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AGREEMENT FOR ASSIGNMENT OF INVENTIONS, COVENANT

AGAINST DISCLOSURE AND AGREEMENT NOT TO COMPETE

IN CONSIDERATION OF my employment to perform services for L&T Technology Services


Limited (L&T TSL in short), its successors, or assigns (hereinafter “Employer”) and in
consideration of the wages and salary to be paid to me and of the position which I occupy
and which brings me into contact with activities of the Employer, and regardless of the
duration of such employment, I agree to perform to the best of my ability all duties
required of me from time to time by the Employer and I agree to comply with conditions set
forth herein.

1. Property Rights: I agree that all concepts, designs, inventions, improvements or


developments which I may conceive, develop, devise, make, invent, or suggest
during my employment with the Employer relating generally to any matter of thing,
including computer programs, systems, designs, manuals, documentation,
products, processes, or methods which may be connected in any way with the
Employer’s work or with work or tests carried on by the Employer, shall become the
absolute property of the Employer.

2. Assignment: I hereby assign and agree to assign, at any time at the request of the
Employer, to the Employer, its successors, assigns or nominees, all my rights, title
and interest in or to such concepts, designs, inventions, improvements, and
developments, patentable or unpatentable, which during the period of my
employment with the Employer or with its predecessor or successor in business or
with any entity associated with Employer, I have made or conceived, or which,
while still in the employment of my Employer, I hereafter may make or conceive,
either solely or jointly with others: (a) with the use of the Employer’s time,
material, or facilities; and/or (b) resulting from or suggested by my work for the
Employer or contact with other employees of Employer; and/or (c) in any way
pertaining to any subject matter which shall be within the existing or contemplated
business of the Employer. All such concepts, designs, inventions, improvements,
and developments shall automatically be deemed to be the property of the
Employer as soon as made or conceived. My obligation to assign the rights to such
property shall survive the discontinuance or termination of my employment with
Employer for any reason. I acknowledge and agree that all copyrightable
proprietary information prepared by me within the scope of my employment with
the Employer are "works made for hire" and, consequently, that the Employer owns
all copyrights thereto. I hereby expressly waive in favour of the Employer any moral
rights, artist’s rights or other rights of authorship under the relevant copyright laws
or other intellectual property rights (which rights otherwise cannot be assigned or
transferred to the Employer) in and with respect to any concepts, designs,
inventions, improvements, developments or other copyrightable works that I may
conceive, develop, devise, make, invent, or suggest during my employment with the
Employer.

3. Disclosure: I agree to disclose promptly to my immediate supervisor all such


concepts, designs, inventions, improvements, and developments.

Y.Avinash

Name : Avinash Yadavalli


2021.10.02
Signature & Date : 11:48:05 +05'30'

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA CIN : L72900MH2012PLC232169 L&T

Technology Services Limited is a subsidiary of Larsen & Toubro Limited Page 1 of 6


4. Execution of Documents: At any time upon the request of the Employer, either
during my employment or after termination thereof, and without charge to the
Employer, but at its expense, I agree to execute, acknowledge, and deliver all
papers and documents, including but not limited to applications for patents,
copyrights, or trademarks; and I agree to perform such other lawful acts as, in the
opinion of Employer, may be necessary, required or of assistance in obtaining or
maintaining patents, copyrights, or trademarks, for such concepts, designs,
inventions, improvements, and developments in any and all countries and in
vesting title thereto in the Employer, its successors, assigns or nominees.

5. Actions Required on Termination: Upon termination of my employment with


Employer, I agree to return to Employer all property of the Employer of which I
have had custody and to deliver to my supervisor all notebooks, documentation,
files, and notes, and other data relating to research or experiments conducted by
me or relating to any concepts, designs, inventions, improvements, or developments
pertaining to computer programs, systems designs, manuals, documentations,
products, processes, or methods of the Employer or otherwise covered by this
Agreement.

6. Compliance Not Contingent Upon Additional Consideration: I have not been


promised, and I shall not claim, any additional or special payment or compensation
for such assignments and for compliance with the other covenants and agreements
herein contained.

7. Prior Inventions: If, prior to the date of execution of this Agreement, I have made or
conceived any unpatented inventions, improvements, concepts, designs, or
developments, whether patentable or unpatentable, which I desire to have excluded
from this Agreement, I have attached to this Agreement a complete list and brief
description thereof.

8. Covenant Against Disclosure: In addition to all other obligations with respect to


the observance of the local government security regulations, I understand that it
may be desirable or necessary for the Employer or any of its suppliers, licensors, or
customers to disclose to me information or data relating including but not limited
to the technology, systems, methods of operations, products, business data,
financial data and any other information of the Employer or its suppliers, licensors,
customers or third party and, I therefore agree as follows:

(a) To accept and retain such data and information in complete confidence and, at
all times during and after the termination of my employment with the
Employer, not to disclose or reveal such data or information to others and
refrain from using such data for purposes other than those purposes
authorised in writing by the Employer.

