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NDA - DK (1)

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0% found this document useful (0 votes)
11 views3 pages

NDA - DK (1)

Uploaded by

barixhali21
Copyright
© © All Rights Reserved
We take content rights seriously. If you suspect this is your content, claim it here.
Available Formats
Download as PDF, TXT or read online on Scribd
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ADDENDUM TO EMPLOYMENT CONTRACT

NON-COMPETE, NON-SOLICITATION, NON-DISPARAGEMENT AND


CONFIDENTIALITY AGREEMENT

The following clauses shall be read as an integral part of your Employment


Agreement with Daftarkhwan (Private) Limited. We therefore ask that you read and
accept the following clauses:

1. Non- Compete
1.1. During the term of this Agreement and for a period of twenty four (24)
months (“Restricted Period”) following the Employee’s removal or
resignation from the Company, the Employee shall not, except with the prior
written approval of the CEO of the Company, directly or indirectly, (i) in any
manner whatsoever engage in any capacity with any business competitive
with the Company’s current lines of business or any Business then engaged in
by the Company, any of its subsidiaries or any of its affiliates (the
“Company’s Business”), for the Employee’s own benefit or for the benefit of
any person or entity other than the Company or any subsidiary or affiliate; or
(ii) have any interest as owner, sole proprietor, stockholder, partner, lender,
director, officer, manager, employee, consultant, agent or otherwise in any
business competitive with the Company’s Business. In addition, during the
Restricted Period, the Employee shall not develop any property for use in the
Company’s Business on behalf of any person or entity other than the
Company, its subsidiaries and affiliates.

1.2. During the period commencing on the signing of the Employment Agreement
and ending twenty four (24) months following the Employee’s removal or
resignation from the Company, the Employee will not, directly or indirectly,
(i) induce or attempt to induce any employee of the Company to leave the
employ of the Company; (ii) in any way interfere with the relationships
between the Company and any such employee of the Company; (iii) employ
or otherwise engage as an employee, independent contractor or otherwise any
such employee of the Company; (iv) induce or attempt to induce any
customer, supplier, licensee or other person or entity that has done business
with the Company within twenty-four (24) months of the Employee’s last day
of employment to cease doing business with the Company or in any way
interfere with the relationship between any such customer, supplier, licensee
or other business entity and the Company.

1.3. Whether on Employee’s own behalf or on behalf of any other person or entity,
during the period of their employment with the Company, and for a period of
twenty four (24) months following the Employee’s removal or resignation
from the Company, the Employee shall not for any reason directly or
indirectly, solicit or interfere with the business partners and/or vendors of the
Company, to influence any business partner and/or vendor of the Company to
reduce the level of business it does with the Company, whether or not the
Employee had personal contact with such business partner and /or vendor by
reason of the Employee’s employment with the Company.
1.4. During the period of your employment with the Company and for a twenty
four (24) month period following the Employee’s removal or resignation from
the Company, such Employee shall not, directly or indirectly, solicit or induce
(i) any investors, financing sources or capital market intermediaries of the
Company or any of its subsidiaries or affiliates or (ii) any consultants then
under contract to the Company or any of its subsidiaries or affiliates, to
terminate (or diminish in any material respect) his, her or its relationship with
the Company or any of its subsidiaries or affiliates, for the purpose of
associating with any competing business, or otherwise encourage such
investors, financing sources, capital market intermediaries or consultants, to
terminate (or diminish in any respect) his, her or its relationship with the
Company or any of its subsidiaries or affiliates, for any other reason.

1.5. The Employee further agrees that a breach of this provision would cause the
Employer to suffer irreparable harm and damage that could not be adequately
remedied by payment of monetary damages and therefore, in addition to
monetary damages and other legal remedies, the Employee agrees that the
Employer will be entitled to obtain equitable and injunctive relief as may be
necessary to restrain any threatened, continuing or further breach by the
Employee.

2. Confidentiality

2.1. The Employee covenants and agrees not to reveal to any person, firm, or
corporation any Confidential Information of any nature concerning the
Company or its business, or anything connected therewith. The Employee
agrees that all such Confidential Information belongs to the Company in
perpetuity, beyond the term of this Agreement. The term “Confidential
Information” means all confidential proprietary information, whether in oral,
electronic, magnetic, optical or written form, including but not limited to:
business processes, business strategy, services, products, plans, intentions,
pricing, inventions, intellectual property, trade secrets, know-how, methods,
techniques, algorithms, order platform data, delivery areas, delivery time
details, engineering concepts, product specifications, models, descriptions,
drawings, samples, demonstrations, manufacturing processes, research and
development efforts, development tools, internal and external facing tools,
marketing information, sales, sales/orders data, business operations data,
suppliers, customers, and financial data.

2.2. The Employee further agrees that a breach of this provision would cause the
Employer to suffer irreparable harm and damage that could not be adequately
remedied by payment of monetary damages and therefore, in addition to
monetary damages and other legal remedies, the Employee agrees that the
Employer will be entitled to obtain equitable and injunctive relief as may be
necessary to restrain any threatened, continuing or further breach by the
Employee.

3. Non-Disparagement
The Employee shall not, at any time during the term of this Agreement and
thereafter, make statements or representations or otherwise communicate, directly
or indirectly, in writing, orally, or otherwise, or take any action which may,
directly or indirectly, disparage the Company or any of its subsidiaries or affiliates
or their respective officers, directors, employees, advisors, businesses or
reputations.

4. COMPANY PROPERTY
4.1. All documents and things provided to the Employee by the Company for use
in connection with the Employee’s employment, or created by the Employee
in the course and scope of the Employee’s employment with the Company,
are the sole property of the Company and shall be held by the Employee as a
fiduciary on behalf of the Company. Immediately upon the termination of the
Employee’s employment, the Employee shall surrender to the Company all
such documents and things, including but not limited to, all Confidential
Information, together with all copies, recording abstracts, notes,
reproductions or electronic versions of any kind made from or about the
documents and things and the information they contain.

4.2. All intellectual property, ideas, inventions, writings, software and


Confidential Information created or conceived by the Employee alone or with
others while employed with the Company that relate to the Company’s
business or clients or work assigned to the Employee by the Company
(collectively, “Materials”) constitute “work made for hire” and are the
exclusive property of the Company. If for any reason any Materials cannot
legally constitute a “work made for hire,” then this Agreement shall operate
as an irrevocable assignment and agreement to assign to the Company all
right, title and interest in such Materials. Employee will promptly disclose to
the Company in writing all Materials developed during the employment with
the Company, and Employee will execute such documents as may be
necessary to evidence his/her assignment(s) of all right, title and interest in
Materials to the Company.

If the foregoing reflects your understanding, please sign this Addendum to your
Employment Contract.

ACCEPTED AND AGREED TO:

_____________________________

_____________________________

Dated:

Accepted on behalf of Daftarkhwan Private Limited

_____________________________

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