Maxxmann Communications Pvt. Ltd

Employee/Associate Non Disclosure Agreement

As an employee of Maxxmann Communications Pvt. ltd (Company), a company incorporated under the Companies Act, 2013 and having its registered office at SCO 341-342, Sector 34A- Chandigarh- 160022, herein after also called Maxxmann Communications and in consideration of the compensation now and hereafter paid to me, I will devote my best eforts to further the interests of MaxxMann Communications. During my employment, I will not engage in activity that:

As used herein, Maxxmann Communications is in business of making or selling various software(s) including it's processes and codes, various forms of Digital Marketing, design of various styles, images, videos and graphics, advertising, branding and Public Relations for self or third party through authorized representatives or its group companies.

For good consideration and in consideration of employment with the company, I hereby agree to and acknowledge the following:

  1. I do hereby recognize and acknowledge that each and every department of Maxxmann Communications comprise of professionals, who are highly qualified, motivated and organized to successfully undertake their respective assigned job with utmost integrity. The said professional and competitive atmosphere prevailing in Maxxmann Communications is the result of recurring efforts and endeavor of the management of Maxxmann Communications to keep their employees technically and professionally updated, trained and equipped with high level of motivation and professionalism. In order to create such atmosphere and to have such qualitative improvements in its employees, the management of Maxxmann Communications keeps on spending substantially on each and every employee.
  2. I do hereby recognize and admit that in the cause of its mutual business relationship, company may make certain information available to me, including all business data such as pricing of software, customer list, methods, processes, source of supply, formulae, compositions, systems, techniques, inventions, machines, computer programs and research projects data base, technical information, performance and production standards, trade secrets, marketing and selling business plans, financial data and marketing productions, budgets and unpublished financial statements, various trademarks, copyright materials and all and/or any other confidential information. (Here-in-after the 'confidential information').
  3. I do hereby acknowledge that all such confidential information is having inherent value, both economic and otherwise, and that disclosure of these could certainly result in economic loss to the company or economic gains to others who could potentially profit by such disclosure.
  4. I do hereby acknowledge and agrees to hold such confidential information and make reasonable efforts to maintain secrecy and confidentiality of all the confidential information that may be provided to me from company during the period governed by this agreement and beyond that also.
  5. I hereby acknowledge that I am prohibited from making copies or duplicate of any congenital information excepts as essential for the fulfillment of employees duties to company. I shall not remove any confidential information, related document or information without the written authorization of company and further undertake to immediately return all the confidential information or related documents.
  6. I hereby further agree that even after the termination of the Employment &agreement, I will not make use of any confidential information to solicit current or future dealers/distributors/clients of company.
  7. Non-Disclosure. At all times, during my employment and thereafter, I will not disclose:
    • Any confidential or proprietary technical, financial, marketing, manufacturing, distribution or other technical or business information or trade secrets of Maxxmann Communications, including without limitation, concepts, techniques, processes, methods, systems, designs, formula, development or experimental work, work-in-progress etc.
    • Any information Maxxmann Communications has received from others which Maxxmann Communications is obligated to treat as confidential or proprietary or
    • Any confidential or proprietary information which is circulated within Maxxmann Communications via its internal electronic mail system, intranet or otherwise.
    • I will devote whole time to undergo training and/ or work of the Company and shall not undertake any other direct or indirect vocation, such as business, freelancing, trade, consultancy or advisory work etc., honorary or remunerative.
  8. Third party information. I recognize that Maxxmann Communications has received and will receive confidential or proprietary information from its customers as well as third parties subject to a duty on Maxxmann Communications to maintain the confidentiality of such information and to use it only for certain limited purpose. During the term of my employment and thereafter, I will not disclose such confidential or proprietary information to anyone except as necessary in carrying out my work in Maxxmann Communications and consistent with Maxxmann Communications agreement with such customers or third party. I will not use such information for the benefit of anyone other than Maxxmann Communications or such third party, or in any manner inconsistent with any agreement between Maxxmann Communications and such third party of which I am made aware.
  9. Presumption of breach. In the event of the possession, access and or use of the confidential or proprietary technical, financial, marketing, manufacturing, distribution or other technical or business information or trade secrets of Maxxmann Communications, including without limitation, concepts, technique processes, methods, systems, designs, clients, formulae, development or experimental work, work-in-progress, dealers and distributors or any other third party with whom I may have a nexus, it shall be presumed, unless proved to the contrary, that such information has so come to the possession of the third party on account of breach of this agreement by me.
  10. Penalty Clause. In the event of a breach of NDA, the disclosing party is entitled to a penalty of Rs10,000,0000/- (Ten Crore Rupees only) or an amount that it may become liable for by breach of this Non Disclosure Agreement.
  11. Return of materials. At the time I leave the employment of Maxxmann Communications, I will return to Maxxmann Communications all papers, invoices, bills, drawings, notes, memoranda, manuals, specifications, designs, devices, documents, diskettes, CD's, DVD's, tapes and any other material on any media containing or disclosing any confidential or proprietary technical or business information. I will also return any keys, pass cards, ID cards, stamps, seals or other property belonging to MMSL. /li>
  12. Non-solicitation. While employed at Maxxmann Communications and for a period of 1 year from the termination of my employment or thereafter also, I will not induce or attempt to influence directly or indirectly, any employee at Maxxmann Communications to terminate his employment with Maxxmann Communications or to work for me or any other person or entity.
  13. Equitable relief. I acknowledge that any violation by me under this agreement, and/or any obligation of like nature, will cause irreparable injury to Maxxmann Communications, and Maxxmann Communications shall be entitled to extraordinary relief(s) against me in any court in India, including, but not limited to initiating and obtaining temporary restraining orders, preliminary injunctions, and permanent injunctions against me, without the necessity of posting bond or security.
  14. Entire Agreement. I agree that this agreement shall be governed for all purposes by the laws of India and that venue for any action/disputes arising out of this agreement shall have the exclusive jurisdiction of courts at Mohali and Chandigarh. If any provision of this agreement shall be declared excessively broad, it shall be construed so as to afford Maxxmann Communications the maximum protection permissible by law. If any provision of this agreement is void or is so declared, such provision shall be severed from this agreement, which shall otherwise remain in full force and effect.

