ML Sops Renu

Materiallibrary One Stop Solution
India's first Job Portal, Portfolio Management, E-learning,

and E-commerce platform. Exclusively Designed for
Architects, Civil Engineers and Industry Experts.
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Problem
Job/Internship
No Campus Placement for Architects, Civil
Engineers and Designers.
E-learning
There are very less platforms which are
providing practical as well as detailed
knowledge of the material and contruction.
Less opportunities
There are very less opportunities for the
students to showcase their work.
Less Recognition
There are so many good brands who needs
recognition.
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Solution
Job/Internship
Students can upload their resumes/portfolios
and get a chance to hired by the top companies.
E-learning
Helping to bridging the gap between theoritical
and practical knowledge via E-learning.
Portfolio Management
Students and professionals can showcase their
work to the industry experts by uploading
portfolios on our website. Marketplace
Material Library is offering to all National and
International brands to promote and sell their
products.
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Students
Professionals
Colleges/Universities
Companies/Brands
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Market Size
Approx 1 crore
Every year around 1 crore students passed out
related to the construction world.
Approx 90k
There are approx 90k professionals who needs
recognition.
469 Colleges/Universities
Around 469 Colleges and Universities in india.
1,75,000+
Companies and Brands Exist in India who are
not well known.
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Approach
Approach 1 Approach 2 Approach 3 Approach 4
Webinars Weekly Competitions Google Ads Office Visit

Seminars (National and International Social media College Visit
Conferences Students) Email Marketing Placement Cells
High Networking Calls/Messages
Conferences
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Revenue Model
Registration Fee College Webinars
College Conferences High Networking Conferences
Consultation Charges E-commerce for Utilities
Warehousing Rental and Logistics Brand Listing and promotions
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Free
Resouces
E-learning
Portfolio Management
Job Portal
Brand Listing and Promotion
Stationary and Books
AR/VR
Currency Convertor
College Data
Free Webinars
Portfolio Competitions
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Contact Us
9811777187
info@materiallibrary.org
www.materiallibrary.org
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Company Description
● Company Name - Material Library

● Address - 4th Floor, Metro World Mall, Sector 56, Gurugram,122011
● Contact Numbers - 9811777187, 9811777624
● Email Id- info@materiallibrary.org
● Website - materiallibrary.org
● Director - Ankur Jain
● Principle Members -
● Mission Statement/Aim of company/Field of Company -
● Founding Date - January 11
● Target Audience - Students and Professionals in Design Industries
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LOGO
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Letter head
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Business card
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1
Shareholders’ Agreement of [Company Name]
Shareholders’ Agreement of [Company name] company.
1 Partners to the Agreement
[Company Name] [Company Type], a Company in planned to be registered in [Country, City]

(hereinafter referred also as the Company) for [Summary of what company does] (hereinafter
referred also as Company services),
Partners:
a [Partner Name], [address], [Personal or Business ID if any] (hereinafter referred also as

[initials])
b [Partner Name], [address], [Personal or Business ID if any] (hereinafter referred also as
[initials])
c [Partner Name], [address], [Personal or Business ID if any] (hereinafter referred also as
[initials])
2 Ownership of the shares

The ownership of the shares (total [Number of shares]) is presented in the table below.
Shareholder Number of shares %
[Partner Name]
[Partner Name]
[Partner Name]
3 Background & Rational and the Spirit of this Agreement
This Shareholders’ Agreement defines the co-operation principles between the Partners, and
related measures and responsibilities.
The Partners have recognized a growing market opportunity to provide company services to
[customer types] [In what markets]. The Partners have agreed upon pursuing this opportunity
by their engagement with The Company.
The goal of the Partners is to develop The Company rapidly into [What type of Company is being
target; size, scale, etc.]. The initial business outline is presented in the [Annex 1 ie. company
presentation/business plan], and related revenue allocation structure is presented in Exhibit D.
The Company develops the plan continuously based on the market feedback and opportunities.
The purpose of this Agreement is to protect the interests of the Partners. It is not meant to
punish a Partner who unintentionally breaches this Agreement and discontinues his or her
misconduct after notification from other Partners.
[Company name]
[Document ID]
[company URL]
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2
In this spirit, the Partners agree not to sell The Company’s shares to outsiders when share
disposal restriction provisions of this Shareholders’ Agreement (hereinafter referred also as
Agreement) restrict the selling of the shares.
4 General Commitments
The Partners agree to the following:
We, as the Partners to this Agreement, agree to conduct our tasks in the field of The Company’s
business operations in the interests of the Company. All immaterial and other property rights
created during or directly related to The Company business development process will become
property of The Company unless agreed otherwise in written by all Partners.
Tasks and/or roles of the Partners :
[Partner] [Role/Title]
Main tasks & responsibilities:

● manage the business
● etc
Related incentive plan presented in Exhibit C

● etc

● etc
5 Proceedings
By default, each Partner can freely vote in a shareholders' meeting. However, the Partners agree
on two exceptions to the above:
Firstly, if more than 2/3 of the shares owned by the Partners are supporting certain voting
behavior, then all Partners will vote in agreement with the 2/3 majority of Partners. The
[Company name]
[Document ID]
[company URL]
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3
purpose is to ascertain that the Partners will be unified, acting as a single group, even in the
situations when there would be other shareholders in the Company than the Partners alone.
Secondly, certain decisions will require support by Partners holding at least 90% of all Partner
shares; otherwise all Partners agree to vote against these decisions. The decisions are the
following:
● Increasing and decreasing the share capital,
● Issuing new shares,
● Issuing convertible loans or options that can be transferred to shares,
● Selling all or a major part of the business of the company,
● Authorizing the Board to make decisions listed above.
To implement the proceedings describe above, the Partners agree to efficiently work together at
the shareholders’ meetings and before them. Any Partner may call the partners to meet in two
week’s notice, either in person if possible, or over internet/telephone, and otherwise following
the protocols used for inviting a shareholders’ meeting. The Partners will do their best effort to
find meeting times – several meetings if necessary – to work out their common voting strategy.
The Partners agree to participate in all shareholders’ meetings, either in person or by proxy
instructed to follow the proceedings describe above.
6 Competition Restriction Clause
The Partners who have an active role in The Company undertake not to compete in any way,
directly or indirectly, with the business of The Company. Here, the following definitions are
used:
● Active role in The Company is defined as being either employed by The Company, or
acting as a Board director, advisor, or consultant for the company.
● The business of The Company is defined based on the strategy, business plans, customer
relations and pipeline, product roadmaps, and IPR’s of The Company at any given time.
If a Partner ceases to have an active role in The Company, then the Partner agrees not to
compete in any way with the business of The Company as defined at that moment, during the
following [number of months ie. 12].
In addition to the above, all Partners (not just those having an active role in The Company)
agree not to compete in any way with the business of The Company during the first [number of
months ie. 6] after signing this Shareholders Agreement of the company.
If The Company decides to change its strategy, business plan or business focus, this change and
new business plan must be communicated to each Partner. If a competitive situation follows
from the change by The Company, this is not considered as a breach of this Competition
Restriction Clause.
If one or several Partners materially breach this Competition Restriction Clause, and do not
correct the breach within [number of days ie. 30] after being notified about the breach by The
Company or other Partners having at least 2/3 of the remaining Partner shares, with shares of
the Partner(s) breaching the Clause excluded, then following sanction will be applicable:
[Company name]
[Document ID]
[company URL]
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The Partner(s) breaching the Competition Restriction Clause agree to sell their shares at a price
that is 10% of their fair market price (as defined in Clause 9 below), pro rata of the other
Partners’ ownerships. In addition, each Partner breaching the Clause agrees to pay [EUR ie
30,000 Euros] to The Company.
This breach shall be documented by the Board and it shall be proven to be harmful (e.g. The
Company has lost business or competitive advantage) for The Company.
The Partners shall be deemed to have provided written consent in terms of this Chapter 6 to
each Partner current ownership of and role/appointment in other companies/businesses and
other activities as set forth in Exhibition B and each of the Partner shall not be in breach of this
Chapter 6 in relation to any such ownership, role, appointment or activity.
7 Buy Back Option in normal Partner Exit Situation and Share Disposal Restrictions
The Partners undertake not to transfer their shares to third parties before [number of months
ie. 36] of signing the shareholders Agreement for the first time, unless otherwise agreed in
writing by the Partners holding at least 90% of the shares of the Company. Each Partner shall
inform the other Partners about any intent to transfer the Partner’s shares, and about the
information to be given to third parties in connection with such intent to transfer shares.
The Partners to this Agreement have the right to buy shares back for a period of [number of
months ie. 12] from resignation of a Partner, if the buyback has not materialized earlier.
8 Exit
In connection with the Liquidation Event, any Net Consideration shall be distributed pro-rata
between the shareholders.
9 Abnormal Exit Situations
In the event that the Partner leaves the Company as a Bad Leaver, a defined percent as defined
in Exhibit A of his shares shall be subject to mandatory transfer to the Company at their nominal
value.
A bad leaver is any shareholder that discontinues to be employed by the Company, in a

consultant-relation with the Company, a board member before the Milestones as described in
the Exhibit A has been achieved for any of the following reasons:
(a) does not contribute the agreed minimum time and/or effort to The Company an on-
going bases, as agreed by partners, and continues to not contribute after notification
from other Partners.
(b) material breach of this Agreement;
(c) gross misconduct or any serious or persistent breach of any obligation to the Company
or any associated Company of the Company;
(d) conviction of a criminal offence (for which a custodial sentence is imposed) by a court of
competent jurisdiction; or
[Company name]
[Document ID]
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[company URL]
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A Bad Leaver is determined by 3/4 of the Partners agreeing, backed with proper
documentation.
10 Rules Governing Share Disposal
If any of the Partners, (the “Selling Partner”), negotiates with a third party/Partners (“the
Buying Parties”) on the transfer of its shares, the Selling Partner undertakes to promptly notify
the other Partners in writing (“Tag-Along Notice”) about such intent. Other Partners shall have
the right, but not the obligation, to require the Selling Partner to cause that, either all, or
proportionately the same amount of their shares, as the Selling Partner intends to transfer are
purchased by that Buying Party/Partners (“Tag-Along Right”) at the same consideration and
otherwise on the same terms and conditions obtained by the Selling Party. In such share
transfer, the Selling Partner shall make best efforts to find a third Partner to whom all of the
shares could be transferred at market price. The other Partners respectively must inform the
Selling Partner within [number of days ie. 30] from the receipt of the Tag-Along Notice whether
they wish to use their respective Tag-Along Rights.
In the event that a group of owners holding majority of Company shares (“Majority Holders”)
have found a candidate (“Third Partner Offeror”) who wishes bona fide to purchase all of the
shares of the Company, the Majority Holders shall have the right but not the obligation, to
require that the other Partners to this Agreement transfer their shares to the Third Partner
Offeror (“Drag-Along Right”) at the same consideration and otherwise on the same terms and
conditions obtained by the Majority Holders. The Drag Along-Right shall be exercised by a
notice submitted to the other Partners at least [number of days ie. 30] before the consummation
of the transfer of shares from the Partners to the Third Partner Offeror.
A transfer of shares from a Partner to a third party must always happen simultaneously with the
third party becoming also a partner in this Shareholders agreement, and the selling Partner is
responsible to see that this happens.
11 Market Value Determination
If the shares are to be valued based on provisions of this Agreement, and if the Partners
concerned cannot agree on what the market value for the shares will be, the market value shall
be determined on the basis of an arms-length third Partner purchase offer for the shares. In the
absence of such offer, a respectable financial advisor or investment bank appointed by the
Board of Directors shall determine the market value.
12 Disclaimers and Order of Interpretation
The Agreement here is understood by all the Partners to contain all relevant questions currently
concerning the governance of the Company.
This Agreement supersedes – only for the above-mentioned issues handled within this
Agreement– any arrangements, understandings, promises or Agreements made or existing
between the Partners hereto, prior to, or simultaneously with the Agreement and constitutes
the entire understanding between the Partners hereto.
[Company name]
[Document ID]
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[company URL]
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6
If this Agreement, related Agreements and documents or the Articles of Association are
inconsistent with each other, the documents shall be interpreted in the following order:
1. this Agreement;
2. other Agreements or documents signed between the Partners
3. the Articles of Association of the Company.
If the Partners decide to modify this Agreement it has to be done in writing and signed by and
on behalf of all Parties. In that Agreement there must be a clause mentioning that this is a
modification to the existing shareholders Agreement or the modification must be otherwise
evident by the circumstances.
13 Other Shareholder Agreements
The Partners understand and are aware that some of the Partners have existing shareholder
agreements or competition restriction clauses in other companies. These agreements restrict
competition. The Partners agree to make their best effort to avoid conflicts with these other
shareholder agreements and competition restrictions. The Partners agree that if any Partner
encounters liabilities from these agreements or restrictions, the Company will cover those
liabilities, including but not limited to compensation payments and legal costs. The Board shall
make the final decision, to what extent the Company covers the costs.
14 Insight and confidentiality
The Partners shall hold in confidence and shall not disclose to any third Partner without prior
written consent of all the Partners the material contents of this Agreement unless disclosure is
required by law, regulation, stock exchange rules or order of a court of competent jurisdiction.
The Partner under an obligation to make a disclosure as defined hereinabove shall use its best
efforts to notify other Partners before making the disclosure.
The Partners shall not at any time hereafter disclose or communicate to any person (other than,
where relevant, to their officers, employees or professional advisors, whose position makes it
necessary to know the same) any confidential information concerning the business, accounts,
financial or contractual arrangements or other dealings, transactions or affairs of the Company
or any of its subsidiaries which may be within or which may come to its knowledge save for;
a) such information that at the time of disclosure is public knowledge,

