Appointment Letter - Md. Belal Ahmad

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Private & Confidential

Appointment Letter

Date: March 22, 2022

Md. Belal Ahmad


H. No-N 17, G/F Abul Fazal
Enclave 2 Jamia Nagar,
New Delhi 110025

Dear Belal,

This letter confirms our offer to you for a full-time position with Provana India Private
Limited (the “Company”), effective March 23, 2022, as Process Analyst. This letter, together
with the attached Terms and Conditions of Employment, contains the details of our offer.

Pursuant to the attached Employment Agreement, you will be employed by the Company in
the function of Process Analyst with the general responsibilities as described in the
Agreement reporting to the respective Supervisor or Manager, as applicable.

You will receive a starting annual Compensation Package (CTC) of Two Lakh Sixteen
Thousand Two Hundred and Forty Rupees (INR 216,240). The components of the
compensation package are illustrated in Annexure “I” of this letter (“Employee Compensation
Package”). Your compensation will be subject to the usual deductions for tax and other
applicable statutory deductions normally withheld by an employer in India.

All reasonable business expenses incurred by you in carrying out your duties shall, upon
submission to the Company of written evidence of such expenses to the satisfaction of the
Company, shall be reimbursed by the Company to you.

Please note that you will initially be on probation for six (6) months from the actual date of
your joining the Company except as may be mutually agreed between you and the Company
during such period. During the probation period, your services are liable for termination with
a notice of fifteen (15) days from either side without having to assign any reason. The company
reserves the right to pay fifteen (15) days remuneration (as per the company’s rule) in lieu of
notice to you. Confirmation of your employment and the completion of this probation period
shall occur only upon the successful completion of structured product and other essential
training followed by Company’s written confirmation to you. Thereafter, your employment
with the Company may be terminated at any time by you or the Company in accordance with
the provisions of Section 19 of the Agreement.

In addition to the terms of this Appointment Letter, your employment with the company will
be governed by the Employment Agreement which you have executed on the date hereof.
Please confirm your acceptance of our offer and also the Employment Agreement by signing
and returning a copy of this letter and the Employment Agreement to the undersigned.

This Appointment Letter and the Employment Agreement together contain all the terms of
your employment with the Company and supersede any verbal discussions or prior written
communications. In the event of any discrepancy between these documents and discussions
that you may have had with any Company representative with respect to your employment,
you are requested to immediately notify the HR department or the undersigned.
Private & Confidential

As acceptance of this offer and terms and conditions of your employment with the Company,
you are requested to sign this document and share with us a copy for our office records.

We are impressed by your background and unique set of skills that you bring to the
organization and are confident that your addition to our team will add significant value to
both, you, and the organization.

We look forward to receiving your acceptance of this offer. If you have any questions, please
do not hesitate to contact me or the HR Department.

Sincerely,

For Provana India Private Limited

Dipankar Kalita
Senior Manager-HR and L&D
Private & Confidential

ANNEXURE I
STATEMENT OF COMPENSATION AND BENEFITS

Name Md. Belal Ahmad


Designation Process Analyst
Department BPM Legal Backoffice
Annual CTC INR 216,240

Provana Annual Salary Breakdown


(INR)
A: Annual Fixed Compensation
Basic Salary 155,688
Total A 155,688

B: Statutory Components
Statutory Bonus* 27,156
Company’s Contribution to ESI (3.25% of Gross) * 5,064
Company’s Contribution to PF* 18,684
Total B 50,904

C: Retiral and Additional Benefits


GTL 2,016
GPA 144
Gratuity 7,488
Total C 9,648

Total Annual CTC (A+B+C) 216,240


The company’s contribution to PF and ESI shall be deducted & deposited with PF and ESI
Authorities, along with the employee’s contribution as per the statutory requirements.

*This component will be paid on monthly pro rate basis along with component of section A (if
applicable).

Tax shall be deducted as per Income Tax rules & statutory requirements.

