OFFER CUM APPOINTMENT LETTER FOR FIXED-TERM EMPLOYMENT

Vaibhav Madaan
Adarsh nagar, b-10 b , govind marg
Jaipur – 302004
RJ
IND

Dear Vaibhav,

On behalf of Amazon Development Centre (India) Private Limited, a company incorporated under the
laws of India, having its registered office at # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr.
Rajkumar Road, Malleshwaram (W) Bangalore - 560 055. Karnataka India (hereinafter the “Company” or
“Amazon India”), we are very pleased to issue this Offer cum Appointment Letter for Fixed-Term
Employment (hereinafter the “Offer cum Appointment Letter”) the position of CS Associate-VCS(S) at ,
India.

Your employment with the Company will be subject to your acceptance of this Offer cum Appointment
Letter and the terms and conditions set forth hereinbelow. If you wish to accept employment with the
Company, please convey your acceptance in the manner provided for by the Company. The offer of
employment contained in this Offer cum Appointment Letter will expire if you have not accepted the
same on or before 2 business days.

Upon your acceptance of the offer herein, this Offer cum Appointment Letter shall form the
employment contract that is a valid and binding agreement of employment between Amazon India and
you, and you shall be bound by the terms and conditions stipulated herein below.

1. Date of Commencement

Your fixed-term employment with Amazon India will commence on 15-Jun-2020 and shall end as
per the provisions contained in Section 14 herein below.

2. Duties

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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 2.1 You will be employed in the position of CS Associate-VCS(S). Your manager will advise you
about your job responsibilities after your joining with us. You will be expected to do your
job to the best of your ability at all times as per the job responsibilities advised by your
manager at the time of joining or as amended from time to time, as well as such other
tasks as may be required by Amazon India.

2.2 You will be required to comply with Amazon India’s rules, regulations and policies from
time to time in force, including, without limitation, those policies set out in Amazon India’s
Policies and Procedures, as communicated to you. Amazon India reserves the right to
change Amazon India’s Policies and Procedures from time to time at its sole discretion and
you shall be bound by the same.

2.3 You acknowledge that during the course of your fixed-term employment, as the business of
Amazon India changes, it may be necessary to rotate you in other departments / units.
Amazon India therefore reserves the right to change your role and responsibilities from
time to time at its sole discretion and without assigning any reason, it being understood
that you will not be assigned responsibilities which you cannot reasonably perform.

2.4 Unless specified in writing, you shall not be authorised to enter into any contractual
obligations on behalf of Amazon India or its affiliates including creating a lien (statutory or
other), security interest, mortgage, pledge, assignment, encumbrance, chattel or
conditional sale or other title retention agreement or any other financial obligations or
otherwise on behalf of Amazon India or its affiliates.

3. Hours of Work

The normal business hours of work which will apply to you will be advised on
commencement of employment. You may be required to work in shifts for different
workhours or workdays during the week depending on the business or team that you
may be working for. You will be advised by your manager or department about such
requirements at the time of joining and thereafter, from time to time, as required.
Certain business teams also operate on 24x7 basis and hence may have rotational shifts
or related requirements for their respective team members. Please refer to Amazon’s
Policies and Procedures for further details.

4. Place of Work
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REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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 Your initial place of work will be at Amazon India’s in . However, you should be aware that the
Company and/or its affiliates have offices throughout the world and because of the nature of
your duties, the Company has the right to transfer you from one place to another or from one
section to another or from one unit to any other unit of the Company, its parent company or to
any of its sister concerns, which are either existing or may be set up in future. The decision of
the Company in this regard shall be final and binding on you.

Moreover, you should be aware that the Company and/or its affiliates have offices throughout
the world and because of the nature of your duties, the Company has the right to transfer you
from one place to another or from one section to another or from one unit to any other unit of
the Company, its parent company or to any of its sister concerns, which are either existing or
may be set up in future. The decision of the Company in this regard shall be final and binding on
you.

