MEMORANDUM OF ENTRY

(CONSTRUCTIVE DELIVERY)

1. On this ______day of ______, ______, Shri ______, residing at ______(hereinafter referred to as "the Borrower") attended the office of ICICI BANK Limited at ______(being the security trustee for ICICI Group Enterprise (ICICI) and hereinafter called "Security Trustee") and saw Shri ______of the Security Trustee.

2.The said Shri ______stated that the documents of title, evidences, deeds and writings more particularly described in the First Schedule hereunder written (hereinafter called *"the existing/said title deeds") in respect of the Borrower's immovable properties situate at and more particularly described in the Second Schedule hereunder written were deposited with the Security Trustee on the ___ day of ______and further deposited by way of constructive delivery on the ___ day of ______by the Borrower with the Security Trustee, in order to create security, by way of joint mortgage by deposit of title deeds on the Borrower's immovable properties at ______together with all buildings and structures thereon more particularly described in the Second Schedule hereunder written and all plant and machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future, for securing the due repayment, discharge and redemption by the Borrower to :-

a) ICICI of its Rupee loan of Rs. ______/- vide loan agreement dated ______between ICICI and the Borrower and

b) ICICI of its Rupee loan of Rs. ______/- vide loan agreement dated ______between ICICI and the Borrower,

together with all interest, liquidated damages, commitment charges/front end fees, premia on prepayment or on redemption, remuneration payable to the aforesaid trustees, costs, charges, expenses and other monies under the respective loan agreements as amended from time to time.

  1. Shri ______on the same day accorded and gave oral consent to Shri ______of the Security Trustee to continue to hold and retain the said title deeds more particularly described in the First Schedule hereunder written as and by way of mortgage by deposit of title deeds by way of constructive delivery on all the Borrower's immovable properties situate at ______more particularly described in the Second Schedule hereunder written together with all buildings and structures thereon and all plant and machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future, (hereinafter collectively referred to as "the said immovable properties").

4. Whilst giving such oral consent Shri ______stated that he did so with intent to create security on the said immovable properties as aforesaid.

5. The aforesaid oral consent was given by Shri ______in the presence of Shri

______of the Security Trustee.

FIRST SCHEDULE

(List of documents of title, evidences, deeds and writings)

SECOND SCHEDULE

(Description of the entire immovable properties)

Together with all buildings and structures thereon and all plant and machinery attached to the earth or permanently fastened to anything attached to the earth, both present and future.

Signature ______

Name ______

(On behalf of the Security Trustee)

Dated this ______day of ______, ______.