APPOINTMENT LETTER

Date: 01-Nov-1991

Mrs. Richard Strong

With reference to your application and subsequent interviews/interactions you have had with us, we
are pleased to appoint you as Officia et beatae de in our organization. Your appointment will be
with effect from 04-Mar-1983, subject to the following terms & conditions. This letter of
appointment supersedes all other communications (whether written or not) made to you prior to the
date of issue of this appointment letter. Employee shall here further be also addressed as
“Candidate” and Cerebulb (India) Private Limited as “Company”

1. PLACE OF WORK

Your place of work will be Gandhinagar, however, you may be required to work anywhere in India
or overseas, if the company so directs, based on the exigencies of work. You would also provide
your services for the company, its subsidiaries, or associates, if, as, and when required.
Additionally, the company may depute you at the client’s place/office.

2. EMOLUMENTS

Your total compensation (Cost to the Company) will be Rs. Voluptatibus quia ve/- (Rupees
Praesentium ut magni only) per annum. The breakup of emoluments is annexed herewith. Your
CTC may contain yearly retainership amount, performance incentive etc., as may deem fit by
company any from time to time. Your documents required at the time of joining, detailed salary
break-up and roles and responsibilities are as mentioned in Annexure- A. The bifurcation of the
salary may be revised in accordance with the then-existing laws and/or at management’s discretion.
3. REPORTING

You would be reporting to the Dignissimos dolor co and/or to whosoever the Company deems fit to
be your supervisor, from time to time.

4. PROBATION

You will be placed on probation for a period of 3 months from your date of joining. Your probation
period can be extended in case the management is not satisfied with your performance. The
probation period will be automatically assumed to have been extended until such time as you
receive confirmation in writing from company. During your probation period, Company will
observe your behavior as well as overall performance and Company can terminate you from your
service without any prior notice and/or assigning any reason thereof, if you do not fit and perform as
per the Company's expectation. The leaves in your probation period shall be subject to the
company’s HR policies from time to time.

5. REVIEWS

Performance reviews will be done on a yearly basis. Your increments and promotions are
discretionary to company’s decisions and will be subject to and on the basis of your effective
performance and results during the period as also the performance and results of the Company.
Generally, salary reviews and appraisals would be done once every year. Your growth and increase
in salary and designation will solely depend on your all-round performance, professional efficiency,
profitability of the company, your integrity, discipline, punctuality, guest/client handling, staff
handling etc. ?You assure to not resign post-completion of 9 months from the effective date of
appraisal/increment, failure to which the company reserves the right to rolled back the appraisal
amount. Such differential amount shall be adjusted and settled against your last salary during F&F
(Full and final settlement).

6. RESPONSIBILITIES

In view of your office, you will be required to carry out your duties and responsibilities effectively,
to achieve the desired results. As a part of this company, you shall always abide and adhere to HR
rules and compliance as mentioned in the company’s HR book (a copy of which shall be available
for your reference) and the company’s policies from time to time. This Appointment letter, Non-
disclosure Agreement (NDA), and/or any other additional document (like tenure commitment
agreement, etc.) which may be required by the company, together shall comprise a complete
agreement and understanding with you.

7. LEAVE

The Leave policy shall be as per the Company’s HR handbook. The employee is advised to
understand the HR Policy in detail. In a nutshell, the Company shall provide 18 paid leaves per
annum in addition to National Holidays and week-offs as may be determined by the Company from
time to time.

8. NO SIMULTANEOUS EMPLOYMENT

While employed with this company, you will not, in any circumstances be permitted to work for any
other firm or person, either whole-time or part-time, to own, or in any way be associated with any
firm or person as advisor, director, or partner, whether paid or not, for your services, without prior
written permission of the company.

9. RETIREMENT

You will retire from the services of the Company on reaching the age of 60 years as per the proof of
age submitted by you at the time of joining.

10. CONFIDENTIALITY OF INFORMATION

a. You will not, during the continuance of this appointment and thereafter, disclose, divulge
or communicate to any interested or other persons, whatsoever, any information relating to
the company’s technical knowhow, business practices, client information or any other
information of a confidential character.
 b. As an employee, you shall treat all information obtained during the course of your
employment with the Company, either directly from the other employees of the Company, or
during the course of your work with the Company, as strictly confidential.
c. Such information may include, without limitation, the Company’s finances, customers,
clients, modes of operation, information relating to research, development, trade secrets,
contact names, addresses, phone numbers, etc., but shall not include information known or
available to the Employee prior to his / her employment with the Company and/ or readily
available to persons of ordinary skills in the assigned areas of technical / business expertise.
Additionally, employee shall sign a detailed NDA with the company; acceptance of this
appointment shall be considered as incomplete without signing of the NDA.