(b) Not to directly or indirectly publish, communicate, divulge, or describe to any


unauthorised person nor use, claim, patent, or copyright any such data or
information during the term of my employment with the Employer or at any
time subsequent thereto without the prior written consent of the Employer.

(c) To turn over to the Employer all written or descriptive matter containing any
confidential or proprietary information or data upon termination of my
employment, or sooner, at the request of the Employer.

(d) To keep the contractual relationship of the Employer with its suppliers,
licensors, and customers confidential. I further agree not to disclose any
supplier, licensor, or customer relationships.
Y.Avinash

Name : Avinash Yadavalli


2021.10.02 11:56:48
Signature & Date : +05'30'

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA CIN : L72900MH2012PLC232169 L&T

Technology Services Limited is a subsidiary of Larsen & Toubro Limited Page 2 of 6


9. Agreement Not to Compete: Since I am employed in a position in which I may have
intimate and complete knowledge of the operations, products, services, systems,
methods and trade secrets of the Employer, many of which are unique, patented or
patentable, and specially developed by Employer and allow Employer to effectively
compete in its business, I hereby agree that during my term of employment with
Employer I will not directly or indirectly, either as principal, agent, employee,
representative, consultant, or in any other capacity, contact, communicate with, or
have any other business dealings with any client of Employer, as defined in this
section, with whom I have had any contact, communications, or business dealings
with during my terms of employment with Employer, except as specifically
authorised by the Employer.

I also agree that for a period of two years after my termination of employment with
the Employer, I will not contact, communicate, or have any business dealings with,
either directly or indirectly, any Client of the Employer. “Client” includes those who
are clients of the Employer on the date of termination of this agreement as well as
those who were clients of the Company at any time two years prior to the
termination of this agreement. For avoidance of doubts, I understand that my
obligation of "not compete" as mentioned in this agreement will apply to all Clients
of the Employer or customers of Clients on whose projects I am deputed or
assigned whilst being in the employment of the Employer.

“Client”, for the purpose of this section, is limited to an individual, trust,


partnership, corporation, or other nongovernmental association, or any specific
contracting office of any governmental agency or department. It shall not include
any other offices or contracting officer within an agency or department where that
other office or contracting officer has no contact, communications, or business
dealings with Employer.

I further agree that during my term of employment with Employer, I shall devote
my skills and best efforts to the service of Employer and not perform any activities
for any competitor of Employer.

10. Agreement not to solicit employees: I acknowledge and stipulate that the Employer
is engaged in a highly competitive business and its success depends upon the
quality and availability of its personnel. I also acknowledge that my employment
with the Employer provides me with access to employees of the Employer and
information about them.

In view of this, I agree not to solicit employees of the Employer either for myself or
for any other person, firm, partnership, trust or corporation either directly or
indirectly while I am in the employment of the Employer and for a period of two
years after my employment contract with the Employer is terminated for
whatsoever reason. For this purpose, “employees” shall include those who have
been employees of the Employer at any time during the two years period prior to
the date of termination of my contract of employment.

11. Reasonable Scope: I acknowledge and stipulate that the Employer is engaged in a
highly competitive business and that its success depends upon the quality of its
personnel and the confidentiality concerning its products, services, systems, and
methods. I also acknowledge and stipulate that the restrictions placed on me are
reasonable in terms of duration and scope of activities. I stipulate that the said
restrictions are no broader than is reasonably necessary to protect the Employer
and do not unreasonably interfere with my right to earn a living. I further agree
that any breach of any provision of this agreement will cause the Employer and/or
its Clients irreparable harm and therefore that upon any such breach or any threat
Y.Avinash

Name : Avinash Yadavalli


2021.10.02
Signature & Date : 11:57:29 +05'30'

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA CIN : L72900MH2012PLC232169 L&T

Technology Services Limited is a subsidiary of Larsen & Toubro Limited Page 3 of 6


thereof, the Employer shall without prejudice to any other remedies available to it,
be entitled to appropriate equitable relief including the relief of specific performance
and injunctive relief, without the requirement of posting a bond, in addition to
whatever remedies it might have at law.

In the event that any provision of this agreement is deemed to be overly broad and
unenforceable, the parties hereto stipulate and agree that any court of competent
jurisdiction shall have the right to so limit, amend, or construe said provision so
that the same shall be enforceable and hereby request the court to so act.

12. Severability: Each paragraph and provision of this agreement is severable from the
agreement and if one provision or part thereof is declared invalid, the remaining
provisions shall nevertheless remain in full force and effect.