b) when disclosure is required by law, regulation, stock exchange rules, or order of a court
of a competent jurisdiction.
Any Partner wishing to disclose confidential information to a prospective transferee of shares

and to their representatives and advisers shall first obtain an appropriate commitment as to
confidentiality before making the disclosure.
15 Communication among Partners to the Agreement
[Company name]
[Document ID]
[company URL]
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Any communication between the Partners concerning this Agreement will be in writing and will
be delivered in person or by e-mail in such a way that the recipient confirms having received the
information, or sent by registered mail and fully prepaid in an envelope properly addressed to
the address given by the Partner to the Company or to other Partners. Any such notice will be in
the English language and will be considered to have been given at the time when actually
delivered and confirmed by all Partners or in any other event between [number of days ie. 14]
after it was mailed in the manner herein before provided.
16 Costs
Each of the Partners hereto will bear his/her or its own legal, accountancy and other costs,
charges and expenses connected with the negotiation, preparation and implementation of this
Agreement and any other Agreement incidental to or referred to in this Agreement.
17 Assign Ability
This Agreement cannot be assigned by any one of the Partners without the prior written
consent of the other Parties.
18 Disputes and Governing Law
This Agreement will be governed by and constructed in accordance with the laws of [Country].
Any disputes arising out of this agreement shall be resolved in the [District Court or other] of
[City, Country].
19 Term
This Agreement becomes effective upon the signature by all Partners and shall be binding on
each Partner as long as that Partner is the owner of the Shares or other Equity Securities. This
Agreement shall, however, be terminated upon the consummation of a Trade Sale or an IPO.
Notwithstanding the aforesaid, Sections 7 - 10 (Competition Restriction Clause, Buy Back Option
in normal Partner Exit Situation and Share Disposal Restrictions, Abnormal Exit Situations, and
Rules Governing Share Disposal) and Sections 18 (Disputes And Governing Law) will be binding,
to the extent applicable, upon the Party even if the Party has ceased to be a Party to this
Agreement.
20 Ancillary Provisions and Signature
Except as otherwise provided herein, no addition, amendment to or modification of this

Agreement will be effective, unless it is made in writing and signed by and on behalf of all
Parties.
There will be no waiver of any term, provision or condition of this Agreement unless such
waiver is evidenced in writing and signed by the waiving Parties.
[Company name]
[Document ID]
[company URL]
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8
No omission or delay on the part of any Partner hereto in exercising any right, power or
privilege hereunder will operate as a waiver thereof, nor will any single or Partial exercise of
any such right, power or privilege preclude any other. The rights and remedies herein provided
are cumulative with and not exclusive of any rights or remedies provided by law.
In the event that any of these terms, conditions or provisions will be determined invalid,
unlawful or unenforceable to any extent, such term, condition or provision will be severed from
the remaining terms, conditions and provisions which will continue to be valid to the fullest
extent permitted by law.
This Agreement in has been executed in [number of copies] identical originals, and reviewed
completely by the Parties, signed after approval and all pages in appendixes inclusive initialed
by the Parties. The Company has received one and each Partner has received one original
bearing the following legally binding signatures.
This Agreement contains the entire agreement and understanding of the parties hereto relating
to the subject matter hereof, and merges and supersedes all prior and contemporaneous
discussions, agreements and understandings of every nature between the parties hereto.
This Agreement may be executed in one or more counterparts, and by the different parties
hereto in separate counterparts, each of which when executed shall be deemed to be an original
but all of which taken together shall constitute one and the same agreement. Delivery of an
executed counterpart of a signature page to this Agreement by telecopier shall be effective as
delivery of a manually executed counterpart of this Agreement.
[Partner & title/role] [Partner & title/role] [Partner & title/role]
[Company name]
[Document ID]
[company URL]
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9
Exhibit A
Before the Milestone 1 all (100%) of the shares shall be subject to mandatory transfer. After
that the percents of the mandatory transfer, when each milestone is achieved, are the following:
1 Milestone 1 definition, ninety (90) percent of the shares shall be subject to mandatory
transfer:
● [time and/or development stage of company]
2 Milestone 2 definition, seventy (70) percent of the shares shall be subject to mandatory
transfer:
3 Milestone 3 definition, fifty (50) percent of the shares shall be subject to mandatory
transfer:
4 Milestone 4 definition, zero (25) percent of the shares shall be subject to mandatory
transfer:
[Company name]
[Document ID]
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[company URL]
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10
Exhibit B
Current Roles [if any]:
[Partner name]
● [any role in other company/entity where having commitments]
● etc.
[Partner name]
● etc.
[Partner name]
● etc.
[Company name]
[Document ID]
[company URL]
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11
Exhibit C
Additional incentives [Per partner if any]
1 [number of shares] shares (or stock options representing equal amount of shares)
from the allocated company incentive options pool after reaching the below
targets:
● [Additional target per person/role]

● etc.
2 [Additional external compensations if any]*

● etc.
*a separate agreement will be executed to cover [type of] incentives.
Targets will be re-evaluated periodically and new targets with new incentives set as needed.
[Company name]
[Document ID]
[company URL]
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Exhibit D
Revenue allocations
Initially after external third party costs are covered
● [percentage ie. 25%] is kept for [company] administrative, marketing and development
support
● [percentage ie. 75%] is used for operative Management and related costs as defined by
[CEO or partners together]
Operative Management* and related costs revenue allocation
● [Person 1]
● [Person 2]
● etc.
After project related external third party costs and operative management allocations are
covered
● [percentage ie. 75%] of the revenue is handled normally as company income

● up to [percentage ie. 25%] can be used for operative Management and related bonuses
(case by case up front approval)
Company revenue is used to enable
● [investments in growth outline of targeted usage]

● [Other?]
*The personal maximum monthly compensation can be EUR [how much max.] (first calculated
25% for the company and then shared to sales and execution resources) if the company also reach
its monthly revenue and profit target. If the company doesn't reach the targets, the personal
maximum is EUR [how much min.]. If the company reaches at least 75% of its targets the personal
maximum grown from [min to max] linearly, e.g. if the company reach the targets 87.5%, the
personal maximum can be EUR [calculated based on percentage].
[Company name]
[Document ID]
[company URL]
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Exhibit E
List of incentive structure for [company] additional team/resources [if any]
1 Option Compensation model [if available]

