this regard), the
Recipient shall take all steps necessary to ensure the security of the same, including the implementation and
maintenance of all measures mandated under Law and the Disclosing Party’s data protection policy. Additionally,
all such personal information and sensitive personal data and information that the Recipient has access to, shall
only be used for the purpose specified in this Agreement and the Proposed Transaction and shall, at all times, be
stored in India, subject to appropriate data protection procedures. Notwithstanding anything contained in this
Agreement, the Parties agree that the Recipient shall not sub-contract the processing of Confidential Information
referred to in this Clause 2.5 without the Disclosing Party’s prior written consent.
3. EXCEPTIONS
3.1 The undertakings in Clause 2 above shall not apply to Confidential Information which is:
(a) already in the public domain or comes into the public domain other than through the act or omission of the
Recipient or of any other person to whom Confidential Information is disclosed pursuant to this
Agreement;
(b) information independently developed by the Recipient;
(c) already lawfully known to the Recipient as on the date of disclosure under this Agreement or lawfully
acquired by the Recipient from a third party as proven by the contemporaneous, ordinary and customary
written records of the Recipient, provided that it has not been obtained by the third party in violation of
Law, and is not otherwise subject to, any obligation of confidentiality owed to the Disclosing Party or any
of its Affiliates;
(d) disclosed to the personnel of the Recipient who strictly need to receive and consider Confidential
Information for the purposes of evaluating the Proposed Transaction and who have, prior to receiving such
information, agreed to be bound by the terms of this Agreement as if they were a party to it; or
(e) required to be disclosed under Laws including the rules of any applicable listing authority or stock
exchange on which the Recipient’s or any of its Affiliates’ shares are listed, or any order, decree,
regulation or rule issued by a competent judicial, governmental or other authority, which is binding upon
the Recipient or any of its Affiliates (provided that, as soon as practicable, and where permitted by Law,
the Recipient gives prior written notice to the Disclosing Party that disclosure is required and co-operates
with the Disclosing Party regarding the timing and content of such disclosure or any action which the
Disclosing Party may reasonably elect to take to challenge the validity of such requirement).
3.2 The Confidential Information shall not be deemed to be within the above-mentioned categories of exceptions
merely because such Confidential Information is embraced by more general information in the public domain or
in the Recipient’s possession. In addition, no combination of features shall be deemed to be within the categories
of exceptions merely because individual features are in the public domain or in the Recipient’s possession. A
combination of features shall only be deemed to be within the foregoing categories if the combination itself and
its principles of operation are in the public domain or in the Recipient’s lawful possession.
3.3 The Recipient shall keep a list of Persons to whom any Confidential Information is disclosed. The Recipient shall
make such list available to the Disclosing Party on demand.
4. RESPONSIBILITY FOR DISCLOSURE

