Offer: Computer Consultancy

Ref: TCSL/DT20206370440/Hyderabad
Date: 30/03/2021

Ms. Shriya Reddy Ponnala

14-90/104,Sri Sai ResidencyNew Post Office, P
& T Colony, Dilsukhnagar,
Hyderabad-500060,
Telangana.
Tel# 91-7075434341

Dear Shriya Reddy Ponnala,

Sub: Letter of Offer

Thank you for exploring career opportunities with TATA Consultancy Services Limited (TCSL). You
have successfully completed our initial selection process and we are pleased to make you an offer.

This offer is based on your profile and performance in the selection process. You have been selected
for the position of Assistant System Engineer-Trainee in Grade Y. You will be a part of the
application development and maintenance projects across any of the business units of TCSL.

Your gross salary including all benefits will be `3,36,877/- per annum, as per the terms and conditions set
out herein.

Kindly confirm your acceptance of this offer online through the option 'Accept Offer letter'. If not accepted
within 7 Days, it will be construed that you are not interested in this employment and this offer will be
automatically withdrawn.

After you accept this offer, you will be given a joining letter indicating the details of your joining date
and initial place of posting. The Joining letter will be issued to you only upon successful completion of your
academic course, you meeting the TCS eligibility criteria & you completing the mandatory pre-joining
learning curriculum named TCS Xplore/ TCS Xperience (detailed under Terms & Conditions). You will
also be issued a letter of appointment at the time of your joining after completing joining formalities as
per company policy. Your offer is subject to a positive background check.

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COMPENSATION AND BENEFITS

BASIC SALARY
You will be eligible for a basic salary of `14,784/- per month.

BOUQUET OF BENEFITS (BoB)

Bouquet of Benefits offers you the flexibility to design this part of your compensation within the defined
framework, twice in a financial year. All the components will be disbursed on a monthly basis.

The components under Bouquet of Benefits are listed below. The amounts given here for each of the
components below are as per pre-defined structure. However you may want to re-distribute the BoB
amount between the components as per your tax plan, once you join TCSL. To design your Bouquet of
Benefits, you may access the link to BoB in the "Employee Self Service" link on "Ultimatix", the internal
portal of TCSL. Taxation will be governed by the Income Tax rules. TCSL will be deducting tax at source as
per income tax guidelines.

1. House Rent Allowance (HRA)

Your HRA will be `5,914/- per month. While restructuring your BoB amount to various
components, it is mandatory that at least 5% of monthly basic pay be allocated towards HRA.

2. Leave Travel Allowance

You will be eligible for annual Leave Travel Allowance which is equivalent to one month's basic
salary or a pro-rata amount in case you join during the financial year. This will be disbursed on a
monthly basis along with the monthly salary. To avail income tax benefits, you need to apply for a
minimum of three days of leave and submit supporting travel documents.

3. Food Card
You will be eligible for a Food Card. It can be used to purchase food items at all domestic VISA
enabled restaurants and fast food restaurants including TCS cafeterias.As per the Pre-Defined
structure you will be eligible for a Food Card with an amount of `500/- being credited to this
card per month. However you may want to re-distribute the BoB amount between the components
as per your tax plan, once you join TCSL.

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PERFORMANCE PAY

Monthly Performance Pay

You will receive a monthly performance pay of `1,700/-. The same will be reviewed on completion
of your first Anniversary with the company and will undergo a change basis your own ongoing individual
performance.

Quarterly Variable Allowance

Your variable allowance will be `600/- per month, and will be paid at the closure of each quarter based
on the performance of the company and your unit and to the extent of your allocation to the
business unit.

Quarterly Variable Allowance is subject to review on your first anniversary and may undergo a change based
on the actual performance of the Company, your business unit and your own ongoing individual
performance. The payment is subject to your being active on the company rolls on the date of
announcement of Quarterly Variable Allowance.

This Pay/Allowance shall be treated as productivity bonus in lieu of statutory profit bonus.

Performance Pay will be effective upon successful completion of the TCS Xplore / Xperience Programme.

