Appointment Letter

Dear(Name)

We are pleased to confirm our offer of employment to you as (Designation) with GODI
India Pvt Ltd, which is a separate company came into existence on Feb 1,2020 after spin
off of energy storage and mobility business of Activa Innovations Software Private Limited.
The objective of such restructuring is to provide greater visibility on the operational and
financial performance of each business and offer higher degree of independence and
accountability to employees.

Your transfer to GODI India Pvt Ltd from Activa Innovations Software Private Limited is
done only after taking your consent.

Your effective date of transfer at GODI India Pvt Ltd is (Date) and your future
services to GODI India Pvt Ltd will be deemed to be in continuity with your
engagement with the GODI Group. We value your abilities and believe you will find
our work environment to be challenging and fulfilling.

THE TERMS AND CONDITIONS OF YOUR EMPLOYMENT WITH GODI INDIA PVT
LTD ARE AS FOLLOW: -

LOCATION: You will be based at Hyderabad, Telangana Office but the Company may
require you to work at other Company locations inside or outside India.

COMPENSATION

Your annual cost to the company is (Annual CTC)

A breakup of the salary components is provided in the Annexure-1

FIXED COMPENSATION: Your annual base Cost to the Company(Fixed CTC)

VARIABLE COMPENSATION: In addition to your base salary, you will be eligible to receive
an annual discretionary bonus in of up to (Bonus) % of your base salary and share in
equity of the company. However, any bonus paid, or share allotted in equity of the
Company will be at the discretion of the Board of Directors. Payment of bonus and
allotment of equity in the Company will be contingent on the Company’s overall
performance and your personal goals being met. Your specific individual goals shall be
developed within 90 days of your employment with the company.

BENEFITS: The benefits included in the cost to the Company are

1. Employee Provided Fund
2. Medical Insurance
3. Accidental Insurance at workplace.

PROVIDENT FUND: As per the law of the land.

GRATUITY: As per the Payment of Gratuity Act

MEDICAL INSURANCE: You will be covered under corporate Medical Insurance Policy of
the Company.

ACCIDENTAL INSURANCE AT WORKPLACE: You will be covered under Group Personal

Accident Insurance Policy of the Company.

ANNUAL LEAVE/ PUBLIC HOLIDAYS: You will be eligible for 18 working days leaves in
financial year (Sick leaves (6), Causal/Vacation leaves (12) and public holidays as per
official Holiday Calendar of GODI India Pvt Ltd.

Further, maximum of four causal leaves, which are not availed during a particular
financial year, can be carried forwarded by the Human Resource department in the
following financial year.

NOTICE PERIOD/ TERMINATION: This contract of employment between you and the
Company may be terminated by either party at will with a 90 days' notice period or by
payment of amount in lieu of salary for the Notice Period. Moreover, in the event of
willful neglect or breach of any terms hereof or refusal on your part to carry out the
lawful instructions of your reporting official or being guilty of misconduct, absence from
your duty without providing any prior information to your reporting official, the company
may terminate your employment forthwith without any notice.

During the period of this employment you should not draw, accept or endorse any cheque
of bill on behalf of the Company or in any way pledge the company’s credit except so far
as you may be authorized by the Company to do so, either generally or in particular case.
During your tenure of the employment, the Company may incur training/ certification
expenses on you/ or you may be sent on transition to another site in or outside India.
Therefore, in case you leave our services before completion of your notice period than in
addition to above said noncompliance of notice period liability you will be required to
reimburse the entire training costs borne by the company.

PRIVATE INFORMATION POLICY: You will be bound by the private information policy as
per (Annexure-2) for holding in confidence any trade secrets or confidential business and
technical information of the Company or its clients.

