AGREEMENT UNDER THE SERVICE CONTRACT

Agreement of Service Contract made on this the day of _____________ of 2013,

BY AND BE!EEN
M/s. HXXXXX Technologies Priv!e "i#i!e$ a com"any #egistered $nder he
Com"anies Act 1%&' having its #egistered (ffice at ) ***, ******,
Soma+ig$da, ,ydera-ad . &000/2 re"resented -y its A$thorised Signatory Mr.
%%% , The
%%%%%%%%%%%%%%%of the Com"any hereinafter referred to as 0irst "art for -revity
1hich term sha22 $n2ess re"$gnant to the conte3t mean and inc2$de its
S$ccessors.in.interest, sister com"anies, s$-sidiaries and assignees
AND
Mr. XXXXXXXXX S4o 5r6 XXXXXX, aged a-o$t &' Years, c$rrent2y residing at
Plo! No. XX( XXXXXXXXX( XXXXXXX, H)$er*$( +,,,-.666 hereinafter
referred to as Second 7art6
AND
Mr. XXXXXXXXX S4o 5r6 XXXXXX, aged a-o$t &' Years, c$rrent2y residing at
Plo! No. /+, 0n1ri) 2es! Ci!), Mi)13r, H)$er*$( +,,,-.666 hereinafter
referred to as hird 7art or S$rety6
!,E#EAS the first "arty is a re"$ted Soft1are com"any, 1hich is engaged in
the -$siness of Soft1are Deve2o"ment and having its #egistered (ffice at )
***, *****, ******, ******, ,ydera-ad . &000/2
!,E#EAS the second "art is -eing so em"2oyed -y the first "art in a "osition of
Soft1are Engineer and is desiro$s of sending the second "art a-road for some
s"ecific "ro+ect on a short term -asis 1ith first "art or its -$siness a22iance
"artners a-road6 A22 s$ch e3"endit$re invo2ved for the "ro+ect that might have to
-e inc$rred to1ards o-taining 8isas and other trave2 re2ated doc$ments etc6
1o$2d -e -orne -y the first "art6
!,E#EAS the third "art is the 0ather4,$s-and of the second "art and as s$ch
he is vita22y interested in his 1e2fare and em"2oyment and hence 1i22ing2y agreed
to e3ec$te this agreement "rotecting the rights of the first "art as contained in
this agreement6
!,E#EAS second and third "art have a2ready -een e3"2ained and made to
$nderstand the effort and e3"endit$re the first "art is inc$rring in sending the
second "art a-road, 1hich is one of the -asis for this agreement in addition to
inde"endent terms and conditions that find "2ace -oth in the a""ointment order
as 1e22 as this agreement6
!,E#EAS a22 the "arties hereto have decided to enter into this Agreement of
Service 1ith 9$arantee 1hich 1i22 -e m$t$a22y -eneficia2 to each other:
NO2 THIS DEED 2ITNESSETH AS 4O""O2S:
16 VA"IDIT5
A6 he va2idity of this agreement is for a "eriod of 6& months from the date
of this agreement, after 1hich it can -e f$rther e3tended $" to s$ch
"eriods of time as m$t$a22y agreed -et1een -oth the "arties6
B6 ;n the event, -oth the "arties to this contract are desiro$s of e3tending the
contract, they may do so 1ithin a "eriod of 7, days after the com"2etion
of the 12 5onths "eriod sti"$2ated in the agreement and if the agreement
is not e3tended 1ithin 30 days from e3"iry of the agreement then this
contract is a$tomatica22y terminated6
26 Res1onsi*ili!ies o8 !he 8irs! 1r!9
A6 he first "art $nderta<es to "rovide good 1or<ing environment to the
em"2oyee of the second "art d$ring the "eriod of service 1ith the first "art6
B6 he em"2oyer of the first "art 1i22 "ay a conso2idated sa2ary of
#s6______________4.=#$"ees _______________________ on2y> "er
month d$ring the first year d$ring the s$-sistence of this agreement and
-ased on the "erformance of the second "art, the "arty of first "art may
increase the sa2ary6
36 Res1onsi*ili!ies o8 !he secon$ 1r!9
A6 he second "art agrees not to transfer any information re2ating to the
<no12edge gained4o-tained d$ring the s"ecia2i?ed training4or 1or<ing to
any third "arty, d$ring the "eriod of this agreement6 he second "art