CITY ALLOWANCE
You will be eligible for a City Allowance of `200/- per month. This is specific to India and is linked
to your base branch. In the event of a change in your base branch this amount may undergo a change.
It will stand to be discontinued while on international assignments. This allowance is fully taxable and
subject to review.

OTHER BENEFITS

Health Insurance Scheme

TCSL brings the benefit of health insurance cover to you and your dependants under the company's
Health Insurance Scheme(HIS).

HIS offers the following benefits:

1. Basic Cover
i. Entitlement - Includes domiciliary expenses up to `6,000/- per insured person per annum and
basic hospitalization expenses up to `2,00,000/- per insured person per annum.

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 ii. Premium - Basic premium for self, spouse and three children is entirely borne by TCSL, provided
these members are explicitly enrolled by you under the scheme. Additionally, if you wish to
cover dependent parents/parents-in-law or remaining children, the applicable premium per insured
person is to be borne by you.

2. Higher Hospitalisation
Coverage under Higher Hospitalisation is mandatory. Under this scheme, you and your enrolled
dependents will be automatically covered under Higher Hospitalisation benefits.

i. Entitlement - You and your enrolled dependants will be entitled for `12, 00,000/- as a family
floater coverage towards hospitalisation expenses, over and above the individual basic coverage.

ii. Premium - For Higher Hospitalisation, a part of the premium will be recovered from your salary
and the differential premium will be borne by TCSL.

Maternity Leave
Women employees are eligible to avail maternity leave of twenty six weeks. Adopting or
commissioning mother,may avail maternity leave for twelve weeks. For more details on the benefits and
eligibility, once you join, please refer TCS India Policy - Maternity Leave.

Tata Sons and Consultancy Services Employees' Welfare Trust (TWT)

You will become a member of the TWT, on completion of continuous association of one year from
the date of joining TCSL. A nominal annual membership fee of `250/- will be recovered from you for
the same. The Trust provides financial assistance by way of grants/ loans in accordance with the rules
framed by the Trust from time to time for medical and educational purposes and in case of death of
members while in service.

Loans
You will be eligible for loans, as per TCSL's loan policy.

Professional Memberships
You will be eligible for reimbursement of expenses towards professional membership as per TCSL's policy.

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RETIRALS

Provident Fund
You will be a member of the Provident Fund as per the provisions of "The Employees Provident Fund and
Miscellaneous Provisions Act, 1952", and TCSL will contribute 12% of your basic salary every
month as per the provisions of the said Act.

Gratuity
You will be entitled to gratuity as per the provisions of the Gratuity Act, 1972.

TERMS AND CONDITIONS

1. Aggregate Percentage Requirements

Your appointment will be subject to your scoring minimum aggregate (aggregate of all subjects in
all semesters) marks of 60% or above (or equivalent CGPA as per the conversion formula
prescribed by the Board / University) in the first attempt in each of your Standard Xth,
Standard XIIth, Diploma (if applicable) and highest qualification (Graduation/ Post Graduation
as applicable) which includes successful completion of your final semester/year without any pending
arrears/backlogs. As per the TCSL eligibility criteria, marks/CGPA obtained during the normal
duration of the course only will be considered to decide on the eligibility.

As communicated to you through various forums during the recruitment process, your appointment
is subject to completion of your course within the stipulated time as specified by your
University/Institute and as per TCSL selection guidelines.

It is mandatory to declare the gaps/arrears/backlogs, if any, during your academics and work
experience. The management reserves the right to withdraw/revoke the
offer/appointment at any time at its sole discretion in case any discrepancy or false information
is found in the details submitted by you.

2. Pre requisites for Joining

To enable your readiness to work on assignments upon joining, we have put together a
comprehensive learning program named TCS Xplore which is made available to you digitally. This
foundation program will include Online learning content, Webinars, practice sessions & proctored
assessments. Further to accepting this Offer letter, you are recommended to enroll for the
TCS Xplore Program and start your learning journey with TCSL. TCSL will make Xplore program
available for you upon your offer acceptance.