2 Revenue share model [if available]
3 Commission model [if available]
[Company name]
[Document ID]
[company URL]
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Founder Employment Agreement Template (India) | OS v.1 | November 2016
Founder Employment Agreement
This Founder Employment Agreement (“Agreement”) is executed on [ ] (“Execution Date”):
BETWEEN
[ ], a [company] incorporated under the [Companies Act, 2013] having its registered office at [ ] (hereinafter referred to as
the “Company”, which expression shall, unless it be repugnant to the context or meaning thereof, be deemed to mean and
include its successors and permitted assigns) of the FIRST PART;
AND
[ ], son/daughter of [ ] residing at [ ] (hereinafter referred as the “Founder” which expression shall unless it be repugnant
or contrary to the context thereof, mean and include his/her heirs, legal representatives, successors and permitted assigns) of
the SECOND PART;
The Company and the Founder shall hereinafter be individually referred to as “Party” and collectively referred to as “Parties”.
WHEREAS :
A. The Company is engaged in the business of [ ] (“Business”).
B. On basis of the Founder’s representations to the Company as set forth herein and considering that the Founder has
been associated with the Company since its incorporation, the Company wishes to retain the Founder’s services and
the Founder wishes to provide such services to the Company.
C. The Parties intend to record the terms of the engagement of the Company and the Founder under this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth in this Agreement, and for other
good and valuable consideration, the sufficiency of which is acknowledged by the Parties, the Parties hereby agree as follows:
1. DEFINITIONS
Unless repugnant to the context, in this Agreement the expressions mentioned below shall have the meaning as
follows:
“Act” means the Companies Act, 2013, as amended from time to time, or with reference to such sections as are
notified and made applicable on the relevant date, the Companies Act, 2013 or any other statutory amendment, re-
enactment thereof;
“Affiliate” shall mean with respect to any Person, any company, corporation, association or other entity, which,
directly or indirectly, Controls, is controlled by or is under common Control with, such Person;
“Agreement” includes the recitals and annexures to this management agreement and any amendments made to this
management agreement by the Parties in writing;
“Applicable Law” means any statute, law, regulation, ordinance, rule, judgment, notification, order, decree, bye-
law, permits, licenses, approvals, consents, authorizations, government approvals, directives, guidelines,
requirements or other governmental restrictions, or any similar form of decision of, or determination by, or any
interpretation, policy or administration, having the force of law of any of the foregoing, by any authority having
jurisdiction over the matter in question, whether in effect as of the Effective Date or thereafter;
“Articles of Association” or “Articles” means the articles of association of the Company as amended from time
to time;
“Board” means the board of directors of the Company;
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“Business” shall mean the business of the Company and includes [ ];
“Cause” means any of the following: (a) there has been a gross negligence and willful misconduct on the part of the
Founder in the course of his/her employment with the Company; (b) the Founder has engaged in fraud,
embezzlement, theft, commission of a felony, or dishonesty etc. in the course of his employment with the Company;
(c) the Founder has engaged in such behaviour materially detrimental to the interests of the Company; (d) a material
breach by the Founder of any of the terms and conditions of this Agreement; (e) any unauthorised or negligent
disclosure of confidential information by the Founder, provided however any disclosure of confidential information
that are required to be made in ordinary course of business shall not be deemed to be an un-authorized or negligent
disclosure herein; or (f) the Founder is charged with any felony or crime involving moral turpitude, fraud or
misrepresentation;
“Competitor” means (i) any Person who is, directly or indirectly, engaged in any commercial activity which is the
same as and/or substantially similar to the Business or which competes with the Business (“Relevant Person”);
and/ or (ii) any Person in Control of, Controlled by or under common Control with, the Relevant Person;
“Confidential Information” shall have the meaning ascribed to it in the Confidentiality and Intellectual Property
Assignment Agreement;
“Confidentiality and Intellectual Property Assignment Agreement” means the agreement entered into between
the Company and the Founder on [ ] which sets out the obligations owed by the Founder with respect to
Confidential Information and Intellectual Property;
“Control”, as used with respect to any Person means the direct or indirect beneficial ownership of or the right to
vote in respect of, directly or indirectly, more than 50% of the voting shares or securities of a Person and/or the
power to control the majority of the composition of the Board of directors of a Person and/or the power to create
or direct the management or policies of a Person by contract or otherwise or any or all of the above;
“Effective Date” shall mean [ ] being the date of appointment of the Founder of the Company;
“Intellectual Property” shall have the meaning ascribed to it in the Confidentiality and Intellectual Property
Assignment Agreement;
“Person” means any natural person, limited or unlimited liability company, corporation, partnership (whether limited
or unlimited), proprietorship, Hindu undivided family, trust, union, association, government or any agency or
political subdivision thereof or any other entity that may be treated as a person under Applicable Law;
“Relative” shall have the same meaning as defined under the Act;
2. EMPLOYMENT
2.1 The Company has employed the Founder to render services as described herein from the Effective Date and the
Parties hereby set forth the terms of the Founder’s employment.
2.2 The Founder will, from the Effective Date, be required to carry out all duties associated with employment as [ ]
of the Company and as communicated to him by the Board from time to time in accordance with the Articles and
the terms of this Agreement. The Founder shall be subject to the general supervision and control of the Board and
the scope of his role shall be set at the discretion of the Board in accordance with Applicable Law. The primary
responsibilities of the Founder include but are not limited to managing all company activities including management,
business development, operation and growth of the Company.
2.3 It is expressly understood that to the extent the Company’s Articles of Association require any action by or relating
to the Company to be approved by the Board, the Founder will seek and obtain such approval in writing before
taking the action. The Founder shall not have or exercise the powers which are required by law to be exercised by
the Board or by the shareholders of the Company in a meeting, except to the extent of his shareholding and in his
personal capacity, as member of the Board.
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1
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2.4 The Founder represents and warrants to the Company that, as on the Effective Date: (a) he is free to enter into
employment with the Company without violation of any third party rights and that the employment with the
Company shall not result in a violation of any agreement or restrictive condition that he may have with any third
party including former employers; (b) he is not a party to any arrangement or agreement which will compromise his
ability to carry out the duties for the Company; and (c) all information provided by the Founder in this Agreement
is truthful and accurate; (d) he is competent to enter into this Agreement and capable of performing the obligations
hereunder.
3. PLACE OF WORK
The principal place of work from where the Founder shall perform services for the Company will be the Company's
offices located in [ ].
4. DUTIES AND OBLIGATIONS
From the Effective Date, the following shall be the duties and obligations of the Founder:
4.1 The Founder agrees to devote his full time and attention to provide services and perform such other duties as
required by the Company.
4.2 The Founder, shall at all times, be subject to and bound by the policies, rules and regulations of the Company as
may be in force from time to time or as may be brought to his notice by the Company.
4.3 The Founder shall not commit any act or misconduct, or commit any acts subversive to the discipline of the
Company, or otherwise misbehave in a manner that would be construed as being in violation of the rules of the
Company for the time being in force.
4.4 The Founder agrees that during the term of his employment, he shall work exclusively for the Company and will not
perform or undertake to perform any work for any other Person without the specific prior written permission of the
Company for each such instance of work.
4.5 The Founder shall have the power to sign contracts, deeds and documents proposed to be executed by the Company,
to represent the Company in dealings with the Government and other authorities and to sign pleadings and
applications required to be filed in any legal proceedings by or against the Company, subject, however, to such action
having first been approved by the Board or in pursuance of a power of attorney granted in favour of the Founder
by the Company. In the event the Company is held liable for any damage, loss, claim or action arising directly or
indirectly from his action in violation of this Clause 4.5, the Founder shall indemnify the Company, its shareholders,
officers, directors, employees, and professional representatives to the maximum extent permissible under Applicable
;aw for the time being in force in India.
5. REMUNERATION AND BENEFITS
5.1 In consideration of the duties and obligations, the Founder shall be entitled to the remuneration and other employee
benefits, both statutory as well as non-statutory, in accordance with the Annexure. The remuneration payable to the
Founder will be effective from the Effective Date and shall be reviewed on a periodic basis as the Board may decide,
and may be revised or maintained as determined by the Board.
5.2 The Company shall reimburse all expenses actually and properly incurred by the Founder in the course of business
of the Company during the term of employment of the Founder with the Company and in accordance with relevant
Company policy (as amended from time to time by the Company in its sole and absolute discretion), upon
presentation of appropriate documentation of such expenses at such time and in such form and manner as the
Company may prescribe.
5.3 The Company shall deduct from all compensation or benefits payable pursuant to this Agreement such withholding
and other taxes as are required by Applicable Law, any debts owed by the Founder to the Company and any
deduction from remuneration to which the Founder has previously signified his consent in writing.
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5.4 The Founder shall not be entitled to any benefits over and above what he is entitled to under this Agreement and
any statutory benefits accruing to him under Applicable Law. The holidays and the leave entitlement of the Founder
shall be governed by the Company’s policies as amended from time to time by the Company in its sole and absolute
discretion.
6. RECEIPT OF PAYMENTS AND BENEFITS FROM THIRD PARTIES
Neither the Founder nor the Founder’s Relatives, nor any company or business entity in which the Founder or the
Founder’s Relatives have an interest, are entitled to receive or obtain directly or indirectly any payment, discount,
rebate, commission or other benefit in respect of any business transacted (whether or not by the Founder) by or on
behalf of the Company or any Affiliate or associated company; and if Founder, Founder’s Relatives or any company
or business entity in which Founder or Founder’s Relatives have an interest, directly or indirectly obtain any such
payment, discount, rebate, commission or other benefit; the Founder shall forthwith account to the Company or its
Affiliates or the relevant associated company for the amount received or the value of the benefit so obtained.
7. INTELLECTUAL PROPERTY RIGHTS
The Founder’s obligations with respect to Intellectual Property shall be as set forth in the Confidentiality and
Intellectual Property Assignment Agreement.
8. NON COMPETE AND NON SOLICIT
8.1 The Founder covenants and agrees that during the term of his employment starting from the Effective Date and
until the later of (i) the Founder ceasing to be a shareholder in the Company; or (ii) 12 (Twelve) months from the
last working day of the Founder upon termination of employment (with or without Cause) with the Company, the
Founder shall not, directly or indirectly, in any capacity, whether through partnership or as a shareholder, joint
venture partner, collaborator, consultant or agent or in any other manner whatsoever, whether for profit or otherwise:
(a) carry on or participate (whether as a partner, shareholder, principal, agent, director, employee or consultant)
in any business and/ or activity which is the same as or substantially similar to the Business, including in
the business of any Competitor, other than through the Company;
(b) render any services to a Competitor or enter into employment with any of the Competitors;
(c) solicit or influence or attempt to influence any client, customer or other Person to direct its purchase of
the products and/or services of the Company to itself or any Competitor; and/or
(d) solicit or attempt to influence any Person, employed or engaged by the Company (whether as an employee
consultant, advisor or distributor or in any other manner) to terminate or otherwise cease such employment
or engagement with the Company or become the employee of or directly or indirectly offer services in any
form or manner to himself or any other Person which is a Competitor of the Company.
8.2 The Founder covenants and agrees that during the term of his employment starting from the Effective Date and
until the later of (i) the Founder ceasing to be a shareholder in the Company; or (ii) 12 (Twelve) months from the
last working day of the Founder upon termination of employment (with or without cause) with the Company, the
Founder shall not, directly or indirectly:
(a) attempt in any manner to contact any client/customer or solicit from any client/customer, except on behalf
of the Company, business of the type carried on by the Company or to persuade any Person, which is a
client/customer of the Company to cease doing business or to reduce the amount of business which any
such client/customer has customarily done or might propose doing with the Company or damage in any
way the business relationship that the Company has with any customer/client, whether or not the
relationship between the Company and such client/customer was originally established in whole or in part
through his efforts; or
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(b) employ or attempt to employ or assist anyone else to employ any person who is in the employment of the
Company, or was in the employment of the Company at any time during the preceding 12 (twelve) months.
8.3 The Founder undertakes to ensure that all business opportunities known to him or made known to him at any time,
with respect to and/or connected with the Business are referred to the Company.
9. CONFIDENTIALITY
The Founder shall have executed a separate confidentiality and intellectual property assignment agreement with the
Company which sets forth the confidentiality obligations of the Founder towards the Company.
10. REMEDIES
10.1 Notwithstanding anything contained herein, the Founder acknowledges that a breach of any of the covenants
contained in this Agreement could result in irreparable injury to the Company for which there might be no adequate
remedy at law, and that, in the event of such a breach or threat thereof, the Company shall be entitled to obtain
remedies available under Applicable Law including but not limited to injunctive relief through any court of competent
jurisdiction. The injunctive remedies are cumulative and are in addition to any other rights and remedies that the
Company may have at law or in equity.
11. TERMINATION
11.1 Termination Without Cause
This Agreement and the employment of the Founder with the Company may be terminated by the Company, without
Cause by giving the Founder 6 (six) months’ notice in writing or payment of 6 (six) months’ salary in lieu of such
notice.
11.2 Termination of Employment by Founder
This Agreement and the employment of the Founder with the Company may be terminated by the Founder by giving
the Company 6 (six) months’ notice in writing provided that the notice period (or any portion thereof) may be waived
by the Company after receipt of the notice from the Founder, in case of such waiver the employment will be deemed
terminated by the Founder as of the date specified by the Company.
11.3 Termination for Cause
The Company shall notify the Founder after an event or circumstance that constitutes Cause has occurred and:
(i) if such event or circumstance is capable of being remedied, the Founder shall have a period of 60 (sixty)
days to remedy such event or circumstance, and if such event or circumstance is not remedied within the
60 (sixty) day period, then the employment of the Founder with the Company shall be terminated forthwith.
(ii) if such event or circumstance is not capable of being remedied, then the employment of the Founder with
the Company shall be terminated by the Company immediately of the occurrence of such event or
circumstance.
11.4 It is clarified that upon termination of this Agreement, the Founder shall cease to be a director of the Company.
11.5 Upon termination of this Agreement, the Founder shall hand over all documents and materials constituting the
property of the Company, including any proprietary rights, Intellectual Property Rights and Confidential
Information, which may be in the possession of the Founder at the time of termination of this Agreement.
11.6 Termination of this Agreement for any reason shall not entitle the Founder to any compensation for loss of office
under the Companies Act and he shall only be entitled to such dues as may be contractually or statutorily payable in
terms of this Agreement.
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11.7 Subject to the other terms of this Agreement upon cessation of this Agreement for any reason (either by of way
termination by the Company or resignation by the Founder or retirement of the Founder in accordance with
Company policies), the Founder shall cease to be the [ ] of the Company. The Company may however and further
depending on the circumstances of cessation of this Agreement, choose to retain the Founder in some other capacity
or designation on such terms and conditions as it deems appropriate.
12. NOTICES
12.1 Notices, demands or other communication required or permitted to be given or made under this Agreement shall
be in writing and shall be provided by email or registered post to the addresses mentioned below::
If to the Company:
Address: [ ]
Kind Attn: [ ]
E-mail: [ ]
If to the Founder:
Address: [ ]
Kind Attn: [ ]
E-mail: [ ]
In the event of any change in the address, the Party whose address is subject to change shall communicate such
change to the other Party in writing.
13. MISCELLANEOUS
13.1 This Agreement shall be interpreted in accordance with and governed by the laws of India without regard to any
conflict of laws principles. All disputes arising out of or in connection with this Agreement shall be subject to the
sole and exclusive jurisdiction of the courts of [ ].
13.2 The rights of each Party under this Agreement shall not be to the exclusion of the rights granted under Applicable
Law but shall be in addition to such rights.
13.3 Each of the provisions of this Agreement is severable. If any provision of this Agreement (or part of a provision) is
found by any competent authority to be invalid, unenforceable or illegal, the other provisions shall remain in force.
If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted
or modified, the provision shall apply with whatever modification is necessary to give effect to the commercial
intention of the Parties.
13.4 No amendment or waiver of any of the provisions of this Agreement shall be effective unless made in writing and
signed both Parties.
16.5 This Agreement along with the Confidentiality and Intellectual Property Assignment Agreement constitutes the
entire agreement between the Parties with respect to the subject matter of this Agreement. This Agreement,
supersedes all prior discussions and agreements (whether oral or written, including all correspondence) if any,
between the Parties with respect to the subject matter of this Agreement.
Annexure – Remuneration of Founder
[Signature to follow]
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GOVERNMENT OF INDIA
MINISTRY OF CORPORATE AFFAIRS
Central Registration Centre
Certificate of Incorporation
[Pursuant to sub-section (2) of section 7 of the Companies Act, 2013 (18 of 2013) and rule 18 of
the Companies (Incorporation) Rules, 2014]
I hereby certify that <name of the company> is incorporated on this (i.e. FIRST, SECOND etc)
day of <Month of approval of the work item in words> two thousand <YEAR of approval of the
work item in words> under the Companies Act, 2013 (18 of 2013) and that the company is <limited
by shares/limited by guarantee/unlimited company>.
The Corporate Identity Number of the company is <CIN>

The Permanent Account Number (PAN) of the company is <PAN>*/@
Given under my hand at < Name of the city where the Registrar of Companies office is located >
this < Date of approval of the work item in words (i.e FIRST, SECOND etc.)> day of < Month
of approval of the work item in words > <YEAR of approval of the work item in words>.
Digital Signature Certificate

<Full name of the Authorising officer approving the work-item>
<Assistant Registrar of Companies/ Deputy Registrar of Companies/ Registrar of Companies>
For and on behalf of the Jurisdictional Registrar of Companies
Registrar of Companies
Central Registration Centre
Disclaimer: This certificate only evidences incorporation of the company on the basis of
documents and declarations of the applicant(s). This certificate is neither a license nor permission
to conduct business or solicit deposits or funds from public. Permission of sector regulator is
necessary wherever required. Registration status and other details of the company can be verified
on www.mca.gov.in
Mailing Address as per record available in Registrar of Companies office:

< Name of the company >
< Address of the correspondence/registered office of the company > Government Seal
*as issued by the Income tax Department.
@ This sentence along with the footnotes, would be indicated in the certificate only in cases
where the PAN is allotted by the Income tax Department at the time of incorporation.
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FORM 28
[See Rules 54,58(1), (3) and (4)]
FORM OF APPLICATION FOR NO OBJECTION CERTIFICATE AND GRANT OF

CERTIFICATE
(To be made in Triplicate)
The duplicate copy and the triplicate copy with the endorsement of the Registering Authority
to be returned to the owner of the vehicle and the Registering Authority in whose jurisdiction the
vehicle is to be removed, respectively).
PART I
To
The Registering Authority, …………………………………………..…………………………
I/We intend to sell the vehicle to Shri/Smti./Kumari……………………………………………
Who resides in the jurisdiction of the Registering Authority …………………………………………...
…………………………. of the State of ......................................................................... I/We therefore
request for the issue of a No Objection Certificate for my/our vehicle the particulars of which are
furnished below:-
1. Name & Address : ……………………………………………………………………
…………………………………………………………………………………………………
2. Son/Daughter/Wife of : …………………………………………………………….
3. Registration number of the vehicle : ……………………………………………….
4. Class of vehicle : ……………………………………………………..……………
5. Registering Authority which originally registered the vehicle :
…………………………………………………………………………………………
6. Engine Number : ………………………………………………………………………
7. Chasis number -Affix pencil print : ……………………………………………………
8. Period of stay in the State : ……………………………………………………………
9. Period upto which motor vehicle tax has been paid : ………………………………….
10. Whether the vehicle is involved in any theft case if so give details : …………………
………………………………………………………………………………………….
11. Whether any demand for tax is pending, if so, give details : …………………………
………………………………………………………………………………………….
12. Whether any action under section 53 54 or 55 of the Motor vehicle Act, 1988 is
pending before any Registering Authority or other prescribed authority if so, give
details : …………………………………………………………………………………
13. Whether the vehicle is involved in any case of Transport of prohibited goods, if so
give details:…………………………………………………………………………….
………………………………………………………………………………………….
I/We solemnly declare that the above statement is true.
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Dated …………………….. Signature of the owner of the ve hicle.
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PART II
OFFICE ENDOREMENT
(Grant refusal of No Objection Certificate under sub-section(3) of section 48 of M.V.Act 1988).
*(i) No Objection Certificate in respect of the Vehicle, the detailed particulars whereof recorded
overleaf is hereby granted under section 48(3) of M.V.Act, 1988.
*(ii) No Objection Certificate in respect of the vehicle, the detailed particulars whereof recorded
overleaf is hereby refused under section 48(3) of M.V.Act, 1988 for the reasons recorded as
under:-
………………………………………………………………..
………………………………………………………………..
Signature with Seal of Registering Authority.
Date ………………….. Address : ……………………………………………………………………..