5. Remuneration

5.1 Your Annual Base Pay will be Rs.169,000 per annum made payable in arrears in accordance
with Amazon India’s standard payroll practice and subject to all lawful deductions of
income tax, provident fund contribution (if any), insurances or otherwise. Your Base Pay is
inclusive of both the employer`s and the employee`s provident fund contributions. Your
salary will compensate you for all hours worked.

5.2 Amazon India has the right to deduct from your pay/salary any sums which you may owe
Amazon India, including without limitation, any over-payments or loans made to you by
Amazon India or any demand raised by any judicial or quasi-judicial authority for your acts
or omissions and / or losses suffered by Amazon India as a result of your negligence or
breach of the terms contained in this Offer cum Appointment Letter/Amazon India’s
Policies , or your failure to return Amazon India’s property.

5.3 You will be reimbursed for any reasonable expenses incurred by you in the course of the
performance of your duties on behalf of Amazon India, subject to your compliance with the
Expenses Policy contained in Amazon India’s Policies and Procedures.

6. Provident Fund

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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 Amazon India will contribute to a Provident Fund as and when required by the Employees’
Provident Fund and Miscellaneous Provision Act, 1952, and as further described in Amazon
India’s Policies and Procedures.

7. Leave

Amazon India will grant you leave as provided in Amazon India’s Policies and Procedures. All
leave scheduling and organisation will be arranged to ensure smooth business operation; your
manager’s approval is required prior to your scheduling or changing any leave.

8. Confidential Information and Confidentiality Obligations

8.1 “Confidential Information” means and includes any information that relates to the
business of the Company that is not generally available to the public. Without limiting the
foregoing, Confidential Information includes:

(1) the identity of, contractual terms with, and any information relating to, the
Company's business partners, customers, services clients, sellers, agents,
employees, contractors, investors, joint ventures, vendors, or suppliers and the
terms on which the Company does business with each such entity, or generally;

(2) computer code (including source code and object code) or software developed,
modified, or used by the Company;

(3) data of any sort compiled by the Company, including, but not limited to, data
relating to products and services, advertising and marketing, and existing or
prospective customers, clients, vendors, or business partners;

(4) algorithms, procedures or techniques, or the essential ideas and principles

underlying such algorithms, procedures or techniques, developed by, or whose
workings are otherwise known to, the Company (but excluding any public
domain algorithms, procedures, or techniques), whether or not such algorithms,
procedures or techniques are embodied in a computer program, including, but
not limited to, techniques for identifying prospective customers, communicating
effectively with prospective or current customers, reducing operating costs, or
increasing system reliability;

(5) the fact that the Company uses, has used, or has evaluated for potential use any
particular database, source of data, algorithm, procedure or technique, or the

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 essential ideas and principles underlying such algorithm, procedure or
technique, developed or supplied by a party other than the Company (including
any algorithms, procedures or techniques in the public domain), whether or not
such algorithms, procedures or techniques are embodied in a computer
program;

(6) pricing or marketing strategies developed, investigated, acquired (from a third

party or otherwise), evaluated, modified, tested or employed by the Company,
or any information related to, or that might reasonably be expected to lead to,
the development of such strategies;

(7) information about the Company's future plans, including, but not limited to,
plans for expanding into new products, geographical areas, market segments, or
services;

(8) any information that would typically be included in the Company's financial
statements, including, but not limited to, the amount of the Company's assets,
liabilities, net worth, revenues, expenses, or net income;

(9) the following information which shall hereinafter be referred to as the

“Disclosure Information”:

(a) any and all algorithms, procedures or techniques related to the

Company's business activities or to your work with the Company, and
the essential ideas and principles underlying such algorithms,
procedures or techniques, conceived, originated, adapted, discovered,
developed, acquired by the Company (from a third party or otherwise),
evaluated, tested, or applied by you during the course of your
employment with the Company, whether or not such algorithms,
procedures or techniques are embodied in a computer program;

