AGREEMENT

This Agreement made at Bhubaneswar, Distt Khurda, State Orissa, this 21st day of Dec 2010 (‘Agreement’)

BETWEEN

Tetratech India Ltd., having its Registered Office at 951, 9th floor, Aggarwal Metro Heights, Netaji Subhash Place,
Pitampura, New Delhi, 110034, (hereinafter referred to as ‘TTIL’ which expression shall unless it be repugnant to
the context or meaning thereof be deemed to include its successors and permitted assigns) of the ONE PART

AND

Venketashwar Travels a proprietary concern, through its proprietor Mr Satish Shadangi, aged -- years and
having its office at----- (hereinafter called ‘Service Provider’ which expression shall unless it be repugnant to
the context or meaning thereof be deemed to include his heirs, successors and permitted assigns) of the OTHER
PART

WHEREAS:

(a) TTIL has a office at Plot No. M5/17, 2nd Floor, Somi Palace, Acharya Vihar, Bhubaneswar 751013
and is in need of services which interlaid include pick- up & drop service and site visit for transportation of
TTIL / PMC employees more particularly mentioned hereinafter, to and from the said office or such other
place to destination as may be instructed by TTIL from time to time.

(b) The Service Provider approached TTIL and expressed its willingness to provide the services as
mentioned herein under to and from TTIL office premises or such other place as may be instructed by
TTIL from time to time.

(c) AND WHEREAS TTIL hereby appoint and Service Provider hereby accepts the job of providing
transportation services as detailed hereinafter as per TTIL requirement on the terms and conditions
hereinafter mentioned:-

NOW IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS

1. SCOPE OF SERVICE PROVIDER
Service Provider shall provide the following services as instructed by TTIL.
The scope of work of the Service Provider shall include: -
(a) Providing vehicle “as per annexure ‘A’ attached” run by a driver who shall be the employee of
the Service Provider. The driver shall be a qualified professional driver with five years experience having
drivers license and other related permissions as instructed and required by the traffic authorities from time
to time.
(b) The Vehicle will run as per shift schedule or as told by representative of XXXXX Company, which
shall pick-up employees of XXXXX Company from transporting employees of company from
(((LOCATION))) to Plant ((LOCATION)) at (((LOCATION))) & vice versa at a time given by company form
time to time and en-route shall pick employees at places instructed by XXXXX Company.
(c) Further the Service Provider shall run the vehicle form the factory premises to ((LOCATION)) and
surrounding areas for dropping the employees and from the Factory Premises to any other area as
specified by XXXXX Company from time to time.
(d) Service Provider shall also run the vehicle for official work as and when required with company
employee. The Driver of the vehicle has to ensure that written authorization is given by authorized person
to run the vehicle for official work. XXXXX Company may add, alter or modify timings or route or number
of trips as per necessity.
(e) The Service Provider shall run the vehicle only for the above mentioned purpose only or other wise
as directed by the XXXXX Company representative
(f) In case due to any reason if regular Vehicle used for said service is not available due to any
technical default or break down then the Service Provider shall provide immediately a substitute Vehicle
to be run on the route as scheduled for the period of breakdown. If in case the Service Provider is not
able to provide the vehicle, XXXXX Company has the liberty to hire/arrange the vehicle of his own and
debit the expenses to Service Provider (hereinafter collectively referred to as the Services) and the
 service provider shall render the service to XXXXX Company by engaging Service Provider’s own
employees who are experienced, trained and technically qualified for providing services and shall
supervise the same.

2. DATE AND PERIOD OF OPERATION

Though the agreement is signed on 01st day of Oct 2008 the Agreement is effective for a period of One
year from 01st Oct 2008 till 30 Sep 2009, unless terminated by notice of one month by either party without
assigning any reason in which case no compensation shall be payable to either of the party. However, in
the event of any damage caused by to the personnel/property or any material of XXXXX Company by
Service Provider, XXXXX Company shall be entitled to the compensation which will be decided by
XXXXX Company after ascertaining value of the damage. The decision of XXXXX Company shall be final
and binding on Service Provider.

3. NOT TO ASSIGN
Service Provider shall not appoint any sub-contractors and shall not transfer or assign the whole or any
part of the services to a third party.