………..……………………………………………………………………..(Registered owner)
Copy to the Registering Authority (By registered post or delivered under proper acknowledgement).
*Strike out whichever is inapplicable.
PART III
OFFICE ENDORSEMENT
No……………… date………………. Office of the ……………………………………………………
Acknowledgement for the receipt of application for “No Objection Certificate”.
The Application dated …………………. from………………………………………………………….

………………………………………………………………………………… (Name & Address) for
the grant of a ‘No Objection Certificate’ in respect of vehicle number ................................. has been
received on…................................ and is under consideration.
Date………………….. Signature of Registering Authority or

Person authorised by him.
Office Seal ………………………

To
……………………………………….
……………………………………….
(Registered Owner)
By registered post or delivered under

proper acknowledgement.
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CONFIDENTIALITY AND NON-COMPETE AGREEMENT
This Agreement is entered into on this day of at

between:
FOUR SEASONS SALES PVT. LTD., a Company incorporated under the

Companies Act, 1956/2013 with its office at A-50/2, 3RD FLOOR, MAYAPURI
INDL. AREA, PHASE-1, NEW DELHI-110064 through its Managing Director
ANKUR JAIN (hereinafter referred to as the EMPLOYER).
AND
(hereinafter referred to as the EMPLOYEE)
The aforesaid Parties to this Agreement shall jointly be referred to as the

‘PARTIES’.
WHEREAS the employee has accepted employment with the employer vide
Acceptance Letter dated ;
AND WHEREAS as part of the employment negotiations it was specifically

agreed between the Parties that it was an essential and integral term that a
separate confidentiality and non-compete agreement would be executed
between the Parties;
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NOW THEREFORE this Agreement is executed by the Parties hereto
mentioned above of their own free will and volition and without any undue
influence, coercion or the like in the following terms:
Section – 1
Definitions
For the purpose of this Agreement, the following expressions shall have the
meaning specified hereunder:
‘Agreement’ shall mean this Non-Compete and Confidentiality Agreement or

any modifications or amendment thereto;
‘Affiliate’ shall mean, when referring to the Employee and Employer, any
individual, partnership, joint venture, company or any legal entity or person
which:
(i) is directly or indirectly under the control of either Party, or;
(ii) is directly or indirectly under common control with either Party, or
(iii) Ultimately controls either Party.
For the purpose of this Agreement, “control” with respect to a company

means (i) ownership of 50% or more of the voting rights of the company or (ii)
the power to direct the management of the company, or to appoint a majority
of the directors of the company, whether such power results from ownership
of shares, or from a contract or otherwise.
“Employer” shall mean FOUR SEASONS SALES PVT. LTD., a Company

incorporated under the Companies Act, 1956 / 2013 with its office at A-50/2,
3RD FLOOR, MAYAPURI INDL. AREA, PHASE-1, NEW DELHI-110064 including
its successors and assigns.
“Employee” shall mean and refer to
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“Employer’s business” shall mean and include amongst other things, the
business of ALL THE AFFILIATIONS AND COMPANIES UNDER FOUR SEASONS
SALE PVT. LTD. INCLUDING MATERIAL LIBRARY.
“Relative (s)” shall have the meaning as set out under the Companies Act,
1956/2013.
SECTION - 2
NON-COMPETITION
2.1 The Employee undertakes to the Employer that he/she shall not and shall
ensure that none of his/her Affiliates shall, either on his/her own account or
in association with others engage or participate directly or indirectly, whether
as shareholder, director, partner, proprietor, member, agent, distributor,
employee or otherwise, within India or outside India, during the period of
his/her employment in whatever capacity with the Employer and for a
further period of 3 (three) Years from the date of ceasing to be in such
employment, for whatever reasons:
(a) In any business which, involves, relates to or competes with the Employer’s
Business;
(b) Establish, develop, carry on or assist in carrying on or be engaged, concerned,

interested or employed in any business enterprise or venture competing with
the Employer’s Business:
(c) solicit, canvas or entice away (or Endeavour to solicit, canvass or entice away)
from the Employer’s Business, or from any Affiliate of the Employer, any
person, firm or company who was at any time during the period of three
years immediately preceding the date of cessation of employment, a client of
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the Employer’s Business, for the purpose of offering to such client or
customer, goods or services similar to or competing with those of the
Employer’s Business;
(d) solicit, canvass or entice away (or endeavour to solicit, canvass or entice
away) any of the employees including the senior employees and/or technical
or sales and marketing staff from the Employer or from any of its Affiliates, for
the purpose of employment in an enterprise or venture competing with the
Employer’s Business, whether or not such person would commit a breach of
contract by reason of leaving service with the Employer;
(e) solicit, canvass, or entice away (or endeavor to solicit canvass or entice away)
any supplier of the Employer or of any of its Affiliates or use its knowledge of
or influence over any such supplier to or for its benefit or for the benefit of
any other person carrying on business competing with the Employer’s
business or with any business of the Employer’s Affiliates;
(f) act as an advisor, consultant, trustee or agent for any third person who is
engaged or proposes to start any business which directly or indirectly relates
to the Employer’s business or promote, start, engage in or do any business
that directly or indirectly relates to the Employer’s Business;
(g) Establish after the execution hereof at any future point of time any business
or trade under a name that is identical or similar to ‘FOUR SEASONS SALES
PVT. LTD.,’ or which in any way suggests any connection with ‘FOUR SEASONS
SALES PVT. LTD.,’ without written consent of the Employer. For the purposes
of clarification, it is agreed by the Parties that the obligation, not to use a
name which is identical or similar to “FOUR SEASONS SALES PVT. LTD.,” shall
not be limited to the term/ period referred to in Section 2.1 above, in which
case this restraint will have effect for an indefinite period.
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2.2. Each of the above covenants shall be construed as a separate covenant and if
one or more of the covenants is held to be unlawful, the remaining covenants
shall continue to bind the Employee and their Affiliates.
2.3 It is expressly agreed by the Parties hereto that the Employer’s obligations
under this Agreement shall include that the Employee shall not directly or
indirectly in any manner whatsoever undertake any competing Business
through his Relatives. However, this clause shall not be read and understood
to constitute a bar on a relative of the Employee acting purely in the capacity
of an employee for a competing business. The Employee shall promptly
inform the Employer as and when he has knowledge of the fact that any of his
Relatives are undertaking or propose to undertake any competing Business.
2.4 For the purpose of this Section, the expression “competing with the
Employer’s Business” or Competing Business” shall be deemed to include the
following.
(a) setting up, promoting or investing in a business, venture, activity or company

which entails or proposes to compete against the business of the Employer by
inter alia offering same or similar Service as are offered or proposed to be
offered by the Employer and/or its Affiliate.
(b) entering into any agreement or arrangement, with any third party which
results or is likely to result in making available same or similar services as are
offered or proposed to be offered by the Employer and/or its Affiliate;
(c) entering into any agreement with any third party for the transfer of business
knowledge or information to any third party so as to offer the third party an
opportunity to compete with the Service and business of the Employer by
inter alia offering same or similar Service as are offered or proposed to be
offered by the Employer and/or its Affiliate.
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SECTION 3
CONSIDERATION
3.1. In consideration of the emoluments agreed to be paid to the Employee by the
employer, the Employee has agreed to assume the obligations set out in this
Agreement.
SECTION 4
CONFIDENTIALITY
4.1 The Employee hereby undertakes that he shall, and shall cause their
representatives and Affiliates to, treat any information (i) related to the
Employer’s Business, (ii) the information (“Confidential Information”) received
from the Employer or from any of the Employer’s Affiliates as strictly
confidential and that they shall refrain from making any disclosure to anybody
for whatever purpose such Confidential Information, unless such Confidential
Information is in the public domain through no fault of the Employee or their
representatives or of any of their Affiliates.
4.2. None of the Parties hereto shall disclose the contents of this Agreement to
any third party without the prior consent of the other party, except to the
extent of any disclosure which might be required to be made under any
statutory or other applicable regulation or by the effect of a court order /
administrative order.
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SECTION 5
WARRANTIES
5.1 The Employee represents and warrants that by entering into this Agreement,
the Employee is not, and shall not be deemed to be, in default or breach of
any of his duties or obligations to any person.
SECTION 6
INDEMNITIES
6.1. The Employee shall indemnify and keep indemnified the Employer, its
directors, officers, shareholders, and agents from and against and in respect
of any and all losses, liabilities and/ or damages, resulting from
(a) Any misrepresentation, breach of warranty or obligation or non-fulfillment of

any obligations or covenants on the part of the Employee or its affiliates
under this Agreement, and
(b) all actions, suits, proceedings, claims, demands, judgments, costs and
expenses on a full indemnity basis, incidental to any of the foregoing or
incurred in investigating or attempting to avoid contest or defer the same or
enforcing any of the rights of the Employer under this Agreement.
SECTION 7
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GOVERNING LAW AND ARBITRATION
7.1 This Agreement shall be governed by and construed in accordance with the
laws of India.
7.2 The Parties hereto agree that they shall use all reasonable efforts to resolve
between themselves any disputes, controversy or claim arising out of or
relating to this Agreement in an amicable manner. In particular the Parties
agree that discussions will be carried out between senior level officers of the
Employer and the Employee to a maximum period of forty-five (45) days from
the date that written notice of the details of the issue in dispute, controversy
or claim shall have been given by one Party to the other.
7.3 In the event the efforts and discussions described in Clause 7.2 fail to resolve
the matter, such dispute, controversy or claim shall be settled by arbitration in
accordance with the Indian Arbitration and Conciliation Act, 1996, and any
statutory modification or re enactment thereof. It is further agreed that the
place of arbitration shall be New Delhi and the Arbitrator shall be appointed
mutually by the Parties. The decision of the arbitrator shall be final and
binding upon the Parties.
SECTION 8
GENERAL
8.1. Waiver.
Waiver by any Party of any default with respect to any provision, condition or
requirement hereof, any delay or omission of any Party to exercise any right
hereunder on any one occasion shall not in any manner impair the exercise of
any invalidity of such right on any other occasion.
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8.2. Invalidity.
If any of the provisions of this Agreement become invalid, illegal or

unenforceable in any respects under any applicable law, the validity, legality
and enforceability of the remaining provisions shall not in any way be affected
or impaired. Where the provisions of such applicable law may be waived, they
are hereby waived by the Parties to the full extent permitted so that this
Agreement shall be deemed to be valid and binding and enforceable in
accordance with its terms. If any provision of this Agreement becomes invalid,
the Parties agree to substitute for such invalid provision a new provision,
which serves the purpose of the invalid provision to the extent possible.
8.3. Entire Agreement.
The parties acknowledge that this Agreement constitutes the entire

agreement between the Parties in respect of the matters hereby
contemplated. All previous communications, either oral or written, between
the Parties hereto with respect to the subject matter hereof are hereby
superseded.
8.4. Notices.
All notices required or permitted hereunder shall be in writing and in the

English language and shall be sent by recognized courier or by facsimile
transmission address to the address of each Party set forth above, or to such
other address as such other Party shall have communicated to the other
Party. Notice shall be deemed to have been served when received (and
immediately upon transmission in the case of facsimile transmission or other
forms of instantaneous communication including e-mail).
8.5. Variation.
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Any variation of this Agreement shall be mutually agreed in writing and
executed by or on behalf of each of the Parties.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of