3. Training Period
You will be required to undergo class room and on the job training in the first twelve

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 months (including the TCS Xperience Programme as set out herein below), during which period you
will be appraised for satisfactory performance during/after which TCSL would normally confirm
you.

This confirmation will be communicated to you in writing. If your performance is found

unsatisfactory during the training period, the company may afford you opportunities to assist
you and enable you to improve your performance. If your performance is still found unsatisfactory,
TCSL may terminate your traineeship forthwith.

However, TCSL may even otherwise at its sole discretion terminate the traineeship any time if
your performance is not found satisfactory. The terms and conditions of the training will be
governed by TCSL's training policy. TCSL reserves the right to modify or amend the training
policy.

If you remain unauthorizedly absent for a consecutive period of 3 days during the training
programme, you shall be deemed to have abandoned your traineeship and your name will
automatically stand discontinued from the list of TCS Xperience trainees without any further
intimation/separate communication to you.

4. Working Hours
Your working hours are governed by applicable law. You may be required to work in shifts and/or
over time depending upon the business exigencies as permitted by law.

5. Mobility
TCSL reserves the right to transfer you at any of its offices, work sites, or associated or affiliated
companies in India or outside India, on the terms and conditions as applicable to you at the time of
transfer.

6. Compensation Structure / Salary components

The compensation structure/salary components are subject to change as per TCSL's compensation
policy from time to time at its sole discretion.

7. Increments and Promotions

Your performance and contribution to TCSL will be an important consideration for salary
increments and promotions. Salary increments and promotions will be based on TCSL's
Compensation and Promotion policy.

8. Alternative Occupation / Employment

Either during the period of your traineeship or during the period of your employment as a confirmed
employee of TCSL, you are not permitted to undertake any other employment, business, assume any
public or private office, honorary or remunerative, without the prior

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 written permission of TCSL.

9. Confidentiality Agreement
As part of your acceptance of this appointment as an employee with TCS you are required to
maintain strict confidentiality of the intellectual property rights protected information and other
business information of TCS and its clients which may be revealed to you by TCS or which may
in the course of your engagement with TCS come your possession or knowledge unless specifically
authorized to do so in writing by TCS. This Confidentiality Clause shall survive the termination
or earlier determination of this Appointment. The detailed Confidentiality related terms and
conditions are set out in Annexure 3.

10. Service Agreement

As TCSL will be incurring considerable expenditure on your training, you will be required to
execute an agreement, to serve TCSL for a minimum period of 1 year after joining, failing
which, you (and your surety) will be liable to pay TCSL `50,000/-towards the training
expenditure. Service agreement duration of one year refers to continuous service of 12 months
from date of joining TCSL and excludes the duration of Leave without pay (LWP) and/or
unauthorized absence, if any.

11. Overseas International Assignment Agreement

If you are on international assignment, you will be covered by the TCS India Policy-
International Assignments (from India to other Countries) from the date of placement for an
international assignment. Accordingly, you will be required to sign the Overseas International
Assignment Agreement/s and any other applicable related documents pertaining to the
international assignment for which you are being placed In case of every international assignment
that exceeds 30 days, you will be required to serve TCSL as per the Notice Period clause
mentioned below.

This is to ensure that the knowledge and information gained by you during your
assignment is shared and available to TCSL and its associates.This transfer of knowledge
and information is essential for TCSL to continue to serve its clients and customers better.If you
are deputed internationally for training,you will be required to sign an agreement to serve TCSL
for a minimum period of 6 months on completion of training.

12. Terms and Conditions

The above terms and conditions are specific to India and there can be changes to the said
terms and conditions in case of deputation on international assignments.

13. TATA Code of Conduct

You are required to sign the TATA Code of Conduct and follow the same in your

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 day-to-day conduct as an associate of TCSL.

