NON-DISCLOSURE AGREEMENT (NDA)

KTECH Digital Infra

This Non-Disclosure Agreement (the “Agreement”) is entered into as of [Date] (the

“E ective Date”) by and between:

KTECH Digital Infra, a [Corporation/Company] registered under the laws of [INDIA], with its
principal o ice located at [2312 Imagine Tech Park, Salt lake sector 5 Kolkata 700091]
(hereinafter referred to as the “Company”), and

[ ], an individual (hereinafter referred to as the

“Employee”).

RECITALS

WHEREAS, the Company wishes to disclose certain confidential and proprietary information
(the “Confidential Information”) to the Employee during the course of their employment with the
Company; and

WHEREAS, the Employee agrees to maintain the confidentiality of such information and to
refrain from disclosing it to unauthorized third parties during and after their employment.

NOW, THEREFORE, in consideration of the mutual covenants and promises herein contained,
the parties agree as follows:

1. Definition of Confidential Information

For the purposes of this Agreement, “Confidential Information” means all information, whether
written, oral, or otherwise, that is disclosed by the Company to the Employee and is designated
as confidential or proprietary, or that should reasonably be understood by the Employee to be
confidential due to the nature of the information or the circumstances surrounding its
disclosure. Confidential Information may include, but is not limited to:

 Trade secrets, proprietary data, business plans, marketing strategies, financial

information, research and development, technical data, software, source code,
algorithms, designs, drawings, specifications, and other intellectual property.

 Client and customer lists, contracts, and other business relationships.

 Employee personal information, payroll data, and other sensitive internal Company
data.
2. Obligations of the Employee

The Employee agrees to:

1. Confidentiality:
Keep all Confidential Information in strict confidence and not disclose it to any third
party without the prior written consent of the Company.

2. Non-Use:
Use the Confidential Information solely for the purpose of performing their duties as an
employee of the Company and not for any personal or third-party benefit.

3. Protection:
Take all necessary precautions to protect the confidentiality and security of the
Confidential Information, including implementing appropriate measures to prevent
unauthorized access, use, or disclosure.

4. Return of Information:
Upon termination of employment, the Employee shall return to the Company all
Confidential Information in their possession, including all documents, records, and
materials containing such information, and shall not retain any copies.

5. Non-Disclosure After Termination:

The Employee’s obligation to maintain the confidentiality of the Confidential Information
shall survive the termination of their employment with the Company and remain in
e ect for an indefinite period, unless the information becomes publicly available
through no fault of the Employee.

3. Exclusions from Confidential Information

The obligations under this Agreement shall not apply to information that:

1. Was in the public domain at the time of disclosure or becomes publicly available
through no fault of the Employee.

2. Was already in the Employee's possession prior to the disclosure by the Company, as
evidenced by written records.

3. Is independently developed by the Employee without the use of or reference to the

Confidential Information.

4. Is disclosed pursuant to a legal requirement, such as a court order or government

investigation, provided the Employee promptly notifies the Company of such disclosure.

4. No License or Ownership Rights

Nothing in this Agreement grants the Employee any rights in or to the Confidential Information,
except as necessary for the performance of their duties for the Company. The Confidential
Information remains the exclusive property of the Company.
5. No Obligation to Disclose

The Company is under no obligation to disclose any particular Confidential Information to the
Employee, and nothing in this Agreement obligates the Company to provide the Employee with
any specific information.

6. Remedies for Breach

The Employee acknowledges that any unauthorized disclosure of Confidential Information may
result in irreparable harm to the Company and agrees that, in the event of a breach or
threatened breach of this Agreement, the Company shall be entitled to seek immediate
injunctive relief, in addition to any other legal or equitable remedies available, including the
recovery of damages.

7. Entire Agreement

This Agreement constitutes the entire understanding between the parties concerning the
subject matter hereof and supersedes any prior agreements or understandings, whether oral or
written, relating to the confidentiality of the information disclosed.

8. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of
[INDIA/WEST BENGAL], without regard to its conflict of law principles.

9. Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remainder of the
Agreement shall remain in full force and e ect.

10. Execution of Agreement

By signing below, the Employee acknowledges that they have read, understood, and agree to
abide by the terms and conditions of this Non-Disclosure Agreement.

KTECH Digital Infra (Company)

By: ___________________________
Name: _________________________
Title: __________________________
Date: __________________________
Employee

By: ___________________________
Name: _________________________
Date: __________________________

This Agreement shall be executed in two copies, one for the Company and one for the
Employee.

This NDA serves to protect the proprietary and confidential information of KTECH Digital Infra,
ensuring that sensitive business data remains secure and that employees understand their
obligations regarding confidentiality throughout and after their employment.