.
(Director) (Employee)
In the presence of:
Witness 1: Vaibhav Vijay
Witness 2: Jahidul Islam
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FORM TM-A
The Trade Marks Act, 1999
Application for registration of a trademark
[The relevant information must be filled up in coloured box against the respective head]
1. NATURE OF THE APPLICATION:
[(a) The applicant must choose either of the following categories-
1. Standard trademark, 2. Collective Mark, 3. Certification Mark, 4. Series Marks
Standard trademark here means an application for registration of a trademark not being a Collective or Certification trademark or
Series of marks
(b) In case of Collective Mark or Certification Mark the draft regulations with form TM-M must be submitted.]
2. Whether application filed as (Please choose and specify) (Individual / startup / Small Enterprise/others)
In case of startup/ Small Enterprise, requisite certificate should be provided.
FEE: (See First Schedule for Appropriate Fee)
3. APPLICANT
Name: *
Trading as:
Address:*
(State) (Country)
[ This address should be the address of the applicant's principal place of business in India]
Address for service:
(State) (Country)
[(a) Unless otherwise specifically stated, the applicant's address shall be the address for service of the applicant who has principal
place of business in India.
(b) The address for service in India must be provided, in case the applicant does not carry business in India]
Mobile No.:
E-mail address*:
Nature of the applicant:
[The applicant must choose either of the following categories-
1. Individual, 2. Partnership Firm, 3. Body-incorporate including Private Limited/limited Company, 4. Limited Liability Partnership,
5. Society 6. Trust 7. Government Department 8. Statutory Organization. 9. Association of persons 10. Hindu Undivided Family
4. APPLICANT'S AGENT (if any):
Name*:
Address*:
[In case of authorization of agent, the address of the agent may be
mentioned as the applicant's address for service]
Mobile No.* :
E-mail address*:
Nature of the Agent:
1. Registered Trade Marks Agent, 2. Advocate 3. Constituted Attorney]
Registration No.:
5. TRADEMARK: (trademark to be mentioned here)
Category of mark:
1. Word mark (it includes one or more words, letters, numerals or anything written in standard character), 2. Device mark (it
includes any label, sticker, monogram, logo or any geometrical figure other than word mark), 3. Colour (when the distinctiveness is
claimed in the combination of colours with or without device), 4. Three dimensional trademark (it includes shape or packaging of
goods), 4. Sound
Description of the mark:
[(a) Description of mark must be provided in terms of Rule 26.
(b) In case of trademarks submitted in specific combination of colours other than black and white, it shall be presumed that the
distinctiveness of the mark is claimed in that combination of colours and application will be considered accordingly.
(c) In case of colour marks the description may be like “The trade mark consists of three vertical stripes in the colours PURPLE,
GREEN and YELLOW applied to the fascias of buildings and to doors as shown in the representation of the mark."
(d) In case of sound marks representation of specific musical notes must be submitted at the place provided for the trademark. The
applicant is also required to submit sound clipping in MP3]
6. IF MARK IN A LANGUAGE OTHER THAN HINDI OR ENGLISH:
Language:
Transliteration of the mark in roman script:
[Transliteration of the mark in roman script must be provided in case the mark is in a language other than Hindi or English
Translation of the mark in English:
[Translation of the mark in English must be provided in case the mark is in a language other than Hindi or English
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7. Conditions or Limitations to use the trademark, if any
8. CLASS OF GOODS OR SERVICE: DESCRIPTION OF GOODS AND SERVICE:
9. STATEMENT AS TO USE OF MARK: [ ] Proposed to be used

[ ] The mark is used by the applicant or its
predecessor in title
Since.................................................... in respect of
all the goods and/or service mentioned in the
application.
[(a) The applicant must select either of the above
(b) The date of use must be given in the format (DD/MM/YYYY) and shall refer to all items mentioned in the application.
(c) In case the use of the Trade Mark is claimed prior to the date of application, the applicant shall file an affidavit testifying to such
use along with supporting documents
(d ) The statement as to use of the mark once made shall be final]
10. PRIORITY CLAIM, IF ANY:
Priority claimed since DD/MM/YYYY
Priority claim based on application filed in the Convention Country or Name of the country or organization
organization
Priority Application No.
[The priority must be claimed in respect of all goods and services mentioned in the application]
11. ANY OTHER IMPORTANT INFORMATION OR STATEMENT:
[Applicant may provide here any other information or statement in relation to his application]
12. VERIFICATION: I hereby verify that above mentioned facts are true
and correct to best of my knowledge and belief.
13. DETAIL OF THE PERSON SUBMITTING THE APPLICATION:
Signature:
Name:
Authority:
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Confidentiality and Intellectual Property Assignment Agreement Template (India) | OS v. 1 | November
2016
Confidentiality and Intellectual Property Assignment Agreement
This confidentiality and intellectual property assignment agreement ("Agreement") is entered into on [ ]
(“Effective Date”), at [ ] by and between:
1. [ ] hereinafter referred to as the “Company” (which expression shall, unless repugnant to the context or
meaning thereof, be deemed to mean and include its successors and assigns) of the First Part
and
2. [ ] hereinafter referred to as “Employee”, (which expression shall, unless repugnant to the meaning or
context hereof mean and include its successors and permitted assigns) of the Second Part.
The Company and the Employee are each hereinafter collectively referred to as "Parties" and individually as “Party”.
WHEREAS:
A. The Employee is an employee of the Company and by virtue of being an employee, is provided access to
confidential and proprietary information of the Company;
B. The Employee may conceive and contribute to the development of intellectual property of the Company
during the course of his/her employment with the Company and for the discharge of the Employee’s
obligations set forth in the employment agreement executed by the Employee with the Company;
C. The Parties wish to enter into this Agreement to set forth the terms relating to confidentiality obligations
and ownership of intellectual property rights in information shared with the Employee.
In consideration of the employment provided by the Company and other mutual promises and agreements contained
herein below, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
1. DEFINITIONS AND INTERPRETATION
1.1. In this Agreement (including in the recitals herein above or schedules hereto), the following words and
expressions shall have, where the context so permits, the following meaning ascribed to them:
1.1.1. "Affiliate", with respect to either Party means any Person who directly or indirectly, Controls, is controlled
by, or is under the common Control of such Parties. The term “Control” is used in the sense of the
possession by a Person or a group of Persons acting in concert, directly or indirectly, of the right to direct
or cause the direction of the management and policies of another Person, whether through the board of
directors or ownership of voting rights by such other Person, by the Articles of Association, contract or
otherwise. A Person or a group of Persons acting in concert shall be deemed to be in control of a body
corporate if such Person or group of Persons is in a position to appoint or appoints the majority of the
directors of such body corporate.
1.1.2. “Confidential Information” shall mean and includes information which is confidential including
Proprietary Information and other information related to the business of the Company, its affiliates or any
third parties with which the Company associates, whether or not such information is expressly marked or
designated as confidential information and includes but is not limited to:
'
a) information of value or significance to the Company or its competitors (including potential competitors)
such as:
i. data of or about the Company or its vendors, customers, employees, advisors, mentors, service
providers or consultants, in particular, contact information and sales information;
ii. data about Company’s compliance with applicable law including data about licenses, permissions,
approvals, permissions or consents applied for, requested by, granted to or denied to the Company
or its promoters;
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iii. data about all filings and official submissions made by the Company to governmental authorities
and the content of the discussion and communication by the Company with such authorities;
iv. data related to the Company’s business, its existing and upcoming products, services, business
strategy, terms of engagement with its vendors or customers, pricing data, business plans;
v. any data, documents, sketches, designs, plans, drawings, photographs, reports, communication,
technical information, information about Intellectual Property Rights, user information,
compilation, subscription details, asset information, know-how, research and development, internal
policies;
vi. any information related to the Company’s technology, software, hardware, code, design, business
strategy, business plan, internal systems, business architecture;
vii. financial data, in particular, concerning budgets, fees and revenue calculations, sales figures,
financial statements, profit expectations and inventories of the Company;
viii. training data, particularly documents, videos, processes, multimedia files, presentations and any
such training resources that the Employee gains access to during his association with the Company;
ix. security information (including passwords, login credentials) used to access any resource owned or
operated by the Company, its affiliates, clients or third party agents;
x. client or user data, user credits, user analytics, user preferences, feedback information;
b) any information which may be reasonably understood by its nature, or by the context of its disclosure,
to be confidential; and
c) any information derived from any of the above-mentioned information; and
d) original information supplied by the Company or information provided to the Company by third parties
which the Company is obligated to keep confidential.
1.1.3. “Intellectual Property Rights” means and includes, without limitation, any patents, copyrights, trademarks,
trade secrets, service marks, database right, design right, moral right or any other property rights (in each
case, whether registered or not and including applications for registration, if any) that grant similar rights as
the foregoing, anywhere in the world.
1.1.4. “Company Intellectual Property” means any Proprietary Information created, conceived, developed,
improved upon or contributed to by the Employee during the course of Employment.
1.1.5. “Proprietary Information” means and includes, but is not limited to, Company Intellectual Property
information about software programs, designs, source code, object code, algorithms, trade secrets, formulae,
designs, know-how, domain names, processes, applications, data, ideas, techniques, documents, notes,
presentations, works of authorship, business plans, customer lists, user information, vendor data, customer
data, operational data, terms of compensation and performance levels of employees, and other information
concerning the actual or anticipated business, research or development, prices and pricing structures,
marketing and sales information, competitive analysis, and any information and materials relating thereto, or
which is received in confidence by or for the Company or its Affiliates from any other person, whether or
not it is in written or permanent form.
2. CONFIDENTIALITY OBLIGATIONS
2.1. The Employee agrees and acknowledges that during the term of his employment with the Company
(“Employment”), the Employee shall have access to Confidential Information through oral, visual,
electronic or written means, solely by virtue of the Employment and for the purpose of enabling the
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Employee to discharge his obligations towards the Company as an employee. The provision of access
to Confidential Information to the Employee shall be at the discretion of the Company.
2.2. The Employee understands and acknowledges that the Confidential Information is of immense value
to the Company and its Affiliates and/or its present, past or prospective clients. The Employee
understands that any use or disclosure of such Confidential Information including any inadvertent
disclosure can cause immense and irreparable harm, loss, damage and injury to the Company and its
Affiliates and its reputation and hence undertakes to keep such Confidential Information confidential
and use it solely in the manner expressly authorized by the Company and only during the term of his
Employment.
2.3. The Employee agrees and undertakes that at all times during the term of his Employment and thereafter
on termination of his Employment for whatever reason to hold in the strictest confidence, and not to
use, except for the benefit of the Company and its Affiliates, and absolutely refrain from in any manner
divulging, discussing, disclosing the Confidential Information to any third party or in any manner
directly or indirectly using the Confidential Information without the written authorisation of the
Company.
2.4. The Employee recognises that the Company and its Affiliates have received and in the future will receive
from third parties, information that would be confidential and proprietary in nature to such third parties,
during the course of his Employment. The Employee agrees to hold all such third party information in
the strictest confidence and not to disclose it to any person, firm or corporation or to use it except as
necessary in carrying out his work for the Company consistent with the Company’s agreement with such
third party.
2.5. The Employee further undertakes not to make copies of such Confidential Information except as
authorised by the Company. Nothing contained in this Agreement shall be construed as granting or
conferring any rights either as a license or otherwise in the Confidential Information. The Employee
shall not claim or represent to hold any interest by way of ownership, assignment or otherwise in the
Confidential Information.
2.6. The Employee shall, upon termination of the Employment, promptly return to the Company all
Confidential Information including all materials and documents obtained from or through the Company
(in hard or soft copy).
2.7. Nothing in this Clause 2 shall apply to information: (i) that was previously known by the Employee, as
established by written records of the Employee prior to receipt of such information from the Company;
(ii) that was lawfully obtained by the Employee from a third party without any obligations of
confidentiality to Company; (iii) that was developed by the Employee independent of the Confidential
Information; and (iv) information disclosed to the Employee by the Company without confidentiality
restrictions.
2.8. This Clause shall survive the expiration or termination of this Agreement.
3. INTELLECTUAL PROPERTY RIGHTS
3.1. The Company shall retain all rights, title and interest and Intellectual Property Rights in any Company
Intellectual Property created, conceived, developed, contributed to or improved upon by the Employee
during the course of his Employment, shall vest with the Company upon such creation, conception,
development, contribution or improvement. Notwithstanding anything to the contrary, no license with
respect to Intellectual Property Rights shall be deemed or implied to be granted by the Company to the
Employee in respect of the Company Intellectual Property.
3.2. The Employee shall not reverse- engineer, decompile, or disassemble, modify or copy (except for
making a single back-up copy) any methodologies, software or whitepaper article, themes, headlines, or
Confidential Information disclosed under this Agreement and shall not remove, overprint, deface or
change any notice of confidentiality, copyright, trademark, logo, legend or other notices of ownership
from any originals or copies of Confidential Information it receives from the Company.
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3.3. To the extent that any rights referred to under Clause 3.1 do not vest with the Company automatically
as per the terms above or through operation of law, the Employee hereby irrevocably and in perpetuity
assigns to the Company all of right, title and interest (including without limitation any and all Intellectual
Property Rights), that is now or may be available, in: (a) any and all Company Intellectual Property; and
(b) any and all Proprietary Information that the Employee may have conceived, created, improved
upon, developed or contributed to prior to the Effective Date, as part of his association with,
contribution to the Company or its incorporation (including as part of work undertaken for the business
of the Company prior to its incorporation).
3.4. The Employee agrees and understands that any and all copyrightable works that are prepared by the
Employee, within his scope of service, is “work for hire” under applicable law and the Company will be
considered the first owner of such copyrightable works. To the extent that the Company is not
considered the first owner of the Intellectual Property Rights created by the Employee, the copyright
and all related rights, title and interest in all such Company Intellectual Property is irrevocably assigned
by the Employee to the Company in consideration of the Employment which constitutes valid and
adequate consideration. The Employee hereby waives any right to and agrees that he shall not raise any
objection or claims under applicable law in respect of ownership of such Company Intellectual Property.
3.5. During the Employment, whatever gets created, developed, modified in the form of any hardware or
software design, engineering, hardware code, software code, hardware and software library , schematic,
architectural, layout, protocol, model or any Intellectual Property or document in any format by the
Employee with or without the assistance or involvement of any other Person during the Term using
own tools or the Company’s or its partners/Affiliates’ tools and systems will always be property of the
Company.
3.6. The Employee shall do all acts, deeds and things including execution of necessary documents without
charge or compensation but at the cost of the Company for fully and effectively vesting in the Company
the rights in any Intellectual Property Rights as referred to in this Clause 3.
3.7. The Employee hereby irrevocably appoints the Company as his attorney for the purpose of executing
in the name and on behalf of the Employee all such deeds and documents as may be required pursuant
to this Clause 3.
3.8. The Employee represents and warrants that the Employee has not violated and will not violate the
Intellectual Property Rights of any third party and agrees not to violate the Intellectual Property Rights
of any third party in the course of Employment.
3.9. The Employee acknowledges that the Employment and the remuneration paid by the Company to the
Employee is a good, valuable and adequate consideration, to be bound by the terms and conditions of
this Agreement.
4. NON COMPETE AND NON SOLICITATION AGREEMENT
4.1. The Employee hereby agrees that pursuant to the termination of their employment in the Company as
per this Agreement or for any reason whatsoever, they shall not directly or indirectly compete with the
Business of the Company or its Affiliates for a period of 1 (one) year from the Termination Date. The
non-compete period referred to in this Clause 4 shall be extended by the length of time during which
the Employee shall have been in breach of the provisions of this Clause 4.
4.2. The Employee hereby agrees and undertakes that during the term of the Employment with the
Company and for a period of 1 (one) year following the Termination Date, the Employee shall not,
directly or indirectly, either as an individual on his own account or as a partner, employee, consultant,
advisor, agent, contractor, director, trustee, committee member, office bearer, or shareholder (or in a
similar capacity or function):
4.2.1. Solicit employment of or advise any of the Company’s or Affiliate’s existing employees or any person
who was employed by the Company or an Affiliate within 6 (six) months prior to such solicitation or
62 | P a g e
2016
any person or organization providing services to or through Company to terminate his or her contract
or relationship with Company or its Affiliate or to accept any contract (directly or indirectly) or other
arrangement for providing services to any other person or organization; or
4.2.2. Contact any of the clients of the Company or its Affiliate to entice such clients away from the Company
of Affiliate or to damage in any way their business relationship with the Company or its Affiliate or for
the provision of substantially the same services provided to such clients by the Company or its Affiliate;
or
4.2.3. Solicit or undertake employment with any client of the Company or its Affiliate or any organization
where the employee has been taken or sent for training, deputation or secondment or professional work
by the Company; or
4.2.4. Enter the employment of, or render any other services to, any person engaged in a business which
competes with the Business of the Company.
4.3. The Employee hereby acknowledges and agrees that the covenants set forth in this Clause 4 are a
condition of the employment by the Company and that the breach of any such covenants would cause
irreparable harm to the Company.
5. INDEMNITY AND REMEDIES
5.1 Without prejudice to any other right available to the Company in law or under equity, the Employee shall
jointly and severally be liable to compensate and indemnify, defend and hold harmless the Company, its
Affiliates, their directors, officers and employees, from and against losses, liabilities, damages, deficiencies,
demands, claims, actions, judgments or causes of action, assessments, interest, penalties and other costs or
expenses (including, without limitation, reasonable attorneys’ fees and expenses) based upon, arising out of,
or in relation to or otherwise in respect of breach of its obligations under this Agreement.
5.2 The Employee acknowledges and agrees that breach of this Agreement may cause the Company irreparable
damage and harm and therefore, without prejudice to any other rights or remedies that the Company may
have, the Employee agrees that the Company shall be entitled to seek extraordinary relief in court, including
without limitation, specific performance, preliminary or permanent injunctions or other appropriate remedy
without the necessity of posting a bond or other security. If any court of competent jurisdiction holds that
the restrictions contained in this Agreement are unreasonable on any criteria, the said restrictions shall be
deemed to be reduced to the extent necessary in the opinion of such Court to make them reasonable.
6. NOTICE
Any notice pursuant to this Agreement shall be in writing by (or by some person duly authorised) the person
giving it and may be served at the address or email address provided below:
If to the Company:
Address:
Attention:
Email:
If to the Employee:
Address:
Attention:
Email:
63 | P a g e
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7. MISCELLANEOUS
7.1. This Agreement shall become valid, effective and binding from the Effective Date and shall continue
to be valid until terminated by the Company. The confidentiality obligations shall survive the
termination of this Agreement.
7.2. Neither this Agreement nor any right granted hereunder shall be assignable or otherwise transferable by
the Employee.
7.3. This Agreement shall be governed by the laws of India. The competent courts in [ ] shall have exclusive
jurisdiction over all disputes arising from or relating to this Agreement.
7.4. This Agreement along with the employment agreement, if any, executed by the Employee with the
Company constitutes the entire agreement of the Parties pertaining to the subject matter of this
Agreement and may be modified only by an instrument in writing signed by each Party to this
Agreement. This Agreement supersedes any and all prior oral discussions and/or written
correspondence or agreements between the Parties in respect of the subject matter.
7.5. The failure or delay on the part of one Party to exercise or enforce any rights resulting from this
Agreement shall not be a waiver of any such rights, nor shall any single or partial exercise thereof operate
so as to bar the later exercise or enforcement thereof.
IN WITNESS WHEREOF THE PARTIES HERETO HAVE EXECUTED THIS AGREEMENT ON THE
DATE HEREINABOVE LAST MENTIONED.
[Signature Pages to follow]
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1. Webinar
Indian College/ Student(Mail) 2

