Date: February 16, 2017

Neha Sahani
Bareilly
India

Dear Neha,
LETTER OF APPOINTMENT

Congratulations! We have pleasure in making an offer to you for the post of Client Tech Supt Associate Noida. We expect you
to join the company on or before February 20, 2017. You will be a part of the Dell Business Process Solutions India Private
Limited, ("NTT DATA") legal entity.

We believe that our employees form the basis of our success and are therefore our most valued assets. Accordingly, we have
always believed in giving them the very best work environment and facilities that allows them to deliver results to their full potential.
You can look forward to the same when you join us !

The other terms & conditions of your service are attached in the annexures.

We look forward to a long and mutually satisfying association with you and hope you find the atmosphere challenging and
Invigorating to realize your potential

Please sign the duplicate copy of this letter and return it to us as a token of your acceptance of the terms and conditions of
employment offered to you. You can hand this over to the relevant authority on the day of joining.

Regards,

Jayashree K.V
 Annexure 1

Name : Neha Sahani Position:Client Tech Supt AssociateNoida Grade: IC

Component INR (Rs.) per Annum
Basic Salary 92,716.00
Basket of Allowances* 139,074.00
Base Salary 231,790.00
Provident Fund**** 11,126.00
Gratuity** 4,460.00
Total Fixed Compensation 247,376.00
Services Bonus Plan***
0 23179
(010% of Base Salary)
Annual Earning Potential 247376 270555
Note: If entitled, you will be reimbursed relocation expenses as per Company policy.

*The Basket of Allowances includes components such as HRA, Medical Reimbursement, LTA and Conveyance. You may be
eligible for all the allowances or a combination of them, depending on other factors including your job grade. Please contact HR
Staffing for further details regarding the components you are eligible for and the limits there under that are applicable to you.

**Gratuity: Payment of Gratuity would be as per the criteria set out in the Payment of Gratuity Act

***Services Bonus Plan: NTT DATA uses variable bonuses to reward employees for their contributions to the success of the
company and its clients. In addition to your base salary, you will be eligible to participate in NTT DATA bonus plan (SBP). NTT
DATA reserves the right to vary / modify the terms and amount of your SBP at its sole discretion from time to time.The payments,
under the plan, if any, are made annually and will be prorated for the number of days the employee has worked in that financial
year. All terms and conditions of your employment contract continue to apply.

****PF contribution: If your basic salary is less than INR 15000 per month, then for the purpose of PF computation and contribution,
the sum total of basic salary, conveyance and undeclared portion of the basket of allowances(BOA) will be considered up to the
extent of INR 15,000 per month.

Illustration: If your monthly basic salary in the salary table above is INR 6000, conveyance is INR 800 and your undeclared BOA is
INR 2,000, then PF = 12% of 8800 which amounts to 1056. Employer and Employee contribution to PF will be 1056.

The above are subject to the policies of the Company, as applicable from time to time.

Yours sincerely,
FOR Dell Business Process Solutions India Private Limited
Dilipkumar Santhanam
NTTDATA Human Capital
 Annexure 2

Other TERMS AND CONDITIONS OF EMPLOYMENT

Your total compensation and benefits will be as per the enclosure. All the tax liabilities on the entire
compensation, at present or in the future, shall be borne by you. The compensation is at a cost to company
basis.

You will be on probation during the first six (6) months of your joining the Company. The period of
probation may be reduced or extended at the sole discretion of the Company. Your confirmation is subject
to our evaluation of your performance. If your performance is satisfactory, you will receive a letter of
confirmation, at the end of our Confirmation Appraisal process. If your performance is unsatisfactory during
the probation period, the Company reserves the right to terminate your services in accordance with this
letter.

Training: The Company may also send you to a location of it's choice until the SEZ unit is ready for
occupancy or to any location abroad for the purpose of specific skills training relevant to your employment
with the Company. If your employment with the Company ends for any reason within the first twelve (12)
months of the company sending you abroad for specific skills training, you will be required to repay to the
Company, all of the costs paid to you or incurred on your behalf for this training.

Your role, duties and responsibilities will be as assigned to you from time to time by your assigned
supervisor(s) as authorized by the Company. You agree to serve the Company faithfully and perform such
duties as may be entrusted by your assigned supervisor(s) as authorized by the Company from time to
time.

Transfer to Other Locations: Your services may be transferred to any one four Associate/Group
companies or Units in India or Overseas to carry out any assignment arising out of the Company's business
including transfers to any of its offices (or locations of its customers) in India or abroad on terms and
conditions as applicable to such transfers. If this results in a change of your service conditions, the
Company will issue you a prior communication of the same.

Joining costs/expenses: The Joining Costs, as defined in Annexure 3, if applicable, will be paid to you
along with your first month's salary. If your employment with Company ends for any reason within the first
12 months of joining, other than a termination without cause by the Company, you will repay the Company,
all of the joining costs paid to you or paid on your behalf.

During the term of your employment you agree to devote your entire energy, full and undivided attention
exclusively to provide services to the Company/ its clients and commit that you will not represent, handle or
otherwise undertake any other business activity, it being clearly understood that you will devote your full
working time exclusively to the Company's work and business. You will not carry on, without prior
permission in writing, any lecturing or any business, either alone or in partnership, or be directly or indirectly
employed or be concerned with any business, trade or profession whatsoever as a principal or an agent or
otherwise, take up any office or place/ position of profit or serve any other company as an agent/ partner/
employee or in any other capacity during the term of your employment with the Company. Breach of this
condition shall lead to immediate termination of your services by the Company without any notice or
compensation.

You agree and represent to the Company that you are not subject to any other existing contract, which
would affect or impede your ability to perform in accordance with this letter.
 This agreement may be terminated by providing a notice in writing on either side or salary in lieu of such
notice. As per the Company's current policy, the notice period is 30 days for employees on probation and
60 days for employees who have been confirmed in your Salary Grade. Your relieving from the services
however, depends on the satisfactory completion of any assignment(s) you are working on during the said
notice period and the completion of hand over formalities as defined by your supervisor. Please bear in
mind that the Company's policies (including the one pertaining to notice period / separation) are subject to
changes from time to time and you will be communicated of those changes in a timely manner.

The Company, at its discretion can waive the applicable notice and relieve you immediately upon paying
you the base salary in lieu of the said notice period or can ask you to continue in service during the period
of notice and need not necessarily accept salary in lieu of notice from you. The Company may, however
terminate your services without any notice or compensation in the event of:

o You remaining absent from work without authorization or reasonable explanation for more
than three (3) consecutive days. It would be considered as voluntary abandonment of duties
and your name would be struck off from the rolls. Further, you will be liable to pay the
Company, including without limiting, an amount in lieu of the notice period.

o Incompleteness of documents or misrepresentation of facts provided during the hiring

process. Further, in addition to termination without any notice or compensation, the
Company shall have the right to claim from you the damages equal to the amount spent by
the Company in recruiting you and for conducting your background verification. You agree
that the damages are most reasonable and are absolutely necessary and fully required to
safeguard the bonafide interests of the Company.

o Further, in addition to termination without any notice or compensation, the Company shall
have the right to claim from you the damages equal to the amount spent by the Company in
recruiting you and for conducting your background verification. You agree that the damages
are most reasonable and are absolutely necessary and fully required to safeguard the
bonafide interests of the Company.

o Any breach or refusal to carry out your duties or responsibilities or refusal to carry out
tasks assigned to you by those in authority.

o Any reasonable suspicion of misconduct, disloyalty, commission/omission of an act

involving moral turpitude, any act of indiscipline or inefficiency.

It is hereby agreed by and between the parties that in case you leave the services of the Company out of
your own will without serving on the Company the prescribed written notice or salary in lieu there of, the
same shall constitute a substantial breach. In such event, you agree that all sums advanced or to be
advanced hereafter or paid or otherwise expended on your behalf or on your account and any other
expenses lawfully incurred by the Company in connection with your probation/ training/ employment shall
be paid back by you to the Company.

Upon joining the Company you shall enter into the confidentiality undertaking as a condition of your
employment hereunder. Upon the termination of your employment, you will return to the Company all
papers, notes, records, documents and other properties that was used created or controlled by you or
happened to come across or become known to you during your tenure of service relating to the business or
affairs of the Company or any of its associates or branches or their clients and will not retain any copies or
extracts of the same.

You will be entitled to leave and other fringe benefits as per the policies of the Company that may be in
effect from time to time.

The Company is a member under the Provident Fund scheme and registered under the Employee
Provident Funds and Miscellaneous Provisions Act, 1952. You will be required to be a member of the
Provident Fund scheme subject to the act and rules.
You hereby give your consent for carrying out background verification which may include education, past
employment, criminal background check, pending litigation, medical test and any other verifications as may
be required by the Company or its clients from time to time.

This appointment is subject to:

o You furnishing the Company with a relieving letter as requested on or before the date of
joining from all your previous employers including your most recent employer.

o The Company receiving satisfactory reports from all references cited in your application.

o The Company receiving satisfactory reports on your background verification (By signing a
copy of this letter you authorize the Company to appoint an agency of its choice to conduct
such verification). The Company may carry out background verification either at the time of
your joining or anytime as and when you are being seconded to its clients. In the event of
your background verification being negative, the Company shall have the right at its sole
discretion to initiate appropriate action including termination of your employment

o The Company receiving certification from designated medical practitioner as to your

satisfactory physical condition.