INTELLECTUAL PROPERTIES: Additionally, you will also be bound by the GODI India Pvt
Ltd policy with respect to Intellectual Property as described in (Annexure-3)

NON-COMPETITION AND POACHING: In the event that you leave the Company either
initiated by yourself or the Company, yYou shall not recruit any employee or cause
someone else to recruit such employee from the Company for a period of twelve (12)
months commencing the last day of your employment with the Company. Additionally,
during or post termination of the employment with the Company, you shall not be involved
directly or indirectly on your own behalf or behalf of or in conjunction with any person or
legal entity, in any activity which have any other employee/s of the Company to leave
the Company. You further covenant and agree that during
 the term of your employment with the Company and for twelve (12) months after the
termination thereof, regardless of the reason for the employment termination, you will
not, directly or indirectly, anywhere in the territory where Company does its business, on
behalf of any competitive business or otherwise, perform the same or substantially the
same work/project/assignment.

NON-SOLICITATION OF CUSTOMERS, CUSTOMER PROSPECTS AND VENDORS: You also

covenant and agree that during the term of your employment with Company and for
twelve (12) months after the termination thereof, regardless of the reason for the
employment termination, you will not, directly or indirectly, solicit or attempt to solicit
any business from any of the Company's customers, customer prospects, or vendors with
whom you had material contact during your employment with the Company.

Each of the restriction contained in this Appointment Letter are considered by the parties
to be reasonable in all circumstances as at the date of this Appointment Letter. However,
the parties agree that if any one or more of such restrictions shall be judged to be void as
going beyond what is reasonable in all the circumstances for the protection of the
interests of the Company but if words were deleted or the period was reduced or the
range of activities or area covered was reduced in scope, the restrictions shall be deemed
to apply with such modifications as may be necessary to make them valid and effective.
Any such modification shall not affect the validity of any other restriction contained in this
Appointment Letter.

You are obliged to show the obligations and restrictions set out in this Appointment Letter
to any prospective employer or client (if working on a consultancy basis) prior to you
joining or starting work with such client.

RETURN OF COMPANY’S PROPERTY: Upon termination of your employment with the

company for whatever reason or if requested by the Company at any time, you shall
immediately return in good condition all property of the Company or any of its clients or
customers in your possession or under your control, including vehicles, keys, access cards,
credit and purchase cards, any IT or mobile phone equipment, correspondence,
documents. specifications, reports data, papers and records in whatever medium or form
including any computer material such as discs or tapes) all confidential information or
documents together with any copies of the same which you have in your possession or
under your control.

Arbitration: If at any time during the term of this your employment any dispute,
difference or disagreement shall arise upon or in respect of this Appointment Letter, every
such dispute, difference or disagreement shall be referred to a single arbitrator appointed
by the Company and such dispute, difference or disagreement shall be settled by
arbitration in accordance with the Indian Arbitration Act and judgement upon the award
rendered by the arbitrator or arbitrators may be entered in any court having jurisdiction
thereof. Any arbitration hereunder shall be conducted in Hyderabad.
GOVERNING LAW: The terms and conditions as stipulated above shall be interpreted in
accordance with the Laws of the India. In the event of any dispute, the parties shall
submit to the exclusive jurisdiction of the courts of India.

HEALTH & SAFETY POLICY FOR EMPLOYEE: You are advised to read and
understand GODI India Pvt Ltd Health & Safety Policy for Employees (Annexure-4) and
comply with relevant policies. Adherence to the stated and relevant policies is a
condition of employment with GODI India Pvt Ltd. In the event you are found to be
noncompliant of any of the applicable policies, GODI India Pvt Ltd reserves the right to
take necessary action against you.

CONDITION OF HIRE: All appointments are based on the information furnished by you in
your employment application and all further declarations and undertakings. Hence, any
false statement or information furnished as above will lead to your dismissal without
notice.
You hereby warrant that you are not in breach of any contract with any third party or
restricted in any way your ability to undertake or perform the duties of your employment.

Regardless of any if you are required to work overseas for any such GODI India Pvt
Ltd entities for an extensive period, you shall at all times remain an employee of the
Company.