4. SERVICE PROVIDER’S RESPONSIBILITY

Service Provider shall ensure that: -
(a) The Service Provider shall supply the Vehicle for the services in proper up to date and satisfactory
condition. Service Provider shall comply with all the rules and regulations and licenses conditions of RTO
and other relevant governing bodies and also pay insurance, road tax etc. proper and insurance for the
vehicle shall be taken
(b) The Service Provider shall maintain a logbook which shall be signed by representative of both
parties at the beginning of each trip on daily basis.
(c) The Service Provider shall ensure that no other personnel other then persons authorised by
XXXXX Company to travel in the Vehicle shall be allowed in the vehicle during the course of said
services.
(d) At all times the employees of Service Provider appointed by it to perform the services are
physically fit and free from any disease, injury or illness contagious or otherwise.
(e) The vehicle required for providing the services is maintained properly in good condition and as
required under laws in force from time to time
-(f) Proper hygiene is maintained in the Vehicle
(g) At its own expenses appoint competent employees to ensure efficient and timely completion of the
services. Service Provider shall ensure that the staffs engaged by it are paid wages in time.
(h) Service Provider shall at all times ensure that its employees observe good conduct behaviour and
discipline.
(i) The payment of wages and any other benefits by way of leave, provident fund, holiday, ESI
contribution and any other statutory payments to the employees of Service Provider shall be the
exclusive liability and responsibility of Service Provider. Service Provider hereby agrees to indemnify
XXXXX Company against any claim made by its employee against XXXXX Company at any time. This is
in addition to and not in lieu of any indemnity to which XXXXX Company may be entitled in law. In case,
any statutory payments have to be made by XXXXX Company on account of staff employed by Service
Provider, XXXXX Company shall be entitled to recover the same from Service Provider and/ or to
deduct such sum or sums from any amount payable to Service Provider
(j) XXXXX Company shall in no way be responsible/ liable to pay any compensation for any loss or
damage, accident or injury caused to Service Provider or any of its employees.
(k) To provide competent and prompt services as required by XXXXX Company.
(l) Service Provider shall ensure that its employees are properly trained and if any mishap happens
while rendering of service and personnel of XXXXX Company suffer any injuries etc then the Service
Provider shall be responsible for same and shall make good all cost and expenses incurred by the
Employee/ XXXXX Company on behalf of the employee.

5. The Company will pay Service Provider on kilometre basis. (As per Annexure Attached). XXXXX
Company shall make an all inclusive monthly payment to Service Provider as per attached annexure,
subject to deduction of applicable tax. Invoices shall be raised by Service Provider. XXXXX Company
shall make payments by cheque drawn in favour of M/s xxx Tours & Travels.
6. SERVICE PROVIDER’S STATUTORY RESPONSIBILITY
(a) Service Provider shall comply with provisions of all laws, rules and regulations
whatsoever in force and obtain and hold requisite licences, permits and registers as may be required
under any law in force, during the subsistence of this Agreement.
(b) Service Provider will hold XXXXX Company harmless and indemnified from and against
all claims, costs, charges and expenses for which XXXXX Company may be liable under the Contract
Labour (Regulation and Abolition) Act, 1970, Minimum Wages Act, P. F. Act, The Employees State
Insurance Act and the Workman’s Compensation Act and any other acts or law required to be complied
with by Service Provider and any amendments and modifications thereof and of all expenses to which it
may be put there under through the acts or omission whether negligent/ wilful or not on the part of Service
Provider. This indemnity shall be in addition to and not in lieu of any indemnity to which XXXXX
Company may be entitled in law.
(c) Service Provider acknowledges that it has full responsibility for the services rendered
under the Agreement and hereby agrees to indemnify and keep XXXXX Company indemnified at all times
against all claims, costs, losses, (including but not limited to consequential or indirect loss), damages,
expenses, suit and proceedings in respect of the same (including the third party claims).
-(d) XXXXX Company shall be entitled to deduct amount ofsation, charges, costs and
expenses as mentioned in sub-clause b) of this clause, from any sum due or thereafter become due to
Service Provider.
(e) Service Provider will inform to its employees the first aid measures to be taken at time of
accident during the work and will also provide first aid kit and fire extinguisher in the vehicles
(f) Service Provider shall ensure that its employees are attired in uniform bearing some
identity of Service Provider for the sake of security of the factory premises. Service Provider shall
further ensure that its employees are given a suitable uniform required by law while providing the services.
(g) Service Provider shall be responsible for taking proper and adequate insurance coverage
of Service Provider’s employees deputed on services to XXXXX Company. Service Provider shall
provide a copy of the insurance cover to XXXXX Company for its perusal and record.
(h) Service Provider shall be responsible for insuring its vehicle used by Service Provider in
providing the services to XXXXX Company. Service Provider shall provide a copy of the insurance cover
to XXXXX Company for its perusal and record.
(k) Service Provider shall be responsible and liable for any breach non compliance, penalty,
damages for accidents to employees of company and third party claims etc and the liability and cost of the
same shall be borne exclusively by the service provider or his insurance company ads the case may be.
(l) In the event on any day Service Provider fails to provide any vehicle to the employees of
company, contractor will be liable to reimburse the entire expenses made by individual employees for
commuting to and from the company.

