Draft of General Counter-Indemnity SD-6

(To be stamped as an Agreement)

Allahabad Bank,
Bandra East
In consideration of Allahabad Bank, hereinafter called “The Bank”, agreeing at our request to
execute from time to times various Guarantees, in favour of Government Departments and other
parties guaranteeing payment to be made by us, upto a maximum limit of Rs ___________(Rupees:
___________________Only ) outstanding at any one time we, the undersigned, hereby irrevocably
agree and undertake and authorise the Bank, its successors and assign as follows:

1. That the Bank shall be entitled to act in accordance with the terms of the Guarantee(s)
executed/to be executed with in the sanctioned limit of Rs.______________________/- (Rupees:
___________Only) outstanding at any one time as aforesaid and to make payment thereunder to
debit of our account/s with the bank without any further reference to or authority from us and
despite any directions or contrary directions given by us or any one of us.

2. That we also irrevocably authorise the Bank to make any payment to debit of our account/s and
comply with any demand which may be claimed or made upon the bank under the said Guarantee/s
executed and/or to be executed without being required to investigate or verify the claims or
circumstances of demand and we agree that any payment which the Bank shall make in accordance
or purporting to be in accordance with said Guarantee/s executed and/or to be executed shall be
binding upon and shall be accepted by us as conclusive evidence that the bank were liable to make
such payment or comply with such demand.

3. That we shall indemnify and keep the bank indemnified of from and against all claims, demands,
losses and damages, actions and proceeding , duties and proceedings, duties and penalties, damages
costs (between attorney and client) charges, expenses and other liability whatsoever which may be
brought or made against or sustained or incurred by the bank (and whether paid by the bank or not)
in consequence of the Bank having executed the said guarantee/s any of them or otherwise however
in relation thereto and we shall reimburse the bank on demand all such payments, losses, costs,
expenses, etc. if any made, suffered or incurred by them in compliance with any demand/s made or
arisen out of the guarantee/s.

4. This counter-indemnity will extend to any extension)s)/amendment(s) of the Guarantee/s for

which we may apply from time to time, and which the bank may agree to grant at our request
subject to the Bank’s absolute right and discretion whether to extend/amend the Guarantee/s or not
and without casting and obligation on the bank for extending/amending the said Guarantee/s.

5. So long as the Bank’s liabilities under the Guarantee/s or any of them shall remain alive, this
counter indemnity will accordingly remain valid &] continuing. We shall not be discharged from our
liabilities under this count indemnity and the cover, if any, furnished by us shall not be returned
unless or until the original guarantee/s is/are returned to the Bank by the beneficiary/ is duly
cancelled or discharged. This instrument is executed on behalf of_____________________________
and the Common Seal of the company is hereto affixed in pursuance with a resolution passed by the
Board of Directors of the said Company in their meeting held on ___________authorising
Shri_____________ Director/s of the company is the behalf who has/have affixed his/their
signature/s thereto.(This clause applicable in the case of limited companies only).