Indian College/ Student (Follow up mail) 3
Indian college/ student (Whatsapp,call,messages) 4
Foreign College/ Students(Mail) 5
Foreign College/ Students (Follow up mail) 6
Foreign College/ Students (Whatsapp,call,messages) 7
Professors(Mail) 8
Professors(Follow up mail) 9
Professors(Whatsapp,call,messages) 10
Professionals(Mail) 11
Professionals(Follow up mail)
12
Professionals(Whatsapp,calls,messages) 13
Foreign Professionals(Mail) 14
Foreign Professionals(Follow up mail) 15
Foreign Professionals(Whatsapp,calls,messages) 16
2. Portfolio
Professors(Mail) 17
Professionals(Follow up mail) 24
Foreign Professionals(Follow up mail) 27
Foreign Professionals(Whatsapp,calls,messages) 28
Indian college/ student (Whatsapp,call,messages) 31
65 | P a g e
3. Jobs
Indian college/ Student (Whatsapp,call,messages) 34
Indian Employer(Mail) 35
Indian Employer (Follow up mail) 36
Indian Employer (Whatsapp,call,messages) 37
Foreign Employer(Mail) 41
Foreign Employer (Follow up mail) 42
Foreign Employer (Whatsapp,call,messages) 43
Foreign Professionals(Follow up mail)
48
Foreign Professionals(Whatsapp,calls,messages)
49
4.E-learning
Professors(Mail) 50
Indian College/ student (Whatsapp,call,messages) 55
Brands(Mail) 62
Brands(Follow up mail) 63
Brands(Whatsapp,calls,messages) 63
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B E F OR E YOU E NT E R T H E MAR KE T . WI T H D AT A COL L E CT E D F R OM MOST E XP E R I E NCE D AND
CR E D I B L E SOU R CE S WOR L D WI D E , CO MP R I SE D OF OR GAN I ZE D T OP I CS AND D I VI D E D
CAT E GOR I E S WI T H D AT A B E I NG U P D AT E D ACCO R D I NG T O L AT E ST ST AND AR D S.
WE AR E KI CKI NG OF F OU R NE W VE NT U R E B Y COND U CT I NG WE B I NAR S F OR WH I CH WE
WOU L D L I KE YOU T O B E A P AR T .
WE AR E I NVI T I NG YOU T O AT T E ND T H I S WE E K’ S WE B I NAR . I T WOU L D ME AN A L OT T O U S T O

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SI R , I AM SU R E YOU AR E AWAR E OF H OW T H I S COR ONA P AND E MI C H AS AF F E CT E D T H E

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NO W.
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P L AC E ME NT S OF S T U D E NT S , E S P E C IAL L Y AR C HIT E C T S / C IVI L E NGI NE E R S . S O WE HAVE
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MAT E R IAL L IB R AR Y IS IND IA' S F IR S T J OB P OR T AL , P OR T F OL IO M A NA G E ME NT AND E -
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IS L IVE N O W.

B U T AL S O HAN D L E S YOU R P OR T F OL IO AND GIV E S YOU T HE F OL L O W IN G F AC IL IT IE S IN ONE P L AC E
VIA A S IN GL E S I GN- U P ON OU R WE B S IT E I . E . , W W W . M A T E R IAL L IB R AR Y.N E T .
WE L AU NC HE D IND IA’ S F IR S T E XC L U S IVE VID E O L IB R AR Y MAD E F OR AR C HIT E C T S , C IVI L

E NGI NE E R S , AND INT E R IOR D E S IGNE R S WIT H A S E QU E NT IAL IND E X OF P R AC T IC AL VID E OS VE T T E D
AND OR G A NIZ E D B Y S E AS ONE D P R OF E S S I O N AL S . IT HE L P ING IN B R ID GI NG T HE GAP B E T WE E N
T HE OR E T IC AL K N O WL E D GE AND P R AC T IC AL KNOWL E D GE WIT H ON- S IT E C IVIL E NGINE E R ’ S WOR K.
WE WOU L D L IKE T O IN V IT E YOU T O U P L OAD YOU R VID E O T U T OR IAL T HR OU GH OU R P L AT F OR M
AND GE T T HE R E C OGNIT ION YOU D E S E R VE D . WE HAVE A L AR GE NU MB E R OF S T U D E NT S WHO WIL L
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WANT T O I N VI T E YOU T O AS S OC IAT E WIT H U S .
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D E AR S T U D E NT ,

IF YOU AR E S OME ONE WHO L E AR NS MOR E E F F IC IE NT L Y P R AC T IC AL L Y R AT HE R T HAN T HE

T HE OR E T IC AL AS P E C T , T HIS IS T HE P E R F E C T P L AC E F OR YOU . GE T IN T OU C H WIT H IND IA’ S F IR S T
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MAT E R IAL L IB R AR Y. NE T
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IS L IVE N O W.

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T HE OR E T IC AL K N O W L E D GE AND P R AC T IC AL K N O W L E D GE WIT H ON- S IT E C IVIL E N G IN E E R ’ S WOR K.
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IF YOU AR E S OME ONE WHO L E AR NS MOR E E F F IC IE NT L Y P R AC T IC AL L Y R AT HE R T HAN T HE

T HE OR E T IC AL AS P E C T , T HIS IS T HE P E R F E C T P L AC E F OR YOU . GE T IN T OU C H WIT H IND IA’ S F IR S T
E XC L U S IVE VID E O L IB R AR Y MAD E F OR AR C HIT E C T S , C I VI L E NGI NE E R S , AND INT E R IOR D E S IGNE R S .
IF T HIS IS S OME T HI NG T HAT E XC IT E S YOU , P L E AS E R E GIS T E R ON OU R WE B S IT E AT

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E-LEARNING
TO FOREIGN STU D ENTS,
FROM;
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S U B J E C T - W AT C H AND L E AR N F R OM IND IA’ S B E S T VID E O L IB R AR Y F OR AR C HIT E C T S AND C IVI L

ENGINE ER S
T HIS IS A GE NT L E R E MI ND E R F OR YOU T O VIS IT OU R VID E O L IB R AR Y AT OU R WE B S IT E ;

MAT E R IAL L IB R AR Y. NE T
IF YOU ’ R E INT E R E S T E D , P L E AS E F OL L OW T HE GIVE N S T E P S :
3 . WAT C H AND L E AR N F R OM VID E OS E XC L U S IVE L Y MAD E F OR AR C HIT E C T S , C I VIL E N G I N E E R S ,
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HE L L O S T U D E NT ,
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IS L IVE N O W.
VIA S IN GL E S IGN U P ON OU R WE B S IT E I . E . , W W W . M A T E R IAL L IB R AR Y.N E T .

E NGI NE E R S AND INT E R IOR D E S IGNE R S WIT H A S E QU E NT IAL IND E X OF P R AC T IC AL VID E OS VE T T E D
AND OR G A NIZ E D B Y S E AS ONE D P R OF E S S I O N AL S . IT HE L P ING IN B R ID GIN G T HE GAP B E T WE E N
T HE OR E T IC AL K N O W L E D GE AND P R AC T IC AL K N O W L E D GE WIT H ON- S IT E C IVIL E N G IN E E R ’ S WOR K.
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FROM;
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IS L IVE N O W.