agrees to devote himse2f to a""2y the <no12edge gained -y him d$ring
training to1ards any activity s"ecified -y the first "art or -y the -$siness
a22iance "artners of the first "arty6
B6 ;n the event of the second "art a-andons the service of the first "art or
-$siness a22iance "artners of the first "art -efore the com"2etion of the
said "ro+ect4assignment, or -efore the e3"iry of the agreement he sha22
-e 2ia-2e to "ay a s$m of #s6_________________4. =#$"ees
__________________ on2y> 1hich is a gen$ine "re.estimate of the
amo$nt that 1o$2d -e inc$rred -y the first "art to1ards s"ecia2 trainings
and other e3"enses inc$rred -y them on the "arty of second "art, a"art
from any 2oss ca$sed -y the second "art to the first "art and the first
"art may recover the damage ca$sed -y the second "art, and the
second "art and the "arty of the third "art are +oint2y and severa22y 2ia-2e
to "ay #s6_______________4. =#$"ees _______________________
on2y> to the first "art and get re2ieved from the o-2igation of this
agreement6
@6 Non:Disclos3re ; Circ3#ven!ion:
A6 D$ring the co$rse of the em"2oyment, the second "art 1o$2d -e coming
across a 2ot of confidentia2 information "ertaining to the first "art and their
-$siness a22iance "artners or c2ients6 he second "art is therefore
e3"ress2y "rohi-ited from contacting, either direct2y or indirect2y, any of
the -$siness a22iance "artners or c2ients of the first "art for any
commercia2 "$r"ose invo2ving soft1are deve2o"ment, training or other
a22ied activities for a "eriod of @ years from the date of 2eaving the
em"2oyment of the first "art or the termination of this agreement6 A
-reach of this condition -y the second "art 1o$2d ma<e him and the "arty
of the third "art 2ia-2e to "ay a "ena2ty as sti"$2ated in the defa$2t and
"ena2ty c2a$se of this agreement6
B6 he second "art is a2so e3"ress2y "rohi-ited from disc2osing any s$ch
information that might -e detrimenta2 to the interest of the em"2oyer of the
first "art, their -$siness a22iance "artners or c2ients to any of their
res"ective com"etitors or third arties6 A -reach of this condition -y the
second "art 1o$2d ma<e him and the "arty of the third "art 2ia-2e to "ay a
"ena2ty as sti"$2ated in the Defa$2t and 7ena2ty c2a$se of this agreement6
C6 he second "art 1i22 a21ays <ee" the first "art informed of his c$rrent
residentia2 address a-road d$ring the s$-sistence of this contract6
&6 G3rn!ee:
By virt$e of this Agreement the "arty of the third "art sha22 -e the
g$arantor for a22 the financia2 2ia-i2ities of the "arty of the second "art
accr$ing and arising on acco$nt of the "erformance in -reach or
non"erformance of this agreement6
'6 Generl:
A6 ;t is c2ear2y $nderstood that any a""2ication deve2o"ed, ne1 discoveries or
co"yrighta-2e materia2 made -y the second "art as a direct res$2t of the
training im"arted -y the first "art to the second "art or -y the second "art
$sing the infrastr$ct$ra2 and other faci2ities of the first "art, 1i22 -e the
e3c2$sive "ro"erty of the "arty of first "art and the second "art sha22 have
no rights or c2aims over s$ch "ro"erty6
B6 he second "art is free to o-tain 2ega2 advice -efore signing this contract
and it is ass$med that the second "art has signed this agreement after
o-taining 2ega2 advice on2y6
C6 Any reference to the masc$2ine gender 1i22 a2so inc2$de the feminine
gender and "2$ra2 gender 1here a""ro"riate6
D6 he second "art 1i22 "rod$ce a22 the origina2 certificates o-tained -y him
for verification -efore the first "art for verification6
E6 0irst "art here-y agrees to initia22y em"2oy the second "art as its Soft1are