3
4.1 Prior to making any disclosure of Confidential Information to any Person, as permitted under this Agreement, the
Recipient shall procure that such Persons are: (a) made aware of the terms of this Agreement; and (b) are either
bound by professional responsibility to keep such information confidential or that such Persons agree in writing to
keep such Confidential Information confidential on terms no less onerous than those contained in this Agreement.
4.2 Without prejudice to any other rights that the Parties may have otherwise under this Agreement, the Recipient
shall be liable for damages to the Disclosing Party as a result of any disclosure, or misuse of Confidential
Information in breach of this Agreement by the Recipient or any of its Related Persons.
4.3 This Agreement shall be binding upon the Parties hereto and their successors, assignees or personal
representatives, or Related Persons, as the case may be, and any termination of this Agreement shall not relieve
the Recipient of any obligations herein incurred prior to the date of such termination, or to be performed
subsequent to the date of such termination.
5. ANNOUNCEMENTS
5.1 Neither Party shall make any public announcement or issue any circular in relation to this Agreement without the
prior written approval of the other Party.
5.2 No Party shall, without the other Party’s prior written consent, reveal to any Person other than as permitted under
this Agreement or otherwise announce that the Proposed Transaction is (or was) under consideration, that
negotiations or discussions are (or were) taking place between the Parties, the status or progress of such
negotiations (including termination of negotiations) or that Confidential Information has been provided to such
Party.
5.3 The restrictions in Clauses 5.1 and 5.2 above shall not apply if, and to the extent that, an announcement is
required by any Law, rule or regulation by any competent judicial, governmental, supervisory or regulatory body
(including without limitation, any securities exchange), provided that the each Party shall, to the extent reasonably
practicable and permitted by such Law, rule, regulation or judicial, governmental, supervisory or regulatory body,
first consult and co-operate with the other Party on the proposed form, timing, nature and purpose of the
announcement.
6. RETURN OR DESTRUCTION OF CONFIDENTIAL INFORMATION
6.1 The Recipient shall, at its expense and as soon as practicable after receipt of a demand in writing from the
Disclosing Party:
(a) retrieve and return to the Disclosing Party;
(b) destroy; or
(c) if in electronic form, take all requisite steps to permanently erase from all electronic and computer media,
all original documents and copies thereof containing Confidential Information or relating to the
negotiations or discussions about the Proposed Transaction or containing analysis, studies, compilation and
any other materials derived from the Confidential Information.
6.2 If requested by the Disclosing Party, the Recipient shall provide a certificate signed by an authorised signatory of
the Recipient confirming compliance with the obligations contained in this Clause 6 within seven (7) days of such
request, and any denial of such request by the Recipient shall be considered a breach of this Agreement.
7. REPRESENTATIONS AND WARRANTIES
7.1 As on the Effective Date, neither the Recipient nor its Related Persons have directly or indirectly distributed,
reproduced, copied, communicated or disclosed in any way, any part of the Confidential Information provided
prior to the Effective Date.
7.2 As on the Effective Date, neither the Recipient nor its Related Persons have used any Confidential Information
belonging or pertaining to the Disclosing Party or the Proposed Transaction for any purpose other than directly in
connection with its evaluation of, or negotiations in connection with, the Proposed Transaction, nor has the
Recipient or its Related Persons used such Confidential Information in a manner that would reasonably be
expected to be detrimental to the Disclosing Party.
7.3 The Disclosing Party warrants that it has the right to make disclosures under this Agreement.
7.4 Each Party represents and warrants to the other that:
(a) it is duly authorised under the laws of its country of incorporation and it has full power, capacity and
authority to sign, execute, deliver and comply with the terms and conditions laid down herein and has