13. Waiver: No term or provision of this agreement will be considered waived by the
Employer, and no breach consented to by the Employer, unless such waiver or
consent is in writing signed on behalf of the Employer’s authorized representative.
No consent to or waiver of a breach of this agreement by the Employer, whether
express or implied, will constitute a consent to, waiver of, or excuse for any other,
different, or subsequent breach of this agreement by me. No delay of omission of
the Company in exercising or enforcing any of its rights or remedies hereunder
shall constitute a waiver hereof.

14. Entire Agreement: This Agreement shall inure to the benefit of and be binding
upon my heirs, executors, administrators, and assigns and the successors and
assigns of the Employer.

15. Privacy and protection of personally identifiable information: The company


undertakes to maintain the confidentiality and prevent unauthorized dissemination
of all your personally identifiable information unless consented by you.

EMPLOYEE:

Witness (Name & Signature) Name & Signature

EXECUTED AT THIS _ DAY OF 2021

EMPLOYER: L&T Technology Services Limited

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA CIN : L72900MH2012PLC232169 L&T

Technology Services Limited is a subsidiary of Larsen & Toubro Limited Page 4 of 6


Information Systems and Cyber Security Agreement

I agree that, in consideration for using L&T Technology Services Limited (“LTTS”)
computer hardware, software and all other equipment and devices as part of my
employment, I recognize and will abide by the following conditions:

I will judiciously use the Information Technology resources provided to me and I will not
exploit the organizational resources for my own personal gain/pecuniary advantage.
Resources include both tangible assets like equipment and facilities etc. or intangible
assets like designs, information, software, or network with suppliers/customers, etc.

All concepts, designs concepts, designs, inventions, improvements, developments done


during my tenure by using LTTS resources shall be the property of LTTS,

I will abide by the IT and Information Security policies which get updated from time to
time in LTTS Policy Portal.

I hereby agree that I will use applications, IT Systems and IT infrastructure provided for
execution of the activities in connection with any business transactions involving LTTS /
L&T Group companies and / or its clients, by following Information Security guidelines
and avoid being a victim to Phishing or risking LTTS / L&T Group companies and / or its
clients systems getting hacked and \ or sensitive data getting compromised.

I hereby agree that I will NOT use any identity, information and data provided by
LTTS/L&T Group companies and / or its clients for any personal use or gain either directly
or indirectly. I hereby agree that I will always keep above mentioned identity, information
and data, secure and protected and comply with data privacy laws to maintain a healthy
and secure working environment.

I hereby agree that I will use authorized and licensed software provided by LTTS. I hereby
also confirm that I will NOT use any un-authorized and \ or pirated and \ or cracked
software for execution of business transactions involving LTTS and / or its clients. I am
aware that according to the copyright laws, illegal reproduction of software can be
subject to civil damages, and criminal penalties including fines and imprisonment.

E-mail forms a major portion of business communication. I will comply with the E-mail
Usage Guidelines, key ones being the following:

I will not use my official email id for my personal usage / personal registration purposes
Like social media, public sites, etc.
I will not send any LTTS /client email containing confidential and official information to
my personal email id.
I will not use LTTS email system to transmit messages or attachments which contain
intimidating or harassing mails, junk or spam mails, purposefully sending virus infected
mails, etc.
The Management has the right to access all e-mail files created, received or stored on
LTTS's system without prior notification to the respective user.

Y.Avinash

Name : Avinash Yadavalli 2021.10.02


Signature & Date :___________________________
11:58:28 +05'30'

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA CIN : L72900MH2012PLC232169 L&T

Technology Services Limited is a subsidiary of Larsen & Toubro Limited Page 5 of 6


I agree that I will only store confidential data on LTTS provided storage or client provided
storage. I will not copy and or store project or confidential data on personal drives &
storages, or any cloud storage.

I will not share LTTS provided identity and system credentials, which are assigned to me. I
will be personally held responsible for any misuse of these credentials.

I will not perform or get involved in any illegal activities like cybercrime, phishing attacks,
crypto mining, spreading malware, hacking systems, etc.

I am aware that all Information Security Incidents should be brought to the notice of LTTS
IT Security team.

In the event of infringement or breach, I am aware that LTTS does not offer protection to
any employee from prosecution by the owner, developer, maker, distributor, or licensor of
the original commercial software

Any violation of the above obligations and the Information Security Policies will be dealt
with appropriate Organizational disciplinary action, which includes termination from
services.

Avinash Yadavalli
Employee’s Name: _____________________________

Employee’s PS Number: _________________________

Signature: _____________________________________

2021.10.02 13:01:38
+05'30'
Date: _________________________________________

Registered Office: L&T House, N. M. Marg, Ballard Estate, Mumbai - 400 001. INDIA CIN : L72900MH2012PLC232169 L&T

Technology Services Limited is a subsidiary of Larsen & Toubro Limited Page 6 of 6

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