Mr./ Mrs./ Ms. (Name) we believe we can provide you

with an atmosphere in which you can develop your professional talents to the fullest. We
look forward to having you joined GODI India Pvt Ltd. If these terms are agreeable, please
sign this letter and return it to us.

We look forward to having you as part of the GODI India Pvt Ltd team.

Yours Sincerely Accepted by

For
GODI India Pvt Ltd Name: _______________
Signature
Date:
 ANNEXURE-2
PRIVATE INFORMATION POLICY

I agree that I will receive in strict confidence all such Pprivate Iinformation belonging to
the Company or to its clients or prospective clients (“Private Information”). I further
agree to use my best efforts to maintain and assist the company in maintaining the
confidentiality of all such Pprivate Iinformation, and to prevent it from coming under into
unauthorized hands.

Upon accepting the employment I further affirm that:The employee further agrees
that:
1. I will neither copy nor distribute any material, or other information constituting
Private Information which comes into my possession as a result of my employment by
the Company, other than for the company use.

2. I will not, during the period of employment neither by the company nor at any time
thereafter, directly or indirectly disclose to others and/ or use for my own benefit or
for the benefit of others, Private Information required by me during the period of my
employment, except to the extent as may be reasonably necessary in the ordinary
course of performing my duties as an employee of the Company.

3. I will maintain the secrecy and confidential nature of the proprietary Private
Information of the Company till perpetuity.

4.
[3.]
 [4.] Upon termination of my employment with the company, I will return to the
company all materials and information that constitutes Private Information and
any copies thereof and certify to the company that I no longer have any rights
to such materials or information, and I will represent that the original and all
copies of such materials and information have been returned to the Company.
[5.]
[4.]

4. I agree to abide by policies and procedures published by the Organization from

time to time.

I have read and understood the above acknowledgement and agree to be bound by its
terms.

NAME:
SIGNATURE OF EMPLOYEE
 ANNEXURE-3
INTELLECTUAL PROPERTY

FOLLOWING IS A STATEMENT OF THE COMPANY’S POLICY WITH RESPECT TO

INTELLECTUAL PROPERTY (IP):

The employee will promptly disclose to the Company and keep confidential all inventions,
processes, copyright works, designs, technical know-how or any other material whatsoever
conceived, developed or made by him/her at any time in the period of his/her
employment (whether or not conceived, developed or made during normal working hours
and whether or not alone or in conjunction with others). The employee acknowledges that
all works and all Intellectual Property rights therein shall belong to and vest in the
Company absolutely and save as may be expressly provided by law, no further
remuneration or compensation other than that provided for under this Appointment Letter
is or may become due to you as a result of your compliance with this clause.

Except as otherwise may be agreed by the Company in writing , in consideration of the

employment of the employee by the company, and free of any additional obligations of
the Company to make additional payment to the employee, the employee agrees to
irrevocably and unconditionally assign any and all current and future rights in all such
proprietary and confidential information to the Company including any and all inventions,
software, manuscripts, documentation, improvements or other intellectual property ,
whether or not protectable by any national or state laws relating to the protection of
Intellectual property Rights , relating to present or future business of the Company that
are developed by the employee prior to the termination of his/ her employment with the
company, either alone or jointly with others, and whether or not developed during normal
business hours or arising in the scope of his/ her duties of employment.

The employee irrevocably and unconditionally waives his/her rights to be identified as the
author of any work during his/her employment with the Company and not to have the
works subject to derogatory treatment.
The employee agrees that all such inventions, software, manuscripts, documentation,
Improvement in product or other intellectual property shall be and remain the sole and
exclusive property of the Company. The employee hereby agrees to execute such
assignments and other documents as the Company may consider appropriate to vest and
perfect all rights, titles and interests therein to the Company at no extra cost to the
Company during or post his/her employment with the Company..

It is to be noted that the company has all the rights on the IP/ Patent (Tangible/ Non-
Tangible) created during the periodcourse of employment and the employee will have no
right over them including benefit of royalty from the said IP/ Patent. Further, the
employee cannot copy/ adopt or do any such acts by which there is a passing off of
anything created during the period of employment as his own and use the same without
the explicit prior permission of the Company.

