DECLARATION CUM UNDERTAKING

I, [Insert Name of the Employee], the undersigned, having employee id [Insert Employee ID
Number] acknowledge and agree that as an employee of Tech Mahindra Limited / (name of
the employing subsidiary) (Tech Mahindra), I will be deployed on various customer, partner
and/or vendor (Customer) projects either at offshore and/or onsite (Services).
I have fully read and understood all the terms and conditions of my Employment Agreement,
Tech Mahindra and Customer policies, rules and regulation (Policies). Additionally, in
consideration of Tech Mahindra assigning me to perform Services for Customers, I hereby
agree and undertake as follows:
a. Except as required by law or under an order from a competent court, I shall
not discuss, share, divulge, destroy, prejudicially use to the detriment of the
Customer or Tech Mahindra or misuse at any time during my employment
with Tech Mahindra or at any time thereafter, any Tech Mahindra and/or
Customer confidential, or sensitive information including, but not limited to,
trade secrets disclosed to, available to, or accessed by me (whether
electronically or otherwise), (Confidential Information) to any third party or to
any other Tech Mahindra employee or other Mahindra group companies,
other than those working on the Services and who need access to such
information strictly on a need to know basis. If I have any doubt about
whether such other person has a need to know, I will discuss this with my
reporting manager and get consent before providing to them any such
Confidential Information.
b. If approached by any third party or any other employee (unless such
employee requires access to the Confidential Information on a need to know
basis for providing the Services) to provide any Confidential Information, I
shall immediately inform my reporting manager and shall not disclose any
such Confidential Information to any such third party or such employee.
c. Without the written consent of my reporting manager, and without following
any defined process and directives which includes compliance with the
Policies, I shall not (i) alter, remove, delete or destroy (which includes
formatting of Tech Mahindra assets or any other assets provided for the
project or Service) any Confidential Information, and/or (ii) download any
Confidential Information to any device accessible by an unauthorized person,
or to any personal device.
d. I shall neither use any illegal or unauthorized means to (i) provide Services
and/or (ii) download any material, application, software patches, codes in
violation of the Policies; nor be involved in unauthorized or unlawful means to
use any third party materials including without limitation, use of crack codes,
pirated third party software, trojans, worms, malicious codes, etc. while
performing the Services.

e. I shall strictly adhere to and abide by all applicable policies and laws while
providing Services, and I acknowledge that there are laws that make the
misappropriation of trade secrets unlawful, and, in some cases, criminal.
f.

I shall not carry any Confidential Information to any other project within or
outside Tech Mahindra and/or Customer, nor shall I use the Confidential
Information,, including but not limited to, the access credentials such as
passwords provided by a third party to access any third party software of one
customer project for another customer project or in a manner which
constitutes breach of my obligation hereunder with regard to the Services.

g. I shall not divulge my User ID and/or Password, whether Customer or Tech

Mahindra provided, with any person whosoever including a fellow employee
of Tech Mahindra, unless there is a clear written direction from my reporting
manager.
h. I shall not hold out or represent myself as an employee of any customer while
working on the Services at Customer location, and I shall not share my
system password with any other employee or any third party whatsoever.
i.

In the event of the termination of my services with Tech Mahindra for any
reason with or without cause, I shall not discuss/disclose, use and/or misuse
any Confidential Information to or for the benefit of any other party. I
understand that strict compliance with this Undertaking and the agreement(s)
between Tech Mahindra and Customer (Agreement) is a condition of my
involvement with the Services and a breach hereof may be regarded as a
breach of my terms of employment with Tech Mahindra.

j.

I acknowledge that I shall be personally liable for any breach of this

Undertaking and/or the Agreement, and that the obligations herein under shall
survive the tenure of my employment or association with Tech Mahindra
perpetually.

k. I agree to strictly adhere to the above stated obligations and acknowledge

that any breach of this Undertaking would cause Tech Mahindra irreparable
harm for which monetary damages would be inadequate. Accordingly, Tech
Mahindra shall be entitled to seek any legal remedy available to it under law
including seeking an injunctive or any other equitable relief to remedy any
threatened or actual breach of this Undertaking by me.
l.

This Undertaking shall be governed by the laws of India. Any disputes or

differences arising out of or in relation to this Undertaking shall be submitted
to the competent courts in India.
Signature: ______________________________
Name (in block letters):_____________________
Employee ID No. _____________________
Date:___________________
Place: ___________________