4
 taken or is in the process of taking all necessary action (corporate, statutory or otherwise) to execute and
authorize the execution, delivery and performance of this Agreement; and
(b) neither the execution and delivery of this Agreement or the consummation of transactions contemplated
thereby nor compliance with any of the provisions therein shall: (i) conflict with or result in any breach of
any provision of its incorporation documents; (ii) result in a default (or give rise to any right of
termination, cancellation or acceleration or require any consent of any third party) under any of the terms,
conditions or provisions of any note, bond, mortgage, indenture, license agreement, lease or other
instrument or obligation to a Party or any of its properties or assets, may be bound; or (iii) assuming
compliance with matters set forth herein, violate any Laws.
7.5 The Recipient shall be responsible for making its own decision on the Confidential Information that shall be
provided to it or its Related Persons in connection with the Proposed Transaction. The Recipient acknowledges
that such Confidential Information to be provided does not purport to be all inclusive, and understands and agrees
that neither the Disclosing Party nor its Related Persons make any representation, warranty or undertaking,
expressly or implied, as to the accuracy, reliability, completeness or reasonableness thereof, and that only those
representations and warranties made by the Disclosing Party in writing in a subsequent definitive agreement
relating to a Proposed Transaction, if any, shall have any legal effect. Accordingly, the Recipient acknowledges
that neither the Disclosing Party nor any of its Related Persons: (i) shall have any liability to the Recipient or to
any other Person for the use by the Recipient or its Related Persons of any Confidential Information to be
provided to it or its Related Persons in connection with the Proposed Transaction, including, without limitation, in
contract, tort or under applicable securities Laws, relating to or resulting from the use of the Confidential
Information or any errors therein or omissions therefrom; and (ii) owe any duty of care to the Recipient, its
Affiliates or any of its Related Persons in respect of the Confidential Information. Furthermore, the Recipient
acknowledges that neither the Disclosing Party, nor its Affiliates or Related Persons has: (i) any duty or obligation
to correct, or to update, any inaccuracies contained in such Confidential Information or to disclose or provide any
further Confidential Information, and such disclosure shall always be at the sole and absolute discretion of the
Disclosing Party on ‘as is’ basis, which shall not be deemed to create any representation that the Confidential
Information or any part of it is whole, accurate or correct; or (ii) any duty or obligation to indemnify or otherwise
compensate or reimburse the Recipient or its Related Persons for any costs, damages, losses, claims, liabilities or
other expenses incurred in connection with the Confidential Information. Each Party confirms that it is acting in
this matter as a principal and not as an agent or broker for any other Person and that it shall be responsible for any
costs incurred by it or its Related Persons in considering or pursuing the Proposed Transaction (whether or not it
proceeds) and in complying with the terms of this Agreement.
8. WAIVER
No failure or delay in exercising any right, power or privilege under this Agreement shall operate as a waiver of it,
nor will any single or partial exercise of any right, power or privilege under this Agreement preclude any other or
further exercise of it or of any other right, power or privilege under this Agreement or otherwise. No modification
to this Agreement or any waiver granted by the Disclosing Party in respect of any action taken by the Recipient or
its advisers shall be effective, unless agreed in writing by the Disclosing Party.
9. OFFER
Each Party agrees that the Confidential Information made available to it or its Related Persons in relation to the
Proposed Transaction does not constitute an offer or invitation by, or on behalf of, any member of the other Party
or any of their Related Persons. Each Party acknowledges that in furnishing the Confidential Information, the
other Party, its Affiliates and/or its Related Persons undertake no obligation to provide the other Party with access
to any additional Confidential Information, or to update, or to correct any inaccuracies which may become
apparent in the Confidential Information supplied and each Party shall rely exclusively on the terms of any signed
and written agreement which may be entered into in relation to the Proposed Transaction.
10. TERM
This Agreement shall be effective from the Effective Date and shall remain in force until one (1) year from the
Effective Date. Either Party shall have a right to terminate this Agreement by giving a prior written notice of
thirty (30) days. The Parties may also extend the term of this Agreement on such terms and conditions as may be
mutually agreed. The confidentiality obligations under this Agreement shall continue for a period of five (5) years
beyond the date of termination or expiry of this Agreement, whichever is earlier.
11. INTELLECTUAL PROPERTY RIGHTS
The Disclosing Party shall retain all ownership, copyright and other intellectual property rights (whether
registered or not) in the Confidential Information and everything developed, designed or created by the Disclosing

5
 Party, including but not limited to, systems, products and processes, methodologies, proprietary or non-
proprietary hardware and software, know-how and working documents. The Disclosing Party also retains and
shall continue to retain all ownership, copyrights and other intellectual property rights in all reports, written
advice or other materials provided by them to the Recipient or its Related Persons.
12. RESTRICTION ON POSTING ON SOCIAL MEDIA
The Counterparty agrees to protect the privacy of Adani, at all times. The Counterparty shall refrain from
capturing or sharing any content (image or video) or posting on social media that can tarnish the image of brand
‘Adani’. In case the Counterpart wish to showcase any work done for Adani as a part of their credentials in the
form of videos or pictures, prior permission from senior management of Adani would be required. For any query
or concern in this regard, the Counterparty shall contact communication@[Link].
13. GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of India. The Parties agree that
the courts at Ahmedabad, Gujarat shall have exclusive jurisdiction to settle any disputes arising out of or in
connection with this Agreement.

14. NOTICES
14.1 A notice or other communication under or in connection with this Agreement shall be in writing in the English
language and shall be delivered, whether personally or by way of recorded post, facsimile transmission or
electronic mail, to the Party due to receive the notice or communication at the address, and for the attention of the
person, set out below, or for the attention of such other person as specified by that Party by written notice to the
other.
For [insert name of the relevant entity]
For the attention of : [●]
Designation : [●]
Address : [●]
Ph. No. : [●]
E-mail : [●]
For [insert name of the counterparty]
For the attention of : [●]
Designation : [●]
Address : [●]
Ph. No. : [●]
E-mail : [●]
14.2 Any notice or other communication shall be deemed to have been duly given if delivered personally, when left at
the address referred to in this Clause 14, if sent by registered post, three (3) days after posting or if sent by
overseas post, ten (10) days after posting.
14.3 Either Party may change its postal, e-mail address or addressee for receipt of such communication after giving ten
(10) days’ written notice to the other Party.
14.4 The Parties agree that any electronic mail communication in respect of a legal notice or legal claim shall be
followed by a communication served at the appropriate address by hand, courier or by registered post only, failing
which such electronic mail communication shall not be considered to be a valid legal notice or legal claim in
terms of this Agreement.
15. MISCELLANEOUS
15.1 Termination of Negotiations
The Parties agree that the supply of any Confidential Information shall not be taken as any form of commitment
on the part of the Disclosing Party to proceed with any transaction. Further, both the Parties reserve the right to
reject all or any proposals and/or to terminate discussions and negotiations in connection with the Proposed