Empaneled Employee/Associate Non Disclosure Agreement

As a part time empaneled employee of Maxxmann Communications Pvt. Ltd (Company), a company incorporated under the Companies Act, 2013 and having its registered office at SCO 341-342, Sector 34 AChandigarh- 160022, herein after also called Maxxmann Communications and in consideration of the compensation now and hereafter paid to me, I will devote my best efforts to further the interests of Maxxmann Communications.

During my empanelment, I will not engage in activity that:

A. Conflicts with Maxxmann Communications Pvt. Ltd business interests, including without limitation, any business activities not contemplated by this agreement.

B. Occupies my attention so as to interfere with the proper and efficient performance of my duties at Maxxmann Communications.

C. Interferes with the independent exercise of my judgment in Maxxmann Communications's best interests.

As used herein, Maxxmann Communications is in business of making or selling various software(s) including it's processes and codes, various forms of Digital Marketing, design of various styles, images, videos and graphics, advertising, branding and Public Relations for self or third party through authorized representatives or its group companies.

For good consideration and in consideration of empanelment with the company, I hereby agree to and acknowledge the following:

1. I do hereby recognize and acknowledge that each and every department of Maxxmann Communications comprise of professionals, who are highly qualified, motivated and organized to successfully undertake their respective assigned job with utmost integrity. The said professional and competitive atmosphere prevailing in Maxxmann Communications is the result of recurring efforts and endeavor of the management of Maxxmann Communications to keep their empaneled employees technically and professionally updated, trained and equipped with high level of motivation and professionalism. In order to create such atmosphere and to have such qualitative improvements in its empaneled employees, the management of Maxxmann Communications keeps on spending substantially on each and every empaneled employee.

2. I do hereby recognize and admit that in the cause of its mutual business relationship, company may make certain information available to me, including all business data such as pricing of software, customer list, methods, processes, source of supply, formulae, compositions, systems, techniques, inventions, machines, computer programs and research projects data base, technical information, performance and production standards, trade secrets, marketing and selling business plans, financial data and marketing productions, budgets and unpublished financial statements, various trademarks, copyright materials and all and/or any other confidential information. (Here-in-after the 'confidential information').