Sincerely,
For Provana India Private Limited

Dipankar Kalita
Senior Manager-HR and L&D

I agree to accept employment on the above-mentioned terms and conditions.

Employee Signature: Place: Noida


Employee Name: Date:
Private & Confidential

EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (“Agreement”) dated as of March 23, 2022, between


Md. Belal Ahmad, an individual residing at H. No- N 17,G/F Abul Fazal Enclave 2 Jamia Nagar
New Delhi 110025 (the “Employee”) and Provana India Private Limited, (the “Company”),
collectively (the “Parties”).

WHEREAS, the Parties hereto desire to enter into this Agreement in order to set forth the
terms pursuant to which the Company will employ the Employee and the Employee will serve
as an employee of the Company;

NOW, THEREFORE, in consideration of the foregoing and the mutual agreements set forth
herein, and other valuable consideration, the parties hereto, intending to be legally bound,
hereby agree as follows:

1. POSITION AND DUTIES

1.1 Upon the commencement of your employment with the Company, you shall occupy the
position and perform the duties specified in the appointment letter, to which this
Agreement is attached (the “Appointment Letter”), as a full-time employee of the
Company (your “Position”) reporting to the Company personnel stated therein.

1.2 You shall devote your entire working time, attention, and energies to the business of the
Company and shall assume and perform such further reasonable responsibilities and
duties as may be assigned from time to time by the Chief Executive Officer or his
designate(s), as applicable. You agree that you shall not undertake any other business
activities, except with the prior written consent of the Company, whether or not you
receive financial compensation for these activities.

1.3 During the term of your employment with the Company, you agree that to the best of
your ability, you will at all times loyally and conscientiously perform all of the duties
and obligations required of and from you pursuant to the express and implied terms
hereof, and to the reasonable satisfaction of the Company. The Company reserves the
right to change, alter or modify your general duties and responsibilities, including your
job title, at its sole discretion pursuant to the needs and requirements of the Company.

2. TERM AND CONTINUOUS SERVICE DATE

2.1 Termination of Employment under Section 19 shall constitute Notice for purposes of
this Section 2 and shall not itself constitute termination of this Agreement.

2.2 The Appointment letter also states when your period of continuous employment with
the Company commences. Your period of continuous employment does not include any
period of service with a previous employer.

3. COMPENSATION

3.1 You shall be paid Compensation as illustrated in Annexure “I”. The salary shall be
payable on a monthly basis. Other allowances and benefits payable shall be detailed in
the Appointment letter. Salaries are reviewed annually as per the Company’s policy post
completion of at least 12 calendar months of continuous employment and any change in
salary will be notified to you in writing.
Private & Confidential

3.2 Performance incentive/bonuses (if applicable) forms part of the gross salary of an
employee and the percentage disbursed to an employee depends upon the outcome of
the performance against the set parameters by the HOD/management. Performance
incentive/bonuses shall be paid annually, quarterly or monthly as applicable based on
the role and the management decision. An employee who leaves or resigns or is
terminated before the end of the first 12 completed calendar months of continuous
employment or leaves or resigns or is terminated before the end of 12 completed calendar
months of continuous employment thereafter, will not be eligible to participate in
performance appraisals/ annual performance incentive for the latest period. An
employee who resigns or is terminated from the organization before the completion of
such stipulated time will not be eligible to participate even if the date of actual
separation is after the completion of the said stipulated time.

3.3 The payment of all compensation shall be made in accordance with the relevant policies
of the Company in effect from time to time, including normal payroll practices, and shall
be subject to applicable statutory deductions at source, as applicable. All requirements
under Indian tax laws and statutory laws, including tax compliance and filing of tax
returns, assessment, etc. of your income, shall be fulfilled by you.

3.4 The Company will be entitled, at any time during your employment, or in any event on
termination, howsoever arising, to deduct from your remuneration any monies due from
you to the Company, including but not limited to, salary, loans or advances, and any
excess leave pay.

3.5 For purposes of this Agreement, the term Last Drawn Cost to Company shall mean the
amount stated in Annexure I as amended from time to time through written
communications from the Human Resources Department.

4. PROVIDENT FUND

If you are a member of the Provident Fund of an establishment covered under the
Employees Provident Fund Scheme, 1952, or such Provident Fund is recognized under
the Income Tax Act, 1961, and you have not withdrawn the total accumulations
standing to the credit of your account in the Fund and the rules in relation to that
Provident Fund permit you to transfer your Provident Fund Account, to Regional
Provident Fund Office under Companies P. F. Code number, to effect such transfer, you
will have to submit your declaration in Form No. 13. Under this scheme at present, you
shall contribute a sum equal to 12% of your basic salary or as per the P.F. rules in effect
at that time, and the Company shall contribute an equivalent amount, from your CTC.

5. GRATUITY

You shall be eligible for Gratuity as per the Payment of Gratuity Act, 1972.

6. HOURS OF WORK

You will be required to work a minimum of 42.5 hours a working week. However, the
Company expects that you will always be attentive to the needs and requests of its
clients which among other reasons could result in the Company requiring you to work
outside normal working hours in the furtherance of your duties. While the Company
does not include Saturdays as a mandatory workday, you will need to be present at the
office or otherwise work on any number of Saturdays for client business, training,
general meetings or otherwise. You may also be expected to travel outside your base
Private & Confidential

location in the course of your duties. No additional remuneration will be paid for work
outside office hours.

7. LEAVES & HOLIDAYS

You will be entitled to Earned Leave, Casual Leave, Sick Leave, and Public Holidays as
specified in the Work Hours and Leave Policy subject to your compliance with the
respective rules contained therein.

7.1 Maternity Leave (Applicable only for female employee)

a. Female employee who has worked in Provana for a period of at least 80 working days
during the 12 months immediately preceding the date of her expected delivery, is
entitled to receive maternity leave of 26 weeks for first two children and 12 weeks for
the subsequent children.

b. Prior to the date of delivery, a female employee cannot avail more than 8 weeks out of
26 weeks or 6 weeks out of the 12 weeks of entitled maternity leave.

c. A female employee who legally adopts a child below the age of three months or a
commissioning mother shall be entitled to maternity benefit for a period of twelve
weeks from the date since when the child is handed over to the adopting mother or the
commissioning mother.

d. A female employee will be entitled to paid leave for six weeks immediately following
the day of her miscarriage on submission of valid proof. Abortion (willful termination
of pregnancy) is excluded from this benefit.

e. Weekends and holidays get sandwiched with Maternity Leaves.

f. Employee is requested to submit a request for maternity leave at least one month before
taking leave.

g. Employee is requested to submit the medical certificate and the necessary documents
upon joining.

h. Paid Maternity Leave can neither be encashed nor carried forward.

i. Female employee who is covered under provisions of the Employees’ State Insurance
Act, 1948, shall avail the maternity benefit as per the guidelines of the said Act.

8. PLACE OF WORK

8.1 You will report to work at A-32 Sector–2, Noida – 2013 01 Uttar Pradesh. The Company
may, after giving you reasonable notice, transfer or assign your services to any place of
business of the Company, which may subsequently be acquired or established, in any
part of India or overseas.

8.2 The Company may also depute you or assign you to any affiliate, associate company,
branch, office, joint venture, subsidiary or other companies, concerns, organizations, or
firms with whom the Company may make any such arrangement or agreement. You may
also be required on a temporary basis to work at any client premises based in India or
overseas.
Private & Confidential

8.3 In the event you are working outside of a Company office, you shall be expected to be
reasonably accessible on the phone and / or any form of instant messaging, currently in
use by the Company.

9. RULES AND REGULATIONS

9.1 The Company shall be entitled to modify the terms of your employment by providing
you with prior written notice and in accordance with applicable law. You will, in
addition to the terms and conditions of employment specifically stated herein, also be
governed by the rules, regulations and such other practices, systems, procedures and
policies framed, amended, or modified by the Company from time to time.

9.2 You will also be governed by statutory laws enacted by Central or State Government or
local authorities as may be applicable to you from time to time.

10. NON – DISCLOSURE OBLIGATION OF EMPLOYEE

Employee agrees to hold all Confidential Information in strict confidence and shall not,
without the express written permission of Company,

(I) Disclose any Confidential Information to third parties; or,

(ii) Use Confidential Information for any purposes whatsoever, other than the purpose
it is intended for. Without limiting the generality of the foregoing, Employee shall be
permitted to disclose Confidential Information only to Company’s officers, employees
and consultants who have an absolute need to know such Confidential Information and
who are informed of and agree in writing to be bound by this Agreement. Employee shall
not make any copies of the Confidential Information except as absolutely necessary.
Any copies which are made shall be identified as belonging to Company and marked
“confidential,” “proprietary” or with a similar legend. Employee shall use his/her best
efforts to assist Company in identifying and preventing any unauthorized use or
disclosure of any Confidential Information. Without limiting the foregoing, Employee
shall immediately advise Company in the event that he learns or has reason to believe
that any person who has had access to Confidential Information has violated or
intended to violate the terms of this Agreement and shall cooperate in seeking
injunctive relief against any such person.

10.1. TITLE

Title or the right to possess Confidential Information as between the parties shall
remain with the Company. Employee shall not gain any interest or rights in or to the
Confidential Information by virtue of its being disclosed to Employee for the limited
purposes contemplated hereunder.

10.2. OBLIGATION OF DISCLOSURE AND RETURN OF INFORMATION

The company has no obligation to disclose Confidential Information to Employees.


Upon the consummation or earlier termination of the Relationship, or at any time upon
Company’s request, Employee shall promptly, at Company’s option, either return or
destroy all (or, if Company so requests, any part) of the Confidential Information
previously disclosed, and all copies thereof, and Employee shall certify in writing as to
its compliance with the foregoing.
Private & Confidential

10.3 RETURNING COMPANY DOCUMENTS


Employee agrees that, at the time of the termination of his/her employment with the
Company for any reason, or at any other time at the request of the Company, Employee
will deliver to the Company (and will not keep in his/her possession, recreate or deliver
to anyone else) any and all Confidential Information and all other documents, materials,
information or property developed by him/her pursuant to his/her employment or
otherwise belonging to the Company, its successors or assigns. Employee further agrees
that any property situated on the Company’s premises and owned by the Company,
including floppy disks, CDs or DVDs, zip drives, hard drives and other storage media,
filing cabinets or other work areas, is subject to inspection by Company personnel at
any time with or without notice.

10.4 DISCLOSURE OF AGREEMENT

As long as it remains in effect, Employee will not disclose the existence or content of
this Agreement to any prospective employer, partner, co - venture, investor or lender
that can be reasonably viewed as a Competitor (as defined in Section 5 hereunder) prior
to entering into employment, partnership or other business relationship with such a
person or entity.

10.5 CONFLICT OF INTEREST

The Employee agrees that there are no contracts, restrictions or other matters which
would interfere with his/her ability to discharge their obligations under this agreement.
If, while performing his/her duties and responsibilities under this agreement, the
Employee becomes aware of any potential or actual conflict between their interests and
those of the Employer, then the Employee shall immediately inform the Employer.
Where the Employer forms the view that such a conflict does or could exist, it may
direct the Employee to take action (s) to resolve that conflict, and the Employee shall
comply with such instructions. When acting in his/her capacity as Employee, the
Employee shall not, either directly or indirectly, receive or accept for his/her own benefit
or the benefit of any person or entity other than the Employer any gratuity, emolument,
or payment of any kind from any person having or intending to have any business with
the Employer.