14. Notice Period

During your tenure with TCSL, either you or TCSL may terminate your traineeship /
employment under this Agreement by providing 90 days written notice. The company reserves the
right, to ask you to complete the notice period or adjust the earned vacation in lieu of entire or
partial notice period. If your services, behaviour and/ or performance are not found
satisfactory, TCSL may terminate your services by giving notice as mentioned herein above.
No notice or payment in lieu thereof shall be applicable if your services are discontinued/terminated
on account of any misconduct either during your traineeship period or upon completion of the
traineeship period.

You will be liable to pay TCSL `50,000/- in case you fail to serve TCSL for a minimum period of 1
year after joining in accordance with the Service Agreement clause.

If you are covered under International Assignment Agreement, either you or TCSL can terminate the
traineeship/appointment by giving 90 calendar days written notice as set out in the Separation
Policy of TCSL. TCSL reserves the right if it is in the interest of the business and current
assignment, to ask you to complete your notice period.

15. Retirement
You will retire from the services of TCSL on reaching your 60th birthday as per the proof of age
submitted by you at the time of joining.

16. Pre-employment Medical Certificate

You are required to submit a Medical Certificate of Fitness (in the format prescribed by TCSL)
which needs to be verified by a registered medical practitioner having a minimum qualification of
MBBS to the Induction Coordinator.

17. Employment of Non Indian Citizens

In case, you are not a citizen of India, this offer is subject to your obtaining a work permit and / or
any other permissions and / or documentation as prescribed by the Government of India.

18. Background Check

Your association with TCSL will be subject to a background check in line with TCSL's background
check policy. A specially appointed agency will conduct internal and external background checks.
Normally, such checks are completed within one month of joining.If the background check
reveals unfavourable results, you will be liable to disciplinary action including termination of
traineeship/service without notice.

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19. Submission of Documents
Please note that you should initiate and complete the upload of mandatory documents on the
nextstep portal as soon as the offer letter is accepted (subject to availability of the documents)

Please carry the below listed Original Documents for verification on your joining day.

- Permanent Account Number (PAN) Card - You are required to submit a copy of your PAN card
along with other joining forms, immediately on joining. As per Indian Income Tax rules, the PAN
number is a mandatory requirement for processing salary
- Aadhaar Card
- Standard X and XII/Diploma mark sheets & Certificate
- Degree certificate/Provisional Degree Certificate and mark sheets for all semesters of
Graduation
- Degree certificate and mark sheets for all semesters of your Post Graduation(if you are a
Postgraduate)
- Overseas Citizenship of India (applicable if you are not an Indian Nationality). For
Srilankan Refugee, a Refugee Identity card along with Work Permit is required
- Birth Affidavit on Rs100 stamp paper, if Birth Certificate not in English
- Any other affidavits on Rs100 stamp paper if applicable (name affidavit for multiple
names, signature affidavits,
address affidavits etc.)
- Passport / Acknowledgement letter of passport application
- Gap/Break in career affidavit on Rs100 stamp paper, if gap is more than 6 months
- 4 passport sized photographs
- Medical Certificate (Should be made on the format provided by TCS along with the
Joining letter)
- An affidavit/notarized undertaking (Non-Criminal Affidavit, should be made on the format
provided by TCSL) stating :
*There is no criminal offence registered/pending against you
*There is no disciplinary case pending against you in the university

- If you were employed, a formal Relieving letter & Experience letter from your previous
employer

The original documents will be returned to you after verification.

In addition to the above original documents, Please carry Xerox copies of the below documents

*PAN Card (Permanent Account Number)

*Aadhaar Card (Not applicable for Nepal & Bhutan Citizenship)

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 *Passport
*NSR E-Card

20. TCS Xperience Program

On joining TCSL, you will be given the benefit of formal training (TCS Xperience Program) at our
offices, as identified, for such period as TCSL may decide.

The said training forms a critical part of your employment with TCSL and is an ongoing process.
TCSL continues to make investment on training and continuing education of its professionals. This
will be of immense value to you as a professional and a large part of the ownership and
commitment has to come from you.

As TCSL progresses with these initiatives, monitoring performance will be an ongoing process and
a formal evaluation will be carried out during the training.The evaluation criteria which will be
very transparent will be used as a basis for allocating people to projects/roles. We would request that
the training be taken very seriously to enable you to add maximum value to your professional and
personal growth.

21. Letter of Appointment

You will be issued a letter of appointment at the time of your joining and after completing joining
formalities as per TCSL policy.

22. Rules and Regulations of the Company

Your appointment will be governed by the policies, rules, regulations, practices, processes
and procedures of TCSL as applicable to you and the changes therein from time to time.The
changes in the Policies will automatically be binding on you and no separate individual
communication or notice will be served to this effect. However, the same shall be
communicated on internal portal/Ultimatix.

23. Compliance to all clauses

You should fulfill all the terms and conditions mentioned in this letter of offer. Failure to fulfill one
or more of the terms and conditions and/or failure to clear one or more tests successfully would
entitle TCSL to withdraw this offer letter anytime at its sole discretion.

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24. Data Privacy Clause:
(a) Your personal data collected and developed during recruitment process will be processed
in accordance with the TCS Data Privacy Policy. The personal data referred therein are details
related to contact, family, education, personal identifiers issued by government, social profile,
background references, previous employment and experience, medical history, skillset,
proficiency and certifications, job profile and your career aspirations.

(b) It will be processed for various organizational purposes such as recruitment,

onboarding, background check, project assignment, performance management, job rotation,
career development including at leadership level, diversity and inclusion initiatives, global
mobility, wellness program, statutory and legal requirements and specific organizational
initiatives in force during your tenure in TCS.

(c) After you join TCS, there would be more sets of Personal Information (PI) attributes processed
for various legitimate purposes. All of it will be processed with compliance to applicable laws and
the TCS Data Privacy Policy. In some scenarios of your PI processing, you will be provided
with appropriate notice and/or explicit consent might be obtained from time to time.

(d) For the purposes mentioned above, your required PI may be shared with specific vendor
organizations who provide services to TCS, e.g. background check, health insurance,
counselling, travel, transport and visa, payroll services, associate engagement activities, and
financial and taxation services.

(e) As TCS is a global company, your PI may be shared with entities outside India, limited for the
purposes mentioned above and/or in this offer letter.

(f) In case of oversees deputation, available privacy rights would be governed as per regulatory
provisions and / or TCS policies/notice provided applicable at your overseas location.

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Withdrawal of Offer
If you fail to accept the offer from TCSL within 7 days, it will be construed that you are not
interested in this employment and this offer will be automatically withdrawn.

Post acceptance of TCSL Offer letter if you fail to join on the date provided in the TCSL Joining letter, the
offer will stand automatically terminated at the discretion of TCSL.

We look forward to having you in our global team Yours

Sincerely,

For TATA Consultancy Services Limited

K Ganesan
Global Head Talent Acquisition & AIP or use a QR code scanner from your mobile to validate the offer letter

Encl: Annexure 1: Benefits and Gross Salary Annexure 2:

List of TCS Xplore Centres Annexure 3:
Confidentiality and IP Terms

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 GROSS SALARY SHEET Annexure 1

Name Shriya Reddy Ponnala

Designation Assistant System Engineer-Trainee
Institute Name Sri Indu Institute Of Engineering And Technology

Table 1: Compensation Details (All Components in INR)

Component Category Monthly Annual
1) Fixed Compensation
Basic Salary 14,784 1,77,408
Bouquet Of Benefits # 7,646 91,752
2) Performance Pay**
Monthly Performance Pay 1,700 20,400
Quarterly Variable Allowance* 600 7,200
3) City Allowance 200 2,400
4) Annual Components/Retirals
Health Insurance*** NA 7,900
Provident Fund 1,774 21,289
Gratuity 711 8,533
Total of Annual Components & Retirals 2,485 37,722
TOTAL GROSS 27,415 3,36,877
# Refer to Table 2 for TCSL defined Structure. In case, you wish not to restructure your BoB, TCSL defined
Structure as given in Table 2 will be applicable.
* Amount depicted will be paid-out on a quarterly basis upon successful completion of the TCS Xplore / Xperience Program.
**The Performance Pay is applicable upon successful completion of the TCS Xplore / Xperience Program.
*** For HIS - Note that Rs. 7900 if the employee is Single. If the employee is married or married with Children then
Rs. 3,900/- per beneficiary needs to be added to the above mentioned amount.
Table 2: TCSL defined structure for BoB (All Components in INR)
Component Category Monthly Annual
House Rent Allowance 5,914 70,968
Leave Travel Assistance 1,232 14,784
Food Card 500 6,000
GROSS BOUQUET OF BENEFITS 7,646 91,752

