Service Agreement With A Company
Service Agreement With A Company
HCL Technologies Ltd., a company incorporated under the Indian Companies Act, 1956, and having its
registered office at 806, Siddharth, 96, Nehru Place, New Delhi -110019 and corporate office at
Ambattur 6 & South Phase, MTH Road, Sidco Industrial Estate, Chennai, Tamil Nadu - 600058, (herein
after referred to as "HCLT/the Company", which expression shall include its group company
affiliates/subsidiaries/JVs/partner companies, successors and assigns) of ONE PART; AND
S/O,D/O presently residing at
and permanent address being
(hereinafter referred as “The Employee”,
which expression shall include his heirs, successors, assigns and representatives) of the OTHER PART;
WHEREAS:
D. HCLT, for the purpose of imparting the said "hands on Specialized Training" had issued
a letter of internship dated ("LOI") to the Employee. As committed by
HCLT vide the said LOI The Employee didn't incur any expenses for the
aforementioned Training program and the company, at its own expenditures and costs,
made all the arrangements for training the , without charging any fees/consideration
from him/her. Besides, HCLT has also paid amount of Rs. 10,000 RS/- to the Employee
as monthly stipend towards his out of pocket expenses for the entire duration of the
Training program;
E. Now post successful completion of "hands on Specialized Training", the Employee was
offered job of vide offer cum appointment letter dated
which has been wilfully accepted by the Employee;
F. In furtherance of the agreed terms & conditions of the LOI dated w.r.t.
"hands on Specialized Training" issued by HCLT followed by successful completion of
the "hands on Specialized Training" program by the Employee and later, acceptance of
the job offer from HCLT to the Employee, the parties agree to the terms as contained
hereinafter.
"hands on Specialized Training" the Company not only provided with specialized knowledge and
develop his/her professional skills without any fees/consideration, but has also exposed its
confidential/proprietary information, trade secrets etc., which is not available to the public at large. Also,
during the employment, the Employee will have access to Company's or group Company's confidential
information, trade secrets etc. As such, it is extremely reasonable for the Company to expect the
Employee to disseminate the said knowledge and skills acquired through highly specialized training in
Company's ongoing projects and also, benefit the Company. In view of the same and in lieu of the said
highly specialized training from HCLT, which was provided without any fees/ consideration, the
Employee has wilfully and out of his free consent has agreed to be associated and serve the Company
2. for a reasonable period of 36 Months commencing from the effective date of the employment,
which term would further assist him/her in polishing his skills and attaining relevant job
experience.
a) not to take employment or obtain work, in any capacity or under any designation, with
any other person, firm or company, whether in India or else-where, for consideration or
otherwise;
b) to serve the Company or any of the Company's sister concerns diligently and efficiently
during the bond period;
c) to refrain from absenting himself without reasonable cause during entire period for
which he is stipulated herein as having to work for the Company;
d) to ensure that during such period, for which the Employee is envisaged herein as having
to work for the Company, or any of the Company's sister concerns, he/she does not
misconduct himself, or commit any act subversive of discipline, or otherwise misbehave
in such a manner, as would reasonably be construed as giving the Company, or any of
the Company's sister concerns as the case may be, cause for terminating him from
training and/or his services;
4. The Employee agrees that during such period for which he/she is required under the terms of this
Agreement to serve either the Company, or any sister concern of the Company, if he/she makes
any discovery or invention which is in fact an improvement in design or manufacture of any of
the products which the Company manufactures or markets, or if he makes any discovery or
invention whatsoever, relating to the products which the Company concerns itself with, the same
will be deemed to have been done for the Company, and will in fact belong to the Company, and
shall be patented as such. If the Candidate tries to contravene the specific terms of the contract in
this regard, the Company may take recourse to such legal remedies as may be available to it under
the law.
5. the event of the Employee committing breach of any of the terms and conditions contained
in Clauses 2 and 3(a) to 3(d) hereinabove including failure to serve the Company for the
agreed period of 36 months post completion of "hands on Specialized Training" as was
imparted by HCLT without charging any fees/consideration, the Employee shall, within 7
days from the receipt of notice from the Company pursuant to commission of said breach,
pay to the Company by way of damages, the liquidated sum of Rs. (Rupees
one lakhs only). This amount represents the reasonable estimate of the cost incurred by the
Company and has been calculated after taking into consideration the grave and irreparable
damages and losses arising from discontinuity of service, disruption of work and plans,
special damage to delayed projects, loss of the Company’s reputation and damage to work
force morale, expenses of replacing the Employee, costs of imparting the training, travel
expenses, lost opportunities of business and all other incidental expenses of imparting
training to the Employee, incurred directly and indirectly by the Company and shall not be
considered as a penalty for the breach of the Agreement. It is further clarified that the
aforesaid is in addition to any other remedy, viz., preliminary and permanent injunctive and
equitable relief that the Company may pursue upon occurrence of the breach by the
Employee.
6. Without prejudice to the generality of the foregoing, a breach of this Agreement will
include:
i. Abandonment by the Employee of his service with the Company;
ii. Neglect or failure to report to the Company or as required by the Company/its officers;
iii. Failure or neglect to serve the Company for the Stipulated Period;
iv. termination if found guilty of misconduct.
7. In case of non-payment or delay in payment, the sum referred in Para 4 above, the
Employee shall be liable to pay interest @ 18% per annum on such sum for such delayed
period.
8. The Employee acknowledges that the Company is concerned to secure its rights under the
Agreement, and therefore, agrees to execute a promissory note favoring the Company, for
the amount mentioned in Para 4 above, payable by him to the Company in the events
envisaged in the said clause. The Employee also undertakes that he shall authorize the
Company to offset amount as against the amount due to him at any point of time by the
Company, or lying to his credit with the Company on any account whatsoever.
9. That the Employee will be required to comply with the provisions of any statute, rules or
regulations of the country to which he may be sent for training as well as those of India and
he shall keep the Company indemnified for any penalties which the Company is made to pay
for his neglect and/or any violation of the provisions of any statute, rules or regulations and
other applicable law.
10. The Employee agrees and undertakes to absolve the Company, its servants, and agents from
any injury, loss or damage and accordingly agrees to indemnify the Company against all
proceedings, suits, actions, claims, demands, costs and expenses whatsoever, which taken or
made against the Company in respect of any injury (whether fatal or otherwise) to any
person or damage or loss to any property, occasioned directly or indirectly by any act,
omission or other default by the Employee during the period of 36 months.
11. It is agreed between the parties that other terms and conditions of service namely designation,
emoluments, leave, duties and responsibilities, misconduct, termination etc. are contained in the
appointment letter dated and the same may be treated as the part and parcel of
this Agreement.
12. That if the liquidated damages stipulated as being payable by the Employee to the Company in
the events envisaged in Clause 5 above, are not paid by him within the time periods stipulated
No.
in the said Clause, or if any one of the said sums is not paid, or if any part of any sum is not
paid, it shall be inferred that a dispute has arisen between the parties. In the event of such
dispute arising or in the event of there being any dispute between the parties as to non-payment,
or as to the interpretation of any term of this Agreement, or there being any dispute as to the
rights and liabilities of the parties under this Agreement, the same shall be referred to the sole
arbitration of a person to be nominated and appointed by the Company. The arbitration
proceedings shall be governed by the Arbitration and Conciliation Act, 1996, or any of its
statutory re-enactments or amendments. The venue of the arbitration shall be at New Delhi, and
the courts at New Delhi alone shall have the jurisdiction over this Agreement. The Arbitration
proceedings shall be conducted in the English language.
13. In the event that any provision of this agreement shall prove to be invalid, illegal or
enforceable hoy or in part for any reason, such provision or part thereof shall be severable
from the g provisions and part shall continue in full force and effect and shall be enforceable
notwithstanding such invalidity, illegality, or unenforceability.
14. This Agreement or any its provisions can only be modified in writing signed by both parties.
15. This Agreement may not be assigned by the Employee to any person. Any attempted assignment
shall be void.
16. This Agreement may be terminated and shall have no effect in the circumstances as below:
i. Death of the Employee before expiry period of 36 months; or
ii. Notice of waiver by the Company in writing
17. All Communications between the Employee and the Company, shall be deemed to have been
effectively served if addressed to the following addresses:-
Employee's Address .
The Employee undertakes the responsibility to inform the Company of any changes in his
address for correspondence.
In witness whereof the parties hereto set unto this deed their hands, at the place, on the day, month and
year first mentioned.
WITNESS:-
I.
1. Signature :-
2. Name :-
3. Address :-
II.
1. Signature:-
2. Name:-
3. Address:-
No.
No.
Place: Dated:
Please note: Employee to sign across the revenue stamp affixed above.