(b) any and all pricing or marketing strategies, the essential ideas and
principles on which such strategies are based, and any information that
might reasonably be expected to lead to the development of such
strategies, conceived, originated, adapted, discovered, developed,
acquired by the Company (from a third party or otherwise), evaluated,
tested, or applied by you during the course of your employment with
the Company;

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 (c) information relating to any and all products and services, and the
essential ideas and principles underlying any and all products and
services, conceived, originated, adapted, discovered, developed,
acquired by the Company (from a third party or otherwise), evaluated,
tested, or applied by you during the course of your employment with
the Company, whether or not such products or services are marketed,
sold, or provided by the Company; and

(d) any other ideas or information conceived, originated, adapted,

discovered, developed, acquired by the Company (from a third party or
otherwise), evaluated, tested, or applied by you during the course of
your employment with the Company, if the idea or information could
reasonably be expected to prove useful or valuable to the Company;

(10) any other information gained in the course of your employment with the
Company that could reasonably be expected to prove deleterious to the
Company if disclosed to third parties, including without limitation, any
information that could reasonably be expected to aid a competitor or potential
competitor of the Company in competing more effectively with the Company;

(11) any information received by the Company from third parties, whether or not
under obligation of confidentiality;

(12) any information derived from any of the above, including any intellectual
property rights attached thereto; and

(13) any copies of the above mentioned information.

8.2 Confidentiality Obligations:

(1) You acknowledge that you have acquired and/or will acquire Confidential
Information during the course of, or incident to, your employment with the
Company, and that the ability of the Company to continue in business could be
seriously jeopardized if such Confidential Information were to be used by you or
by other persons or firms to compete with the Company. Accordingly, you agree
that you shall not, directly or indirectly, at any time, during the term of your
employment with the Company or at any time thereafter, and without regard to
when or for what reason, if any, such employment shall terminate, use or cause

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 to be used any Confidential Information in connection with any activity or
business except the business of the Company, and shall not disclose or cause to
be disclosed any Confidential Information to any individual, partnership,
corporation, or other entity unless such disclosure has been specifically
authorized in writing by the Company, or except as may be required by any
applicable law or by order of a court of competent jurisdiction, or any regulatory
or governmental body. Further, you agree that you will give the Company
prompt notice of any such order/direction of a court/ regulatory or
governmental body so that the Company may seek relief by way of a protective
order or other appropriate remedy, and further will provide any assistance
which the Company may reasonably require in order to secure such order or
such remedy (with your expenses reasonably incurred in providing such
assistance to be reimbursed by the Company). In the event such protective
order or other remedy is not obtained, you shall furnish only that portion of the
Confidential Information which is legally required by the governmental entity or
regulatory authority; and will use reasonable efforts to obtain confidential
treatment for any Confidential Information so disclosed.

(2) During the course of your employment with the Company and at the date of
termination thereof (hereinafter the “Date of Termination”), you shall promptly
disclose and deliver over to the Company, without additional compensation, in
writing, or in such form and manner as the Company may reasonably require,
the Disclosure Information defined in Section 9.1(9) hereinabove, to the extent
that such disclosure could reasonably be expected to be of interest to the
Company.

(3) Nothing in this Offer cum Appointment Letter shall be deemed to dilute or
waive any rights related to the protection of trade secrets that the Company
may have under common law or any applicable statutes.

9. Intellectual Property Rights

9.1 All patents, copyrights, trade secrets, trade/commercial names, proprietary rights, logos,
slogans and all other intellectual property rights developed by or for the Company by any
person, including but not limited to intellectual property rights relating to any and/or all of
the Confidential Information, (“Intellectual Property Rights”) shall be owned by the
Company. For good and valuable consideration the receipt and sufficiency of which is
hereby acknowledged, you hereby agree to irrevocably, perpetually and unconditionally
sell, assign, transfer and convey to the Company and its successors your entire right, title

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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and interest in the Confidential Information and/or Intellectual Property Rights and any
improvements thereto throughout the world, including, without limitation:

(1) all patents, copyrights, trade secrets, trade/commercial names, logos, other
proprietary rights and all other intellectual property rights in the Confidential
Information and all rights to secure registrations, renewals and extensions of
the same;

(2) all rights to make, have made, use, practice, import, export and otherwise fully
exploit the Confidential Information and any and all improvements that the
employee or Company may hereafter make or develop;

(3) all rights to file and prosecute applications for patent, copyright and all other
intellectual property protection covering the Confidential Information and
improvements thereon, and the processes and designs embodied therein, in
India, the United States and in every other country and jurisdiction throughout
the world;

(4) all rights under any patent, copyright and all other intellectual property which
may be issued on the Confidential Information or the improvements thereon,
and any processes and designs therein, and all rights to enjoy the same; and

(5) all documents, notes, notebooks, drawings, schematics, prototypes,

magnetically encoded media, electronically stored information, or other
materials related to the Confidential Information.

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 9.2 During the period of your employment with the Company and as may be reasonably
necessary subsequent to your employment, you agree to cooperate with the Company as
may be necessary to obtain patent, copyright and all other intellectual property protection
for the Intellectual Property Rights and improvements thereto throughout the world and
agree to do such further acts and execute and deliver to the Company such instruments as
may be required to perfect, register or enforce the Company's ownership of the rights
assigned, transferred or conveyed. If such cooperation is required after the Date of
Termination, the Company shall compensate you at a reasonable rate for the time and
related expenses actually spent by you at the Company’s request. If you fail or refuse to
execute any such instruments, you hereby appoint the Company as your attorney-in-fact
to act on your behalf and to execute such instruments. This appointment shall be
irrevocable and deemed to be a power coupled with an interest.

9.3 For the purposes of the assignment, transfer or conveyance referred to hereinabove, you
acknowledge and covenant that your employment with the Company and the benefits
received thereunder shall be treated as good and valuable consideration and that you are
not entitled to any further consideration in any form or manner whatsoever in relation
thereto.

9.4 Notwithstanding any other provision hereof to the contrary, this Offer cum Appointment
Letter does not obligate you to assign or offer to assign to the Company any of your rights
in an invention for which no equipment, supplies, facilities, Intellectual Property Rights,
Confidential Information or trade secret information of the Company was used and which
was developed entirely on your own time, unless (a) the invention relates (i) directly to the
business of the Company, or (ii) to the Company's actual or demonstrably anticipated
research or development, or (b) the invention results from or is related to, any work
performed by you for the Company.

9.5 No Grant of Rights.

You agree that all rights, title and interest in the Intellectual Property Rights and
Confidential Information shall be owned exclusively by the Company. Nothing herein
contained shall be construed as a grant by implication, estoppel or otherwise, of a license
of any kind by either you to the Company, or by the Company to you, for example, to
make, have made, use or sell any product using the Intellectual Property Rights,
Confidential Information, or as a license under any patent, patent application, utility
model, copyright, mask work right, or any other intellectual property right.

10. Non-Solicitation

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 10.1 During your employment with the Company and for a period of 12 months from the date of
termination thereof, you shall not solicit or cause or authorize, directly or indirectly, to be
solicited for any competitive business, for or on behalf of any person or customer, or
otherwise take any action that might divert the business or patronage of any customer
from the Company, or otherwise damage or alienate the relationship between the
Company and any customer, vendor or supplier; and

10.2 During your employment with the Company and for a period of 12 months thereafter, you
shall not solicit or attempt to influence any person employed or engaged by the Company
(whether as an employee, consultant, advisor or in any other manner) to terminate or
otherwise cease such employment or engagement with the Company or become the
employee of, or directly or indirectly offer services in any form or manner to, yourself or
any person or entity which is a competitor of the Company.