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 Annexure

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 Annexure

Confidentiality and IP Terms and Conditions

Confidentiality and IP Terms and Conditions - Annexure 3:

1. Confidential Information
"Confidential Information" shall mean all Inventions and Know-how, information and material
of TCS (including for avoidance of doubt any Confidential Information of its Clients) that comes
into the possession or know of the Associate and shall include the following:

(a) Any and all information processing programs, software, properties, items, information, data,
material or any nature whatsoever or any parts thereof, additions thereto and materials related
thereto, produced or created at any time by TCS or the Associate in the course of or in connection
with or arising out of the Associate's association with TCS. Program/Software shall mean source
code and/or machine instructions wherever resident and on whatever media and all related
documentation and software,

(b) All other information and material of TCS relating to design, method of construction,
manufacture, operation, specifications, use and services of the TCS equipment and components,
including, but not limited to, engineering and laboratory notebooks, reports, process data, test data,
performance data, inventions, trade secrets, systems, software, object codes, source codes,
copyrighted matters, methods, drawings, computations, calculations, computer programs,
narrations, flow charts and all documentation therefore and all copies thereof (including for
avoidance of doubt any such material belonging to the Clients of TCS).

(c) Corporate strategies and other confidential and proprietary material and information, which
could cause competitive harm to TCS if disclosed,

(d) Customer and prospective customer lists, and

(e) All other information and material, which may be created, developed, conceived, gathered or
collected or obtained by the Associate in the course of or arising out of the association with TCS
or while in or in connection with or for the purposes of his/her association with TCS or any of the
operations and entrusted by TCS to the Associate.

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2. Associate's Obligations
Associate agrees to treat the Confidential Information as strictly confidential and a trade secret of
TCS. Associate agrees not to use, or cause to be used, or disclose or divulge or part with either
directly or indirectly the Confidential Information for the benefit of or to any third parties except for
or on behalf of or as directed or authorized by TCS or to a person having a valid contract with or
need under TCS, any Confidential Information. Upon termination of employment, the Associate
agrees to surrender to TCS all Confidential Information that he or she may then possess or have
under his or her control.

3. Intellectual Property Rights

Associate agrees and confirms that all intellectual property rights in the Confidential Information
shall at all times vest in and remain with or belong to TCS and Associate shall have no right title or
claim of any nature whatsoever in the Confidential Information. Associate shall promptly disclose
to an authorized officer of TCS all inventions, ideas, innovations, discoveries, improvements,
suggestions, or reports and enhancements made, created, developed, conceived or devised by him
or her arising out of his or her engagement with TCS, including in the course of provision of
services to the Clients of TCS and Associate hereby agrees and confirms that all such intellectual
property rights shall at all times vest in and remain vested in TCS and agrees to transfer and
assign to TCS any interests Associate may have in such intellectual property rights including any
interest in and to any domestic or foreign patent rights, trademarks, trade names copyrights
and trade secret rights therein and any renewals thereof. On request of TCS, Associate shall execute
from time to time, during or after the termination of his or her employment, such further
instruments, including without limitations, applications for letters of patent, trademarks, trade names
and copyrights or assignments thereof, as may be deemed necessary or desirable by TCS to perfect
the title of TCS in the intellectual property rights and to effectuate the provisions hereof.
All expenses of filling or prosecuting any application for patents, trademarks, trade names, or
copyrights shall be borne solely by TCS, but Associate shall co-ordinate in filing and / or
prosecuting any such applications. Associate hereby expressly waives any "artist's rights" or
"moral rights", which Associate might otherwise have in such intellectual property rights.