E NGI NE E R S , AND INT E R IOR D E S I GNE R S WIT H A S E QU E NT IAL IND E X OF P R AC T IC AL VID E OS VE T T E D
T HE OR E T IC AL K N O W L E D GE AND P R AC T IC AL K N O W L E D GE WIT H ON S IT E C I VIL E N GI N E E R ’ S WOR K.
AND GE T T HE R E C O G N IT ION YOU D E S E R VE D . WE H AVE L AR GE NU MB E R OF S T U D E NT S WHO WIL L
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P L AT F OR M C R E AT E D E XC L U S IVE L Y F OR AR C HIT E C T S , C I VI L E NGI NE E R S , AND D E S I GNE R S . OU R
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BRAND
Subject
Increase your Sales with Material Library
T IT L E - ‘ P E R F E CT M AR KE T P L ACE F OR YOU R B R AND P R OM OT ION’
MAT E R IAL L IB R AR Y IS P L E AS E D T O INF OR M YOU T HAT OU R E - C OMME R C E IS L IVE !
MAT E R IAL L IB R AR Y IS IND IA' S F IR S T J OB P OR T AL , P OR T F OL IO M AN A G E ME NT , E - L E AR N IN G ,

AND E - C OMME R C E P L AT F OR M C R E AT E D E XC L U S IVE L Y F OR AR C HIT E C T S , C IVI L E NGI NE E R S ,
D E S I G NE R S , AND C ONS T R U C T ION IND U S T R IE S . OU R WE B S IT E NOT ONL Y P R OV ID E S YOU
WIT H T HE AC C U R AT E AND P R E C IS E KNOW L E D GE YOU NE E D B U T AL S O HAND L E S YOU R
P OR T F OL IO AND GIVE S YOU A MAR KE T P L AC E WIT H A L AR GE NU MB E R OF T AR GE T E D
AU D IE NC E S .
HE R E YOU C AN P R OM OT E AND S E L L YOU R P R OD U C T S . YOU C AN D IS P L AY YOU R P R OD U C T S

AND AL S O C AN U P L OAD VID E OS OF YOU R P R OD U C T S . YOU C AN AL S O R E C R U IT A P E R F E C T
C AND ID AT E AC C OR D ING T O YOU R R E QU IR E ME NT S T HR OU GH OU R J OB P OR T AL VIA S E E ING
T HE IR P OR T F OL IOS AND C V WIT H S IN GL E S I G NU P ON W W W . M A T E R IAL L IB R AR Y.N E T . WE
HAV E B OT H NAT I O N AL AND INT E R NAT I O N AL B R AND S R E GIS T E R E D WIT H U S ON T HE
WE B S IT E WHIC H YOU C AN C OL L AB OR AT E WIT H.
T HIS P L AT F OR M NOT ONL Y GIV E S YOU A MAR KE T P L AC E B U T AL S O GI V E S YOU AN

OP P OR T U NIT Y F OR D I GIT AL MAR KE T ING AND B R AND P R OM OT ION WIT H S IN GL E S I GNU P .
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OPERATION PLAN
➢ ELEMENTS
➔ Activities
● Job Design
● Scheduling
● Materials Management
● Capacity Management
● Facilities Management
● Quality Management
➔ Goals And Objectives

● Maximize Efficiency
● Fulfilling customers needs
➔ Quality Standards
● Documents that provide requirements
● Specifications
● Guidelines
● Characteristics
➔ Staffing and Resource Requirements

● How many staffs are required for each business unit
● What resources are needed to ensure performance
targets are met
➔ Timelines
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➔ Budget
● How resources will be allocated within a budget to
achieve key targets
➔ Method to Monitor Performance

● Methods
● Tools
● Metrics
● Key Performance Indicator
➢ SIGNIFICANCE
1. Establishes Accountability
● Walk the talk
● Define Results and Expectations
● Gain Commitment
● Be Open to Feedback and Problem Solving
● Hire Accountable Employees
● Coach Employees on How to Be Accountable
● Consequences and Reinforcement
● Hold Each Other Accountable
2. Optimizes Shrinkage Control

● Implement a doble-check system
● Give products unique Identities
● Conduct employee vetting and training
● Automate inventory management with software
● Plan for busy periods
● Track inventory shrinkage over time
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3. Improves Resource Management
● Understand which resources are in short supply and
focus on them
● Agree on a common approach to prioritizing work across
shared resources
● Embrace different ways of working across the
organization and resources
● Realize resource management is an ongoing process
● Manage work and resources uses a blend of granularities
● Plan work
● Manage resource assignments
● Report time
● Apply assignment types that align to your business needs
● Account for non-project time
● Avoid or limit multi-tasking
● Keep your most valuable assets and resources productive
and happy
4. Optimize Performance Management

● Formulate Business objectives
● Set clear goals for the employee
● Provide consistent feedback to employees
● Use feedback to drive performance and boost productivity
● Foster effective communication between teams
● Facilitate employee engagement
➢ THINGS TO KEEP IN MIND
1. Goals and Targets

● Specific
● Measurable
● Attainable and realistic
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● Timely
2. Production Process
● Vendor
● Technology System and Machinery
● Budget
3. Operating Process
● Location
● House of Operation
● Supervisor
➔
4. Timeline and Milestones
● New Hires
● Production Timelines
● Market Timelines
● Financial Timelines
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Material Library
4th Floor, Metro World Mall,
Sector 56, Gurugram,
Haryana -122011
Human Resource Policy

A. Work Culture
1. Our official working time is 10:00 AM - 6:00 PM from Monday to Saturday.
There will be a break of one hour between 2:00 PM - 3:00 PM.
a.
2. Due to work from home, any company cannot measure the working time of
any team member, so we have decided that the increment of the incentives
and growth will depend on their work.
i.
3. Minimum Requirements should be available:

a. Desktop / Laptop
b. Broadband or cellular connection (with at least 5 Mbps speed)
4. Directly Everyone is responsible for the company's growth, so we should help

each other and work as a team. All should take their work responsibilities
seriously.
5. Everyone has freedom to share their thoughts and ideas/strategies regarding

company’s growth to their PL or respective head.
6. All Team meetings will be conducted on Saturdays at 10 PM. Agenda for this
meeting will discuss our Target fulfilled and for setting up the new targets for
the upcoming week. All other meetings with Team Leaders will be conducted daily.
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7. Open Door Policy
We expect managers of all levels to keep their door open; and this refers
to so much more than their office door. They should be ready to listen to
their employees in case of any grievances or work related issues. They should
establish a culture of trust and communication in their team.
You have to maintain communication with your colleagues/management through

our internal communication systems and by the consultative process. Effective
communication is vital to avoid misrepresentations, misstatements, misleading
impressions and untruths.
There is a formal process that employees need to follow to get their issues
addressed and is mandatory to follow:
Address any kind of Small Concerns/Issues/complaints/work related queries to
your immediate reporting manager/team manager. If not resolved, you can
report it to the HR through an Email. Still not resolved, the matter will
be escalated to Senior Management. Proper hierarchy should be followed for
any internal communication.
All the employees should maintain politeness, courtesy, and show respect
while addressing your managers and senior management.
If you have serious matters on your mind, ranging from concerns over your
compensation to workplace harassment/Discrimination/Sexual Harassment, feel
free to directly contact the Human Resource Department.
8. Employee Resignation and Termination Policy

In this section, we describe our procedures regarding resignation and termination
of our employees. We also refer to our progressive discipline process that
may sometimes result in termination.
Here we outline steps we will take to address employee misconduct. We
want to give employees a chance to correct their behaviour when possible
and assist them in doing so. We also want to ensure that we thoroughly
investigate and handle serious offenses.
Our progressive discipline process has three steps of increasing severity. These
steps are:
● Verbal warning / Informal meeting with supervisor
● Formal reprimand / Formal disciplinary meeting
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● Penalties / Termination
Different offenses correspond to different steps in our disciplinary process. For
example, minor, one-time offenses (e.g. Breach of our dress code policy/leave
policy) will trigger Step 1. More severe violations (e.g. sexual harassment/violence)
will trigger step 3.
Note : Pointing out a performance issue is not necessarily a verbal warning
and may be part of your regular feedback.
Keep in mind that our company isn’t obliged to follow the steps of our
progressive discipline process. As you are employed “at-will” , we may
terminate you directly without launching a progressive discipline process/without
warning for serious offenses (e.g. Sexual harassment).
B. Work from Home Policy

1. All the reporting managers may require their employees to be very responsive
from 10:00 a.m. To 6:00 p.m. All employees need to update their tasks every
morning at 10a.m and every evening 6pm to their respective reporting manager.
2. Our Company uses a “Five Minutes Early” rule. Everyone that participates in
online meetings must show up five minutes early to avoid disruptions. It also
provides attendees a chance to correct any connectivity or other technical
issues that may arise before the meeting starts.
3. While employees may have casual attire when they are connecting with
internal staff members, you may not want such a casual image when
connecting with customers or clients. One should have a professional code of
conduct while addressing clients.
4. There will be a Performance Evaluation meeting of every employee twice a

month with their respective Reporting Manager. You will be evaluated on
the basis of task completion and targets achieved. If you show up as an
underperformer consecutively in 3 Evaluation meetings, the company has the
right to take any suitable action.
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C. Employee Code of conduct Policy
1. One shouldn’t misuse company equipment or use it frivolously.
2. Employees should respect all kinds of incorporeal property. This includes

trademarks, copyright and other property (information, reports etc.)
Employees should use them only to complete their job duties.
3. Employees must not engage in conduct that is prohibited under this Policy.
Employees are expected to behave in a manner consistent with the Company
Values, treat colleagues with respect, demonstrate professionalism and comply
with Company policies, procedures, plans, guidelines & standards at all times.
4. If anyone has a complaint regarding other team members they can contact
or reach out to the respective team head.
5. Employees are expected to devote their full time attention to the

business of the Company and not take on any competing assignments
either directly or indirectly without proper authorizations.
6. In case you leave the company, you are not allowed to work with
any competing or similar niche company or business for the same
designation.
7. Conflict of Interest
Conflict of interest arises when any personal benefit from another source
interferes with the employee's responsibility towards the company. Examples
of conflict of interest under the code of conduct policy can be explained as:
a. Gifts: Acceptance of gifts from the competitor, customer etc. Which
are given with an aim to influence any person’s action etc. Should not be
accepted. Offering/ receiving /giving any such gift is an example under the
conflict of interest.
b. Corporate opportunity: An employee is expected to advance the
legitimate interest of the company whenever an opportunity to advance
arises. This is done while following the Professional code of ethics.
Employees are therefore guided to prohibit the following:
1. Making use of opportunity which belongs to business for personal use

2. Use of the company's property, information etc. for personal use.
3. Getting in touch with the company's client on an individual level for personal
gains.
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8. Professionalism
The employees are expected to follow the Professional code of ethics under
which they must behave professionally in their work and while dealing
with other colleagues, customers, suppliers etc. They are also expected to
maintain integrity & honesty in all their work. Ethical and legal standards
should be maintained in business. Employees must help the company to
maintain an open and supportive environment. The employees must also
try that there should not be any misrepresentation of facts.
9. Fraud
Any kind of fraud intentionally is subject to strict disciplinary action:
Some examples of Fraud are:
1. Misrepresentation of financial data

2. Submission of false financial report
3. False reporting of any kind of financial transactions
4. Forged checks
10. Harassment/Discrimination
The Company is committed to providing an environment which is free from

any kind of discrimination based on religion, caste, creed, marital status
etc. Employees are also expected to support the company on the same.
However, if an employee comes across any kind of harassment as an act
by any client or colleagues, the company will provide the affected employee
with all the support and will also provide preventive measures on the same.
We as a company have a Zero Tolerance Policy in case of Sexual Harassment.
Note: The company reserves the right to revise, modify any or all clauses
of this policy depending upon the demand of business. The Corporate HR
department will be the sole authority to interpret the content of this
policy.
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D. Data Policy
1. You must maintain in confidence and will not disclose or use, either during
or after the term of your engagement, any proprietary or confidential
information or know-how belonging to the Company (referred to herein as
"Proprietary Information"), whether or not in written form, except to the
extent required to perform your duties on behalf of the Company. Proprietary
Information includes any information, not generally known in the relevant trade
or industry, which was obtained by you from the Company, or which was
learned, discovered, developed, conceived, originated or prepared by you within
the scope of your engagement with the Company. Such Proprietary Information
includes, but is not limited to, technical and business information relating to
the Company’s inventions or products, research and development, production
processes, machines and equipment, finances, agreements, customers, clients,
marketing, as well as production, marketing and future business plans, and
any other information which is identified as confidential by the Company or
is considered confidential from its nature. Upon termination of your engagement
or at the request of the Company before termination, you will deliver to the
Company all written and tangible material in your possession incorporating the
Proprietary Information or otherwise relating to the Company’s business.
2. Third-Party Proprietary Information. You recognize that the Company has

received and will receive confidential or proprietary information from third
parties, subject to an obligation on the Company’s part to maintain the
confidentiality of such information and to use it only for certain limited
purposes. Your obligations with respect to the Company’s Proprietary Information
shall also extend to confidential and/or proprietary information belonging to
clients, customers and suppliers of the Company who may have disclosed such
information to you as the result of your status as an employee of the
Company. You will not use, reproduce, distribute, discuss, disseminate, or
disclose such third-party information for the benefit of or to anyone other
than the Company (or Company’s other employees or representatives who
need to know such information) or such third party, or in any manner
inconsistent with the Company’s agreement with such third party either during
the term of your engagement with the Company, or at any time thereafter.
204 | P a g e
3. Upon termination, you will immediately return to the Company any and all
documents, manuals, data, records, confidential information, intellectual property,
material, equipment and other property belonging to the Company that may
be entrusted to and/or placed in your possession by virtue of and/or during
the course of your engagement with the Company, without making any copies
thereof and/or extracts there from. You will also deliver to the Company
immediately all notes, analysis, summaries and working papers relating thereto.
The Company will settle your dues, if any, and issue a relieving letter to
you only upon your compliance with the terms of this Clause.
4. You acknowledge and agree that the Company shall be the sole owner of
all copyrights, trademarks, patents, patent rights, trade secret rights, and all
other intellectual property or other rights that may be in connection with or
which may have arisen during course of your engagement and that which
may be relevant to the subject matter of your engagement by the Company.
5. Assignment of Rights. You acknowledge and agree that all proprietary