This provision does not apply to an invention for which no resources, information,
equipment, supplies, facility, or trade secret information or any other material under the
ownership of the Company was used, and which was developed entirely on the employee’s
own time, unless
A) The invention relates
1. Directly or indirectly to the business of the Company or
2. To the Company’s actual or demonstrably anticipated research or development or
the invention results from any work performed by the employee for the Company.
The employee agrees that all services performed by the employee for the Company shall
be the original work of the employment and shall not incorporate any third-party
materials or work in which the employee or any third party asserts an ownership interest
without the express written consent of the Company.

NAME:
SIGNATURE OF EMPLOYEE
KNOWLEDGE SHARING UNDERTAKING AND ACKNOWLEDGEMENT

In connection with my continued employment relationship with GODI India Pvt Ltd (the
“Company”), the granting to me by the company of access to the GODI India Pvt
Ltd Knowledge base, and the participation by the firm in the GODI India Pvt Ltd sharing
process, I undertake and agree as follows:
1. I have been provided with and have read and understand the company’s policies in
relation to knowledge sharing, intellectual properties/capital, copyright and
maintenance of knowledge bases.
2. I agree to act in accordance with all of the provisions of the policies mentioned in
point 1, and to safeguard all of the knowledge and information I receive in the course
of my relationship with the Company, whether it is in the property of the GODI India
Pvt Ltd, a client, or some other entity which makes such knowledge or information
available.
3. I will not use any knowledge, trade secrets, know-how or other information that is
treated confidentially by the company of its clients including, but without limitation
to, information on the company’s knowledge base
A) Except in the proper course of my duties or as otherwise permitted by the
company. Confidential Information does not extend to information already in the
public domain unless such information arrived there by unauthorized means.
4. Without limiting the previous clause, I understand that I will not, nor will I attempt
to:
A) remove or take any such confidential information; or
B) disclose confidential information to any third party other than in the proper
course of my duties.
5. As otherwise permitted by the company, I will not gain personal advantage from
trading in or on the basis of confidential information, and I will not claim or obtain
ownership interest in any knowledge or information obtained from GODI India Pvt
Ltd and its knowledge base, I recognize during the course of and even after
termination of my relationship with the company till perpetuity, to not to disclose to
any future employer or otherwise the said information, nor to use for any of the above
said purposes the confidential information, which I may have access to during the
relationship with the company.
6. I agree that any dispute arising out of this undertaking and acknowledgement will
be submitted to Arbitrator appointed by the Company.
[7.] I agree that the damages or an account of profits may be an inadequate
compensation for breach of this agreementAppointment Letter and the company may
seek an injunction or similar remedy to restrain any conduct or threatened conduct
which may be in breach of this Acknowledgement.
Each party submits to the nonexclusive jurisdiction of courts exercising jurisdiction
there in connection with matters concerning this Acknowledgement/
AgreementAppointment Letter.
I have read and understood the above acknowledgement and agree to be bound by its
terms.

NAME:
SIGNATURE OF EMPLOYEE
 ANNEXURE-4
HEALTH AND SAFETY POLICY
1. INTRODUCTION

GODI India Pvt Ltd Corporate Policy necessitates a specific Health & Safety Policy for its
employees. This document is to be read and thoroughly understood by all GODI India Pvt
Ltd at the time of joining an assignment; It requires them to be aware of the policy and
our recommendations for safe working practices. We also ask our Employees not to
endanger themselves or their colleagues work by violating any safety rules, and to comply
with workplace instructions besides ensuring that they wear Personal Protective
Equipment where advised. Our employees are not to interfere with or misuse anything
provided for their safety, health and welfare. This is a condition of employment with GODI
India Pvt Ltd. Management reviews will be held each year to review Implementation of
this policy and draw upon further improvements for the following year. These
improvements will include the policy itself and the associated business processes to attain
objective of this policy.