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4. Prior knowledge
Associate acknowledges that prior to his or her appointment by TCS, he or she had no knowledge of
the Confidential Information of TCS and that such Confidential Information is of a confidential
and secret character and is vital to the continued success of TCS's business. Associate further
acknowledges that he or she is associated with TCS in a capacity in which he or she will become
acquainted with all or part of such Confidential Information. In order to safeguard the legitimate
interests of TCS in such Confidential Information, it is necessary for TCS to protect such
Confidential Information by holding it secret and confidential.

5. Use of third party material

Associate expressly agrees that it shall not in the course of his or her association with TCS
and while working on the premises or facilities of TCS or its Clients or in connection with the
development of any intellectual property rights or work for or on behalf of TCS, use any third
party material or intellectual property rights except those intellectual property rights provided
by TCS or expressly authorised by TCS or without having proper authorisation or license or
approval of the respective owner of such intellectual property rights.

6. Security policies and Guidelines.

Associate agrees to abide by and be bound by any and all policies, documents, guidelines
and processes including IP, Security and Confidentiality of TCS in force from time to time whether
expressly endorsed or not.

7. Restriction on Associate's Rights

Associate agrees that he or she shall not make, have made, replicate, reproduce, use, sell,
incorporate or otherwise exploit, for his or her own use or for any other purpose, any of the
Confidential Information including intellectual properties of TCS that is or may be revealed to him
or her by TCS or which may in the course of his or her employment with TCS come into his or her
possession or knowledge unless specifically authorized to do so in writing by TCS.

8. No License
TCS and Associate agree that no license under any patent or copyright now existing or hereafter
obtained by TCS is granted, agreed to be granted, or implied by the terms of this Agreement,
or by the disclosure to Associate of the Confidential Information.

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9. Equitable Rights
Associate acknowledges that any Confidential Information that comes into the possession and / or
knowledge of Associate is of a unique, highly confidential and proprietary nature. It is further
acknowledged by Associate that the disclosure, distribution, dissemination and
/ or release by Associate of the Confidential Information without the prior written consent of TCS
or any breach of this Agreement by Associate will cause TCS to suffer severe, immediate and
irreparable damage and that upon any such breach or any threat thereof, TCS 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, in addition to whatever
remedies it might have at law.

10. General
(a) The provisions hereof shall be interpreted, determined and enforced in accordance with the
laws of India.

(b) In the event of any dispute or disagreement over the interpretation of any of the terms herein
contained or may claim or liability of any party including that of surety, the same shall be
referred to a person to be nominated by TCS, whose decision shall be final and binding upon the
parties hereto. Subject to the above, the arbitration shall be governed by the Arbitration and
Conciliation Act, 1999 or any modifications or re-enactment thereof. Associate confirms that the
fact that the arbitrator shall be a nominee of TCS shall not be a ground for objecting to such
arbitration or challenging the decision of the arbitrator. The venue of arbitration shall be Mumbai.
Subject to the above arbitration clause, the Parties agreed to the binding jurisdiction of the Courts at
Mumbai under the laws of India.

(c) If any provision hereof shall be found by a judicial tribunal to be contrary to governing law, it
shall be deemed null and void without annulling or rendering invalid the remainder of the
Agreement and if the invalid portion is such that the remainder cannot be sustained without it, the
Parties herein shall find a suitable replacement to the invalid portion that shall be legally valid.

(d) This Confidentiality clause along with other documents executed by Associate or referenced in
any such documents constitutes the entire understanding between the parties and supersedes all
prior agreements and understandings pertaining to the subject matter thereof. No delay of omission
of either Party in exercising or enforcing any of their rights or remedies hereunder shall constitute a
waiver thereof.

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 (e) This Confidentiality clause may not be amended except in writing signed by authorized
representatives of both parties.

(f) The obligations of Associate in terms of this Confidentiality clause shall continue during the term
of or in the course of the employment of the Associate with TCS and shall continue thereafter
in perpetuity.

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