11. INVENTIONS AND PUBLICATIONS

11.1 Any inventions, designs, or improvements, reports, manuals, papers or any other form
of the publication containing information relating to the products or services of the
Company you may produce or formulate or with which you are concerned during your
employment shall be freely communicated to the Company and shall be and remain the
property of the Company.

11.2 You agree to waive all rights granted by Section 57 of the Indian Copyright Act, 1957,
which may vest in you (whether during or after the date of this employment agreement)
in connection with your authorship of any copyright works created in the course of your
employment with the Company. All such copyright works shall belong to the Company.

11.3 You must give to the Company full details of any intellectual property, invention or
improvement, which you may from time to time make or discover as part of your duties
of employment with the Company, and you must further the interests of the Company
with regard thereto. The Company shall be entitled, free of charge, to sole ownership of
Private & Confidential

any such intellectual property, invention or improvement and to the exclusive use
thereof.

11.4 You will be required, on the request of the Company, to take such steps as are necessary
to obtain protection for any invention, copyright or design or other matters mentioned
in this Section and in order to vest them in the Company who will meet the costs
attendant thereto.

12. CONFIDENTIALITY/SECRECY

12.1 You must always maintain the highest degree of secrecy and keep as confidential the
strategy, names of fellow employees, business lines, equipment, products, intellectual
property, records, documents and such other information relating to the business of the
Company which may be known to you or confided in you by any means and you will
use such strategy, names of fellow employees, business lines, equipment, products,
intellectual property, records, documents, and information only in a duly authorized
manner in the interest of the Company. You shall act in due diligence not to divulge any
client information or professional secrets of the Company or any financial information
including but not limited to, your compensation, the compensation of any other
employees or consultants of the Company, and the billing rates or billing amounts
relating to any Company client. Infringement of the strict confidentiality conditions of
this Section 12.1 will render you liable to summary dismissal and/or prosecution for
criminal breach of trust and any other cause of action available under Indian law.

12.2 You must not at any time after leaving the employment of the Company, for any reason,
disclose or permit to be disclosed to any person, firm, company or other entity any
confidential information or trade secrets relating to or belonging to the Company or to
other companies and/or affiliates of the Company.

12.3 On the termination of your employment, for whatever reason, you will be required to
return to the Company all property, documents and papers in your possession or under
your control relating to your employment or to Company’s business affairs.

12.4 You must not anywhere, at any time after termination of your services or employment
with the Company, either personally or through agents, friends or relatives, directly or
indirectly, represent yourself as being connected to or interested in any way in the
business of the Company.

12.5 In the event of a breach of any of the conditions mentioned in this Section 12, the
Company shall be entitled to injunctive relief and/or specific performance to enforce the
conditions of this paragraph.

13. As a part of our business requirement, we would be conducting your legal background
check, drug test and global database check during the onboarding process and when
required due to commitment with clients. All such information, along with your other
sensitive personal information like bank account details, medical details, educational
details, age, address, telephone number, etc. will be stored with the highest level of
confidentiality and shared internally within Provana, or any third party, strictly on a
need-to-know basis. At times, we may need to share some of this sensitive personal
information with our clients with whom we have executed a confidentiality agreement
as part of our Master Services Agreement. Under all circumstances, Provana shall ensure
that the confidentiality of your sensitive personal information is reasonably well
protected.
Private & Confidential

14. COMPANY PROPERTY

You will always maintain in good condition Company’s assets / equipment which may
be provided to you for official use during the course of your employment and shall return
to the Company all assets and equipment of the Company (including any leased
properties), documents, files, books, papers, memos or any other property of the
Company in your possession or under your control to the Company immediately on
termination of your services by you or the Company, failing which the cost of the same
will be recovered from you by the Company.

15. BORROWING/ACCEPTING/GIVING GIFTS

You will not borrow or accept or give any money, gift, reward or compensation for your
personal gain from or otherwise place yourself under pecuniary obligation to any
person/client with whom you may be having official dealings. You will also not under
any circumstances engage in any activity that involves or even gives the impression of
involving bribery or any illegal activity whatsoever.

16. BACKGROUND INVESTIGATION

16.1 You represent that you have never been convicted of, been charged with or are on trial
for any crime or other transgression whatsoever in India or abroad.

16.2 You will be subject to checking (“Checkings”) that may be conducted either before or
after the date at which full-time employment commences. Checkings will include: (i)
background checks (including checking all facts submitted to the Company,
including, but not limited to your curriculum vitae or application); (ii) reference
checks; (iii) fingerprinting; (iv) drug testing; (v) courtroom check (checks for any
criminal court actions against employee) (vi) background check (checks in all states
of the employee’s residence with in the past five years) (vii) medical examination(s) as
determined to be relevant by the Company.

Either refusal to be subject to Checkings or results that are derived from Checkings
which are in conflict with the material information furnished by you to the Company
will be considered grounds for withdrawal of the offer extended to you and maybe
acted on at any time before or after your commencement date with the Company.

17. DISCIPLINARY ACTION PROCEDURE

17.1 Any breach of the Company's Code of Conduct, policies, etc., or any act of omission or
commission constituting misconduct, or failure to attain or maintain a satisfactory
work standard, by any employee will be regarded as a disciplinary or capability matter.
The procedure for such misconducts, matters or offenses including major misconduct
shall be as set out under the Code of Conduct and/or Progressive Disciplinary Policy. If
you are accused of misconduct, you shall be liable to be suspended from service pending
or in contemplation of inquiry.

17.2 If you are found guilty of any charge of misconduct, you shall be deemed to be absent
during the suspension period and not be entitled to any compensation, remuneration or
other amount subsistence allowance paid / payable.
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In the inquiry, you may bring only a co-employee (who is not accused of similar charges)
to represent or assist you. In no case would you be entitled to bring any outsider who is
not employed with the Company, to represent or assist you at such inquiry.

18. CODE OF CONDUCT

You shall abide and be bound by the Company’s Code of Conduct, and the Code of
Conduct will form a part of this employment agreement. The Code of Conduct may be
appropriately amended at any time at the discretion of the Company and the amended
Code of Conduct shall thereupon be binding on you. You will also carry out and abide
by policies issued by the Company from time to time.

18.1 ETHICAL CONDUCT - Provana expects its employees to conduct business according
to the highest ethical standards of conduct. Employees are expected to devote their best
efforts to the interests of Provana. Business dealings that appear to create a conflict
between the interests of Provana and an employee are unacceptable. Provana recognizes
the right of employees to engage in activities outside of their employment which are of
a private nature and unrelated to our business. However, the employee must disclose
any possible conflicts so that Provana may assess and prevent potential conflicts of
interest from arising. A potential or actual conflict of interest occurs whenever an
employee is in a position to influence a decision that may result in a personal gain for
the employee or an immediate family member (i.e., spouse or significant other, children,
parents, siblings) as a result of the Company’s business dealings

18.2 INTEGRITY - Provana expects its employees to perform all transactions and activities
honestly. All employee activities must be conducted in a non-discriminatory manner.
All Provana employees are required to deal with the company's money, material and
documents with utmost honesty and professional ethics. If found guilty, at any point of
time of moral turpitude or of dishonesty in dealing with the company's money or
material or documents or of theft or of misappropriation, regardless of the value
involved, Provana shall take remedial action, including possible termination of the
employee’s services.

18.3 PROFESSIONAL CONDUCT - Provana employees are expected to display a high level
of professionalism, a strong desire to achieve, and the ability to work as a team player.
Professionalism, reliability, honesty, and integrity are attributes of a Provana employee.
Any conduct that interferes with Provana operations, brings discredit to Provana or
offends clients or fellow staff members is unacceptable.