11. Employee Data Protection

11.1 You authorise Amazon India to collect, process and transfer all personal employee-related
information obtained by Amazon India for the purpose of proactively managing the
employment relationship.

11.2 You further authorise the transfer to, and storage of, your personal information in the
worldwide employee database currently located in Seattle, Washington, U.S.A. (or such
other location as Amazon India determines from time to time). Human Resources and
selected management throughout the Amazon group worldwide will be authorised to
access this database.

12. Exclusivity of Services

During your employment, you will be required to devote your full time, attention and abilities to
your job duties during working hours, and to act in the best interests of Amazon India at all
times. You shall not, without the written consent of Amazon India, be in any way directly or
indirectly engaged or concerned in any other business or undertaking.

13. Termination of Employment

13.1 Your employment with Amazon India shall automatically end on 14-Dec-2020 unless
terminated earlier as per the provisions of this Section.

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REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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13.2 Your employment may be terminated by either party by giving one month’s written notice
(exclusive of any leaves availed during the said period) or payment of one month salary in
lieu of such notice period to the other party. Amazon India holds the right to accept or
deny payment in lieu of the said one month notice.

13.3 Amazon India reserves the right to terminate your employment forthwith “for cause”
without advance notice and without payment of severance, in the event you:

(i) have been found guilty of any misconduct or indiscipline after due enquiry by
Amazon India;
(ii) have violated or are in breach of any of the terms of this Offer cum
Appointment Letter or Amazon India’s Policies and Procedures;
(iii) have been grossly negligent, or have neglected your duties, or have
underperformed your duties, or have performed your duties in a manner
unacceptable to Amazon India;
(iv) have suppressed any information or submitted false information with the view
to obtain employment in Amazon India;
(v) are convicted for any offence under any law for the time being in force in any
jurisdiction;
(vi) commit any act detrimental to the interest of Amazon India;
(vii) abstain from work for seven consecutive days without informing Amazon India

13.4 On the expiry or sooner termination of your employment for any reason whatsoever, you
will return to Amazon India, without delay, all assets belonging to Amazon India,
correspondence, records, specifications, models, notes, formulations, lists, papers, reports
and other documents and all copies thereof and other property belonging to Amazon India
or relating to its business affairs or dealing, including any Confidential Information and
Intellectual Property Rights, which are in your possession or under your control. At Amazon
India’s option, you agree to provide a written certification of your compliance with this
Section. Further, you agree to sign a termination certificate in accordance with Amazon
India’s Policies and Procedures, which will reaffirm your compliance of your post-
termination obligations, including return of Amazon India’s property/properties and
releasing Amazon India from all claims, liabilities and obligations. Where Amazon has
made any excess payment to you as part of your relieving formalities, whether or not such
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REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 excess payment is termed “Full and Final Settlement”, you shall be obligated and liable to
repay such excess amount forthwith upon being notified by Amazon.

14. Employee Benefits

You will be eligible to receive employee benefits as may be provided by Amazon India in Amazon
India’s Policies and Procedures. These are subject to change with or without prior notice for
both existing and prospective employees. Revised policy will supersede any previous policy
which would have been applicable and would have been communicated as part of offer letter.

15. New Hire Background Investigation

15.1 It is Amazon India’s policy to investigate all its new hires. Your fixed-term employment is
conditional upon the information contained in your application form and/or curriculum
vitae being true and accurate, including (but not limited to) your educational and
professional qualifications, the documents furnished by you being genuine, and upon
reference checks to be conducted by Amazon India being successfully completed.

15.2 You authorise Amazon India to conduct such searches with government or enforcement
authorities as are necessary to enable it to verify that you do not hold any criminal
convictions.