Engineer and the second "art here-y acce"ts s$ch em"2oyment in
accordance 1ith the terms of this Agreement and the terms of
em"2oyment a""2ica-2e to reg$2ar em"2oyees of the first "art6 ;n the event
of any conf2ict or am-ig$ity -et1een the terms of this Agreement and
terms of em"2oyment a""2ica-2e to reg$2ar em"2oyees, the terms of this
Agreement sha22 contro26 A""ointment of the second "art to another office
or "osition, regard2ess of 1hether s$ch office or "osition is inferior to
em"2oyee of the second "artAs initia2 office or "osition, sha22 not -e a
-reach of this Agreement6
06 he d$ties of the second "art sha22 inc2$de the "erformance of a22 of the
d$ties ty"ica2 of the office he2d -y the second "art as descri-ed in the
-ye2a1s of the first "art and s$ch other 2a1f$2 d$ties and4or "ro+ects as
may -e assigned -y the -oard of directors of the first "art Com"any, a
s$"erior officer of the first "art Com"any or any other officer6 hat the
second "art sha22 -o$nd to acce"t the em"2oyment any 1here in the 1or2d
as offered -y the first "art and sha22 contin$e to -e in em"2oyment of the
first "art or at its discretion in any other de"artment of the first "art or any
c2ientAs office of the first "art for a "eriod of 12 5onths6
96 he second "art sha22 devote his entire "rod$ctive time, a-i2ity and
attention to the -$siness of the first "art and sha22 "erform a22 d$ties in a
"rofessiona2 ethica2 and -$siness 2i<e manner6 he second "art 1i22 not,
d$ring the term of this Agreement, direct2y or indirect2y engage in any
other -$siness, either as an em"2oyee, cons$2tant, "rinci"a2, officer,
director, advisor, or in any other ca"acity, either 1ith or 1itho$t
com"ensation, 1itho$t the "rior 1ritten consent of the first "art6 he
second "art sha22 not disc2ose any technica2 or other detai2s and
information that comes to his <no12edge d$ring the co$rse of this
em"2oyment 1ith the first "art to others6
,6 he ;nitia2 erm of this Agreement sha22 commence from _________ and it
sha22 contin$e in effect for a "eriod of 12 months6 hereafter, the
Agreement sha22 -e rene1ed $"on the m$t$a2 agreement of the first and
second "art6 his Agreement and the second "artAs em"2oyment may -e
terminated at first "artAs discretion any time d$ring the c$rrency of the
Contract, s$-+ect to the "ayment of 6+ days gross sa2ary6
;6 ;n the event the second "art commits -reach of any materia2 o-2igation
o1ed to the first "art $nder this Agreement, ha-it$a22y neg2ects the d$ties
entr$sted to -e "erformed $nder this Agreement, engages in any cond$ct
1hich is dishonest, damages, the re"$tation or standing of the first "art,
and "re+$dicia2 to the interests of the first "art or its B$siness A22iance
"artners a-road, or is convicted of any crimina2 act or engages in any act
of mora2 t$r"it$de, then Em"2oyer may terminate this Agreement $"on five
<+= days notice to the second "art6
B6 hat the first "art sha22 have the right to s$s"end or dismiss the second
"art for any -reach on the "art of the second "art, or any of the terms and
conditions hereof or those of the em"2oyment scheme and any of the r$2es
and reg$2ations of the first "art6 !ith regard to the e3"endit$re inc$rred
on acco$nt and in connection 1ith o-taining 8isas and other trave2 re2ated
doc$ments etc of the first "art as "rovided herein -efore $nder this
Agreement, the second "art and the third "art sha22 -e +oint2y and severa22y
2ia-2e for the same and is -o$nd to ma<e good the amo$nt in addition to
the amo$nt s"ecified in Defa$2t and 7ena2ties of this agreement6
C6 he s$rety 1i22 -e co.e3tensive2y 2ia-2e for any -reach of the terms of this
