20.

21.

22.

23.

24,

25:

the Issue Notice (the "Notification Period") to give the Company written notice that it agrees
to purchase part or all of its pro-rata share of the New Securities for the price and on the terms
specified in the Issue Notice (the "Subscription Notice"). The Investors may also notify the
Company in the Subscription Notice that it is willing to buy a specified number of the New
Securities in excess of its pro-rata share of such issuance ("Additional Securities") for the price
and on the terms specified in the Issue Notice. If the Investors fail to give the notice required
under this Article 19 (b) solely because of the Company’s failure to comply with the notice
provisions of Clause 10.1 (Notices) of the Shareholders Agreement, then the Company shall not
issue any New Securities pursuant to this Article 19 and if purported to be issued, such issuance
of securities shall be void. An Investor may assign to its Affiliate the right to acquire the
securities pursuant to this Article 19.

For the avoidance of doubt, the Company shall not issue any New Securities until the expiry of the
Notification Period.

If any of the Investors has indicated that it is willing to buy Additional Securities, the Company shall
give such Investor written notice of the total number of New Securities not taken up by other
Shareholders of the Company or any other Third Party, as the case may be ("Unpurchased Securities")
within five (5) days of the expiry of the Notification Period. Such notice shall specify the particulars of
the payment process for the New Securities to be purchased by such Investor pursuant to the Subscription
Notice.

Within twenty one (21) Business Days after expiry of the Notification Period, the Company shall ensure
that the issuance of the New Securities is approved by the Board and/or the Shareholders, (The date of
approval of issuance of securities by the Board of Directors shall be known as “Approval Date”) as may
be required under the Applicable Law.

The issue of the New Securities, shall be completed within 21 (twenty one) Business Days of the
Approval Date, including

a. issuance of any securities to any of the Investors based on the Subscription Notice;

b. if any of the Investors has indicated that it is willing to buy Additional Securities, such Investor
shall also subscribe for the lower of the number of Additional Securities and the number of
Unpurchased Securities;

@ the Investor shall pay the relevant consideration to the Company or relevant registrar;

d. the Company shall register in its share registry and in the name of the Investor the number of
New Securities for which the Investor has subscribed; and

e the Company shall issue new certificates to the Investor representing the number of New
Securities for which the Investor has subscribed.

In the event that the issue of the New Securities, is not completed within 21 (twenty one) Business Days
from the Approval Date, the provisions of Articles 19 to 28 shall become applicable de novo. All
Authorisations required in issuing the New Securities shall be obtained by the Company. Any time
required to obtain any Governmental Approvals for issuing the New Securities to any of the Investors
shall be excluded from the aforementioned 21 (twenty one) Business Days period in Article 23 above.

For the purposes of Articles 19 to 28, "New Securities" shall mean any shares of the Company or any
Share Equivalents, including already existing shares of the Company; provided, that the term "New
Securities" does not include:

a. equity shares (or options to purchase equity shares) issued or issuable to officers, Directors and
employees of, or consultants to, the Company pursuant to an employee stock plan that has been
approved by the Board of Directors;

b. equity shares issuable upon the exercise or conversion of Share Equivalents in existence as of
the date of the Shareholders Agreement;

414
