I hereby undertake, confirm, acknowledge, represent, warrant and covenant the following:
- This letter of undertaking is a legal and binding agreement between the Employee and The SandMartin Group of Companies including but not limited to SandMartin Consultants Private Limited, SandMartin Global Outsourcing LLP, Staffing Solutions (I) Pvt. Ltd, M/s Sunil Goel & Associates and others (“SandMartin”/ “SMC”/ “Company”) for use of Company owned, Company-approved, or Company-provided electronic devises/communication resources, use of any information, records, data or Intellectual Property (“IP”) of SandMartin or its clients in electronic or any other form for the purposes of performing the assigned tasks to the Employees.
- The letter of undertaking is being executed due to the necessity of SMC for making the employees work from home, more particularly arising out of the health recommendations from the WHO and specific notifications/advisories issued by the Union Government/ and state governments from Maharashtra, New Delhi, Haryana, Uttar Pradesh Government from time to time including specifically on 20th March 2020, requiring the employers to make the employees work from home mandatory in order to curb increase of the epidemic of Corona Virus (“COVID”).
- I understand and acknowledge that SMC is in receipt of confidential information relating to their business, logins/passwords to access their servers/, Personal Data, Sensitive Personal Data (including health records, financial information and other Critical & Sensitive Data) from its Clients, all kind of business records, plans, Financial information and statements, and any other financial information relating to the business, business strategies information relating to business operations, business process or related to customers, suppliers or any of their assets, login/access information and password to their website, servers etc., where such information may be lying/residing, oral communications, visual information or in electronic form, any email, any Personal Data, Sensitive Personal Data, Critical Personal Data, mailing list, client list, pricing policies, customer information, accounts, finance, employee compensation/remuneration packages, business practices, computer software, nature and result of research, patents, inventions, computer related techniques, HR manuals, Company policies or other information related to the business of SMC, whether directly or indirectly disclosed or which comes to my attention in connection with my services with SMC (“Confidential Information”). I further understand and acknowledge that I am and will be in receipt of the said Confidential Information/have access to the said Confidential Information during this period of work from home.
- This Letter of Undertaking/Warrantee and Indemnity is being executed by me for a limited purpose of my request to the Company to permit me to work from home/use of Company owned, Company approved or Company provided electronic devices, /communication resources, IP, securing the Confidential Information, etc. and the same in no way would curtail the right of SMC against the warrantees, indemnities confirmed and undertaken by SMC and its clients and also ultimate data subjects under various other policies including but not limited to the IT policy of the Company, IT policy of the clients of the Company, IT laws of India, USA, UK, Australia and various agreements including but not limited to the Employment Contract, confidentiality agreement executed by me with the Company, etc.
- I also understand and acknowledge that SMC is under a statutory obligation to protect the said information and not divulge it in whole or in part to any third party except in confidence to those of its employees, who require knowledge of the same, in the ordinary course of its business activities.
- I understand and acknowledge that the Confidential Information of SMC and its Clients is valuable, special and unique and it qualifies as the most valuable asset of SMC. I further understand that the said Confidential Information is designed to provide SMC with a definite competitive advantage and needs to be protected from improper disclosure. I further understand that such information and/or data is also protected under various laws prevailing in the Countries where the Clients of SMC conduct its business activities.
- I undertake and understand that I will be required to maintain utmost secrecy in respect of the Project/assignment documents of SMC or any of its Clients both from within the office and also during the limited tenure of my work from home privileges.
- I undertake, acknowledge and warrant:
- To strictly adhere to the IT Policy and all the other policies of SMC, agreements/documents previously signed by me in all respects;
- To strictly adhere to the IT Policy and all the other policies of the clients of SMC, agreements/documents applicable and previously undertaken and signed by me in all respects
- To keep the Confidential Information secret and secure the same in all aspects;
- Use the Confidential Information only for the Permitted Purpose;
- Not to copy, print, transfer in any manner including through download or email or through any removable media format the Confidential Information in any pen drive or any personal device;
- To strictly adhere and access the server of only the client which I have authorised to access, i.e. the ultimate client(s) of SMC through Company provided laptops/PCs over a secure VPN tunnel (credentials of which have been provided to me and passwords to be maintained confidentially by me alone) during the business hours of SMC i.e. 9:00 am until 7:00 pm Monday - Friday;
- In case any suspicious/unapproved activity is noticed from my laptop/PC or the user credentials provided to me, I shall alone be responsible for the same.
- To use the asset of SMC (i.e. laptop, PCs, monitors, Wi-Fi router) during the short period with utmost care and I fully understand that any intentional damage to the said assets/loss/theft caused by me OR failure to return the said assets would entitle SMC to deduct the amount equivalent to the original value of the asset from my salary;
- To ensure safe upkeep of the said assets of SMC and being responsible for their functioning and security;
- To use the assets of SMC for official use only and not share access of the Company provided PCs with anyone else under any circumstances whatsoever;
- To work in a private space i.e. working in a room by ourselves in a confidential environment
- To handover back the assets in working condition, immediately on the instructions of SMC
- Not to access any unauthorized website and strictly follow the list of permitted websites circulated by SMC.