agreement6 he first "art sha22 -e at 2i-erty to "roceed against the s$rety
for ens$ring the com"2iance of the terms of this Agreement6
D6 Any change in the a-ove addresses of any of the concerned "arties i6e6
Com"any, Em"2oyee or 9$arantor, sha22 -e d$2y informed to the other
"arties -y the "arty 1hose address has changed 1ithin a "eriod of seven
days of s$ch change6
56 ;f no s$ch change has -een intimated or received, the addresses
mentioned sha22 -e deemed to -e the addresses of the concerned "arties6
N6 his Agreement terminates and s$"ersedes a22 "rior $nderstandings or
agreements on the s$-+ect matter hereof6 his Agreement may -e
modified on2y -y a f$rther 1riting that is d$2y e3ec$ted -y -oth "arties6
(6 ;f any term of this Agreement is he2d -y a co$rt of com"etent +$risdiction
to -e inva2id or $nenforcea-2e, then this Agreement inc2$ding a22 of the
remaining terms, 1i22 remain in f$22 force and effect as if s$ch inva2id or
$nenforcea-2e term had never -een inc2$ded6
76 ;n case of any dis"$te arising o$t of the a-ove Agreement, the +$risdiction
sha22 -e the co$rts in ,ydera-ad6 No other co$rts either in ;ndia or
o$tside ;ndia sha22 have +$risdiction in res"ect of the enforcement,
inter"retation and other as"ects of and in connection 1ith this Agreement6
/. 03ris$ic!ion9
he "arties agree that they 1i22 $se their -est efforts to amica-2y reso2ve
any dis"$te arising o$t of or re2ating to this Agreement6 Any controversy,
c2aim or dis"$te that cannot -e so reso2ved sha22 -e s$-+ect to the
+$risdiction of the Civi2 Co$rts of ,ydera-ad
>. De83l! ; Penl!ies n$ re#e$ies 8or *rech o8 con!rc!:
A6 As the first "art 1o$2d -e s"ending a considera-2e amo$nt of time, money
or other reso$rces on sending the second "art a-road and im"art
s"ecia2i?ed <no12edge, $" gradation of the s<i22s of the second "art,
therefore, an amo$nt of #s6______________4. =#$"ees
_______________________ on2y> sha22 -e recovera-2e from the second
"art and4or the s$rety 1ho are a22 +oint2y and severa22y 2ia-2e to "ay in the
event of the second "art 2eaving the services of the first "art 1itho$t any
reason attri-$ta-2e to the first "art, on his o1n accord -efore the e3"iry of
the "eriod as mentioned $nder C2a$se.1A of this agreement6 his
amo$nt 1o$2d a2so -e recovera-2e in case of ANY defa$2t or -reach of any
of the covenants of this contract6
B6 he said amo$nt sha22 -e "aid to the first "art 1ith immediate effect -y the
second "art and4or -y the "arty of the third "art as mentioned
hereina-ove6
C6 Not 1ithstanding anything contained herein the "arty of the first "art is
entit2ed to c2aim "$nitive damages and "rohi-itory damages -efore the
Civi2 Co$rts of ,YDE#ABAD in the event of any 2oss or damage
occasioned to the first "art d$e to the -reach of contract and not covered
-y c2a$se /A of this Agreement and that the second "art as 1e22 as the
s$rety are 2ia-2e +oint2y and severa22y6
D6 Not 1ithstanding anything contained herein a-ove the "arty of the first "art
herein is entit2ed to a""roach the Civi2 Co$rts of ,YDE#ABAD for S"ecific
"erformance, S"ecific #e2ief or any other re2ief as is avai2a-2e to it $nder
2a16
;N !;NESS !,E#E(0 the first "art, the second "art and the third "art
acting in "erson have signed and e3ec$ted this Agreement in their res"ective
names and on their -eha2f and de2ivered to the first "art on the Day, month
and year first 1ritten a-ove6
S;9NED AND DED;8E#ED BY
6EEEEEEEE66 6EEEEEEEEE
0irst 7art Second 7art
XXXXXXXX

0or 54s6 ,****** echno2ogies 7vt6 Dtd6
EEEEEEEE6
hird 7art
!itnesses:
6EEEEEEEE66 6EEEEEEEEE
Name and Name and
Address: Address: