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Software Services Agreement Download Word Document In English. (Rs.50/-) Download PDF Document In Marathi. (Rs.50/-) THIS AGREEMENT MADE at..................... on this............... day of................... 20...... BETWEEN ............................Limited a company registered under the Companies Act, 1956 and having its registered office at.................................. (Hereinafter referred to as "CLIENT") which expression shall unless it be repugnant to the context or otherwise be deemed to include its successors and assignees. AND ............................Limited a company registered under the Companies Act, 1956 and having its registered office at.................................. (Hereinafter referred to as "SUPPLIER") which expression shall unless it be repugnant to the context be deemed to include its successors and assignees. WHEREAS the CLIENT has approached the SUPPLIER for writing certain software programs as described in this agreement. WHEREAS the SUPPLIER agrees to write software programs for the client and to provide such other services described in and upon the terms and conditions contained in this Agreement. NOW THEREFORE, in consideration of the mutual covenants and obligations between the parties it is agreed as follows:       I.        Definitions In this Agreement, unless the context otherwise requires, the following expression shall have the meaning hereinafter assigned to them: 1.     Acceptance Date: means the date on which the Programs are accepted [or deemed to be accepted] by the Client; 2.     Budget: means the budget giving all the relevant details as to quality, quantity and projected cost etc., to be prepared and agreed for each Budget Year; 3.     Budget Year: means each period of 12 months or less in the event of a termination during the currency of the agreement; 4.     Completed Programs: means fully installed, and tested and accepted programs; 5.     Equipment: means the Client's computer hardware and associated peripherals equipment specified in Schedule or such other equipment as may be agreed between the parties; 6.     Execution Plan: means the time Schedule for the completion of the Phases of preparation and delivery of the Programs as specified in Schedule... 7.     Finishing Date: means the date specified in the Execution Plan by which the Supplier is to provide the Completed Programs, or such extended date as may be set pursuant to any provision of this Agreement; 8.     Guidance Plan: means the training provided by the Supplier for the use of the Programs by the Client's staff the details of which are set out in Schedule 9.     Maximum Cost: means the sum specified in Schedule. 10.  Operative Specifications: means the specification in accordance with which the Programs are to be written; 11.  Operating Manuals: means the operating manuals to be prepared by the Supplier; 12.  Operation Criteria: means the criteria which is intended that the Programs shall fulfill as specified in the Operative Specifications subject to the tolerances, limitations and exceptions stated in the Operative Specifications; 13.  Phase: means a Phase of the Execution Plan; 14.  Price: means the price to be paid by the Client for the Services as specified in Schedule. 15.  Programs: means the applications/computer programs to be written by the Supplier; 16.  Services: means the services to be provided by the Supplied under this Agreement; 17.  Testing Date: means the date on which the Supplier attends the program [s] tests on the Client's premises.     II.        Covenant Services to be provided a.     The Supplier, under the terms and conditions of this Agreement, agrees to:                               i.                Write the Program [s];                              ii.                Successfully install the Program [s] on the Equipment;                             iii.                Provide the Completed Program [s] by the Finishing Date; and                             iv.                Provide Operating Manuals and training; Supplier's Acceptance a.     The Supplier accepts that the Programs are to be used by the Client in conjunction with the Equipment and the client's existing _______ operating system. b.    The Supplier also accepts that it has been supplied with sufficient information about the Equipment and the said operating system to enable it to write the Programs in accordance with the Operative Specifications for use with the Equipment and the said operating system. c.     The Supplier shall not be entitled to any additional payment nor excused from any liability under this Agreement as a consequence of any misinterpretation by the Supplier of any matter or fact relating to the functions, facilities and capabilities of the Equipment or the said operating system. Programs Writing a.     The Supplier shall write a series of applications programs in __________ language operating under version _______of the ____________ database management system [DBMS]. b.    The Database Management System shall provide the facilities and functions set out in the Operative Specifications and shall fulfill the Operation Criteria. Alterations If any alterations are made to the Programs then, the Supplier shall make appropriate modifications to the Operative Specifications, the Operating Manuals and the Guidance Plan to reflect such alterations. The cost of such modifications shall be included in the quotation given by way of an invoice. Delivery and installation of Program a.     The Supplier shall at the agreed Phase deliver to the Client:                     i.          One copy of the object code of the Programs in machine-readable form on the storage media as specified by the Client;                    ii.          Certified copies of the data and results of tests carried out by the Supplier on all parts of the Programs before delivery; and                   iii.          The Operating Manuals. b.    The Supplier shall also successfully install the Programs on the Equipment. Operating Manuals The Supplier shall prepare and provide the Client with... copies of a set of operating manuals containing sufficient information to enable the Client to make full and proper use of the Programs in combination with the Equipment and the Client's ___________operating system. If the Client requires further copies of the Operating Manuals then, these will be supplied by the Supplier at a reasonable charge. Training of staff / employee The Supplier undertakes to provide training in the use of the Programs for the Client's staff in accordance with the Guidance Plan. Any additional training required by the Client shall be provided by the Supplier upon reasonable written notice at its standard scale of charges. Agreement for Maintenance The parties shall enter into a separate maintenance agreement on the Acceptance Date in respect of the Programs and the Operating Manuals. Meetings of representatives The parties shall ensure that their Authorized representatives will meet every quarter to discuss and assess the progress of the Services. Provision of required Information The Client shall provide all information and documentation reasonably requested by the Supplier to enable the Supplier to prepare and write the Programs and the Operating Manuals. Such information and documentation shall be subject to the provisions of confidentiality contained in the agreement. The Client shall ensure that it provides the Supplier with such access to its staff as may be reasonably required for the purposes of the provision of the Services Staff / employee a.             The Services under the agreement shall be provided by the employees of the Supplier named in Schedule _____________or such other persons as may be approved by the Client in writing. If particular Supplier's staff is crucial to the success of the project, the client may seek commitments that they will work full time on the project and shall not be removed from it without the client's consent. b.            The Supplier agrees that the services envisaged in this Agreement shall be performed by persons nominated by the Supplier or such other persons as the Client approves in writing. c.             The Supplier shall instruct the Client's staff and provide technical advice that may be necessary for the use of the program [s]. d.            The Supplier's personnel, while attending the Client's Place of Use shall conform to the Client's normal codes of staff practice. e.             The Client shall ensure that the Supplier's personnel are treated in the same manner and given the same respect as the Client's staff. f.             The Client shall guarantee a clean, healthy and safe working environment for the Supplier's personnel whilst performing the services envisaged in this Agreement.    III.        Consideration 1.     The Supplier shall send an invoice concerning the Monthly Standing Charges to the Client on the _________day of each month. 2.     The Client shall make payment of such invoice within... days of its receipt. 3.     The Budget shall be reviewed jointly by representatives of both the parties at quarterly intervals. 4.     The Monthly Standing Charge for the remainder of the Budget Year shall be appropriately adjusted if agreed upon. 5.     The aggregate payments made by the Client in respect of Monthly Standing Charge shall be adjusted by means of a separate payment at the end of each quarter. 6.     The Supplier shall not exceed the projected expenditure in the Budget without prior written consent of the Client. 7.     Unless otherwise agreed between any deficit in actual expenditure shall be credited to the Client by means of a Monthly Standing Charge. 8.     Either party is entitled to charge the other interest at the rate of _________% per annum on late payment of any amount due until full payment of such amount.    IV.        Supplier's Warranty 1.     The Supplier warrants that the Programs will, after acceptance by the Client, perform as set out in the Operative Specifications when properly used with the Equipment and the said Client's __________ operating system. 2.     The Operating Manuals and the Guidance Plan will provide adequate instruction to enable the Client to make full and proper use of the Programs in combination with the Equipment and the said operating system without the need for reference to any other person or document. 3.     If the Supplier receives written notice from the Client after the Acceptance Date of any breach of the said warranty then, the Supplier shall at its own expense and as promptly as possible remedy the defect or error in question unless the Supplier receives a written notice regarding the defect after the expiry of ____________ months after the Acceptance Date. 4.     The Supplier's primary obligation is to remedy breaches of warranty by the provision of materials and services promptly and without charge to the Client, provided that the Supplier tails to conform to its obligations and its liability for such failure. 4. 5.     The explicit terms of this Agreement conform to all warranties, conditions, terms, undertakings and obligations implied by statute, common law, trade usage, course of dealing or otherwise, all of which are hereby excluded to the fullest extent permitted by law.     V.        Indemnity 1.     The Client will indemnify the Supplier against all costs, claims, demands, expenses and liabilities arising out of or in connection with any claim that the use by the Supplier of any information or material supplied by the Client for the purpose of enabling the Supplier to prepare and write the Programs and/or the Operating Manuals infringes any third party intellectual property. 2.     The Supplier shall likewise indemnify the Client against all costs, claims, demands, expenses and liabilities arising out of or in connection with any claim that the Services provided by the Supplier that infringe any third party intellectual property rights. 3.     The indemnifying party shall be granted immediate and complete control of any claim of indemnity and the indemnified party shall not prejudice the indemnifying party's defense of the claim. 4.     The indemnified party shall give the indemnifying party all reasonable assistance at the expense of the indemnifying party on such claim of indemnity.    VI.        Confidentiality 1.     Both parties undertake to each other to keep confidential all information concerning the business and affairs of the other, which has been obtained or received as a result of the discussions leading up to or the entering into of this agreement save that which is: a.             Inconsequential or obvious; b.            Already in its possession other than as a result of a breach of this clause; or c.             Required by law. 2.     Each of the parties undertakes to the other to take all such steps as shall from time-to-time be necessary to ensure compliance with the provisions of the above clause by its employees agents and subcontractors. VII.        Intellectual Property Rights 1.     The copyright and all other intellectual property rights of whatever nature shall be and shall remain vested in the Supplier. 2.     The Supplier hereby grants to the Client with effect from the Acceptance Date a non-exclusive and non-transferable license to use and copy the Programs and the Operating Manuals for its own internal business purposes. 3.     The Client shall not be entitled to sub-license the use of the whole or any part of the Programs or the Operating Manuals. 4.     The Client undertakes to treat as confidential and keep secret all information contained or embodied in the Programs, the Operating Manuals, and the Operative Specifications and in all other specifications and documentation relating to the Programs and all information conveyed to the Client by training. 5.     The Client shall not without the prior written consent of the Supplier discloses any part of the Information to any person except: a.     The Client's own employees who need to know such information; b.    The Client's auditors, Tax authorities, Customs & Excise and any other persons or bodies having a right, duty or obligation to know the business of the Client and then only in pursuance of such right duty or obligation; c.     Any person who is from time-to-time appointed by the Client to maintain any equipment on which the Programs are being used and then only to the extent necessary to enable such person properly to maintain such equipment; d.    Any professional adviser of the Client in connection with a dispute arising from this Agreement or the Client's use of the Programs. 6.     The Client undertakes to ensure that the persons and bodies mentioned in clauses 5(a), 5(b), 5(c) and 5(d) are made aware prior to the disclosure of, any part of the Information that the same is confidential and that they owe a duty of confidence to the Supplier. 7.     The Client shall indemnify the Supplier against any loss or damage which the Supplier may sustain or incur as a result of the Client failing to comply with such undertaking 8.     The Client shall promptly notify the Supplier if it becomes aware of any breach of confidence by any person to whom the Client divulges all or any part of the Information and shall give the Supplier all reasonable assistance in connection with any proceedings that the Supplier may institute against such person for breach of confidence. VIII.        Force Majuro Notwithstanding anything to the contrary in this Agreement, neither Party shall be liable by reason of failure or delay in the performance of its duties and obligations under this Agreement if such failure or delay is caused by acts of God, war, riot, fire, civil commotion, strikes, lock outs, embargoes, any orders of governmental, quasi-governmental, or local authorities or any other similar cause beyond its control and without its fault or negligence.    IX.        Termination of Agreement 1.     This agreement may be terminated under the following circumstances: a.     Immediately by the Installer if the Client fails to pay any sum due under this agreement within _____________days of its due date; b.    Immediately by either party if the other commits any material breach of any term of this agreement and which has not been remedied within ________days of a written request to remedy the same; and c.     Immediately by either party if the other party takes steps for the voluntary winding up or enters into any arrangement with its creditors or if an official liquidator is appointed in respect of all or any part of the business or assets of the other party or other steps are taken for the winding up of the other party 2.     Any termination of this agreement pursuant to this clause shall be without prejudice to any other rights or remedies a party may be entitled to under this agreement or under law and shall not affect any accrued rights or liabilities of either party nor the coming into or continuance in force of any provision hereof which is expressly or by implication intended to come into or continue in force on or after such termination.     X.        Governing Law and dispute resolution 1.     1 This Agreement shall be construed in accordance with the law of India. 2.     2 Any dispute, difference, controversy or claim arising between the Parties out of or in relation to or in connection with this Agreement, or the breach, termination, effect, validity, interpretation or application of this Agreement or as to their rights, duties or liabilities hereunder, shall be settled by the Parties by mutual negotiations and agreement. If, for any reason, such Dispute cannot be resolved amicably by the Parties, the same shall be referred to and settled by way of arbitration proceedings by three arbitrators, one to be nominated by each Party and the third to be appointed by the two appointed arbitrators. The arbitration proceedings shall be held in accordance with the Arbitration and Conciliation Act, 1996, or any subsequent enactment or amendment thereto (the "Arbitration Act"). Each of the Parties shall appoint an arbitrator within thirty (30) days of the receipt by a Party of the other Party''s request to initiate arbitration. The two arbitrators so appointed shall then jointly appoint a third arbitrator within thirty (30) days of the date of appointment of the second arbitrator, which third arbitrator shall act, as the Chairman of the tribunal. Arbitrators not appointed within the time limit set forth in the preceding sentence shall be appointed in accordance with the Arbitration Act. The decision of the arbitrators shall be final and binding upon the Parties. The venue of arbitration proceedings shall be ____________ The language of the arbitration and the award shall be English.    XI.        Interpretations of certain terms and references In this agreement unless otherwise specified following interpretation shall be applicable: 1.     Reference to a Subsidiary or Holding Company is to be interpreted in accordance with the Companies Act 1956; 2.     Reference to a party is reference to a party of this agreement and this includes the party's permitted assignees and/or the respective successors in title to the whole undertaking; 3.     Reference to a person includes any person, individual, company, firm, corporation, government, state or agency of a state, or any undertaking regardless of it having a legal representative or not and notwithstanding of the law under which it exists; 4.     Reference to any statute or statutory instrument or any of its provisions shall be interpreted as a statute or statutory instrument or provision that is re-enacted or amended from time-to-time; 5.     All words/terms denoting the singular shall include the plural and vice versa; and all words/terms denoting any gender shall include all genders; 6.     All references to clauses and Schedules shall be interpreted as references to clauses or Schedules of this agreement. XII.        Alteration and Modification Any alteration or modification or waiver in connection with this contract will not be effective unless made in writing and signed by both the parties. XIII.        Severance Invalidity or unenforceability of any term of this agreement shall not render the other provisions and the remainder of the agreement invalid or unenforceable and the agreement shall remain in full force and effect. XIV.        Entire Agreement This Agreement and the Schedules and Annexures hereto represent the entire agreement as to the subject, matter hereof, and supersede any and all prior understandings between the Parties on the subject-matter, hereof. XV.        Assignment Neither of the Parties hereto shall be entitled to assign this Agreement or any of their rights, powers, obligations and/or duties hereunder without the prior written consent of the other Party. XVI.        Duration This agreement is effective w.e.f..................... and shall terminate on.......................... unless both parties decide to extend the agreement by informing each other in writing. XVII.        Notices All notices and other communications under this contract must be in writing, and must be mailed by registered or certified mail or any other form of communication [fax/email] at the following address: To CLIENT ..................................... ...................................... To SUPPLIER ..................................... ...................................... XVIII.        Waiver Save where this Agreement expressly provides, neither Party shall be deemed to have waived any right, power, privilege or remedy under this Agreement unless such Party shall have delivered to the other Party a written waiver signed by an authorised officer of such waiving Party. No failure or delay on the part of either Party in exercising any right, power, privilege or remedy hereunder shall operate as a waiver, default or acquiescence thereof, nor shall any waiver on the part of either Party of any right, power, privilege or remedy hereunder operate as a waiver of any other right, power, privilege or remedy, nor shall any single or partial exercise of any right, power, privilege or remedy hereunder preclude any other or further exercise thereof or the exercise of any other right, power, privilege or remedy hereunder. XIX.        Insurance The Supplier shall maintain throughout the term of this agreement, with an insurer of good repute, indemnity/insurance comprehensively covering all his obligations for a sum of not less than Rs........... (Rupees............................) XX.        Authorized Signatory Both parties shall provide information in writing regarding the authorized signatories for this contract along with their respective names and designations. The contracting parties assume that the respective authorized signatories are the person recognized for the purpose of signing the contract in conformity with the authorisation of the Company XXI.        Non-Solicitation of Staff For the purposes of this contract, both parties agree not to solicit either directly or indirectly with a view to provide or offer employment to, offer to contract with or encourage a staff member of the other party to leave without the prior written consent of the other during the term of this agreement and for an additional period of ___________ days after termination. XXII.        Regulation of foreign exchange Both the parties agree to be governed by the Laws of India regarding the use of foreign exchange in their transactions. XXIII.        Legal expenses and charges The succeeding party shall be entitled to reasonable litigation and professional fees along-with the out of pocket costs incurred in connection with dispute resolution arising between the parties with matters pertaining to this Agreement. XXIV.        Genuine Software Both parties agree that the software that is required to be used for the purposes as envisaged under this Agreement shall be genuine and registered software and not a pirated version of any nature. XXV.        Warranty of Software The Supplier warrants to the Client that the software that has been agreed to be part of the equipment to be supplied as envisaged under this Agreement shall be the genuine and registered version and shall not be a pirated version/copy of any nature. XXVI.        Injury resulting during Installation of Software The Client shall not be liable for any Injuries occurring to the Supplier's staff while installing the Software at the Place of Use unless such staff belongs to the Client. XXVII.        Injury While Using the Software The Supplier warrants that the Equipment provided to the Client shall not cause any physical harm or injury or otherwise to any of the Client's staff or the user of the Program [s]. If such Software causes physical harm or injury or otherwise, the Supplier agrees to compensate the Client [in terms of incurred expenditure] and rectify the Program [s] free of charge. XXVIII.        Damage to Other Program [s] 1.     The Supplier warrants that the Software shall not damage, destroy or corrupt any other Software belonging to the Client, provided the Client executes and implements all the required networking related measures and safeguards as stated in the manual. 2.     However, subject to the foregoing clause, if the Software damages, destroys or corrupts the Client's Equipment, the Supplier shall rectify/replace such damaged, destroyed or corrupted Software free of charge. 3.     To this effect, the Client is under an obligation to bring it to the notice of the Supplier about the nature and extent of the damage that has taken place. On the basis of which, the Supplier may send its team of personnel to evaluate and assess the incident and consequently ensued damage. XXIX.        Warranty of Program [s] The Client warrants to the Supplier that the Program[s] shall be used only for the purposes envisaged in this Agreement and shall not be used for any other purpose other than what has been mentioned in this Agreement. XXX.        Compliance with Legal Requirements The Supplier undertakes for the purpose of Sale/Lease/Rent that it has fulfilled all the applicable legal Requirements, Procedures and Formalities, as envisaged by the different laws, rules, regulations, bye-laws, procedure and formalities. XXXI.        Harmful Effects of Program [s] The Supplier shall bring to the notice of the Client beforehand harmful effects, if any, of using the Program[s] XXXII.        Survival of certain clauses The Clauses of this Agreement, which by nature are intended to survive termination of this Agreement shall remain in effect after such termination. IN WITNESS, where of the Agreement has been entered into between the parties on the day and year first above written CLIENT'S NAME __________________________ ADDRESS __________________________   SIGNATURE [of Authorized Signatory] __________________________ SUPPLIER'S NAME __________________________ ADDRESS __________________________ SIGNATURE [of Authorized Signatory] __________________________ Download Word Document In English. (Rs.50/-)

Employee Service Agreement with Training THIS EMPLOYEE SERVICE AGREEMENT executed at __________ on this the _______ day of _____________ _________ BETWEEN _______________, a company incorporated under the Companies Act, 1956, represented by it's ________________Mr./Ms. _______________, son of / wife of/ daughter of Mr. ___________ having it's registered office at ________________________________________________, hereinafter referred to as the EMPLOYER (which expression shall, unless it is repugnant to the context, mean and include it's successors-in-interests, administrators and permitted assigns); AND Mr./Ms. ______________, son of / wife of/ daughter of Mr. ____________, Indian, ______________, aged about _____________years, residing at ______________________________________________, hereinafter referred to as the EMPLOYEE. WHEREAS The EMPLOYER is carrying on the business of ________________. The EMPLOYER called for applications from the eligible candidates for the post _________and in response thereto an application-dated ____________ was forwarded by the EMPLOYEE to the EMPLOYER. On processing the application and the relevant documents, the EMPLOYER found the EMPLOYEE adequately qualified for the post and offered to appoint him as __________________________ in the Company. The EMPLOYEE has accepted the said appointment on the terms and conditions herein after set out. NOW THEREFORE IN CONSIDERATION OF THE MUTUAL OBLIGATIONS AND UNDER TAKINGS CONTAINED HEREIN THIS AGREEMENT WITNESSETH AS FOLLOWS NAME OF THE POST: The said EMPLOYEE is hereby appointed as ______________. PROBATION AND CONFIRMATION: The EMPLOYEE shall be on probation for a period of ________. The decision of the management on the performance of the EMPLOYEE during the period of probation is final and binding on the EMPLOYEE. DURATION OF EMPLOYMENT: On successful completion of probation, the EMPLOYEE shall be appointed as a permanent EMPLOYEE of the EMPLOYER for a period of ____________. PLACE OF POSTING: The EMPLOYEE shall report to work at ___________________, on ___________________. HOURS OF WORK: The EMPLOYEE is required to work from ___________ to ________ during the Weekdays. The weekly holiday would be on ________. REMUNERATION The EMPLOYER shall pay the EMPLOYEE a stipend of Rs. __________/- during the period of probation. On successful completion of probation the EMPLOYER shall pay the EMPLOYEE a basic salary of Rs. __________. The EMPLOYER shall increase the basic salary of the EMPLOYEE as per the policy of the EMPLOYER. PERQUISITIES & HOLIDAYS: On confirmation, the EMPLOYEE shall be entitled to other benefits, monetary/leave, as is prevalent in the Company, from time to time, as per the ________________________. ARBITRATION: Any dispute arising under this Agreement or any matter incidental thereto, shall be submitted for arbitration as per the provisions of Arbitration and Conciliation Act, 1996. IN WITNESS WHEREOF the parties hereto affixed their signatures on the day, month and year mentioned herein above. SIGNATURE OF EMPLOYER SIGNATURE OF THE EMPLOYEE WITNESSES: 1. 2. Download Word Document In English. (Rs.20/-) Download PDF Document In Marathi. (Rs.20/-)

Employee Service Agreement THIS EMPLOYEE SERVICE AGREEMENT executed at __________ on this the _______ day of _____________ _________ BETWEEN _______________, a company incorporated under the Companies Act, 1956, represented by it's ________________Mr./Ms. _______________, son of / wife of/ daughter of Mr. ___________ having it's registered office at ________________________________________________, hereinafter referred to as the EMPLOYER (which expression shall, unless it is repugnant to the context, mean and include it's successors-in-interests, administrators and permitted assigns); AND Mr./Ms. ______________, son of / wife of/ daughter of Mr. ____________, Indian, ______________, aged about _____________years, residing at ______________________________________________, hereinafter referred to as the EMPLOYEE. WHEREAS The EMPLOYER is carrying on the business of ________________. The EMPLOYER called for applications from the eligible candidates for the post _________and in response thereto an application-dated ____________ was forwarded by the EMPLOYEE to the EMPLOYER. On processing the application and the relevant documents, the EMPLOYER found the EMPLOYEE adequately qualified for the post and offered to appoint him as __________________________ in the Company. The EMPLOYEE has accepted the said appointment on the terms and conditions herein after set out. NOW THEREFORE IN CONSIDERATION OF THE MUTUAL OBLIGATIONS AND UNDER TAKINGS CONTAINED HEREIN THIS AGREEMENT WITNESSETH AS FOLLOWS NAME OF THE POST: The said EMPLOYEE is hereby appointed as ______________. PROBATION AND CONFIRMATION: The EMPLOYEE shall be on probation for a period of ________. The decision of the management on the performance of the EMPLOYEE during the period of probation is final and binding on the EMPLOYEE. DURATION OF EMPLOYMENT: On successful completion of probation, the EMPLOYEE shall be appointed as a permanent EMPLOYEE of the EMPLOYER for a period of ____________. PLACE OF POSTING: The EMPLOYEE shall report to work at ___________________, on ___________________. HOURS OF WORK: The EMPLOYEE is required to work from ___________ to ________ during the Weekdays. The weekly holiday would be on ________. REMUNERATION The EMPLOYER shall pay the EMPLOYEE a stipend of Rs. __________/- during the period of probation. On successful completion of probation the EMPLOYER shall pay the EMPLOYEE a basic salary of Rs. __________. The EMPLOYER shall increase the basic salary of the EMPLOYEE as per the policy of the EMPLOYER. PERQUISITIES & HOLIDAYS: On confirmation, the EMPLOYEE shall be entitled to other benefits, monetary/leave, as is prevalent in the Company, from time to time, as per the ________________________. ARBITRATION: Any dispute arising under this Agreement or any matter incidental thereto, shall be submitted for arbitration as per the provisions of Arbitration and Conciliation Act, 1996. IN WITNESS WHEREOF the parties hereto affixed their signatures on the day, month and year mentioned herein above. SIGNATURE OF EMPLOYER SIGNATURE OF THE EMPLOYEE WITNESSES: 1. 2. Download Word Document In English. (Rs.20/-) Download PDF Document In Marathi. (Rs.20/-)

Dealership Agreement between a Manufacturing Company and Firm This agreement made on this……………day of…………….between chandika & co. Ltd., a company incorporated under the companies act, 1956 and having its registered office at …………(hereinafter called the ‘company’ which expression shall, unless the context admits otherwise, includes its representatives) of the one part and jumb & jumboo, a partnership firm consisting of shri……………..,shri……………………shri……………….and smt……………..w/o shri…………………partners, having its main business place at………………and branches at………….. And ……………..(hereinafter called “the firm” which expression shall, unless the context admits otherwise, include the partners, their heirs, executors, administrators, representatives and assigns) of the other part. Whereas 1.     The company manufacturers cotton and polyster fibre yarn suitings and shirtings. 2.     The firm has its own well-established marketing network and is selling goods of various manufactures and is desirous of selling the goods of the company at a new sales depot recently taken by it on rent for the purpose. 3.     The company, after having considered the proposal of the firm, has agreed to appoint the firm as its dealer on the terms and conditions as hereinafter appearing. Now this agreement witnesses as under : 1.     That the company hereby appoints the firm as its dealer for selling its products, more particularly described in the schedule annexed hereto. 2.     That the agreement shall remain in force originally for three years commencing from…………but may be renewed for similar periods on the terms and conditions as may be agreed by and between the parties hereto. 3.     That the firm shall keep a minimum stock of…………pieces each of the company’s products described in the schedule to meet the demand of the ultimate users/consumers, and such quantity shall be reviewed every quarter in the light of the sales during the previous quarter the demands, consumers likings and the market trends. 4.     That the company shall supply to the firm its products on credit for fifteen days from the date of the invoice and shall charge interest at the rate of………….per cent per annum from the sixteenth day of the invoice till payment in full if payments are not made within the period credit aforesaid. 5.     That the company shall supply to the firm publicity and advertisement material in sufficient quantity for display at the firm’s sales depot and for the distribution in its area of operation. 6.     That the company shall bear 60% of the cost of maintaining the firm’s sales depot including rent thereof subject to a maximum of 6% of the invoice value of all the products of the company sold to the firm, which amounts shall be credited to the firm’s running account maintained with the company at the end of each quarter. 7.     That the accounts between the parties will be settled half-yearly and the credit/debit balance shall be squared up by making necessary payment6s by the parties. 8.     The firm shall make all efforts for the promotion of the sale of the company’s products and in the event of the company being of opinion on the basis of sale records that the firm is failing in properly performing its duty as dealer, the company shall be at liberty to terminate this agreement by giving the firm one month’s notice in writing and on the expiry of the notice period, this agreement shall stand terminated and the parties shall settle their accounts within a week thereafter. 9.     The company hereby agrees and undertakes to supply to the firm its products as per the firm’s orders and on the company failing to supply the goods under the firm’s orders ,the firm shall be at liberty to terminate the agreement by giving the company one month’s notice in writing and after the expiry of the notice period, this agreement shall stand terminated and the parties shall settle their accounts within a week thereafter 10.  The firm shall at no time sell any product of the company at a price higher than that fixed by the company from time to time 11.  The firm shall be free and entitled to appoint sub-dealers, salesmen, commission agents or other sales personnel on salary, commission or any other basis, but with the condition that they will function in accordance with the provisions of this agreement and not do anything which is detrimental to the interest of the company, or the firm and the collective interests of both. In witness whereof, etc. Schedule referred to above. Download Word Document In English. (Rs.20/-)

Franchise Agreement Download Word Document In English. (Rs.40/-) Download PDF Document In Marathi. (Rs.40/) This AGREEMENT entered into on the...............................day of......................., 20.............. BETWEEN: ....................................................Limited a Company incorporate under the Companies Act, 1956, having its Registered Office at..........................., represented herein by its................................. Shri................................................. (hereinafter referred to as the ''XYZ Limited '', which expression shall, whenever the context so requires or admits mean and include its successors and assigns) of the ONE PART; AND M/s.................................................. a Partnership Firm, having its place of Business at.............................. represented herein by its Partner Shri............................. (hereinafter referred to as the ''AGENT'', which expression shall, unless the context so requires or admits mean and include its Partners for the time being, their heirs, legal representatives, executors and permitted assigns) of the OTHER PART; WHEREAS XYZ Limited is engaged interalia in the business of marketing children products, such as, toys, garments, furniture, utilities and such other goods and are the owners of the trade name and trade mark ''XYZ''; WHEREAS XYZ Limited is desirous of promoting children products under its trade name and trade mark by setting up chain or retail outlets all over the country on its own a also by appointing stockiest, retailers and franchises for the purpose of setting up of retail outlets; WHEREAS the Agent has offered to set up one such Retail Outlet in the City of..... and has represented to XYZ Limited that it is in a position of invest necessary capital and is also possessed of a suitable premises to set up and carry on the Retail Outlet and XYZ Limited has accepted the said offer; NOW THIS AGREEMENT WITNESSETH AS FOLLOWS That in consideration of the foregoing, the Company hereby appoint M/s......... as its Agent in the City of......... upon the following terms and conditions: 1.     The retail outlet for marketing children''s products such as toys, garments, utilities, furniture and such other goods under the name and style of ''XYZ'' shall be set up and run in the Premises made available by the Agent, which premises is more fully described in the Schedule Premises''. The premises will be made available free of cost or charges to XYZ Limited by the Agent during the subsistence of this Agreement. 2.     The Agent will meet and bear the entire cost of furnishing and decorating the interior and exterior of the Schedule-Premises in accordance with the specifications and requirements of XYZ Limited, particularly touching upon the following aspects -- elevation, décor and interior design, selection of furniture, fitting, counters and stands, lighting system, illumination, mannequins, window display, air conditioning, fire fighting equipment, furnishings, flooring, etc. the cost of which is estimated to be of the order of Rs.......................... (Rupees.........................................) He shall also provide necessary warehousing facilities and office space for the Company's' representations. 3.     The name of the Shop shall be promptly and clearly displayed as..........................; 4.     XYZ Limited will make available from time to time to the Agent children products like Toys, garments, utilities and furniture and other goods shall be manufactured, sold or dealt in by XYZ Limited (hereinafter collectively referred to as ''Stockiest'') and the Agent will take the Stocks on consignment and sell the same in retail at prices fixed from time to time by the XYZ Limited. The stocks shall at all times be the property of the XYZ Limited and the Agent shall only be entrusted the Stocks for the purpose of enabling their retails sale. 5.     The Agent at his cost will employ necessary personnel to man and manage the Retail Outlet to the entire satisfaction of XYZ Limited. THE AGENT COVENANTS WITH THE COMPANY AS FOLLOWS: 1.     It shall duly and promptly pay the owner of the Schedule Premises rents and other charges and keep the lease subsisting and valid and ensure that the Schedule Premises is always available for running of the Retail Outlet. 2.     That it shall not directly or indirectly or in Partnership or Association, with friends or relatives, or Companies engaged itself in business, which is same or similar to the one being, carried on by XYZ Limited. 3.     That is shall not sell, display or otherwise deal in any goods which are in any way similar to the goods sold or dealt in by XYZ Limited. 4.     That it shall not use the Company''s trade name and/or trademark in any manner other than that which is permitted by XYZ Limited. 5.     That all sales effected by the Agent shall be strictly for cash only. 6.     That it shall furnish to XYZ Limited at such intervals as they may required certified stocks statement of the stock of all goods held by the Agent giving full and correct particulars thereof. 7.     That it shall remit each day the entire sale proceeds of the preceding day to the credit of the designated account of XYZ Limited, which may be indicated from time to time and shall forthwith sent intimation of such remittances to XYZ Limited. 8.     That it shall not draw, accept or endorse any Bill on behalf of the XYZ Limited or in any way pledge the credit of XYZ Limited except with the previous written authorization of XYZ Limited. 9.     That it shall be at all times responsible to XYZ Limited for any damage occasioned to the Stock either on account of the improper or negligent conduct on the part of the Agent, its servants or agents or for any reason whatsoever and shall make goods such loss to the XYZ Limited as and when demanded without demur. 10.  That it shall furnish an irrevocable Bank Guarantee for a sum of Rs.................. (Rupees.......................................) in favor of XYZ Limited covering the value of the Stocks held by it on consignment and that the said Bank Guarantee shall be enhanced from time to time as may be required by XYZ Limited to bring it in conformity with the value of the Stocks held by the Agent. 11.  That it shall keep proper accounts of all Stocks received, sold, damaged and furnish to XYZ Limited each week full particulars of the Stocks and shall permit XYZ Limited, its agents and servants to inspect all Books of Account, Records and vouchers maintained in the Retail Outlet by it all reasonable times. 12.  That it shall be responsible for any loss or damage sustained to the Stock while in the custody of the Agent. DURATION: The duration of this Agreement shall be for a period of.............. years commencing from..........On the expiry of this period of earlier, the Agreement may be extended for such further period and on such terms as the parties may be mutually agreed in writing. This Agreement is however terminable as follows: a.     by either party giving the other................. days notice in writing; b.    by XYZ Limited unilaterally without assigning any reasons                       i.        if the agent is found guilty of misconduct, or                      ii.        commits a breach of any of the provisions of the Agreement, or                     iii.        is dissolved, or                     iv.        any suit or other proceedings are instituted for its dissolution or winding up, or                      v.        commits any act of bankruptcy,                     vi.        suffers any execution or distress. CONSIDERATION: In consideration of the foregoing, the Agent shall be entitled to a commission at the rate of......% of the net sale price realized by it in the Retail Outlet by sale of the Stocks. The expression net sale price shall mean the selling price of the Stocks excluding Sales Tax, local taxes and other levies imposed upon the sale or purchase of the Stocks and/or on the total turnover, packing and forwarding charges and gift wrapping charges. The commission shall be payable by XYZ Limited on or before the.......... Day of the succeeding month for which it is due upon receipt of the monthly statement of sales and realization of the sale proceeds. ASSIGNMENT: This Agreement or the benefit there from shall not be assignable or transferable by the Agent in favor of anyone without prior written consent of the company. SECURITY DEPOSIT: In order to ensure XYZ Limited the due performance of its obligations under this Agreement, the Agent has this day deposited a sum of Rs................. (Rupees.....................................) by Pay Order bearing No..........dated.......... drawn on............. Bank............... Branch,......................, in favor of XYZ Limited as Security Deposit. The said amount will be refundable upon the termination of this Agreement, free of interest, in the event of there being no outstanding claim against the Agent by XYZ Limited. XYZ Limited will however be entitled to appropriate and adjust and amounts which may be due to it from the Agent from out of the Security Deposit. JURISDICTION: This Agreement is executed at.................city and it is hereby agreed that Court situated in............ city alone will have exclusive jurisdiction over any matter arising under this Agreement to the execution of Courts situated in any part of the country. SCHEDULE Premises bearing No...................................... situated at............................................................................ admeasuring and bounded as follows: MEASUREMENTS East to West: North to South: BOUNDARIES ON THE EAST WEST NORTH SOUTH : : : : : By : By : By : By IN WITNESS WHEREOF the parties above named have executed these presents in the presence of the Witnesses attesting hereunder on the dates and place mentioned herein below: Place: Dated: For XYZ Limited, WITNESSES 1. () 2. () Agent

Consultancy Agreement - Appointment by a Television Network CONSULTANCY AGREEMENT BETWEEN ____________________________ AND ____________________________ THIS CONSULTANCY AGREEMENT made at _________________ this ___________ day of __________ BETWEEN ___________________ LTD. a Company incorporated under the Companies Act, 1956 and having its registered office at ________________________________ hereinafter called "the Company" of the First Part AND Mr. ____________________________________ residing at ___________________________________ hereinafter called "the Consultant" of the Second Part. WHEREAS the Company is carrying on the business of running a television network and has appointed the Consultant to assist and advise the Company in developing the Company's programming in India as may be required by the Company and its senior officers from time to time. NOW THE COMPANY HEREBY APPOINTS the Consultant on the following terms and conditions: 1.     The effective date and terms of this Agreement shall be from ___________ to _______________ unless this agreement is terminated earlier in accordance with clause 11 herein. The provisions of this Agreement shall govern all services rendered by the Consultant to the Company unless otherwise agreed in writing by an authorised representative of the Company. This agreement may be extended by mutual consent by the Company and the Consultant and the terms and conditions of this Agreement may be modified or amended at that time. 2.     The Company during the term of this Agreement: a.     may consult with and seek the advice of the Consultant as deemed appropriate by the Company with respect to the Company's programme objectives and proposed programming development plans, objectives and strategies for India (hereinafter called "the territory"); b.    may require the Consultant to render service as a business reporter, news person, commentator, correspondent, analyst or any like capacity on such programmes as the Company may determine for broadcast over network cable and local television facilities as designated by the Company or generally in the field of news. c.     will provide to the Consultant information and advisory material concerning business practices relating to the services required to be rendered by the Consultant. 3.     The Consultant agrees that during the term of this Agreement he will perform the services described in Schedule (A) which is attached herewith. These services may be in accordance with the priorities and schedules established by the Company from time to time and will take the form of oral and written reports giving the Consultant's views, recommendations and suggestions concerning the Company's current and contemplated business programme in the territory and will also perform such other services in such a manner as the Company may require from time to time. 4.     In consideration of the Consultant providing the services specified herein the Company agrees to pay to the Consultant a fee of Rs._________________ (Rupees _______________________________per month for the term of the Agreement from ________________ to ________________. The Company will also reimburse the Consultant reasonable out of pocket expenses for travel, communication etc. incurred for carrying on the services specified in this Agreement, upon submission of claims in accordance with the Company's standard policies. 5.     No compensation will be payable to the Consultant in the event of termination. 6.     All payments shall be subject to deduction of tax at source and any other taxes. 7.     The consideration shall be payable to the Consultant within seven days from the end of each month. 8.     Relationship of the parties: a.     It is agreed that the relationship between the parties shall be on a principal to principal basis and that the Consultant shall be an independent contractor and not an ‘employee’ of the Company. It is understood that neither the Consultant nor his agents or employees are in any way the employees of the Company for any purpose and have no right or authority to assume or create in writing or otherwise any obligation of any kind, express or implied, in the name of or on behalf of the Company. b.    This Agreement is non-exclusive and non-assignable and any assignment by one party without the written consent of the other party shall be void. 9.       a.     This Agreement and any services rendered hereunder are subject to all the applicable laws and regulations of India and the rights and obligations of the parties hereto under or in connection with this Agreement shall be determined in accordance with the laws of India. b.    Neither the Consultant nor his employees or representatives will take or receive any payments in the nature of rebate or similar benefit paid directly or indirectly by any past, current or prospective customer or supplier of the Company nor will the Consultant pay to any employee or representative of the Company or of the customer or supplier any amount. c.     The Consultant shall keep confidential and safeguard business and technical information which becomes available to him in connection with this Agreement except that which is in the public domain or that which the Company has permitted to be disclosed to others. In the later event the Company will advise the Consultant in writing to whom such information should be disclosed. This obligation on the Consultant of confidentiality shall continue for ________________ months after expiry of termination of this Agreement. d.    Within 30 days after the expiration or termination of this Agreement the Consultant shall return all documents and all copies thereof including electronic record containing any business and technical information disclosed to the Consultant by the Company or in any manner procured, received by the Consultant during his term of appointment with the Company. 10.  Any creative intellectual work done by the Consultant during this period of Agreement shall be his own property and if the Consultant has been involved in creating or participating in the creation of any production of creative TV serials, films etc. produced by the Company all such production will be the exclusive property of the Company and the copy right of the same shall rest only with the Company. 11.  This Agreement shall come to an end on the date set out in clause 2 unless the Agreement has been terminated prior to that date or has been renewed by the parties for a period beyond that date. This Agreement may be terminated prematurely: a.     by mutual consent given in writing and signed by both the parties hereto, or b.    by either party at will; or c.     without cause having been given by not less than 3 (three) month’s notice in writing delivered by hand or by registered post with acknowledgement taken, to the other party; or d.    by the Company upon one week's notice in writing to the Consultant, or e.     In the event that the Consultant is adjudged insolvent or utilises the services of any person or firm unacceptable to the Consultant or f.     if the Consultant violates any of the obligations under this Agreement. 12.  In the event of expiration or earlier termination neither party hereto is liable for any reason arising from the termination, expiration or non-renewal of this Agreement, to the other for compensation, reimbursement or damages. 13.  The Company shall have no liability to the Consultant with respect to claims arising out of or in connection with this Agreement except for the payment of compensation under the terms hereof. 14.  The Consultant represents and confirms that there exist no conflicting interest which will prevent him from acting for the Company’s best interest. The Consultant hereby undertakes not to accept any employment or appointment or to engage in any work or business which may conflict with the interest of the Company during the term of this Agreement. IN WITNESS WHEREOF the parties hereto have hereunto set and subscribed their respective hands the day and year first hereinabove written. SIGNED AND DELIVERED by the within- ) named Company ____________________) LTD. by its Authorised Signatory ) Mr. ________________________ in the ) presence of ) SIGNED AND DELIVERED by the within-) named Consultant Mr. _______________) in the presence of ) -------------------------------------------------------------------------------------------------------------------------------------------- SCHEDULE - A Consultant's responsibilities: 1.     The Consultant will render services including reporting, editing, writing etc. as may be required by the Company; 2.     The Consultant shall be liable for his own taxes and for taking all other approvals as may be required by Consultant 3.     The Consultant shall be liable for all registrations as may be required by the Consultant. Download Word Document In English. (Rs.30/-) Download PDF Document In Marathi. (Rs.30/-)

Appointment by Shipping Company of Agent for Recruitment of Personnel AGENCY AGREEMENT BETWEEN ________________________ AND _______________________ AND AGREEMENT FOR RECRUITMENT made this ____ day of _______ 200_ BETWEEN ________ LIMITED, a Company incorporated in ___________, having its registered office at _____________________________________________ (hereinafter referred to as "the Principal") and ________________________________ PVT. LTD. a Company incorporated in India, having its registered office at __________________________, (hereinafter referred to as "the Agent"; WHEREAS the Principal is carrying on the business of ship -- management desirous of appointing the Agent, to act as Agent to assist the Principal in recruiting personnel from India for its ships on the terms and conditions hereinafter contained; NOW IT IS HEREBY MUTUALLY AGREED between parties hereto as follows: 1.     The Principal hereby appoints the Agent to be its Agent in India with effect from ________. 2.     Whenever required by the Principal or any of its associated concerns or clients: a.     The Agent shall arrange for suitable advertisements to be inserted in local newspapers for posts to be filled in the offices or the Ships of the Principal, its Associates or their clients. b.    The Agent will scrutinize all applications, send out application forms for candidates to be interviewed, carry out interviews; and submit to the Principal a short list of the applicants for the Principal's consideration. c.     When the Principal has made a selection, the Agent will make arrangements for their medical check up, visas, passage etc. etcetra. 3.     The Agent will also make arrangements for visas, passage etc. whenever required for any of the staff already serving the Principal. 4.     The Agent will also assist the Principal in investigating and processing in any project in India that the Principal is considering venturing into India. For and in consideration of the services to be performed under this Agreement, the Principal agrees to pay the Agent as follows:- A.    A monthly retainer fee of Rs.________/- (Rupees _______________________ only) payable in advance for 3 months at a time. Such fee shall be payable from the date of commencement of this Agreement and shall continue for so long as this Agreement and shall continue for so long as this Agreement remains in force. B.    A fee equivalent to one month's salary of any person employed by the Principal through the Agent's efforts as hereinbefore provided, subject to a maximum of Rs.________/- (Rupees _________________ only) per person employed. In the event that no person is employed, in spite of the Agent's best efforts, then the fee payable will be equivalent to half of one month's salary offered for the post to be filled, subject to a maximum of Rs.________/- (Rupees _________________ only). C.    The Principal will in addition send advances to the Agent for all actual expenses to be incurred on advertisements, visas, passages, and other incidental expenses. The Agent will submit an account listing all expenses duly supported by original bills, vouchers etcetra. It is hereby agreed that the terms of the Agreement may be modified by mutual consent of the parties. This Agreement shall remain in force upto / /____ and, if extended thereafter, such Agreement shall remain in force until terminated by either party giving one month's notice in writing expiring on the last day of any calendar month. Should any dispute arise between the Owners and the Agents the matter shall be referred to arbitration in Hongkong in accordance with the law of Hongkong. IN WITNESS WHEREOF the parties hereto have hereunto set their hands the day and year first above written. SIGNED AND DELIVERED by the with in named ) for and on behalf of the Principal ) in the presence of ) SIGNED AND DELIVERED by the with in named ) for and on behalf of the Agent ) in the presence of ) Download Word Document In English. (Rs.20/-) Download PDF Document In Marathi. (Rs.20/-)

SALES AGENCY AGREEMENT Download Word Document In English. (Rs.35/-) THIS AGREEMENT is made by and between _____________________   ____________________ ("Principal") located at __________________   ____________________ and _______________________________________   ("Agent"), located at___________________________________________   _______________________________. In consideration of the mutual covenants and promises contained in this Agreement as set forth below, the Principal and the Agent agree as follows: Article 1.  Legal Status of the Parties. Section 1.1.  Legal Status of the Principal.  The Principal is duly organized, validly existing, and in good standing under the laws of the State of _____________________  with the power to own property and carry on its business as it is now being conducted. Section 1.2.  Legal Status of the Agent.  The Agent  is a(n)   ________________________________________ having a primary place of business at _______________________________________________. Section 1.3.  Company Business.  The Principal is engaged in the business of manufacturing and selling________________________  _________________________________.  The Agent declares that the Agent possesses the financial and physical resources to promote the sale and use of the products of the Principal and desires to develop a demand for and sell such products as authorized in this Agreement.  The Principal desires the Agent to develop a demand for and sell its products on the terms and conditions set forth in this Agreement. Article 2.  Agency. Section 2.1.  Exclusive Appointment.      a.   The Principal appoints the Agent as exclusive sales representative for the sale of its products within the following territory: This territory may be subsequently enlarged, reduced, or changed in area with the mutual consent of the parties.      b.   During the continuance of this Agreement, the Principal shall not appoint any other person, firm, or corporation           to sell the same products in the territory.      c.   Except as the Principal may subsequently authorize in writing, the Agent shall not sell any of the Principal's products outside of the territory.      Section 2.2.  Products Covered.      a.   The products of the Principal covered by this Agreement are those which it and its subsidiaries manufacture and sell under the following trade names:                           b.   If any products that the Principal may hereafter manufacture and sell may be in conflict with or competitive to the products of other manufacturers then being distributed by the Agent, the Agent reserves the right by written notice to the Principal to exclude such of the Principal's products from the scope of this Agreement and to consent to their sale by others in the  territory covered.      Section 2.3.  Compensation.      a.   The Principal shall pay to the Agent as compensation for his/her services a commission of _______________________ percent (_______%) of the net invoice value of all shipments of its products to any part of his/her territory for which the Principal shall have received payment.  "Net invoice value" is defined as the gross invoice amount, less any returns, and allowances.  The Principal shall pay the commissions on the ___________  day of each month for all shipments paid for during the preceding calendar month.      b.   If this Agreement shall terminate for any reason whatsoever, the Principal shall pay the Agent a full commission for orders solicited by the Agent and accepted by the Principal prior to the effective date of such termination, regardless of when shipments are made or invoices rendered. Article 3.  Operations. Section 3.1.  Quotations.  In obtaining sales of the Principal's products, the Agent shall quote only the prices and terms listed in the Principal's published price lists or as approved in writing by the Principal. Section 3.2.  Forwarding and Acceptance of Orders.  The Agent shall forward all orders promptly to the Principal and each order shall be subject to the Principal's acceptance.  Upon acceptance, the Principal shall forward to the Agent a copy of the invoice acknowledging acceptance of the order and the delivery dates of the ordered products.  The Principal shall not unreasonably withhold acceptance of any order.  However, the Principal does reserve the right to reject any order solicited by the Agent for any valid good faith business reason which in the considered judgment of the Principal is sufficient grounds for rejection.      Section 3.3.  Invoices and Collections.  All invoices in connection with orders solicited by the Agent shall be sent by the Principal, direct to the customer, with a copy to the Agent.  The Principal is responsible for all collections and bad debts.  The Principal also exercises complete control over the approval of all customers credits, orders, and contracts.  The Principal shall have no right to debit the Agent for the loss of any sum involved in any invoice from the Principal to the customer, unless that customer is the Agent.  The Agent shall forward promptly to the Principal all payments which the Agent may collect from customers of the Principal.  Furthermore, the Agent shall make no allowances or adjustments in accounts, or authorize the return of any products, unless given specific advance authorization, in writing, by the Principal. Section 3.4.  Authority to Employ Salespeople.  The Agent shall have full authority to employ such salespersons at such compensation and on such other conditions as the Agent deems proper to sell the products of the Principal in the territory.  The contract which the Agent makes with such salespeople shall contain a provision that the salespeople are the employees of the Agent and are to be paid by him/her alone and, that in employing the salespeople, the Agent is acting individually and not as an agent for the Principal.      Section 3.5.  Payment of Expenses.  The Agent shall assume and pay all the costs of conducting the sales agency, including commissions or other compensation to salespeople in the Agent's employ.      Section 3.6.  Samples and Advertising Matter.  The Principal at its own expense shall furnish the Agent a reasonable supply of samples and marketing and sales literature, such as brochures, technical data sheets, catalogues, etc.  Sample cases are the exclusive property of the Principal and, on termination of this Agreement, the Agent shall return them to the Principal at the Principal's expense.      Section 3.7.  Supplies and Deliveries.   The Principal shall maintain sufficient inventory and supplies to enable it to promptly deliver all orders solicited by the Agent.  The Principal shall furnish to the Agent information relating to the delivery of the products as is reasonable required in the interest of the customer.       Section 3.8.  Assistance in Training.  The Principal shall reasonably a.) render advice to the Agent in connection with the Agent's soliciting orders, b.) familiarize the Agent with the operation of the products, and c.) render assistance to the Agent in training any of the Agent's employees or representatives in connection with soliciting orders.      Section 3.9.  Availability of Information.  During the term of this Agreement, the Principal shall, at its expense, promptly make available to the Agent and to customers solicited by the Agent, copies of the Principal's brochures, customer lists, forms of orders and contracts, and other information reasonable necessary for the Agent's performance under this Agreement.      Section 3.10.  Product Warranty.  The Principal shall furnish to each customer solicited by the Agent, the Principal's "Standard Warranty" covering the products.  This Standard Warranty shall contain a statement to the effect that no one is authorized to make any warranty or representation other than as set forth in the Standard Warranty, and that the customer may not rely on any other warranty or representation.  The Principal shall be solely responsible for the design, development, supply, production, and performance of the products for which orders are solicited under this Agreement and for the protection of its trade names.  The Principal assumes all responsibility for all liabilities and expenses relating to the products.  The Principal shall hold the Agent harmless from, and indemnify the Agent for, all liability, loss, costs, expenses, or damages however caused by reason of any products or any act or omission of the Principal which may result from the sale or distribution of the products by the Agent.  No warranty of any nature as to any of the products shall run from the Principal to the Agent.      Section 3.11.  Handling of Inquires.  The Principal shall promptly forward to the Agent the original of all product inquiries received by the Principal from potential or actual customers within the territory, for the Agent's attention and handling, along with a copy of any acknowledgment the Principal may desire to forward to the inquirer.  The Principal shall make available to the Agent such information as may be reasonably required by the Agent to enable it to process the inquiry.      Section 3.12.  Shipment Reports.  The Principal shall furnish to the Agent at the Agent's address for receiving notices, not later than the _______________________(______) day of each calendar month, a list indicating by customer name and products, the shipment(s) of products, invoices rendered for the products, and acceptance and rejection of orders during the immediately preceding calendar month.  These "Shipments Reports" shall be certified by an authorized officer of the Principal and shall be subject to an audit by public accountants selected by the Agent at its expense, not more frequently than once each calendar quarter.      Section 3.13.  Selling Effort.  The Agent shall use reasonable best efforts to solicit orders in the territory.  During the entire term of this Agreement, the Agent shall have the right to promote, solicit orders for, sell, and/or otherwise market other goods, equipment, and/or services manufactured or supplied by persons or firms other than the Principal.  However, if these other products compete directly or indirectly with the Principal's products, the Agent shall first obtain the prior written approval of the Principal with respect to representing these other products. Article 4.  Termination.      Section 4.1.  Grounds.      a.   Either party may terminate this Agreement by written notice to the other party on the occurrence of any of the following events:           (1)  There shall be a substantial failure by the other party to perform one or more of its obligations under this Agreement which shall not have been cured within ____________________ (_____) days after written notice specifying the nature of such failure.           (2)  The other party shall make a general assignment for the benefit of creditors.           (3)  A receiver of all or substantially all of the property of the other party shall be appointed.           (4)  The other party shall become or be declared insolvent.           (5)  The other party shall file any petition in bankruptcy or shall be adjudged a bankrupt.           (6)  Sale of the business of either party.            (7)  Death or incapacity of either party (if the party is an individual).      b.   Both parties may terminate this Agreement by mutual consent.  Such termination shall take effect on a date mutually agreed upon by both parties.      Section 4.2.  Applicability of Terms after Termination.  In the event of termination, this Agreement shall remain applicable to any orders for products which the Agent has previously placed and to any other orders which may be executed within _________________ (_____) days subsequent to the effective date of termination. Article 5.  General Provisions.      Section 5.1.  Effect of Partial Invalidity.  The invalidity of any portion of this Agreement shall not affect the validity of any other provision.  In the event that any provision of this Agreement is held to be invalid, the parties agree that the remaining provisions shall remain in full force and effect.      Section 5.2.  Entire Agreement.  This Agreement contains the complete Agreement between the parties and shall supersede all other agreements, either oral or written, between the parties.  The parties stipulate that neither of them has made any representations except as are specifically set forth in this Agreement and each of the parties acknowledges that they have relied on their own judgment in entering into this Agreement.      Section 5.3.  Assignment.  Neither party to this Agreement may assign their rights under this Agreement unless the other party so consents to the assignment in writing.      Section 5.4.  Notices.  All notices, requests, demands, and other communications shall be in writing and shall be given by registered or certified mail, postage prepaid, to the addresses shown on the first page of this Agreement, or to such subsequent addresses as the parties shall so designate in writing.       Section 5.5.  Governing Law The laws of the State of _______________ shall govern this Agreement           Section 5.6. Attorney's Fees Should any action be commenced between the parties to this Agreement concerning the matters set forth in this Agreement or the rights and duties of either in relation thereto, the prevailing party in such action shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as and for its Attorney's Fees and Cost.        Section 5.7. Arbitration and Venue Any controversy arising out of or relating to this Agreement or any modification or extension thereof, including any claim for damages and/or recession, shall be settled by arbitration in  _____________County,  ______________(state) in accordance with the Commercial Arbitration Rules of the American Arbitration Association before one arbitrator. The arbitrator sitting in any such controversy shall have no power to alter or modify any express provisions of this Agreement or to render any reward which by its terms effects any such alteration, or modification. The parties consent to the jurisdiction of the Superior Court of  _________(state), and of the United States District Court for the  _________ District of  _________(state) for all purposes in connection with such arbitration including the entry of judgment on any award. The parties consent that any process or notice of motion or other application to either of said courts, and any paper in connection with arbitration, may be served by certified mail or the equivalent, return receipt requested, or by personal service or in such manner as may be permissible under the rules of the applicable court or arbitration tribunal, provided a reasonable time for appearance is allowed. The parties further agree that arbitration proceedings must be instituted within one year after the claimed breach occurred, and that such failure to institute arbitration proceedings within such period shall constitute an absolute bar or the institution of any proceedings and a waiver of all claims. This section shall survive the termination of this Agreement.       Section 5.8.  Amendment.  Any modification, amendment or change of this Agreement will be effective only if it is in a writing signed by both Partners.      Section 5.9.  Headings.  The titles to the paragraphs of this Agreement are solely for the convenience of the Partners and shall not affect in any way the meaning or interpretation of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement on this ____________________  day of _____________________, 20___.      AGENT:                         PRINCIPAL: __________________________________  ______________________________      (Company name)                 (Company name) By:______________________________  By:____________________________      (Signature)                    (Signature) __________________________________  ______________________________      (Typed or printed name)        (Typed or printed name) Its:______________________________ Its:___________________________      (Title)                        (Title)

Business Services Agreement Download Word Document In English. (Rs.50/-) Download PDF Document In Marathi. (Rs.50/-) AGREEMENT made at Mumbai this ____ day of _______ 2000 BETWEEN ------------------ situated at ----------------- (hereinafter referred to as "the Centre") of the One Part AND -------------- a Company incorporated under _______________________ and having its corporate / registered office at ____________________________a Company hereinafter called "the Client") (which expression should include its successors and assigns) of the Other Part; AND WHEREAS the Centre is a member of ________________ Society, having its registered address at____________ and hereinafter referred to as the "said Society" and is in possession, use and occupation of the premises _________________, hereinafter referred to as the "said Premises". AND WHEREAS the Centre is carrying on the business of providing office services in the name and style of ------------------- at the said premises --------------------------------- and for that purpose has made arrangements to render office facilities and services to persons who require such facilities for their business temporarily and on contract; AND WHEREAS the client is carrying on the business of ______________ and is desirous of availing certain office facilities to enable it to more conveniently carry on it's said business. AND WHEREAS the Client has requested the Centre to grant to the Client such facilities; AND WHEREAS Centre has agreed to grant the same on the terms and conditions mutually agreed upon; AND WHEREAS the parties hereto are desirous of recording the said terms and conditions. NOW THIS AGREEMENT WITNESSETH AS UNDER: 1.     The Centre hereby agrees to grant to the Client certain office facilities in the said premises as set out herein to more conveniently carry on its said business in the name and style of ------------------------ and as incidental to such office services the Centre has permitted the Client to use until otherwise decided, a portion of the said premises and also to make available other ancillary office facilities, amenities, conveniences and services therein. 2.     The Centre has agreed to render the following services to the Client:                               i.                to occupy and use a portion of the Business Centre at the said premises for itself, its bonafide employees and visitors, for the purpose of carrying on the client's said business                              ii.                to use furniture, fixtures and fittings provided in the said Centre.                             iii.                to avail of a peon's facility as may be reasonably required to attend to the needs of the Client,                             iv.                to avail the use of three telephone connections (two local and one with ISD facilities) in the Centre                              v.                to avail the use of air-conditioner in the Centre.                             vi.                Any further facilities which Centre at its discretion considers it necessary to provide to the Client.                            vii.                It is hereby expressly agreed and declared that save as otherwise herein expressly provided, the office services to be provided under this agreement, the Centre may at it's sole discretion permit it's other clients to avail of or share in common any of the said office services hereby agreed to be provided. 3.     The Client further agrees and undertakes: a.     to take all reasonable and good care of the said Centre and furniture, fixtures and fittings therein as per separate list prepared and signed by the Centre and the Client) therein and not to cause any damage thereto or to any part thereof. To keep and maintain the fixtures and fittings in good order and condition, reasonable wear and tear or an act of God or for the reasons beyond the Control of the Client being excepted. In the event of any damage thereto or destruction thereof, save for reasons excepted as aforesaid, the Client shall at its own cost and expense immediately repair and/or replace the same or at the option of the Centre, the client pay the cost of such repair or replacement that may be carried out by the Centre. b.    to bring into the said Centre only office records and documents etc. but in any event no hazardous and inflammable items or things shall be brought into the office by the Client. c.     to use the said Centre only for commercial purpose as an office and in a lawful manner and in any event not to make any illegal use of the same and not to cause any disturbance, nuisance or annoyance to others in the said Centre. d.    In the event of the Client making use of the aforesaid facilities for any purpose other than confide commercial office purposes and the same resulting in any civil or criminal action, the Client shall keep Centre fully indemnified of and from and against all arise there from. e.     not to allow or permit any outsiders to use the premises or any part thereof. f.     to remove all their articles, belongings and things lying in the said Centre on expiry of the term of the arrangement or in the event of prior termination, upon the date of termination. g.    to observe and perform all the rules, regulations and bye-laws of the said Society wherein the center is situate, the client having made himself aware of all such rules, regulations and bye-laws and shall indemnify and keep indemnified the Centre against any loss or damage incurred by the Client for non-performance by the Client as aforesaid. h.     Not to do or suffer to be done anything in or around the said premises which is or is likely to cause prejudice to the rights and entitlements of the Centre as the member of the Society. i.      Not to make any structural or other alterations, modifications or additions in the said premises, except with the prior written consent of the Centre which shall not be unreasonably withheld. j.      Not to alter or change the original colour on the outer or inner wall of the said premises, except with the written consent of the Centre. 4.     The Centre agrees to: a.     keep the said Centre clean and tidy and provide electricity. b.    Provide a common peon facility entirely at its own discretion as may reasonably be required to attend to the needs of the Client. c.     Provide access to the NOC of the Centre's three telephone connections of which one shall have STD facility. 5.     It is mutually agreed between the parties hereto as follows: a.     The term of this arrangement shall be for three months, commencing from the date of this agreement and the same shall be renewable for a further like terms, for a total period of 3 year commencing from the 1st day of April 2000 and ending on 31st March, 2003. Provided, however that the Centre may at it's absolute discretion and without assigning any reason in that behalf refuse to grant any removal. b.    In consideration for the services to be rendered the Centre shall from time to time submit their Bill for quarterly Standard Services charges at the rate of Rs. _______/- (Rupees ________________ only) for the first four quarters, Rs.___________ (Rupees _______________ only) for the next four quarters and Rs._____________ (Rupees______________ only) for the last four quarters. The Client shall also be liable to pay for the telephone rentals and the telephone calls made by the Client, electricity consumed by the Client and also other services specifically utilised by the Client on actual. These bills shall be paid by the Client within a week and in any event before demanding refund of the security deposit amount deposited by the Client with the Centre. c.     The arrangement herein is purely temporary and personal and not transferable under any circumstances and the Client shall not be entitled to assign or transfer the benefit of this arrangement to any other person/persons on any basis whatsoever. d.    No tenancy, leave and license or any other protected rights whatsoever permitting the Client or its employees to come upon and use the said premises or any part thereof is created or intended or sought to be created by these presents and the parties hereto shall not plead any oral variation to the provisions thereof. The variation if any hereto shall not be valid, binding upon or enforceable against the parties hereto unless the same are duly recorded in writing in the form of supplemental agreement signed by both the parties hereto. e.     The Client shall be allowed to display its name board outside the premises at the place allotted by the Centre. f.     If the services charges/bills payable by the Client have been outstanding for two weeks from the date of receipt of the bill, the arrangement herein shall not be extended and thereupon on expiry of the two weeks, the Centre shall be entitled to prevent access to the Client and its employees in to the said premises and every part thereof and allow the Client one day's time to remove its belongings. In the event of the Client refusing or neglecting to remove its belonging from the said premises, the Centre shall be entitled to open the premises or any part thereof allotted to the said Client using the original key in their possession and in the presence of witness remove the articles and things therein after making a list thereof. It is expressly agreed that the Centre shall not render itself liable for any civil or criminal action by so doing. This authority retained by the Centre and expressly agreed to by the Client is irrevocable and constitutes the basis for this agreement and the Client shall not be entitled to dispute, challenge or call into question the validity or reasonableness of this provision. g.    Any delay or indulgence by the Centre in enforcing the terms and conditions of this Agreement or any forbearance or giving of time to the Client shall not be construed as a waiver on the part of the Centre of any breach or non-observation and or non- compliance of any of the terms and conditions of this Agreement by the Client nor shall it in any manner prejudice the rights of the Centre against the Client. h.     All letters, receipts, notices or communications issued by the Centre or the Client and dispatched by Registered Post with Acknowledgement due or delivered by Hand Delivery to the address on the record of the other will be sufficient proof of receipt thereof by the other and shall be an effectual discharge on the part of the party forwarding the same and the same shall be deemed to have been received by the other party on the normal expiry period under post. i.      The Centre shall not be responsible or liable for any: 1.       Theft, loss, damage or destruction of any property of the Client or any person living in or visiting the said premises or in the said building from any cause whatsoever. 2.       for any personal or other injury caused to the person for the time being in the said premises on any account. j.      In the event of the Client committing any breach of the terms and conditions herein contained and failing within 7 (seven) days of the receipt of a notice in writing in that behalf given by the Centre to remedy or make good such breach the Centre shall be entitled to forthwith revoke and or terminate the arrangement and/or the permission granted and in such an event the provisions of clause 5(g) of this Agreement shall apply mutatis mutandis. k.     Each party shall bear and pay the fees of their respective legal representatives. 6.     As security for the due performance of the provisions hereof the Client shall deposit with Centre an interest free security deposit of a sum of Rs.-----/- (Rupees --- ). The said interest free security deposit, after deducting there from the amount of arrear or other dues if any from the Client shall be refunded by Centre to the Client without interest on the arrangement herein coming to an end, howsoever and when so ever, and upon the Client removing itself and all its belongings and things from the said premises. 7.     The Centre shall be at liberty to terminate this Agreement or any renewal thereof by giving the Client three months notice in writing stating therein its desire to do so and on the expiry of such notice, and on the client removing itself, it's employees and belongings from the said premises and otherwise performing it's obligation under this agreement the Centre shall refund to the Client the interest free security deposit amount as contained in clause 6. 8.     Upon the termination of this Agreement or sooner determination and upon the failure of the Client to remove itself, its employees and its belongings from the said premises. The Client shall be liable and hereby agrees to pay to the Centre liquidated damages of Rs._____________ (Rupees __________only) and compensation and/or manse profits of Rs.__________ (Rupees____________) per day for the wrongful and unauthorised use of the said premises and the facilities provided therein. The Centre shall be entitled without prejudice to its other rights to forfeit the security deposit in the event of any breach on the part of the client. 9.     It is further agreed and declared between the parties hereto that the permission hereby granted by the Centre to the Client to use a portion of the said premises is incidental to the availing of office facilities, amenities and services provided by the Business Centre to the Client and the Client shall not be entitled to avail other facilities separately as the arrangement is composite, impartibly and indivisible. 10.  Any dispute between the parties hereto shall be referred to the sole arbitration of Mr________________. Having his / its office at ______________and shall be subject to the provisions of the Arbitration and Conciliation Act, 1996. IN WITNESS WHEREOF the parties hereto have hereunto set and subscribed their respective hands, the day and year first hereinabove written. SIGNED AND DELIVERED by _______________________ ) as partner / proprietor of the Centre.) in the presence of _____________ ) SIGNED AND DELIVERED by the ) With in named ______________ ) in the presence of____________ )

Employee Service Agreement with Probation THIS EMPLOYEE SERVICE AGREEMENT executed at __________ on this the _______ day of _____________ _________ BETWEEN _______________, a company incorporated under the Companies Act, 1956, represented by it's ________________Mr./Ms. _______________, son of / wife of/ daughter of Mr. ___________ having it's registered office at ________________________________________________, hereinafter referred to as the EMPLOYER (which expression shall, unless it is repugnant to the context, mean and include it's successors-in-interests, administrators and permitted assigns); AND Mr./Ms. ______________, son of / wife of/ daughter of Mr. ____________, Indian, ______________, aged about _____________years, residing at ______________________________________________, hereinafter referred to as the EMPLOYEE. WHEREAS The EMPLOYER is carrying on the business of ________________. The EMPLOYER called for applications from the eligible candidates for the post _________and in response thereto an application-dated ____________ was forwarded by the EMPLOYEE to the EMPLOYER. On processing the application and the relevant documents, the EMPLOYER found the EMPLOYEE adequately qualified for the post and offered to appoint him as __________________________ in the Company. The EMPLOYEE has accepted the said appointment on the terms and conditions herein after set out. NOW THEREFORE IN CONSIDERATION OF THE MUTUAL OBLIGATIONS AND UNDER TAKINGS CONTAINED HEREIN THIS AGREEMENT WITNESSETH AS FOLLOWS NAME OF THE POST: The said EMPLOYEE is hereby appointed as ______________. PROBATION AND CONFIRMATION: The EMPLOYEE shall be on probation for a period of ________. The decision of the management on the performance of the EMPLOYEE during the period of probation is final and binding on the EMPLOYEE. DURATION OF EMPLOYMENT: On successful completion of probation, the EMPLOYEE shall be appointed as a permanent EMPLOYEE of the EMPLOYER for a period of ____________. PLACE OF POSTING: The EMPLOYEE shall report to work at ___________________, on ___________________. HOURS OF WORK: The EMPLOYEE is required to work from ___________ to ________ during the Weekdays. The weekly holiday would be on ________. REMUNERATION The EMPLOYER shall pay the EMPLOYEE a stipend of Rs. __________/- during the period of probation. On successful completion of probation the EMPLOYER shall pay the EMPLOYEE a basic salary of Rs. __________. The EMPLOYER shall increase the basic salary of the EMPLOYEE as per the policy of the EMPLOYER. PERQUISITIES & HOLIDAYS: On confirmation, the EMPLOYEE shall be entitled to other benefits, monetary/leave, as is prevalent in the Company, from time to time, as per the ________________________. ARBITRATION: Any dispute arising under this Agreement or any matter incidental thereto, shall be submitted for arbitration as per the provisions of Arbitration and Conciliation Act, 1996. IN WITNESS WHEREOF the parties hereto affixed their signatures on the day, month and year mentioned herein above. SIGNATURE OF EMPLOYER SIGNATURE OF THE EMPLOYEE WITNESSES: 1. 2. Download Word Document In English. (Rs.20/-) Download PDF Document In Marathi. (Rs.20/-)

Sales Agency Agreement Draft Sales Agency Agreement The below mentioned and undersigned representatives of XYZ on the one part And M/s_____________________________ _____________________________ _____________________________ (hereinafter referred to as " * ") on the other part On dated......have made the following agreement. Article 1 1.     " XYZ" undertakes to develop on the contractual territory India Legal agency activity for (" ") in the spirit of developing Business relations. "XYZ" activities according to contract to promote (" ") product range from (products you deal in) supply to all related Facilities in India. 2.     In the Contractual territory (" * ") has right to conclude regarding the contractual subject direct business transactions, however the copy of all direct dealing will be provided to "XYZ" for local support. 3.     "XYZ" will undertake discussions on the behalf of (" ") with local supplier /Partners and long term business opportunities and other services agencies to support (" ") to support business activities. "XYZ" will inform all discussion with such Parties to (" ") and such association will be finalized only subject to final clearance from (" "). 4.     "XYZ" will support (" ") to locate local partners for technologies transfer, assembling support, technical support and will undertake marketing planning etc. for (" "). 5.     (" ") gives authority to ("XYZ" to represent them self as a Authorized Representative / agents in India for (" "), related to products they deal in and permitted too. Article 2 "XYZ" will exercise his agent's activity with professional care and to this aim they will especially: a.     "XYZ" will promote (" * ") and introduce their products through their business-to-business portal to their regular clients as well as to registered buyers on regular basis. b.    Ensure sales and see to their enlargement and increasement of the volume according to the instructions of (" * "). c.     "XYZ" will mediate business transactions only clients of good reputation where there is guarantee of fulfilling of the obligations. ("XYZ") will follow the economic and property situation of the clients till the payments of the cost price and will inform (" * ") d.    "XYZ" will send to (" ") regularly minimally yearly marketing analyses and informations on the contractual subject and inform (" ") on sale possibilities. e.     "XYZ" will help the staff of (" ") - who will visit the contractual territory - by advice and arrange meetings, presentations, participations in exhibition and all other services required during their stay to promote the (" ") in Contractual Territory. f.     F) "XYZ" will inform (" ") on all circumstances that might have influence on the sales (regulations concerning prices, customs, pricing etc.) and will supply (" ") with recommendations to remove obstacles and difficulties, which might result from situation at that time in order to protect (" * ") interest to procure the orders in the contractual territory. g.    If necessary, "XYZ" shall introduce (" ") to experienced local manufacturers and/ or contractor with good reputation, and steel structure processing facilities, so that (" ") could be competitive by utilizing local resources. h.     "XYZ" will not inform third person / party which "XYZ" received in relation with fulfilling this agreement unless this concerns information meant by (" * ") to be passed on to the clients. Article 3 "XYZ" is not entitled to make on behalf of (" * ") and to her account any legal actions without a special full power given in writing, especially to sign contracts, to approve damage claims etc. Article 4 Obligations of the (" * ") 1.     (" * "), will supply sufficient product information, technical details, the company brochure / product brochure in sufficient quantity to promote aggressively. 2.     (" "), will provide all promotional cost, bidding cost etc. in case (" ") agree to participate in bidding process. 3.     "XYZ" undertake to co-operate with (" ") in the field of publicity and promotion of the subject of the agreement and to assist (" ") during participation in fairs and exhibitions in the contractual territory. The expenditure must be arranged by (" * "). 4.     "XYZ" undertakes to take full care of the publicity material "XYZ" receive from (" * "), to distribute it efficiently and to ensure that it is not abused by the competition. 5.     (" * ") will furnish quotes (prices) with minimum 3 months validity along with the relevant details to "XYZ". And in case want to change any terms & conditions will inform "XYZ" well in advance. Article 5 1.     1 Each party will pay itself its own postage, telegraph and other expenses resulting from this agreement. 2.     If it is necessary - according to the valid regulations in the contractual territory - to register this agreement with the authorities the agent is obliged to provide for the registration at his costs and after expiration of the contract "XYZ" is obliged to provide for the deletion from the register files and to inform (" * ") about on this. During his agent activity "XYZ" is responsible for respecting legal rules and regulations valid in the contractual territory. 3.     This agreement does not create an employment for "XYZ". 4.     "XYZ" have not the right to register for herself the firm's name (" * ") even after cancellation of this agreement. 5.     "XYZ" has no right to code wholly or partially his own rights following from the present agreements to third party, however authorized to appoint consultant, if and when need to help "XYZ" for promotion of (" * ") Product range in contractual territory. Article 6 1.     "XYZ" agrees for association on commission basis, which will be paid subject to successful business. The percentage shall be determined according to the contract price and will be decided after mutual discussion between "XYZ" and (" ") before quoting price offer to the client. (" ") committing the commission to "XYZ" at that point of time along with payment terms etc. 2.     (" ") agree to pay some promotional cost to "XYZ". Subject to justification of such advance requirements to promote (" ") products in Indian Territory. 3.     In case of longterm contracts or of contracts with regular payments - for instance payments in short installments - an adequate payment for commissions from received payments will be agreed between (" * ") and "XYZ". 4.     The commission will be paid by (" ") within 30 Days from receiving the payment from the client - that means to the Bank account about which (" ") will be informed by the "XYZ" in writing, or another way of payment may be agreed between the "XYZ" and (" "). The commission will be paid in the currency used by the foreign client for payments to (" "). 5.     The commission covers all claims of the agent connected with his mediation work, however additional expenses may required and such expenses will be decided at the time of contract finalization will be included in commission part. Article 7 1.     This agreement is valid for a period of 3 years and can be prolonged by mutual agreement. 2.     This agreement can be cancelled before the time for which it has been signed either a.     by mutual agreement or b.    loss of the trade licence of any of the party, in case of declaring bankruptcy or compounding procedure or in case of the loss of possibilities to realize of this agreement through his mediation. The notice is realized by a registered letter to the last known address of the second contractual parties. The notice is made in time when it was posted before the beginning of notice term. Article 8 The relations resulting from this contract and legal consequences related to it including the questions of its validity or its invalidity are governed by the Indian La Article 9 All disputes which might arise in connection with this agreement will be settled in an amicable way in the first place. If the parties of this agreement will not reach an accord by friendly discussion all disputes will be referred to three arbitrators who will be appointed and will act in accordance with Rules of Arbitration Court of India. Both parties undertake to carry out the award of such arbitration and take it for final. This agreement is made in 2 copies for each party in English language. Date: ....................................................... ............................................................ Authorized Signatory Director for XYZ.com , ................................................... a unit of, (" * ") Matrix net-on-line Ltd. Download Word Document In English. (Rs.40/-)

Confidential Information and Non-Disclosure Agreement This Agreement is made and entered into by and between _________________ ABC (hereinafter referred to as ABC) having offices at ___________ and DEF (hereinafter referred to as DEF) having offices at __________________ Subject of ABC Information: Business and technical information including but not limited to its ideas, products, proposed products, processes, services, capabilities, and materials, or any information which quantifies, classifies, or identifies any ideas, products, proposed products, processes, services, capabilities and materials to be employed including _________________________________________ Subject of DEF Information: Business and technical information including but not limited to its ideas, products, proposed products, processes, services, capabilities, and materials, or any information which quantifies, classifies, or identifies any ideas, products, proposed products, processes, services, capabilities and materials to be employed including ________________________________________ Purpose(s) of Disclosures: To exchange confidential information to enable the parties to discuss possible future business collaborations relating to the aforementioned business and technology. The parties anticipate that technical and business information, and/or media samples, prototype parts or other tangible embodiments of information, may be disclosed or delivered between the parties, for the above stated Purpose(s), such information and tangible embodiments constituting confidential information, being considered by ABC and DEF to be proprietary (and being referred to hereinafter, collectively, as "Proprietary Material"). Any party furnishing Proprietary Material will be referred to as a "disclosing party" and a party receiving Proprietary Material will be referred to as a "receiving party." In order to provide for the protection of such Proprietary Material from unauthorized use and disclosure, the parties hereby agree that the disclosure of such Proprietary Material between them shall be subject to the following terms and conditions: 1.     Both parties agree that all Proprietary Material which relates to the above-stated Subject(s) and Purpose(s) and which is disclosed to the receiving party by the disclosing party, whether orally, or in written or other tangible form, will be maintained by the receiving party in confidence, provided, that: (a) disclosures in writing are expressly marked with a confidential or proprietary legend; (b) oral disclosures and tangible embodiments in a form other than written are identified as confidential or proprietary at the time of disclosure or delivery; and (c) oral disclosures are thereafter reduced to writing and marked with a confidential or proprietary legend, which writing is thereafter furnished to the receiving party within thirty (30) days after the oral disclosure. The receiving party may, however, in furtherance of the aforesaid Purpose(s), disclose such Proprietary Material to its professional advisors, investment committee participants, and those of its employees and others under its control, all of whom will be advised of this Agreement and agree to accept the obligations there under. The receiving party further agrees not to reverse engineer any tangible embodiments of Proprietary Material furnished by the disclosing party, not to disclose any Proprietary Material to third parties and limit circulation of the Proprietary Material to such employees and others under its control having a direct "need to know" in connection with the above mentioned Purpose. 2.     The receiving party additionally agrees to take reasonable care to safeguard the confidential nature of the foregoing Proprietary Material, and such reasonable care shall not be less than the degree of care used to prevent disclosure of its own proprietary material. However, the receiving party will not be liable for disclosure and use of such Proprietary Material: if the Proprietary Material is in, or becomes part of, the public domain other than through a breach of this Agreement by the receiving party; if the Proprietary Material is disclosed to the receiving party by a third party who is not known by the receiving party to be subject to any confidentiality obligation; if the Proprietary Material is disclosed by the receiving party with the disclosing party's prior written approval; or if disclosure of the Proprietary Material is required by any judicial order or decree or by any governmental law or regulation. Further, with respect to such Proprietary Material provided to the receiving party by the disclosing party, or rule of any stock exchange the receiving party shall not be liable for disclosure and use thereof if such Proprietary Material was of record in the files of the receiving party at the time of its disclosure to the receiving party by the disclosing party or if such Proprietary Material is developed by the receiving party completely independently of the disclosing party's Proprietary Material. Prior to disclosure to any third party of any Proprietary Material to which the receiving party determines the obligations of confidentiality, non-use and non-disclosure do not apply pursuant to this Agreement, the receiving party shall provide thirty (30) days' prior written notice to disclosing party of the intent to disclose such Proprietary Material, stating the grounds upon which the exception is claimed and providing documentation in support thereof. The receiving party shall limit the scope of disclosure to only the portion of the Proprietary Material not protected. 3.     Proprietary Material identified and disclosed as provided in this Agreement shall be held in confidence for a period of ______years from the date of disclosure. During such period, such Proprietary Material shall be used only for the Purpose(s) stated above. Neither party acquires any intellectual property rights under this Agreement, except the limited rights to carry out the Purpose(s) above stated. 4.     Each party understands that the other is developing and acquiring technology for its own products, and that existing or planned technology independently developed or acquired by that party may contain ideas and concepts similar or identical to those contained in the disclosing party's proprietary information. The disclosing party agrees that entering this Agreement shall not preclude the receiving party from developing or acquiring technology similar to the disclosing party's, without obligation to the disclosing party, provided the receiving party does not use the disclosing party's proprietary information to develop such technology. 5.     All Proprietary Material received and identified in accordance with this Agreement shall remain the property of the disclosing party and shall be returned or destroyed upon request except that the receiving party may keep one copy of such proprietary material for its legal files which shall remain subject hereto. Nothing contained herein shall be construed as a right or license, express or implied, under any patent or copyright, or application therefore, of either party by or to the other party. 6.     Each disclosing party warrants that it has the right to make disclosures under this Agreement. NO OTHER WARRANTIES ARE MADE BY EITHER PARTY. ALL PROPRIETARY MATERIAL IS PROVIDED "AS IS". 7.     The receiving party agrees that no technical data furnished to it by the disclosing party shall be exported from the ________without first complying with all requirements of the concerned rules and regulations, including the requirement for obtaining any export license, if applicable. The receiving party shall first obtain the written consent of the disclosing party prior to submitting any request for authority to export any such technical data. 8.     This Agreement a.     will be effective as of the date of the signature by the last party to execute this Agreement, and may be terminated at any time upon written notice by either party; b.    shall automatically terminate _______years from its effective date unless terminated sooner pursuant to provision (a) above; c.     does not obligate either party to deliver a purchase order for the performance of any service or for the supply of any article whatsoever; d.    does not obligate either party to perform any service or to furnish any proposal or comments; e.     (e)does not obligate either party to disclose Proprietary Material to the other; and f.     will be binding upon the parties hereto and their successors, assignees, or personal representatives as the case may be. Any termination of this agreement shall not relieve the receiving party of any obligations herein incurred prior to the date of such termination or to be performed subsequent to the date of such termination. 9.     The terms and conditions herein constitute the entire agreement and understanding of the parties and shall supersede all communications, negotiations, arrangements and agreements, either oral or written, with respect to the subject matter hereof. No amendments to or modifications of this Agreement shall be effective unless reduced to writing and executed by the parties hereto. The failure of either party to enforce any term hereof shall not be deemed a waiver of any rights contained herein. 10.  This Agreement shall apply to any Proprietary Material that may have been provided to either party prior to the effective date hereof. 11.  No rights or obligations other than those expressed and recited herein are to be implied from this Agreement. No other existing Agreement between the parties, if any, are modified or terminated by this Agreement. No warranty or representation is made by either party hereto that any information transmitted by it hereunder is patentable or copyrightable, or that any such information involves concepts or embodiments that are free of infringement of other rights. Neither party hereto shall be obligated to prosecute any such action or bring any suit against any person not a party hereto for infringement. Neither party shall indemnify the other party hereto for any liability resulting from infringement of patent, copyright or trademark of a third party caused by the use of any Proprietary Material transferred pursuant to the Agreement. Neither party hereto confers the right to the other to use in advertising, publicity, or otherwise any trademark or trade name of the other party, nor confers any authorization to the other party to act as an agent on its behalf for any purpose. 12.  This Agreement shall be governed and interpreted in accordance with the laws of the ___________, without giving effect to its internal principles of conflict of law. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate. ABC DEF By:_______________________ By:_____________________ (Authorized Signature) (Authorized Signature) Name:______________________ Name:___________________ Title:__________________ Title:___________________ Date: Download Word Document In English. (Rs.30/-) Download PDF Document In Marathi. (Rs.30/-)