3. That at various times I will be furnishing undertakings in terms of my empanelment for various projects and tasks and I agree that, that I shall perform in the terms of the undertakings and my failure to do so may be considered an infringement and violation of the Non Disclosure Agreement and as such terms of Non Disclosure Agreement may be enforced.

4. That at various times I will be furnishing undertakings in terms of my empanelment for various projects and tasks and I agree that, that I shall perform in the terms of the undertakings and my failure to do so may be considered an infringement and violation of the Non Disclosure Agreement and as such terms of Non Disclosure Agreement may be enforced.

5.I undertake that I shall upon completion of the task and projects shall delete all details, codes, data or anything protected by my agreements from all my systems and machines. I also undertake that I shall not copy and store the code or any other information in any form.

6. I do hereby acknowledge that all such confidential information is having inherent value, both economic and otherwise, and that disclosure of these could certainly result in economic loss to the company or economic gains to others who could potentially profit by such disclosure.

7. I do hereby acknowledge and agrees to hold such confidential information and make reasonable efforts to maintain secrecy and confidentiality of all the confidential information that may be provided to me from company during the period governed by this agreement and beyond that also.

8. I hereby acknowledge that I am prohibited from making copies or duplicate of any congenital information excepts as essential for the fulfillment of empaneled employees duties to company. I shall not remove any confidential information, related document or information without the written authorization of company and further undertake to immediately return all the confidential information or related documents.

9. I hereby further agree that even after the termination of the Empanelment & Agreement, I will not use of any confidential information to solicit current or future dealers/distributors/clients of company.

10. Non-Disclosure. At all times, during my empanelment and thereafter, I will not disclose:

a. Any confidential or proprietary technical, financial, marketing, manufacturing, distribution or other technical or business information or trade secrets of Maxxmann Communications, including without limitation, concepts, techniques, processes, methods, systems, designs, formulae, development or experimental work, work-in-progress etc.

b. Any information Maxxmann Communications has received from others which Maxxmann Communications is obligated to treat as confidential or proprietary information

c. Any confidential or proprietary information which is circulated within Maxxmann Communications via its internal electronic mail system, intranet or otherwise.

d. Any confidential or proprietary information which is circulated within Maxxmann Communications via its internal electronic mail system, intranet or otherwise.

e. I will devote whole time to undergo training and/ or work of the Company and shall not undertake any other direct or indirect vocation, such as business, freelancing, trade, consultancy or advisory work etc., honorary or remunerative.

11. Third party information. I recognize that Maxxmann Communications has received and will receive confidential or proprietary information from its customers as well as third parties subject to a duty on Maxxmann Communications to maintain the confidentiality of such information and to use it only for certain limited purpose. During the term of my empanelment and thereafter, I will not disclose such confidential or proprietary information to anyone except as necessary in carrying out my work in Maxxmann Communications and consistent with Maxxmann Communications agreement with such customers or third party. I will not use such information for the benefit of anyone other than Maxxmann Communications or such third party, or in any manner inconsistent with any agreement between Maxxmann Communications and such third party of which I am made aware.

12. Presumption of breach.In the event of the possession, access and or use of the confidential or proprietary technical, financial, marketing, manufacturing, distribution or other technical or business information or trade secrets of Maxxmann Communications, including without limitation, concepts, technique processes, methods, systems, designs, clients, formulae, development or experimental work, work-in-progress, dealers and distributors or any other third party with whom I may have a nexus, it shall be presumed, unless proved to the contrary, that such information has so come to the possession of the third party on account of breach of this agreement by me.

13. Penalty Clause. In the event of a breach of NDA, the disclosing party is entitled to a penalty of Rs 10,000,0000/- (Ten Crore Rupees only) or an amount that it may become liable for by breach of this Non Disclosure Agreement.

14. Return of materials. At the time I leave the empanelment of Maxxmann Communications, I will return to Maxxmann Communications all papers, invoices, bills, drawings, notes, memoranda, manuals, specifications, designs, devices, documents, diskettes, CD's, DVD's, tapes and any other material on any media containing or disclosing any confidential or proprietary technical or business information.

15. Non-solicitation. While employed at Maxxmann Communications and for a period of 1 year from the termination of my empanelment or thereafter also, I will not induce or attempt to influence directly or indirectly, any empaneled employee at Maxxmann Communications to terminate his empanelment with Maxxmann Communications or to work for me or any other person or entity.