- Not to take print out of any Confidential Information (whether in terms of a hard copy or through screenshots or any other visual or technological means);
- Not directly or indirectly disclose the Confidential Information (or allow it to be disclosed), in whole or in part, to any person or make Copies unless permitted;
- To ensure that no other person gets access to such work from home privileges and Confidential Information;
- To use any of the Confidential Information in any way for my or any other third-parties’ own use and benefit;
- Not to retain any papers/data or carry or remove any papers/data in whatever format (including computer media) on any personal device;
- Not to furnish or divulge any information to any person or disclose about prospective businesses/ clients to any other party;
- To ensure timely filing of the time sheets and maintaining work logs for the respective work for the clients of SMC and duration of my access to servers of SMC and its clients during the work from home permitted to me;
- Not to disclose or divulge any Confidential Information which I may receive or will have access to while working from home and abide by the Data Privacy Laws/ Regulations across the globe such as “Health Insurance Portability And Accountability Act of 1996” (“HIPAA”) under the United States Laws, Global Data Protection Regulations (“GDPR”), a regulation within the European Union to strengthen Data Privacy, The Privacy Act of 1974 ( USA), The Privacy Act 1988 (Australia), Personal Information Protection and Electronic Documents Act (“PIPEDA”) and the Privacy Act of Canada, Indian Information Technology Act, 2000 of India and similar laws of the respective countries;
- To inform the Company immediately on becoming aware, or suspecting, that an unauthorised person has become aware of Confidential Information.
- I fully understand that the work from home privilege has been granted to me by SMC w.e.f. a date to be separately notified for a limited time period until 7:00 pm on 31st March 2020 unless extended to in writing and for a highly restricted and limited purpose only. This would not constitute/devolve any right upon me to be entitled to work from home in the future.
- I admit and acknowledge that this privilege of work from home has been granted to me by SMC in good faith and in trust due to the inevitable events of spreading of COVID 19 in India. I shall maintain the said good faith and trust on me with utmost responsibility and shall take all steps to protect the Confidential Information from access or misuse by any other person and also in line with the undertakings, warrantees mentioned in para no. 8 above. I appreciate the efforts undertaken by SMC in taking necessary/precautionary steps for curbing the inevitable increase in the COVID 19 and also giving importance to my health and safety.
- I acknowledge and represent that SMC has provided adequate and effective training to me on the salient features and issues with regard to the major Data Privacy Laws/ Regulations across the globe such as “Health Insurance Portability And Accountability Act of 1996” (“HIPAA”) under the United States Laws, Global Data Protection Regulations (“GDPR”), a regulation within the European Union to strengthen Data Privacy, The Privacy Act of 1974 ( USA), The Privacy Act 1988 (Australia), Personal Information Protection and Electronic Documents Act (“PIPEDA”) and the Privacy Act of Canada, Indian Information Technology Act, 2000 of India and similar laws of the respective countries I fully understand and am aware of the relevant and significant principles under the said data protection laws that are applicable to me, or to the data in question, or the client and I acknowledge that I am aware that any violation of the relevant data protection laws carry significant liability and have severe and deleterious legal implications upon me.
- I acknowledge and admit that in the event of a violation of the conditions mentioned in this Letter of Undertaking or any of the data protections law relevant for the data in question, from time to time, which violation can be attributed to me, I alone shall be liable for the criminal prosecution, if any, on account of such violation, and for the significant compensation that I may be directed to pay to the client or the data subjects.
- I acknowledge and admit that in the event of any breach of this Letter of Undertaking, SMC and its clients will have the absolute right to take direct criminal/civil action against me for the breach of any of the conditions mentioned herein, including termination of my employment by SMC and subjecting me to all applicable penalties.
- I represent and warrant that I am solely responsible and fully accountable under this Letter of Undertaking/Indemnity for the purposes of the privilege of work from home being provided by SMC.
- In view of the above understanding, I hereby agree to indemnify, defend, and hold harmless SMC, against all actions, claims, demands, liabilities, damages, losses, costs, judgments/orders of the Courts, charges and expenses (including, without limitation, consequential losses, loss of profit and loss of reputation and all interest, penalties and legal and other professional costs and expenses) that SMC may suffer or incur in connection with, or arising (directly or indirectly) from, any breach or non-performance by me under this Letter of Undertaking.
- I agree that the representations, warranties, covenants and indemnity provided by me herein above are with free consent and without any undue influence. The provisions herein shall survive the termination/expiration of my relationship and services with SMC i.e. during and also post-employment and shall be valid, applicable and binding on me in perpetuity.
- I further confirm that I have received the following Company assets in proper working condition and shall undertake to return the same when required by the Company