To:

X Bank, P.G.Box
Dubai, U.A.E.

Place: Date: _

1.

In consideration of you (the word "you/your Bank" hereinafter shall mean X Bank and include its Assigns)granting/agreeing to grant or continue granting loans and credit/banking facilities or any other accommodations (hereinafter referred to as the "Facility") to M/s. xxxx, (address) (hereinafter referred to as the "Borrower"), we the undersigned M/s. Y Bank, (address) (hereinafter referred to as the "Guarantor") hereby irrevocably and unconditionally guarantee as primary obligor and not merely as surety, the full repayment to you on your first written demand without any objection or deference from our part or by the Borrower, and free from any tax deductions, withholdings, setoff or counterclaim, all and every sum of money which is now or at any time thereafter be owing to you on any account(s) of the Borrower with you and/ or with any of your branches whether certain or contingent. present or future and/or solely or jointly with any other person or persons. The guarantee includes and covers the principal amount of the Facility availed to the Borrower together with all charges, expenses, profit, commissions, fees, legal costs/fees and the monthly compoundable interest whether charged, accrued and/or to be charged or accrued in future until full and final repayment of the Borrower's above total liabilities to you. The guarantee amount recoverable hereunder shall not exceed the sum of USD xxxxxx (USD xxxxxxx Only) and in addition interests,charges, costs including legal costs and attomey fees,expenses and fees including fees/costs, penal interest (where appicalbe) are also recoverable under this Guarantee The guarantee is in addition to any other securities and/or guarantees which you now and/or thereafter in future, may hold on the account(s) of the Borrower and is binding on the Guarantor as continuing obligation/liability to you irrespective of any intervening/temporary settlement adjustment made for the said account{s). During the continuance of this guarantee, the Guarantor covenants and undertakes not to take any step(s) or action(s) to enforce any right(s) or claim (s) against the Borrower for any reimbursement of any amount(s) paid by the Guarantor to you pursuant to this guarantee and will not be entitled to participate or share in any securttvties) held or money received by you on the account(s) of the Borrower. Your books, statements, entries and records shall be final and conclusive evidence as to the correctness of balance{s) of the account(s) of the Borrower. You are hereby authorized by Guarantor, at any time without notice, to appropriate/debit/transfer and set-off any deposit(s), money(ies) and credit balancers) or other securities standing in the name(s) and the account(s) of the Guarantor with you and/or with any of your branches towards satisfaction of your dues against the Borrower.

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ThisGuarantee shall not be affected by any composition or delay in payment or rescheduling of the debt and / or release securities and/or vary any terms and/or or any subsequent arrangements made between you and the Borrower and shall continue to remain into effect until full and final settlement of the Borrower's liabilities to you irrespective of any lapse of time or any Law limiting any action(s) and irrespective of any change in the constitution of the Guarantor. Thisguarantee is a guarantee of payment and not of collection, and it shall not be affected in any way by the absence of any action to obtain payment from the Borrower or through any other security. This guarantee shall not be affected by any bankruptcy, insolvency, reorganization or similar proceedings or any merger or acquisition involving the Borrower or any change in the laws, rules or regulations in the laws of the United Arab Emirates. No invalidity, irregularity, orunenforceability of the Facility shall affect, impair your rights,or be a defense to the Guarantor. Failureon your part to exercise, and/or delay in exercising, any right hereunder shall neither operate as a waiver thereof; nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right. Thisguarantee shall be governed by and construed in accordance with the laws of the UAE. Any dispute arising under or in connection with this guarantee and any proceeding which may be brought or enforced under this guarantee shall be submitted to the jurisdiction of the courts of the UAE The liability of the Guarantor under this guarantee shall not exceed USD xxxxxx (USD xxxxxx only), plusa'ccrLied-:i~tere~i, fees, charges, commissions, expenses and all costs, including, without limitation a" legal charges of enforcing the obligations of the Guarantor All notices, demands and communications to the Guarantor with respect to this guarantee, until you are notified to the contrary in writing, shall be sent by to the Guarantor at:

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ThisGuarantee is automatically renewable for further period of 3 years

("GUARANTOR")

SEAL