2. HEALTH & SAFETY POLICY

Health & Safety in the workplace is every one's responsibility. GODI India Pvt Ltd regards
promotion of Health & Safety measures as a mutual objective for the management and
employees. GODI India Pvt Ltd has factored in statutory requirements while arriving at
this Health & Safety Policy.

GENERAL SAFETY
1. Ensure that you are aware of your own responsibilities in respect of relevant
health, safety and environmental matters.
2. Follow instructions the way it is meant to be (Use entries and exits, lifts in the
manner it is meant to be.)
3. Ensure you have your Employee ID card on your person at all time with your
photograph, contact details and Employee Nos. displayed in a clear manner.
4. If you have a visitor, ensure your visitor signs in and receives a security pass. Do
not take your visitor into the Labs premises without permission.
5. You will not enter your work premises while under the influence of alcohol, drugs
or any substance which may endanger your health or safety and/or that of any other
person.
6. Beware of fact that many things which may be obvious get overlooked while
working. Thus, appropriate care and concentration is required at work to ensure
general safety.

FIRE SAFETY:
1. Ensure familiarity with the fire safety procedures in workplace. Fire safety training
is a statutory requirement. Ensure you attend the same, after seeking necessary
permission from your reporting Official.
 2. Understand different kinds of firefighting equipment's installed at your workplace.
3. Please become familiar to the sound of the fire alarm and know the
emergency/fire exits. These are not normal entry/exits. These exits are signed with
the statutory fire exit signs.
4. Attend fire drill if any at your workplace and undergo evacuation training.
5. Avoid taking personal risks; do not try to tackle fire on your own.
6. Accident & First Aid: Ffamiliarize yourself with the First Aid arrangements at
your workplace. Do not leave vehicles or items relating to your work in places other
than that which is designated. This will help prevent accidents.
6. Follow rules on speed limit and wearing safety gear as is prescribed at the work
environment that you are at.
7. If your office premises require you to wear a helmet while entering or exiting,
comply with the same.
8. In the event of an accident, do not handle it on your own; follow procedures that
you may have been trained in; Inform the facilities manager or emergency numbers
provided.
9. Understand accident report procedures at your work site.
10. Always let someone know, where you are going and your expected time of return.
11. If your office premises require you to wear a helmet while entering or exiting,
comply with the same.

AS A GODI INDIA PVT LTD EMPLOYEE, YOU HAVE THE RIGHT TO:
1. Work in places where all the risks to your health and safety are properly
controlled.
2. If your office premises require you to wear a helmet while entering or exiting,
comply with the same.
3. To stop working and leave the area if you think you are in danger.
4. To inform your employer about health and safety issues or concerns.

RECOMMENDATIONS FOR COMMON SAFE WORKING PRACTICES

1. Do not smoke in areas prohibited.
2. Do not overload electrical outlets.
3. Do not expose electric conduits/plugs/sockets to water.
4. If your work requires you to lift weight frequently, understand load management
procedures at work.
5. Do not operate machinery unless you have been trained and authorized to do so.
6. Never throw anything from any height.
7. If you use tools as part of your work use only the right and authorized tools.
8. Report any Health and Safety incidents whether they result in injury or not to your
respective at GODI India Pvt Ltd.
9. Cooperate in the investigation of accidents with the objective of introducing
measures to prevent recurrence.

For
GODI India Pvt Ltd
 DECLARATIONS

During my employment with GODI India Pvt Ltd I undertake not to engage directly or
indirectly with any other organization.
This is to confirm that the documents and information provided by me to GODI India Pvt
Ltd for the purpose of employment are true and accurate to the best of my knowledge and
belief.
I also agree that the various terms and conditions set forth in this Appointment
Lettergreement are fair, just, and reasonable and I shall strictly adhere to the same.

Sincerely,

I hereby accept the Position

NAME:

SIGNATURE:

DATE:

GODI India Pvt Ltd

NAME:

DESIGNATION:

SIGNATURE:

DATE: