Format of Service Agreement

Letter of Undertaking of Employees if they joined the Successors of the company

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CHECK LIST FOR SERVICE AGREEMENT S.NO. REQUIREMENT CONTENTS OF THE BOND 1 STAMP PAPER IT SHOULD BE ON Rs.100/- OR (Rs.50 x 2) OR (Rs.20 x 5) 2 CONTENTS OF THE AGREEMENT A) INTRODUCTION 1. COMPANY 2. RELATED SURETY 3. OTHER SURETY B) AGREEMENT 1. SERVICE PERIOD 2. LIQUIDATED DAMAGES 3 SIGNATURE OF THE SURETIES Sureties should sign on all the papers of the Service Agreement / Surety Bond in Blue / Black ink 4 SIGNATURE OF WITNESS Witness has to sign who is known, but not related, with Full Address at the end of the Service Agreement document 5 ANNEXURE A & B Annexure must be attached to the Service Agreement / Surety Bond with details of the Sureties (Boundaries such as North, East, South & West mentioning neighbours plot no. and location, address of the sureties plot) 6 PROPERTY DOCUMENTS Property documents should be attached in support to Annexure-A & B particulars of the Service Agreement Contd..2/p S.NO. PROPERTY DOCUMENTS REQUIRED REMARKS 1 OWN HOUSE 1. SALE DEED FOR TITLE OF THE DOCUMENT PURCHASE OF LAND SHOULD BE IN FAVOUR 2. MUNCIPAL PERMISSON OF THE OWNER OF THE FOR CONSTRUCTION OF HOUSE HOUSE 3. HOUSE TAX PAID RECEPTS RECENT TAX PAID RECEIPTS 4. VALUATION CERTIFICATE 2 PLOT 1. SALE DEED FOR TITLE OF THE DOCUMENT PURCHASE OF LAND SHOULD BE IN FAVOUR 2. NON ENCUMBERANCE OF THE OWNER OF THE CERTIFICATE FROM PLOT REGISTRATION OFFICE 3 FLAT 1. SALE DEED FOR TITLE OF THE DOCUMENT PURCHASE OF UNDIVIDED SHOULD BE IN FAVOUR OF THE OWNER OF THE SHARE OF LAND FLAT 2. AGREEMENT WITH THE BUILDER 3. PROPERTY TAX PAID RECEIPT 4 AGRICULTURAL 1. PATTADAR PASSBOOK LAND 2. CESS PAID TO GOVT. 3. NON ENCUMBERANCE CERTIFICATE Dear Associate Please find enclosed herewith a. Format of Service Agreement b. Check List for submission of documents Please note that the Service Agreement should be complete in all respects and ensure to use Blue/Black ink pen only while executing the agreement. Usage of either Red or Green ink pen would invalidate your agreement and the same shall be returned. While submitting your documents please ensure to comply with the following: 1. Submission of original executed Service agreement along with a photocopy of the same including all Annexures. 2. Submission of two sets of photocopies of all the documents relating to the properties, pay slips, IT returns, etc. of your surety(s). 3. In the event of property documents of your surety(s) being in any language other than in Telugu or English, the same may be translated into English by an official translator and be notarised. 4. The term ‘Boundaries’ in Annexure ‘A’ & ‘B’ appended to Service Agreement means the details of the adjacent properties lying on the North, South, East, & Western side of the property under surety. 5. All the documents should be attested by a Gazetted officer. 6. All the property documents should be submitted in orderly form. SERVICE AGREEMENT This agreement made at SECUNDERABAD on this the....................day of..........................................year Two Thousand and Six by and between SATYAM COMPUTER SERVICES LIMITED, a company registered under the Companies Act, 1956 having its registered office at Mayfair Centre, S.P. Road, Secunderabad - 500 003 (hereinafter referred to as the “Company”). A N D 1. Mr/Ms.......................................................................................... aged about ……............. Years, S/o,D/o.............................................residing at................................................... (hereinafter referred to as “Software Engineer Trainee”). 2. Mr/Ms …………….............................................................................. aged about ............... Years, S/o,D/o……………....................................................residing at ....................................................Occupation :.................................who is the..................................of the Software Engineer Trainee and is in the capacity of being a related surety promising and undertaking on personally having understood the contents hereof after having been explained the same by........................who has read and translated the same to enable the same to be understood by Mr/Ms........................................(hereinafter referred to as the “the related surety” for brevity); and 3. Mr/Ms……………………........................................... aged about................................. Years, S/o,D/o…………………………...................................... residing at..............................................Occupation .............................Government Service/Private Service serving as...........................at the office of .............................................................................and drawing a monthly salary of Rs........................... as evidenced by the salary certificate dated .................... issued by the...................................................................who is the appropriate authority for the said Mr/Ms......................................who, being familiar with and literate in English, has also read the contents hereof and on understanding the same chosen to affix his/her signature as additional surety hereto (hereinafter referred to as the “other Surety” for brevity) (both the related surety and the other surety being jointly hereinafter referred to as “the Sureties” for brevity) WHEREAS the Software Engineer Trainee has approached the Company on ………… and offered himself/herself of his/her own free will and with the consent of the Sureties for appointment as a Software Engineer Trainee which has been accepted by the Company, which has therefore issued a letter dated …………..to the Software Engineer Trainee who in turn has accepted the above letter, WHEREAS the Software Engineer Trainee in view of the above has further undertaken to serve the Company subject to the terms and conditions specified herein in addition to those specified in the Company’s aforesaid acceptance letter dated................................... WHEREAS the Sureties have in consideration of the appointment of the said Software Engineer Trainee as above stated have agreed to stand guarantee for due fulfillment and observance of the terms and conditions specified herein and Signature of the Signature of the Related Surety Signature of the Other Surety Software Engineer Trainee WHEREAS the Sureties have jointly and severally agreed to furnish the details of their respective properties etc., as per Annexures - A & B respectively. 1. THE SOFTWARE ENGINEER TRAINEE HEREBY AGREES. 1.1 To serve the Company for a period of 2 (two) Years inclusive of training as set out in Clause No.3 of the terms and conditions of the Appointment Letter dated ................... issued by the Company and duly accepted by the said Software Engineer Trainee. 1.2 To obey and to abide by the rules and regulations, service conditions and standing orders of the Company as may be in force from time to time and to comply with orders of his superiors issued from time to time. 1.3 That in the event of his committing breach of any of the terms of this agreement, the Software Engineer Trainee shall compensate the Company by paying to the Company the following amounts. i. Expenses towards Professional and Technical Training @ Rs.5,000/- per month. ii. Actual stipend paid during the training period and iii. Liquidated damages of Rs.2,00,000 (Rupees Two Lakhs Only) which represents a genuine estimated of damages that would reasonably be caused to the business of the Company on account of the said breach of agreement and iv. Any other expenses relating to loss of man and machine hours which otherwise would have fetched a reasonable amount of profits to the business of the Company. 1.4 That in the event of the Software Engineer Trainee leaving, abandoning or resigning from the services of the Company during the mandatory period of service as provided herein and in the appointment letter dated ……………or if the services of the Software Engineer Trainee are terminated by the Company for breach of any of the terms and conditions of the service or for any other reason, the Software Engineer Trainee shall not directly or indirectly engage in or carry on or be a part of the process of Software Technology in which the Software Engineer Trainee was trained/engaged in at present and is being carried on by the Company and the Software Engineer Trainee shall not serve in any capacity whatsoever or be associated with any person, firm or company carrying on similar business as that of the company either in India or abroad, for the remaining period of the said mandatory service period of two years and one more year thereafter. Signature of the Signature of the Related Surety Signature of the Other Surety Software Engineer Trainee 2. THE SURETIES HEREBY AGREE: 2.1 The Sureties hereby undertake to ensure due compliance of the terms of this Agreement by the Software Engineer Trainee. The Sureties shall jointly and severally be liable alongwith the Software Engineer Trainee jointly and/or severally for all the amounts that a Software Engineer Trainee may become liable to pay to the Company on account of breach of any of the terms of this agreement. Further, it is clearly understood that it shall not be necessary for the Company to proceed against the Software Engineer Trainee to recover any amount that may become due by the Software Engineer Trainee to the Company under this Agreement. Even without proceeding against the Software Engineer Trainee, the company can directly proceed against the Sureties only and/or against the related Sureties or the other Surety or either of any three of them or against any two at its own and sole discretion. The fact that the Company proceeds against one of them shall not discharge the liability of others to the Company under this agreement. 3. The Company shall not be responsible for any interruption in or stoppage of training as well as service due to exigencies of work or for causes beyond its control. 4. The conditions of appointment of the Software Engineer Trainee with the Company as contained in the appointment letter issued by the Company, save as expressly modified hereby, shall remain unaffected and shall continue to be binding on the Software Engineer Trainee and his/her Sureties. 5. In case of any dispute arising out of this agreement, it shall be subject to the jurisdiction of appropriate Court at Secunderabad / Hyderabad / Ranga Reddy District IN WITNESS WHEREOF these presents are executed on the day and the year first above written. WITNESSES: SIGNATURE OF THE SOFTWARE ENGINEER TRAINEE (Name & Address in Block letters) 1. SIGNATURE OF THE RELATED SURETY (Name & Address in Block letters) 2. SIGNATURE OF THE OTHER SURETY (Name & Address in Block letters) ANNEXURE - A Details of the Related Surety 1. Name of the Surety 2. Father’s Name 3. Residential Address & Phone No. 4. Office Address & Telephone No/Fax No. 5. Monthly Income 6. Relationship with the Software Engineer Trainee 7. Details of the Properties owned by the Surety S.No. Description of Immovable Property Location Boundaries Market value Movable Assets,if any Market Value. (i). (ii). 8. Banker’s Name and Address and Account No. Signature of the Related Surety. ANNEXURE - B Details of the Other Surety 1. Name of the Surety. 2. Father’s Name 3. Residential Address & Phone No. 4. Office Address & Telephone No/Fax No. 5. Monthly Income 6. Relationship with the Software Engineer Trainee 7. Details of the Properties owned by the Surety S.No. Description of Immovable Property Location Boundaries Market value Movable Assets, if any Market Value. (i). (ii). 8. Banker’s Name and Address and Account No. Signature of the Other Surety

CHECK LIST FOR SERVICE AGREEMENT S.NO. REQUIREMENT CONTENTS OF THE BOND 1 STAMP PAPER IT SHOULD BE ON Rs.100/- OR (Rs.50 x 2) OR (Rs.20 x 5) 2 CONTENTS OF THE AGREEMENT A) INTRODUCTION 1. COMPANY 2. RELATED SURETY 3. OTHER SURETY B) AGREEMENT 1. SERVICE PERIOD 2. LIQUIDATED DAMAGES 3 SIGNATURE OF THE SURETIES Sureties should sign on all the papers of the Service Agreement / Surety Bond in Blue / Black ink 4 SIGNATURE OF WITNESS Witness has to sign who is known, but not related, with Full Address at the end of the Service Agreement document 5 ANNEXURE A & B Annexure must be attached to the Service Agreement / Surety Bond with details of the Sureties (Boundaries such as North, East, South & West mentioning neighbours plot no. and location, address of the sureties plot) 6 PROPERTY DOCUMENTS Property documents should be attached in support to Annexure-A & B particulars of the Service Agreement Contd..2/p

S.NO. PROPERTY DOCUMENTS REQUIRED REMARKS 1 OWN HOUSE 1. SALE DEED FOR TITLE OF THE DOCUMENT PURCHASE OF LAND SHOULD BE IN FAVOUR 2. MUNCIPAL PERMISSON OF THE OWNER OF THE FOR CONSTRUCTION OF HOUSE HOUSE 3. HOUSE TAX PAID RECEPTS RECENT TAX PAID RECEIPTS 4. VALUATION CERTIFICATE 2 PLOT 1. SALE DEED FOR TITLE OF THE DOCUMENT PURCHASE OF LAND SHOULD BE IN FAVOUR 2. NON ENCUMBERANCE OF THE OWNER OF THE CERTIFICATE FROM PLOT REGISTRATION OFFICE 3 FLAT 1. SALE DEED FOR TITLE OF THE DOCUMENT PURCHASE OF UNDIVIDED SHOULD BE IN FAVOUR OF THE OWNER OF THE SHARE OF LAND FLAT 2. AGREEMENT WITH THE BUILDER 3. PROPERTY TAX PAID RECEIPT 4 AGRICULTURAL 1. PATTADAR PASSBOOK LAND 2. CESS PAID TO GOVT. 3. NON ENCUMBERANCE CERTIFICATE