The Company has a Zero Tolerance policy towards unethical behavior:

o If it comes to the notice of the Company at any time that any of the details provided by you
is false, the Company reserves the right to terminate your services with immediate effect
without paying any salary in lieu of the notice period.

o Your conduct at all time should reflect observance of the national and local laws and the
rules and regulations of the Company that are in effect. These may change from time to time
and you have a duty to be in step with the changes. In all dealings with the Company and its
clients and their organizations, the highest standards of propriety and integrity will be
expected of you.

The Company reserves the right to depute / transfer your services to any other location or group company
in consistence with the Company's interest.

You covenant and agree that for a period of one (1) year following your resignation, relieving, retrenchment
or termination of your employment for any reason whatsoever, you shall not directly or indirectly do any of
the following:

Solicit or accept any business from a person, firm or corporation that is a customer of the Company during
the term of your employment with the Company.
Solicit or accept any business from any person, firm or corporation that is prospective customer of the
Company with whom you had any dealings on the Company's behalf during the term of your employment
with the Company.

Communicate with any customers of the Company, or communicate with any employee of the Company
with the effect of enticing, or attempting to entice any employee away from the Company.

Any delay or non performance of any of the provisions of this letter, to the extent caused by the condition
beyond the control of the Company, including strike, lockouts, work stoppages (including industrial action of
any kind which requires the Company and you to accept the terms of settlement) which the Company
considers unacceptable to the business ("Force Majeure Event") shall not constitute breach of this letter
and the time for performance of such provision, if any, shall be deemed to be extended, for a period equal
to the duration of the conditions preventing performance. However, Force Majeure Event shall not include:

Any event which is caused by the negligence or is intentional of any party to this letter.

Insufficiency of funds.

o The Company affected by an event of Force Majeure Event shall communicate to you of
such event as soon as possible and in any not later than fourteen (14) days, following the
occurrence of such event and will take all reasonable steps to mitigate the effects thereof.

o When the Force Majeure Event ceases, the parties shall resume their responsibilities
under the terms of this letter within seven (7) working days, or, if the same is not possible
within the said time period, then as soon as reasonably and commercially possible.

o In the event that a Force Majeure event materially frustrates this letter and has prevented,
or if the Company reasonably believes that such event occurred to prevent, timely
performance hereunder for a period of more than one (1) month, then the Company may
temporarily take reasonable steps to mitigate its potential damage, including procurement of
services from such other sources as will be satisfactory to meet the Company's requirement
for the period of the Force Majeure Event. If a Force Majeure Event materially frustrates this
letter and if the parties are unable to perform due to a Force Majeure Event for more than
two (2) months, either party may terminate this letter without any further obligation, provided
however, that any outstanding amounts are paid by the Company to you and viceversa.

You declare that you have not suffered or are suffering from any mental disease/ deficiency/ disorder and
also declare that you are having sound physical and mental health to work with the Company.

You declare that you have not been convicted by any civil or criminal courts of law in India/ abroad.

You shall maintain a high level of ethics and code of conduct for a good and professional relationship at
your work place. While on overseas deputation, as a representative of the Company, it is your moral
responsibility to ensure that the image and reputation of the Company is not tarnished by your personal
conduct.

If you breach any of the restrictions imposed herein, you agree to be liable for payment of estimated
liquidated damages as may be determined by this letter.

You are required to join the Company on or before your start date failing which, the Company at its sole
discretion reserves the right to revoke the offer made to you.
 You shall retire on the attainment of sixty two (62) years unless specifically communicated by the company
in writing to continue in service beyond this age.

You will be governed by the statutory regulations / provisions and the laws and policies of the Company
applicable to your position, which may be framed from time to time.

The agreement shall be construed in accordance with the laws of India. The parties agree to subject
themselves to the jurisdiction of competent courts at Bangalore alone to try and adjudicate upon any matter
concerning this agreement.

Any change in the above address of either your or the Company's shall be duly informed to the other party
by the party whose address has changed within a period of seven (7) days from such change.

If no change has been intimated or received, the address mentioned above shall be deemed to be the
address of the concerned parties.
Acceptance
In accepting employment with Dell Business Process Solutions India Private Limited, I hereby agree to
abide by the terms and conditions set out in the above offer of employment and all policies and regulations
of the Company as may be amended from time to time.

Name & Signature Date

RETURN THIS FORM WITH THE SIGNED OFFER LETTER

For any questions on your offer, please contact Jayashree K.V, [email protected]