15.3 In case you are hired from campus and results for your examination are still awaited, your
continued employment with Amazon India will be subject to passing the said examination
and completing the course, failing which Amazon reserves the right to take action including
termination of your employment without notice.

16. Foreign Nationals

16.1 In case you are not an Indian national and, under any law, are required to obtain applicable
visa / work permit / authorisation or permission from appropriate government authorities
to work in India, you are required to ensure all such permissions are obtained before
commencement of employment with Amazon India.

16.2 You are also required to ensure all future correspondence and permissions for continued
stay and employment in the country as per the governing law are complied with at all
times. If required, Amazon shall be at liberty to demand copies / originals of such
permission.

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REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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 16.3 It is made clear that possessing valid work permit / authorisation at all times of your
employment is an inherent requirement of your employment with Amazon India. Any time
after the execution of this Offer cum Appointment Letter, if it is found that you do not have
required work permit / visa, Amazon India shall terminate your employment, without
notice, with immediate effect, without any liability towards you.
17. Representations and Warranties

You hereby represent and warrant to the Company that:

17.1 the information furnished by you for the purpose of your employment with the Company is
true and correct to the best of your information, knowledge and belief;

17.2 you shall not, during the course of your employment with the Company, use or disclose
any document/s that in any way constitutes confidential, proprietary for trade secret
information of a third party (including a former employer), except pursuant to written
authorization by such third party to do so;

17.3 you are not in unauthorized possession or control of any document/s that in any way
constitutes confidential, proprietary for trade secret information of a third party (including
a former employer);

17.4 during the course of your employment with the Company, you will not violate any non-
solicitation or similar agreements or obligations that you have with any third party; and

17.5 there are no other agreements executed by you with third parties that conflict with the
terms and conditions of your employment with Amazon India or that restrict your ability to
execute this Offer cum Appointment Letter;

17.6 You are aware that your employment is only for a limited, fixed duration and that you will
not have the right, nor will you make a claim, to be inducted as permanent employee with
Amazon India.

17.7 You recognize that the restrictions set forth in this Offer cum Appointment Letter may limit
your future flexibility in many ways. You expressly acknowledge that (i) the limitations
specified herein are fair and reasonable in view of the nature of the business in which the
Company is engaged, your position with the Company, and your access to Confidential
Information / Intellectual Property Rights, (ii) you are voluntarily entering into this Offer
cum Appointment Letter, and (iii) in spite of the restraints imposed herein, you will be able
to engage in other lawful professions, trades or businesses after termination of your
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REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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 employment with the Company. You recognize that your compensation is adequate
consideration and acknowledge that you will not be subject to undue hardship or
inconvenience by reason of your agreeing to the provisions contained herein.

18. Notices

All notices issued by you to the Company or by the Company to you shall be sent either by
registered post, courier through a recognised courier service provider to your Primary Work
Location or by email transmission which shall be deemed to have been received the next
working day provided the notice is also sent by registered post the next working day after email
transmission.

19. Waiver

Failure of the Company to insist upon strict adherence of any term of this Offer cum
Appointment Letter on any occasion/s shall not be considered a waiver thereof or deprive the
Company of the right thereafter to insist upon strict adherence to that term or any other term
of this Offer cum Appointment Letter.

20. Severability

The holding of any provision of this Offer cum Appointment Letter to be illegal, invalid, or
unenforceable by a court of competent jurisdiction shall not affect any other provision hereof,
which shall remain in full force and effect.

21. Assignment

Except as otherwise provided in this Section, this Offer cum Appointment Letter shall inure to
the benefit of, and be binding upon you and your heirs, representatives, successors and assigns.
Neither this Offer cum Appointment Letter nor any right or interest hereunder shall be
assignable by you or your legal heirs, beneficiaries or legal representatives without the
Company's prior written consent. This Offer cum Appointment Letter shall be assignable by the
Company to a subsidiary or affiliate of the Company; or to any corporation, partnership, or other
entity that may be organized by the Company, as a separate business unit in connection with
the business activities of the Company; or to any corporation, partnership, or other entity
resulting from the reorganization, merger or consolidation of the Company with any other
corporation, partnership or other entity, or any corporation, partnership, or other entity to or

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REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

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 with which all or any portion of the Company's business or assets may be sold, exchanged or
transferred.