Dear Associate Please find enclosed herewith a. Format of Service Agreement b. Check List for submission of documents Please note that the Service Agreement should be complete in all respects and ensure to use Blue/Black ink pen only while executing the agreement. Usage of either Red or Green ink pen would invalidate your agreement and the same shall be returned. While submitting your documents please ensure to comply with the following: 1. Submission of original executed Service agreement along with a photocopy of the same including all Annexures. 2. Submission of two sets of photocopies of all the documents relating to the properties, pay slips, IT returns, etc. of your surety(s). 3. In the event of property documents of your surety(s) being in any language other than in Telugu or English, the same may be translated into English by an official translator and be notarised. 4. The term ‘Boundaries’ in Annexure ‘A’ & ‘B’ appended to Service Agreement means the details of the adjacent properties lying on the North, South, East, & Western side of the property under surety. 5. All the documents should be attested by a Gazetted officer. 6. All the property documents should be submitted in orderly form.

SERVICE AGREEMENT This agreement made at SECUNDERABAD on this the....................day of..........................................year Two Thousand and Six by and between SATYAM COMPUTER SERVICES LIMITED, a company registered under the Companies Act, 1956 having its registered office at Mayfair Centre, S.P. Road, Secunderabad - 500 003 (hereinafter referred to as the “Company”). A N D 1. Mr/Ms.......................................................................................... aged about ……............. Years, S/o,D/o.............................................residing at................................................... (hereinafter referred to as “Software Engineer Trainee”). 2. Mr/Ms …………….............................................................................. aged about ............... Years, S/o,D/o……………....................................................residing at ....................................................Occupation :.................................who is the..................................of the Software Engineer Trainee and is in the capacity of being a related surety promising and undertaking on personally having understood the contents hereof after having been explained the same by........................who has read and translated the same to enable the same to be understood by Mr/Ms........................................(hereinafter referred to as the “the related surety” for brevity); and 3. Mr/Ms……………………........................................... aged about................................. Years, S/o,D/o…………………………...................................... residing at..............................................Occupation .............................Government Service/Private Service serving as...........................at the office of .............................................................................and drawing a monthly salary of Rs........................... as evidenced by the salary certificate dated .................... issued by the...................................................................who is the appropriate authority for the said Mr/Ms......................................who, being familiar with and literate in English, has also read the contents hereof and on understanding the same chosen to affix his/her signature as additional surety hereto (hereinafter referred to as the “other Surety” for brevity) (both the related surety and the other surety being jointly hereinafter referred to as “the Sureties” for brevity) WHEREAS the Software Engineer Trainee has approached the Company on ………… and offered himself/herself of his/her own free will and with the consent of the Sureties for appointment as a Software Engineer Trainee which has been accepted by the Company, which has therefore issued a letter dated …………..to the Software Engineer Trainee who in turn has accepted the above letter, WHEREAS the Software Engineer Trainee in view of the above has further undertaken to serve the Company subject to the terms and conditions specified herein in addition to those specified in the Company’s aforesaid acceptance letter dated................................... WHEREAS the Sureties have in consideration of the appointment of the said Software Engineer Trainee as above stated have agreed to stand guarantee for due fulfillment and observance of the terms and conditions specified herein and Signature of the Signature of the Related Surety Signature of the Other Surety Software Engineer Trainee

WHEREAS the Sureties have jointly and severally agreed to furnish the details of their respective properties etc., as per Annexures - A & B respectively. 1. THE SOFTWARE ENGINEER TRAINEE HEREBY AGREES. 1.1 To serve the Company for a period of 2 (two) Years inclusive of training as set out in Clause No.3 of the terms and conditions of the Appointment Letter dated ................... issued by the Company and duly accepted by the said Software Engineer Trainee. 1.2 To obey and to abide by the rules and regulations, service conditions and standing orders of the Company as may be in force from time to time and to comply with orders of his superiors issued from time to time. 1.3 That in the event of his committing breach of any of the terms of this agreement, the Software Engineer Trainee shall compensate the Company by paying to the Company the following amounts. i. Expenses towards Professional and Technical Training @ Rs.5,000/- per month. ii. Actual stipend paid during the training period and iii. Liquidated damages of Rs.2,00,000 (Rupees Two Lakhs Only) which represents a genuine estimated of damages that would reasonably be caused to the business of the Company on account of the said breach of agreement and iv. Any other expenses relating to loss of man and machine hours which otherwise would have fetched a reasonable amount of profits to the business of the Company. 1.4 That in the event of the Software Engineer Trainee leaving, abandoning or resigning from the services of the Company during the mandatory period of service as provided herein and in the appointment letter dated ……………or if the services of the Software Engineer Trainee are terminated by the Company for breach of any of the terms and conditions of the service or for any other reason, the Software Engineer Trainee shall not directly or indirectly engage in or carry on or be a part of the process of Software Technology in which the Software Engineer Trainee was trained/engaged in at present and is being carried on by the Company and the Software Engineer Trainee shall not serve in any capacity whatsoever or be associated with any person, firm or company carrying on similar business as that of the company either in India or abroad, for the remaining period of the said mandatory service period of two years and one more year thereafter. Signature of the Signature of the Related Surety Signature of the Other Surety Software Engineer Trainee 2. THE SURETIES HEREBY AGREE: 2.1 The Sureties hereby undertake to ensure due compliance of the terms of this Agreement by the Software Engineer Trainee. The Sureties shall jointly and severally be liable alongwith the Software Engineer Trainee jointly and/or severally for all the amounts that a Software Engineer Trainee may become liable to pay to the Company on account of breach of any of the terms of this agreement. Further, it is clearly understood that it shall not be necessary for the Company to proceed against the Software Engineer Trainee to recover any amount that may become due by the Software Engineer Trainee to the Company under this Agreement. Even without proceeding against the Software Engineer Trainee, the company can directly proceed against the Sureties only and/or against the related Sureties or the other Surety or either of any three of them or against any two at its own and sole discretion. The fact that the Company proceeds against one of them shall not discharge the liability of others to the Company under this agreement. 3. The Company shall not be responsible for any interruption in or stoppage of training as well as service due to exigencies of work or for causes beyond its control. 4. The conditions of appointment of the Software Engineer Trainee with the Company as contained in the appointment letter issued by the Company, save as expressly modified hereby, shall remain unaffected and shall continue to be binding on the Software Engineer Trainee and his/her Sureties. 5. In case of any dispute arising out of this agreement, it shall be subject to the jurisdiction of appropriate Court at Secunderabad / Hyderabad / Ranga Reddy District IN WITNESS WHEREOF these presents are executed on the day and the year first above written. WITNESSES: SIGNATURE OF THE SOFTWARE ENGINEER TRAINEE (Name & Address in Block letters) 1. SIGNATURE OF THE RELATED SURETY (Name & Address in Block letters) 2. SIGNATURE OF THE OTHER SURETY (Name & Address in Block letters)

ANNEXURE - A Details of the Related Surety 1. Name of the Surety 2. Father’s Name 3. Residential Address & Phone No. 4. Office Address & Telephone No/Fax No. 5. Monthly Income 6. Relationship with the Software Engineer Trainee 7. Details of the Properties owned by the Surety S.No. Description of Immovable Property Location Boundaries Market value Movable Assets,if any Market Value. (i). (ii). 8. Banker’s Name and Address and Account No. Signature of the Related Surety.

ANNEXURE - B Details of the Other Surety 1. Name of the Surety. 2. Father’s Name 3. Residential Address & Phone No. 4. Office Address & Telephone No/Fax No. 5. Monthly Income 6. Relationship with the Software Engineer Trainee 7. Details of the Properties owned by the Surety S.No. Description of Immovable Property Location Boundaries Market value Movable Assets, if any Market Value. (i). (ii). 8. Banker’s Name and Address and Account No. Signature of the Other Surety