A violation of this policy will result in immediate and appropriate disciplinary action,
up to and including immediate termination.

19. TERMINATION OF EMPLOYMENT AND RETIREMENT

Your service shall be terminable by either party giving 30 Days’ notice or fixed salary in
lieu thereof. The company reserves the right to pay thirty (30) days remuneration (as
per the company’s rule) in lieu of notice to you. However, no such notice or notice pay
shall be payable in case your services are terminated on account of commission of any
misconduct by you. Accrued leave does not count towards payment in lieu of notice.

19.1 If the business or client commitments so requires; or if you are handling any sensitive,
critical, confidential or time-bound assignment/project/work; or if you want to leave in
the middle of work, without serving your full notice period, wherein your presence,
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involvement or participation is required or is deemed necessary by the Management; or


if any work is pending at your end; or if Management does not find a suitable
replacement or substitute in your place; or if satisfactory, full and proper hand-over is
not given by you to the satisfaction of the Management; or if you are not serving full
notice period may have an adverse impact on the business, client commitments or on
your team, the Company may decline to relieve you earlier than the entire period of
notice or may even refuse to accept your resignation. Your formalities will be initiated,
and your relieving documents will be issued subject, to your fulfilling the aforesaid
requirements.

After notice of termination, you shall cooperate with the Company, as reasonably
requested by the Company, to affect a transition of your responsibilities and ensure that
the Company is aware of all matters being handled by you.

19.2 Notwithstanding any other provision hereof, your employment may be terminated by
the Company without notice or payment in lieu of notice if it has reasonable grounds to
believe that you are guilty of misconduct or negligence or have committed any breach
of this agreement. Termination of your employment under this sub-paragraph would be
without prejudice to Company’s right to claim the actual damages it has suffered
through this breach and any other relief to which the Company may be entitled under
contract, law or equity.

19.3 Misconduct will include without limitation:

19.3.1 Absence from service without notice as required by the Work Hours and Leave Policy
on more than three occurrences;

19.3.2 Going on or abetting a strike in contravention of any law;

19.3.3 Causing damage to the property of the Company;

19.3.4 Continued performance of work functions, which do not meet the standards reasonably
expected by the Company from you, or any repeated disobedience of direction from the
Management;

19.3.5 Breach of confidentiality/secrecy provisions set out in Section 12 above;

19.3.6 Breach of any clauses of the Company’s Code of Conduct as referenced in Clause 18
above;

19.3.7 Physical or mental incapacitation to perform your duties;

19.3.8 Commission of any act detrimental to the interests of the Company;

19.3.9 Commission of any act of moral turpitude;

19.4 Commission of an act of insolvency;

19.4.1 Conviction in any court of law for the commission of any crime;

19.4.2 Either refusing to appear for a drug test as per company policy or failing to clear the
drug test.
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19.5 In the event of dissatisfaction in the results of the background investigation mentioned
in Section 16, your employment may be terminated without notice.

19.6 In the event that you voluntarily terminate your employment during the Term for any
reason whatsoever you shall provide the Company written notice (the “Notice Period”)
as mentioned Clause 19 of this agreement or compensate the Company pro-rata to the
fixed salary for any shortfall in such notice. Such payment cannot include forfeiture of
accumulated Earned Leave, as calculated in accordance with the Work hours and leave
policy.

19.7 In the event of termination of your employment, your employment with the Company
will cease and the provisions of Sections 1, 3, 7, 8, and 9 will no longer have an effect. For
the avoidance of doubt, provisions of all other sections of this Agreement (other than
Sections 1, 3, 7, 8, and 9) shall continue to survive notwithstanding termination of your
employment except that on termination, the Company shall not have any further
liability to you other than for remuneration, allowances and perquisites that have
accrued prior to the effective date of termination of employment.

19.8 An employee who leaves or resigns or is terminated before the end of first 12 completed
calendar months of continuous employment or leaves or resigns or is terminated before
the end of 12 completed calendar months of continuous employment, thereafter, will
not be eligible to participate in performance appraisals/annual performance incentive
for the latest period. An employee who resigns or is terminated from the organization
before the completion of such stipulated time will not be eligible to participate even if
the date of actual separation is after the completion of the said stipulated time.

19.9 You shall retire on the attainment of normal retirement age fixed by the company, which
as the present is sixty (60) years.

20. RESTRICTIONS

20.1 You will not during the Term of this Agreement and for a period of one (1) year following
the date of termination of this Agreement (the expiration of the then-current Term), do
or permit any of the following without prior consent of the Company:

20.1.1 Be concerned with, employed by, engaged or interested in, or advise or own any
business, which is in competition with the business otherwise carried on by the
Company where business shall include the provision of outsourced legal and patent
services for third parties and/or relating to transactions or business affiliation outside
India including without limitation companies engaged in similar activities as those of
the Company as were performed or developed at any time during our tenure that relates
to the business;

20.1.2 Solicit customers or customer of any person who is or has been a customer of the
Company for the purpose of offering to that person goods or services similar to or
competing with those of the Company;

20.1.3 Cause or permit any person directly or indirectly under your control to do any of the
acts or things specified above; and

20.1.4 Hire or solicit any employees of the Company, which includes the persons employed by
the Company after termination of your employment with the Company, for the purpose
Private & Confidential

of offering to that person an employment consultancy or retainership in any other


company, institution, organization or any business whether owned by you or not.

20.2 Breach of any of the above conditions shall entitle the Company to injunctive relief to
enforce the restrictions given in this Section 17.

20.3 Notwithstanding the above, your undertakings contained in this Section 17 shall cease
to have any effect in case the Company terminates your employment without cause.

20.4 Each undertaking in this Section 17 shall be treated as independent of the other
undertakings so that, if one or more is held to be invalid as an unreasonable restraint of
trade or for any other reason, the remaining undertakings shall be valid to the extent
they are not affected.

20.5 In view of the nature of your responsibilities with the Company, and the compensation
and benefits granted by the Company to you, the Company considers the undertakings
in this Section 17 to be reasonable in all circumstances. However, if one or more
undertakings in this Section 17 are held invalid as unenforceable for any reason by a
competent Court, adjudicator or arbitrator (as applicable), other undertakings shall
continue to apply.

21. INDEMNITY

You will fully and effectively indemnify the Company against all losses, damages and
expenses incurred due to any material breach of terms of this Appointment letter, or
any fraud, misconduct or negligence on your part in the course of your employment with
the Company.

22. CORRECTNESS OF THE INFORMATION GIVEN IN THE APPLICATIONS FOR


EMPLOYMENT AND BIODATA

Your appointment is being made on the basis of the information and details given by
you. If, at any time, any information or detail given by you is found to be incorrect or
inaccurate or false, the Company may terminate your services without any notice, salary
in lieu of notice or compensation.

23. OTHERS

23.1 You will be bound by the Code of Conduct of the Company and all other rules,
regulations, instructions, policies and orders issued by the Company from time to time,
in relation to your conduct, discipline and service conditions such as leave, medical,
retirement, etc. as if these Code of Conduct, rules, regulations, instruction, policies etc.
were part of this employment agreement.

23.2 You shall inform the Company as soon as possible about any change in your residential
address.
Private & Confidential

24. All provisions of this employment agreement shall be construed and governed by the
laws of India.

For Provana India Private Limited

Dipankar Kalita
Senior Manager-HR and L&D

ACCEPTANCE CONFIRMATION

I, Md. Belal Ahmad, have read and understood the above terms and conditions governing my
services and employment with Provana India Private Limited, and the same are acceptable to
me.

Signature

Place: NOIDA
Date:

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