11. DISCIPLINE

i. You will be governed by the company’s rules and regulations that may be promulgated
from time to time.
ii. You shall not refuse to take up any assignment related to company’s projects that may be
offered to you by the company.
iii. You shall be expected to abide by the rules and regulations of the company, be courteous,
honest and professional within the company or with its clients/customers, and maintain &
represent the Company’s high standards of professional services at all times, whether in the
Company or at its client’s site(s).
iv. You shall be responsible for all company properties and material that are in your
possession, and all infrastructure like telephones, computers, laptops, projectors etc that have
been provided to you to enable you in your work. Upon Termination, a complete handover of
the same along with company’s acknowledgement regarding the same is mandatory, failure to
which may result in non-release of full and final amount.
v. You shall not publicly criticize, defame or misrepresent the Company and shall not,
knowingly, commit any such actions which may result in the Company’s image / business
being adversely affected.
 vi. During the course of your employment with the Company or thereafter, you will not
solicit business of any nature, either directly or indirectly, for yourself, or for any other party,
from the Company’s clients and / or customers. Additionally, you shall in no manner during
your employment or thereafter, circumvent and compete with company nor shall you directly
or indirectly induce any of the company’s present, past or future employees to leave the
company.
vii. You shall not be using any external storage devices or any other tools which are harmful
/ risky (for data theft r otherwise) to the company’s infrastructure or otherwise at any time
during and post your association with the company.
viii. In case of any disciplinarian issues, company reserves the sole and exclusive rights to
terminate your association on immediate basis without assigning any notice thereof.

12. POSTAL ADDRESS

You will keep the company informed of the postal address along with contact number for
communication including the changes that may occur during your period of employment with the
Company.

13. WORKING HOURS

Working hours shall be in sync with the industry standards and compliances. Shift rotations is a part
of your acceptance as company has multiple international clients and client calls (at client’s
comfortable timings of their country) are one of routine requirements of this job role / profile. The
reporting hours for work are subject to change, depending on the requirements of the Company.

14. OWNERSHIP OF INVENTIONS, IDEAS, ETC.

a. The company shall be the sole owner of all inventions, ideas, materials, systems, codes,
etc. that may be devised / created by the Employee in the course of his / her employment with
the Company.
 b. During the period of employment with the Company, if the Employee applies for any
patents or intellectual property rights (IPR) registrations, all such patents or registered IPRs
shall be considered the exclusive property of the Company.
c. The Employee shall have no claim of any nature whatsoever and undertakes not to utilize,
part with or divulge such information to any third party, even after he / she has ceased to be
an employee of the company.
d. The above terms and conditions shall be binding upon both the parties hereto during the
entire course of employment of the Employee as well as for a period of 3 years’ post
cessation of employment with the Company.
e. Apart from the above terms and conditions, you shall be bound by, and shall adhere to
such other rules and regulations as may be in force, from time to time, in the Company.

15. AUTHENTICITY OF INFORMATION

This appointment is made on the basis of information provided by you in the application and at the
time of interview. Original copies of your certificates, testimonials and previous employment
records should be submitted along with the photocopies for verification. If any declarations given
by you to the Company prove to be false or if you are found to have willfully suppressed any
material information, you will be liable to be removed from service without any notice.
Additionally, you also hereby agree and declare that you have not been found guilty and/or
convicted under any law of India; In case any ongoing litigation, candidate must publish the same
before signing this letter.

16. TERMINATION

a. This employment is terminable by candidate/employee by giving a 30-day (Maybe early,

depending upon the sole discretion of the management) notice during the probationary period
and a 90 days’ notice on/after confirmation or on payment of 3 month's salary in lieu of the
notice period. However, this option to receive an amount in lieu of notice period is only
available upon company’s approval and at company’s sole discretion to approve. In case
company rejects the same, employee shall have no option but to serve a notice period.
 The candidate is not eligible to leave the company in case of tenure commitment agreement
executed and the terms mentioned therein shall over ride this clause of Appointment letter.
The Company reserves the right to recover salary in lieu of any un-served notice period
and/or number of absent days during notice period. Further, the Company may at its
discretion relieve you without pay from such date as it may deem fit even before the expiry of
the notice period and is not bound to give any reason thereof.
b. In the event of any misconduct or breach of terms of employment on the part of the
employee during probation or on/after confirmation the Company reserves the right to
terminate this contract immediately without any notice.
c. No leaves shall be adjusted in notice period and the balance leave are subject to lapse then.
d. On termination of this contract, you will immediately give up to the Company before you
are relieved, all correspondence, specifications, formulae, books, documents, cost data,
market data, literature, drawings, effects or records, etc. belonging to the Company or relating
to its business and shall not make or retain any copies of these items.