7. SECURITY MEASURES
Service Provider shall follow all the security measures from time to time in respect of Service Provider’s
Vehicles, employees, material, instruments or otherwise required for its effective service.

8. CHECKING
XXXXX Company shall be entitled to nominate at its own cost an employee or any other person at such
time as it may deem necessary (if required) to check the working, Vehicles, instruments, equipments,
materials used by Service Provider as it may in its absolute discretion deemed necessary.

9. NO AGENCY
Nothing in this contract shall constitute either XXXXX Company or its employees and representatives as
XXXXX Company agents or employees, so as to bind XXXXX Company in any way, except as otherwise
provided in this Agreement or specified by XXXXX Company in writing.

10. GOVERNING LAW AND JURISDICTION

This Agreement shall be construed and given effect to in accordance with the laws of India and shall be
subject to the jurisdiction of the Courts at ((LOCATION)).

11. ARBITRATION
If any dispute or difference shall arise at any time between the parties hereto for or in connection, inter
alia, with the validity, termination or effects of this Agreement or any terms or conditions or clause thereof,
then the parties shall use their best endeavours to amicably settle the same. If any dispute continues
 between the Parties and the Parties fails to reach an amicable settlement within 30 days from the date of
a written notification addressed by either Party to this effect, such dispute shall be referred to arbitration of
the sole arbitrator to be appointed by XXXXX Company. The Arbitration shall be governed by and
conducted in accordance with the provisions of the Arbitration and Conciliation Act, 1996. The arbitration
proceedings shall be conducted in English and the Arbitration shall take place at ((LOCATION)) (UT). The
arbitral award shall be final and binding upon both parties.

IN WITNESS WHEREOF THE PARTIES HERETO HAVE EXECUTED THESE PRESENTS THE DAY AND
YEAR FIRST HEREIN ABOVE WRITTEN

Annexure ‘A’

The scope of service is as under: -

(a) The Contractor shall provide an Eight Seater (Light Vehicle), herein called CAB.
(b) The Contractor shall provide vehicle of not earlier than 2008 Model – with effect from 01 Oct 2008.
(c) The above charges are inclusive of cost towards fuel, oil, maintenance, taxes if any, cost of hiring
employee i.e. salary, provident fund, ESI, insurance premium, bonus leave salary, service charges, uniform, etc.
both statutory and non-statutory in nature, to be paid to drivers etc. employed by the Contractor engaged for
running the Vehicles.
(d) Rates inclusive of all expenditure incurred on Toll Tax/Road Tax as levied by Govt from time to time.

SR TYPE OF MINIMUM FIXED RATE EXTRA Kms AVAILABILITY REMARKS

NO VEHICLE KM TO BE PAID (Over 4000 OF VEHICLE
(PER (PER MONTH) Kms Limit) (Duty Timings)
MONTH)

1. CAB XXXX Rs XXXX Rs X.XX per 24 Hrs

 (Eight Kms/Month km (Including
Seater) Sunday and
Holidays)

Signed and Delivered by the within named Signed and Delivered by the within named

XXXXXXXX COMPANY M/S XXXXX Transport Co.

(By the hand of its Authorized Signatory) (By the hand of its Proprietor)

(Authorized Signatory ) XXXXX Singh

(Proprietor)

In the presence of Witness :- In the presence of Witness :-

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