information and all copyrights, trademarks, patents, patent rights, trade secret
rights, and other rights (including without limitation, intellectual property rights)
(“IP Rights”) anywhere in the world in connection therewith arising from, or
created, produced or developed by you, either jointly with others or alone
at any time in the course of your engagement and involvement with the
Company, is and shall be the sole and exclusive property of the Company.
You shall irrevocably and unconditionally assign to the Company, and waive
in favour of the Company any and all rights, title and interest you may have
or acquire in such proprietary information. It is clarified that this Clause
would be deemed to include all IP Rights in relation to the business of the
Company created by you prior to the date of your Offer Letter.
6. You will keep the Company informed of your latest postal address at all
times and intimate in writing in case of change of address. Any communication
sent to you by the Company on your last known address will be deemed to
have been duly served notwithstanding the fact that you have changed your
address.
7. The terms of this Data policy are strictly confidential between you and the
Company and any breach of this confidence will be viewed with utmost
seriousness and amount to misconduct.
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8. If the terms and conditions of this Data policy along with its attachments (if
any) are acceptable to you, please confirm your acceptance to the Company.
We look forward to your high level of contribution to Material Library.
Yours sincerely,
ANKUR JAIN
(Director)
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ACKNOWLEDGEMENT (ACCEPTANCE OF DATA POLICY and HR Policies at MATERIAL LIBRARY)
I confirm that I have read, understood and accepted the terms of this Data policy and
its attachments.
Name:
Department:
Signature:
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HUMAN RESOURCES
Formats of Documents:
● Appointment Letter
Date: dd/mm/yy
Appointment Letter for - Job Role
Dear ,
I am pleased to inform you that your employment/ Internship with Material Library has
been confirmed in the capacity of a Job Role. This offer will be governed by the
following Terms & Conditions:
1. Your Employment/ Internship will effectively be your date of joining us, i.e.
dd/mm/yy. You will be entitled for Accommodation, Meals & Commutation by
the Company.
2. Your monthly compensation will be per month.
3. Your Employment/Internship shall be governed by the Terms & Conditions of
employment as per ANNEXURE A, B & C and various policies of our Parent
Company; Four Seasons Sales Pvt. Ltd., as may be enforced from time to time.
4. Your appointment has been made based on the information furnished by you.
However, if any discrepancy is found in any of the
documents/certificates/references/information furnished by you at any time during
the course of your association with us, the company reserves the right to revoke
the offer or terminate the Internship/Employment.
208 | P a g e
As agreed, your starting date will be dd/mm/yy and your working days will be from
Monday to Saturday. Further information governing your employment can be found in
ANNEXURE A, B &C.
Congratulations! on your Appointment and Welcome to the company. We look forward

to times of fruitful cooperation and success. We wish you the Best of luck in your new
position.
Sincerely,
Material Library
Ankur Jain
(Director)
209 | P a g e
● Experience letter
Date: dd/mm/yy
To whomsoever it may concern
It is our pleasure to inform you that Mr/Ms , has worked with Material Library for the
position of a from dd/mm/yy to dd/mm/yy.
During the tenure mentioned above, she/he has remained actively involved with all the
duties and responsibilities assigned to her/him.
Her/His contributions to the organization and its success will always be appreciated. We
wish her/him all the best in her/his future endeavours.
Regards,
Ankur Jain
(Director)
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● LOR
Date: dd/mm/yy
To whomsoever it may concern
It is with great pleasure that I recommend for your organization. I have

known for approximately (time period) as a (job profile) in our
organization.
I have been impressed with the way she/he carries her/his duties with passion and
enthusiasm. She/He has been actively involved in:
(Job Responsibilities)
During the period, she/he served us; she/he was a great asset to us due to her/his quality
productivity and timely completion of tasks assigned to her/him.
I, therefore, recommend without reservation and I know she/he will be of

great input in your organization. I’m very confident she/he will initiate teamwork as
she/he always did within our organization. For more information about her/him, feel free
to inquire anytime.
Regards,
Ankur Jain
(Director)
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● Relieving Letter
Date: dd/mm/yy
Relieving Letter
To
Name,
Job Profile.
This is in reference to your resignation dated dd/mm/yy, wherein you had requested to
be relieved from your services on dd/mm/yy. We wish to inform you that your
resignation has been accepted and you shall be relieved from your duties as a (Job
Profile), post serving notice period, with effect from dd/mm/yy.
We appreciate your contributions made to the organization and wish you all the best
for your future endeavors.
Regards,
Ankur Jain
(Director)
212 | P a g e
● Pay Slip
PAYSLIP
Employee Name: Month/Year: mm/yy
Employee ID Code: Pay Cycle: 30 days
Total Working days:
Earnings Amount Deductions Amount
Basic Salary INR Taxation
Allowances: PF -
Internet INR ESI -

Allowance
Gross Earnings INR Total Deductions INR
Net Salary Transferred INR
Employee Signature Employer Signature
213 | P a g e
Key Result Areas(KRA) - Sales Representative
● Present, promote and sell products/services using solid arguments to existing

and prospective customers
● Perform cost-benefit and needs analysis of existing/potential customers to
meet their needs
● Establish, develop and maintain positive business and customer relationships
● Reach out to customer leads through cold calling
● Expedite the resolution of customer problems and complaints to maximize
satisfaction
● Achieve agreed upon sales targets and outcomes within schedule
● Coordinate sales effort with team members and other departments
● Analyze the territory/market’s potential, track sales and status reports
● Supply management with reports on customer needs, problems, interests,
competitive activities, and potential for new products and services.
● Keep abreast of best practices and promotional trends
● Services existing accounts, obtains orders, and establishes new accountsby
planning and organizing daily work schedules to call on existing or potential
sales outlets and other trade factors.
● Adjusts content of sales presentations by studying the type of sales outletor trade
factor.
● Focuses sales efforts by studying existing and potential volume of dealers.
● Submits orders by referring to price lists and product literature.
● Keeps management informed by submitting activity and results reports,such as
daily call reports, weekly work plans, and monthly and annual territory
analyses.
● Monitors competition by gathering current marketplace information on pricing,
products, new products, delivery schedules, and merchandisingtechniques.
● Continuously improve through feedback.
214 | P a g e
Key Result Areas(KRA) - Marketing(Offline)
● Responsible for All BTL activity planning and execution of the brand.
● Preparing Marketing Calendar for BTL activities.
● Conceptualizing and driving BTL activations for the brand
● Competition analysis to understand the new trends in the market.
● Preparing effective new product launch marketing plan.
● Planning for marketing collaterals like Soft & Hard POSM, Shop Branding, OtherOn-
shop Activity.
● Working with company partners to come up with promotion strategies to grow
their business
● Coordination with agencies / vendors for designing promotional collaterals.
● To ensure greater brand visibility and create higher brand recall. Ensuring
compliance with brand guidelines.
● Designing and Implementing Offline Marketing Campaigns: Evaluate needs,
define and implement key brand promotional activities.
(e.g.advertising/promotional campaigns, offline events/kiosks, briefing
documents etc.)
● Preparing guideline for marketing collaterals deployment also prepare salespitch for
each product highlighting usp's
● Regular Meet with retailer & distributor to discuss on collaterals placement andother
● Preparing required MIS.
Key Result Areas(KRA) - Legal
● Ensuring all the contracts and agreements are duly vetted and executed
with the existing and new vendors and customers
● Regulation and controlling cost of ensuring the compliances.
● Timely verification of documents, carrying out the due diligence and
providing timely feedback on the same.
● Imparting necessary legal and process inputs to the internal customers.
● Ensuring the policies/practices are in conformity with the laws.
215 | P a g e
● Legal agreements, contact drafting, vetting and
execution/LOI’s/Registrations
● Licensing documentation and Legal documentation, IPRs and Notices
replies.
● Draft letters, legal documents, agreements, contracts and other
commercial documents required from time to time for the company.
● To prepare and handle official correspondence with Govt. & Pvt. parties.
● Give accurate and timely counsel to the company in a variety of legal
topics (labor law, partnerships, international ventures, corporate finance
etc.)
● Collaborate with management to devise efficient defense strategies
● Specify internal governance policies and regularly monitor compliance
● Research and evaluate different risk factors regarding business decisions
and operations
● Apply effective risk management techniques and offer proactive advise on
possible legal issues
● Communicate and negotiate with external parties (regulators, external
counsel, public authority etc.), creating relations of trust
● Draft and solidify agreements, contracts and other legal documents to
ensure the company’s full legal rights
● Deal with complex matters with multiple stakeholders and forces
● Provide clarification on legal language or specifications to everyone in the
organization
● Conduct your work with integrity and responsibility.
Key Result Areas(KRA) - Digital Marketing
● Plan and execute all digital marketing, including SEO/SEM,

marketing database, email, social media and display advertising
campaigns.
● Design, build and maintain our social media presence
● Measure and report performance of all digital marketing
campaigns, and assess against goals (ROI and KPIs)
216 | P a g e
● Identify trends and insights, and optimize spend and performance
based on the insights
● Brainstorm new and creative growth and business strategies
● Plan, execute, and measure experiments and conversion tests
● Collaborate with internal teams to create landing pages and
optimize user experience
● Utilize strong analytical ability to evaluate end-to-end customer
experience across multiple channels and customer touch points
● Instrument conversion points and optimize user funnels
● Collaborate with agencies and other vendor partners
● Evaluate emerging technologies. Provide thought leadership and
perspective for adoption where appropriate
● Leading and managing SEO/SEM, marketing database, email,
social media and/or display advertising campaigns.
Key Result Areas(KRA) - HR Coordinator
● Formulating and implementing best HR practices, policies & initiatives

aiming at employee welfare and retention.
● Supervising complete recruitment life-cycle for sourcing the best talent
from diverse sources after identification of manpower requirements.
● Shortlisting resumes, conducting F2F interviews/Online Interviews and
arranging technical training for the staff and verifying documents and
employment screening/ background verification of new joined
employees.
● Ensuring resolution of employee grievances by adopting methods like
counseling and establishing a work committee.
217 | P a g e
● Undertaking employee engagement activities and policy driven
processes for various celebrations of employees and giving awards to
the best employees for their performances.
● Managing appraisal processes across the levels and establishing a
framework for substantiating performance appraisal systems linked to
reward management.
● Handling the entire performance appraisal process across levels and
establishing a framework for substantiating performance appraisal
systems linked to reward management.
● Handling pay sheets, appointments and recruitment structure.
● Identifying training needs across levels through mapping of skills
required for particular positions and analysis of the existing level of
competencies along with directing an effective Attendance System.
● Monitoring adherence to Company Policies, Rules & Regulations and
disciplinary issues.
● Conducting exit interviews and overseeing separation actions like full
& final settlement.
218 | P a g e

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● Company Name - Material Library

Shareholders’ Agreement of [Company name] company.

1 Partners to the Agreement

[Company Name] [Company Type], a Company in planned to be registered in [Country, City]

a [Partner Name], [address], [Personal or Business ID if any] (hereinafter referred also as

2 Ownership of the shares

Shareholder Number of shares %

3 Background & Rational and the Spirit of this Agreement

The Partners agree to the following:

Tasks and/or roles of the Partners :

Main tasks & responsibilities:

Related incentive plan presented in Exhibit C

Main tasks & responsibilities:

Related incentive plan presented in Exhibit C

Main tasks & responsibilities:

Related incentive plan presented in Exhibit C

6 Competition Restriction Clause

9 Abnormal Exit Situations

A bad leaver is any shareholder that discontinues to be employed by the Company, in a

10 Rules Governing Share Disposal

11 Market Value Determination

12 Disclaimers and Order of Interpretation

13 Other Shareholder Agreements

14 Insight and confidentiality

a) such information that at the time of disclosure is public knowledge,

Any Partner wishing to disclose confidential information to a prospective transferee of shares

15 Communication among Partners to the Agreement

18 Disputes and Governing Law

20 Ancillary Provisions and Signature

Except as otherwise provided herein, no addition, amendment to or modification of this

[Partner & title/role] [Partner & title/role] [Partner & title/role]

Current Roles [if any]:

Additional incentives [Per partner if any]

● [Additional target per person/role]

2 [Additional external compensations if any]*

● [Additional target per person/role]

*a separate agreement will be executed to cover [type of] incentives.

Initially after external third party costs are covered

Operative Management* and related costs revenue allocation

● [percentage ie. 75%] of the revenue is handled normally as company income

Company revenue is used to enable

● [investments in growth outline of targeted usage]

List of incentive structure for [company] additional team/resources [if any]

1 Option Compensation model [if available]

Founder Employment Agreement

This Founder Employment Agreement (“Agreement”) is executed on [ ] (“Execution Date”):

A. The Company is engaged in the business of [ ] (“Business”).

“Board” means the board of directors of the Company;

“Business” shall mean the business of the Company and includes [ ];

4. DUTIES AND OBLIGATIONS

5. REMUNERATION AND BENEFITS

6. RECEIPT OF PAYMENTS AND BENEFITS FROM THIRD PARTIES

7. INTELLECTUAL PROPERTY RIGHTS

8. NON COMPETE AND NON SOLICIT

11.1 Termination Without Cause

11.2 Termination of Employment by Founder

11.3 Termination for Cause