17. INDEMNIFICATION

Employee / Candidate shall hold all the directors, employees, consultants, representatives, legal
heirs etc., (“representatives” of the company), but not limited to, harmless against any direct or
indirect loss and/or damage that may be caused by candidate during and post-employment with the
company. Any act of omission, negligence, gross misconduct, breach of trust / confidentiality or any
other clause of this agreement, NDA and all other documents executed by candidate pursuant to this
association shall combined make and hold the candidate be solely responsible and liable to
indemnify the representatives of the company.

The company being in IOT industry/domain, the employee shall be exposed to a lot of the client’s
IT infrastructure’s vulnerabilities as well as the secrecy of the client’s IT security; Signing and
accepting this appointment obliges him/her to accept the liability of any ill doing which is unethical
as well as not permitted by laws of India and of client’s country. Total liability arising due to any
such act like this will be at sole risk and loss of candidate and he/she shall indemnify company for
any such loss arising out of his/her deed /act.
18. JURISDICTION

Your employment is subject to applicable rules by competent authorities of Gandhinagar/ India. In

case of any dispute, the matter should be resolved by arbitration under the Arbitration and
conciliation Act, 1996. However, in case of arbitration fails, Gandhinagar courts shall have
exclusive and sole Jurisdiction to address such disputes.

19. Interference with Business - Non-Circumvention and Non-Solicitation:

a. Non-Circumvention: During the term of this Agreement, Employee shall not entice upon
into any practice of poaching Company’s clients or employees in any way. They should not
be contacting (even in future dates after the agreement ceases) in any manner (Directly,
indirectly or by circumventing in any form) the Company’s clients, suppliers, vendors,
employees, consultants associated to the firm, etc. In case any such instance, evidence, or
testimonials are found in future, the candidate will be entitled to pay a sum of INR. 5,00,000/-
(Five lakh Only) as per breach of confidentiality clause and breach of trust. The employee
will have to strictly follow the above said condition as the Company may be sharing much of
the confidential details of its business and processes; Any employee leaving the organization
will not just hamper the company’s growth but divulging such expertise will adversely
hamper the business prospects of a company and so forth to avoid such situation and protect
company’s business interests, an employee cannot enter or join other client’s of Company. In
case of any such activities carried out by an employee during the association tenure or till two
years after the association gets over, the company has all rights to take action against the
employee on a legal basis (The term can be null and void only by the method of written
consent provided by company’s director/owner at the time of termination of this agreement)
and the cost for such legal litigation or legal process, if any, has to be borne by an employee
on behalf of Company.
b. Non-Solicitation: Employee agrees that for a period of two (2) years after termination of
this Agreement, employee shall not:
i. divert or attempt to divert from the company any business of any kind in which it is
engaged, including, without limitation, the solicitation of or interference with any of its
clients, suppliers, trainees/interns, employees, associate consultants,
 or related parties, or Employ, solicit for employment, or recommend for employment
any person employed/associated by the firm, during the employment period and for a
period of two (2) years thereafter.

20. Miscellaneous:

a. Income Tax as applicable will be deducted at source from your salary.