6
 Transaction at any time before the execution of any definitive agreement between the Parties with respect to the
Proposed Transaction.
15.2 Assignment
Except with the specific written approval of the other Party, a Party shall not assign this Agreement or any part of
its obligations under this Agreement.
15.3 Severability
If any provision or condition of the Agreement is prohibited, rendered invalid or becomes unenforceable, such
prohibition, invalidity or unenforceability shall not affect the validity or enforceability of any other provisions and
conditions of the Agreement. The Parties shall then use all reasonable endeavours to replace the illegal, invalid or
unenforceable provisions by a legal, valid and enforceable substitute provision, the effect of which is as close as
possible to the intended effect of the invalid or unenforceable provision.

15.4 Right to Injunctive Relief

The Recipient acknowledges and agrees that the Disclosing Party is providing the Confidential Information to the
Recipient in reliance upon this Agreement, and the Recipient shall be fully responsible to the Disclosing Party for
any breach of this Agreement by the Recipient, its Related Persons or any of its officers, directors, employees or
consultants. The Recipient acknowledges and agrees that a breach of any of its obligations contained herein may
result in irreparable injury to the Disclosing Party and the Disclosing Party shall be entitled to apply for injunctive
relief in addition to any and all other legal or equitable remedies available to it, in the event of any breach or
threatened breach of this Agreement by the Recipient.
15.5 Amendment
No modification of the terms of this Agreement shall be effective unless it is in writing, is dated, expressly refers
to the Agreement and is agreed to and signed by duly authorised representatives of the Parties.
15.6 Counterparts
This Agreement may be executed in one (1) or more counterparts, each of which shall be deemed an original and
all of which, taken together, shall constitute one and the same instrument.
15.7 Costs and Charges
Neither Party to this Agreement is under any obligation or has agreed to any liability to reimburse the other Party
or any of its Related Persons in respect of any costs and expenses incurred by any such Person in connection with
the preparation of this Agreement.
15.8 Non-Solicitation
Each Party shall covenant and agree that during the term of this Agreement and for one (1) year after the
termination thereof, regardless of the reason, the Recipient shall not, directly or indirectly, on its own behalf or on
behalf of or in conjunction with any person or legal entity, recruit, solicit, or induce, or attempt to recruit, solicit,
or induce, any employee of the Disclosing Party, to terminate their employment relationship with the Disclosing
Party. Notwithstanding the foregoing, advertisements in newspapers and trade publications, electronic job boards
or unsolicited actions initiated by an employee of the Recipient an attempt to seek employment with the
Disclosing Party shall not constitute direct solicitation as used herein.
15.9 Entire Agreement
This Agreement represents the entire agreement between the Parties and supersedes all previous arrangements,
communications, correspondences or agreements between the Parties relating to the disclosure of the Confidential
Information. All previous documents, undertakings and agreements, whether verbal, written or otherwise,
between the Parties concerning the subject matter hereof are hereby cancelled or superseded and shall not affect or
modify any of the terms or obligations set forth in this Agreement, except as the same may be made part of the
Agreement in accordance with its terms.

7
IN WITNESS WHEREOF the authorised representatives of the Parties have executed this Agreement on the Effective
Date.
[Note: Each Party to ensure that the signatories to this Agreement are authorized to act on such Party’s behalf (by a
board resolution or resolution of a committee of the board or delegation of power, as the case may be) and furnish
requisite documents in this regard.]

SIGNED by ………………………………
for and on behalf of
[insert name of the relevant entity] …………………………………….
Director/Duly Authorised Signatory

SIGNED by ………………………………
for and on behalf of
[insert name of the counterparty] …………………………………….
Director/Duly Authorised Signatory

8
 SCHEDULE I

PROPOSED TRANSACTION

[Note: Please attach or specify details pertaining to the Proposed Transaction herein.]