22. Employer – Employee Relationship

The relationship between the Company and you hereunder shall be solely that of an employer
and employee and no modification of responsibility or compensation made hereinafter shall be
construed so as to constitute the relationship of partners or joint ventures or so as to as to
construe you as an independent contractor of the Company.

23. Liability for Breach

You acknowledge and accept that your breach of any of the terms contained in this Offer cum
Appointment Letter or in Amazon India’s Policies and Procedures may cause the Company
irreparable harm for which there is no adequate remedy at law, and therefore, the Company
shall be entitled to the issuance by a court of competent jurisdiction of an order of injunction,
restraining order, or other equitable relief in favor of itself, without the necessity of posting a
bond, restraining you from committing or continuing to commit any such violation. Exercise or
waiver by the Company of its rights to obtain an injunction, restraining order, or other equitable
relief hereunder shall not be deemed a waiver of any right to assert any other remedy the
Company may have at law or in equity. In any legal action or other proceeding by the Company
against you in connection with this Offer cum Appointment Letter (e.g., for recovery of damages
or other relief), the Company will be entitled to recover its reasonable attorneys' fees and other
costs incurred.

24. Authorization to Notify New Employer

You hereby grant consent to the Company to notify any of your new employer/s about your
rights and obligations under this Offer cum Appointment Letter.

25. Governing Law and Jurisdiction

Your employment, and any disputes which may arise under, out of, or in connection with your
employment, shall be governed by and construed in accordance with the laws of India; and the
Courts having territorial jurisdiction over the registered office of the Company shall alone have
exclusive jurisdiction to try and entertain such disputes to the exclusion of any other Courts
situated elsewhere.

26. Agreement/Modifications
15

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
 The terms described in this Offer cum Appointment Letter and Amazon India’s Policies and
Procedures will cumulatively constitute the terms of your employment, and shall supersede any
previous discussions, offers or agreements relating to your employment, or the subject matter
hereof. Any additions to, deletions of, or modifications of these terms are valid and effective
only if the same are carried out in writing and signed by you and an officer of Amazon India.

27. Headings

The Section headings appearing in this Offer cum Appointment Letter are used for convenience
of reference only and shall not be considered a part of this Offer cum Appointment Letter or in
any way modify, amend or affect the meaning of any of its provisions.

28. Survival

Your obligations under Sections 8, 9, 11, 13, 19, 20, 21, 23, 24, 25 and this Section 28 hereof
shall survive the termination of this Offer Cum Appointment Letter and of your employment
with the Company.

16

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233
You undertake to be bound by any rules and regulations enforced by Amazon India from time to time in
relation to the conduct, discipline, medical leave and holidays or on any matters relating to service
conditions which will be deemed as rules, regulations and order as a part of these terms of employment.

For and on behalf of Amazon Development Centre (India) Private Limited

AUTHORIZATION

By

Signed by:P SATYA PRAVEEN

Date: 2020.06.12 21:48:05 +05:30
Location: India

ACCEPTANCE

I acknowledge receipt of this Offer cum Appointment Letter and, after reading and understanding
the same, I accept Amazon India’s offer of employment on the terms set out in this Offer cum
Appointment Letter.

17

REGISTERED OFFICE : # 26/1, Brigade Gateway, World Trade Centre, 10th Floor, Dr. Rajkumar Road,
Malleshwaram (W) Bangalore - 560 055. Karnataka India

Tel. : + 91 - 80 - 6787 3000, Fax : +91 - 80 - 3007 1031 / 33 CIN :

U72200KA2004FTC034233