b. Any previous or future verbal agreement is not part of this employment and Management
will not entertain the same.
c. All other benefits like Ex-Gratia, Annual revision in the salary, etc. will be applicable, only
if you are in employment at the time of its announcement.
d. Your continuation during the probation period and confirmation thereof may be subject to
clearance of periodical tests conducted by the organization to determine your understanding
of business processes and functional skills.
e. During the probation period (which is for 01-Feb-2014 months from your joining date), the
Management will have the liberty to terminate your employment without notice pay. You will
have to give 1 month's notice to the company, in the vent of your resignation during the
probation period. The company however reserves the right to accept your resignation with
immediate effect and relieve you from services without any obligations to pay, upon
company. Employee will be eligible for only sick leaves during his / her probation as well as
Notice period.
f. Notwithstanding anything to the contrary contained, on misconduct or breach of trust (as
determined by the company) on your part, your services can be terminated without any notice
pay and subject to legal proceedings against you.
g. It is mandatory to serve the full notice period unless specifically waived by the
management in written.
h. Adherence to prompt and accurate communication is expected from you at all times and is
non–excusable. Being in the industry with extreme competition, it is paramount that the
response time to both our Internal and External customers is swift and to the point, with
absolute clarity.
Non – Communication or absence in communication directly dents the Company’s image and
Business. Non–compliance or failure on your part in this count will be viewed seriously and
can attract punitive action, including termination of service.
i. You must exercise total discretion towards any third party in all matters concerning the
company, its business and policies, its management, and its employees. You must obtain
written permission from the company, should you wish to engage in speculation or stand as
guarantor.
j. You are not permitted to divulge the contents of this contract to any other party and shall
be considered as a part of Confidential Information.
k. Your appointment letter execution shall mean your confirmation for NDA and other
documents which Company has showcased to you and are to be executed along with
acceptance of this Appointment Letter.
l. Company at their own discretion initiate background screening by themselves or via
designated 3rd party background-checking company. You provide your unconditional and
irrevocable consent to company for getting your background check done as and when
required by the company. You also provide consent to share the background check report
with the Company’s client/s as and when required.
m. Company may be providing you with Company’s devices like Laptops, dongles etc.,
which shall remain the sole property of company. Employee shall return the same as and
when your employment with company gets terminated and/or asked by the company at any
time during your employment or post cessation of your association with the company.
n. Employee / You agree that this is purely a commercial agreement and agree/ provide
irrevocable consent that you shall not hold company criminally liable for any breach of this
agreement; At Maximum, you may claim infringement of Civil laws, if any, and the proof of
burden shall remain on employee.
o. Company reserves the right to initiate actions against employee under contract law, civil
law, criminal law, Information Technology Act, IPR law etc., but not limited to, and as
applicable from time to time against employee breaching any of the clause of this agreement
or as per any act/ behavior which damages/ tarnishes image of company in any manner.
 p. Employee Polices, Rule and Regulation, as may be stated in HR Handbook or otherwise
and as may be issued by the company from time to time, shall be applicable on you and shall
comprise a part of this appointment which you assure to abide by the same.

The above terms and conditions are subject to changes from time to time and the same would be
communicated to you in writing. Please sign the copy of this letter, as a token of acceptance of your
appointment on the terms and conditions mentioned above.

We welcome you aboard and wish you a pleasant, fruitful and mutually beneficial association with
the Company.

Warm Regards,
For Cerebulb (India) Private Limited

Mr. Rivers Jefferson Inc

(Powell and Mullen Associates)

I agree and declare to abide by the terms and conditions mentioned in the letter of appointment,
NDA and other documents which are part of my association with the company.

Name of the Candidate: Ainsley Fry

Candidate Signature: 07-Nov-1978

Place: Gandhinagar

Date: 05-Apr-1978
Annexure – A (Primary Information, Salary Break up and Roles &Responsibilities)

Primary Employee Information:

Name of Employee Summer Burris

Address of Employee Voluptatum iste hic

PAN Details Qui aut est temporib

AADHAR Details Unde minima dolore s

Date of Commencement 19-Mar-1980

Job Title Velit non incidunt

Place of Work: Dolore sapiente proi

Earning Deduction Plus

Et ut doloremque
Basic Rerum est saepe exce PF(Employee) Statutory Bonus Impedit consectetur
dic

HRA Quaerat eos maxime i P.T. Maiores iste ex volu PF(Employeer) Nulla ipsum volupta

Earum ea
DA Accusantium est tem Income Tax 749 Gratuity
exercitatio

Impedit sit
Conveyance Reiciendis eveniet ESI
commodo

Anim deserunt
Medical
quidem

Special Allowance Nulla velit earum as

Gross Salary Exercitation provide Deduction Atque laboriosam ex

Net Salary Magni natus explicab

CTC Amount: 1 Per Month

 Job Roles, Duties, and Responsibilities

Technical Role Eligendi commodi rei

Team Role Nihil illum ratione

Primary Duties Nisi officia quod qu

Other job Duties Quis qui voluptatibu

Job Responsibilities Magni labore et aut

Other Organizational
Holder and Leach Associates
Responsibilities

Requisite Documents:

our confirmation as an employee is subject to your submitting the requisite documents as required
by the company before your confirmation date. The verified copies of following will constitute the
required documents:

1. Class 10 Marksheet(s)
2. Class 12 Marksheet(s)
3. Final Graduation Degree Certificate
4. Post Graduation Marksheet(s) (if applicable)
5. Diploma Certificate (if applicable)
6. Prior Experience Certificate(s) (if applicable)
7. Passport (if applicable)
8. Present and Permanent Residential Proof (Either the Driving License or Election Card,
whichever has the latest and current address proof)
9. PAN card & Aadhar Card (With proper Masking of the data)
10. Copy of last three months Payslips and Bank statement
11. 4 passport-size photographs
12. Relieving Letter from the last / previous employer
You will keep the Management informed of your latest and updated permanent / present
communication / residential addresses and contact telephone / mobile numbers along with the
emergency number of your family. You must communicate any change in them to the Management
by email. The company may ask you for any documents (Original for verification and photocopies
to be submitted) at any time during your employment for the company record purpose.