Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592

Service Agreement

This service agreement (“Agreement”) is made on14-07-2023] (“Execution Date”) and shall be effective from

[14-07-2023∙] (“Effective Date”) between:

Wynaut Webventures Private Limited, a company incorporated under the Companies Act 2013, having its
registered office at F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703 India (“Futwork”), which expression shall
unless repugnant to the context or meaning thereof be deemed to include its successors in business and
assigns; AND

Arijit Adhikari
Name (“Service Provider”), which expression shall unless repugnant to the context or meaning thereof be
deemed to include his/her executors, legal heirs, successors and permitted assigns).

Futwork and the Service Provider shall hereby individually be referred to as a “Party” and collectively as
“Parties”.

WHEREAS:

A. Futwork is engaged in telecalling software and services under the name and style of “Futwork”
("Business”) and requires the Service Provider for rendering tele-calling services as stated in Annexure A.
B. Service Provider has represented that it has requisite skills for tele-calling and based on the
representations of the Service Provider, Futwork has therefore, agreed to appoint the Service Provider, for
providing the Services on the terms and conditions of this Agreement.

NOW THIS AGREEMENT WITNESSETH AS UNDER:

1. This Agreement shall be valid and continue for a period of 3 months from the Effective Date (“Term”). The
Term may be renewed by mutual consent of the Parties.
2. The Service Provider shall provide the services for[Shipyaari/Yocket Lead Qualification] as stated in
Annexure A and in compliance with the specifications given by Futwork (“Services”). The scope of Services
can be changed or amended by Futwork by giving a prior written intimation.
3. Futwork shall have the right to inspect and audit Service Provider’s records and work. If any error or
discrepancy are found during such audit/inspection it shall be promptly corrected by the Service Provider
and Futwork shall have the right to terminate this Agreement. Service Provider further agrees that any
Services which are not performed to the satisfaction of Futwork or fail to meet the requirements of
Futwork shall be re-performed or rectified by the Service Provider at its own cost and expense to the
satisfaction of Futwork.
4. In consideration of the Services to be rendered hereunder, Futwork shall pay the Service Provider
undisputed fees as stated in Annexure B (“Fees”). Fees shall be inclusive of applicable taxes. Futwork may
deduct withholding tax from the Fees under any applicable laws. Other than the Fees due under this
Agreement, Futwork shall not be obligated to make any further payment to the Service Provider.
5. The Service Provider shall carry out its duties and obligations under this Agreement in a timely and diligent
manner with expertise, with the highest professional standards and ethical business practices and shall
execute and discharge the Services to the entire satisfaction of Futwork in accordance with the direction
and specific instructions as may be issued by Futwork from time to time.
Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592
6. The Service Provider understands and agrees that he/she will be performing the Services remotely and will
be working from home. To facilitate work from home, it is the responsibility of the Service Provider to
ensure:
i. An internet connection which is reliable and operational with enough data.
ii. Service provider shall be fully responsible for upkeep and usage of this connection.
iii. A clean and neat work environment with no background noise.
iv. A fully functional laptop or desktop computer with a microphone and camera that enables
participation in meetings.
v. An unlimited outgoing calling pack for which the Service Provider shall be fully responsible.
7. The Service Provider represents, warrants, and confirms that:
i. he/she is under no contractual or other restrictions or obligations which are inconsistent with
the execution of this Agreement or which will interfere with the performance of the Services;
ii. he/she has executed and delivered this Agreement at his free and voluntary act, after having
determined that the provisions contained herein are for his benefit, and that the duties and
obligations imposed on him hereunder are fair and reasonable;
iii. there is no notice of any action or investigation or other proceedings or fact of any nature
whatsoever, which would restrain or prohibit his engagement under this Agreement or would
be likely to have a material adverse effect on him/her;
iv. the execution of this Agreement and performance of obligations, responsibilities and duties
hereunder shall not result in the breach of any of his obligations, covenants or undertakings
(including any professional, statutory, contractual or fiduciary duties or obligations) to any
other person;
v. he/she shall not involve himself /herself in a situation in which he has a direct or indirect
interest that conflicts, or may potentially conflict, with the interest of Futwork and the Service
Provider shall not achieve or attempt to achieve, directly or indirectly, any undue gain or
advantage to himself /herself or to his/her relatives, partners, or associates;
vi. he/she is of legal working age, holds a valid PAN card and is authorized to work;
vii. he/she will not, in performing its duties and obligations under this Agreement, put himself/
herself or the other Party in breach of any applicable laws, rules or regulations;
viii. he / she will ensure the security of its work device and will not have unauthorized people,
including family and friends to access his/her work device and shall comply with the ‘code of
conduct’ annexed herewith as Annexure C (“Code of Conduct”). Any non-compliance with the
Code of Conduct will lead to strict disciplinary actions;
ix. he / she shall not use the name or trademarks of any third party company whose tele-calling
services were provided in any capacity including but not limited to their LinkedIn and resume.
8. The Service Provider shall not (directly or indirectly) make any negative or disparaging statement or take
any action which could adversely affect or be reasonably expected to adversely affect the reputation of
Futwork, its shareholders, its clients, affiliates, directors, employees and authorised representatives and/or
its affiliates. This includes any statement made in written or verbal format, electronically, including on
social media (for example social media websites, Facebook, Twitter, Linkedin etc.), anonymously or
otherwise, which would defame, discredit, disparage Futwork, its clients, shareholders, its affiliates,
directors, employees and authorised representatives of Futwork and/or its affiliates.
9. During the term of this Agreement, the Service Provider shall not directly or indirectly solicit business or
contact any client of Futwork who were introduced or exposed to the Service Provider or for whom the
Service Provider has provided Services under this Agreement.
10. The Service Provider undertakes that he / she shall not provide same or similar Services to any of the
competitors of the Company in the similar industry during the Term of this Agreement.
Service Provider shall not use the Confidential Information for any purpose whatsoever other than the
performance of the Services or disclose the Confidential Information to any third party. Service Provider
Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592
may not copy, adapt, modify or amend any part of the Confidential Information or otherwise deal with any
part of the Confidential Information except with the prior express written authority of Futwork. Upon the
termination or expiration of this Agreement for any reason, or upon Futwork’s earlier request, Service
Provider will deliver to Futwork all of Futwork’s property or Confidential Information in tangible form that
the Service Provider may have in its possession or control. In this Agreement the term “Confidential
Information” shall mean any and all information relating to the Futwork’s Business, including, but not
limited to, research, developments, product plans, products, services, diagrams, formulae, processes,
techniques, technology, firmware, software, know-how, designs, ideas, discoveries, inventions,
improvements, copyrights, trademarks, trade secrets, customers, suppliers, markets, marketing, finances
or any other information disclosed by Futwork either directly or indirectly in writing, orally or visually, to
the Service Provider.
11. The Service Provider agrees that Futwork and/ or its affiliated companies is/ are the legal owner of the
intellectual property contained in or associated with all the information disclosed by Futwork to the
Service Provider. The Service Provider does not acquire any intellectual property rights or any other rights
under this Agreement or through any disclosure hereunder, except the limited right to use such
Confidential Information strictly in accordance with this Agreement.
12. The Service Provider shall indemnify and hold harmless Futwork, its promoters, officers, directors,
employees, affiliates, agents, sub-contractors and other representatives from any claims, demands,
liabilities, suits, proceedings, penalties, costs or expenses of any kind (including, attorneys’ fees and
expenses) arising out of or in connection with (i) infringement of intellectual property rights of Futwork by
the Service Provider or its personnel; (ii) infringement of third party intellectual property rights by the
Service Provider or its personnel; (iii) violation of any applicable laws and statutory obligations by the
Service Provider or its personnel; (iv) gross negligence and/or misconduct by the Service Provider or its
personnel; (v) breach of any obligation, terms, representation, warranties and covenants under this
Agreement; (vi) breach of confidentiality obligations under this Agreement and/or (vii) any damage to
property and/or bodily injury or death caused due to the negligence of the Service Provider’s
employees/personnel in performing their duty under this Agreement.
13. Either Party shall have the right to terminate this Agreement, without any cause, by providing a prior
written notice of [∙] to the other Party informing the intent of termination of this Agreement.
14. Notwithstanding the above, Futwork shall have the right to terminate this Agreement with immediate
effect and without any prior notice in the event of:
i. any violation of the terms of Clauses 3,6, 7, 8, 9, 10, 11, 12 and 13;
ii. any other breach that the Service Provider has failed to cure within 5 (five) calendar days after
receipt of written notice;
iii. non-compliance of applicable laws by the Service Provider;
iv. an act of gross negligence, wilful misconduct or unethical behaviour of the Service Provider;
v. non performance of Services for a continuous period of [∙]calendar days.
15. The termination of this Agreement shall not affect the respective rights and liabilities of the Parties hereto
accrued prior to such termination. On the effective date of termination of this Agreement, the Service
Provider shall return to Futwork, if applicable, all property of Futwork in his / her possession, including
without limitation to, papers, documents, software, and Confidential Information, and shall not make or
retain copies of the same and shall confirm in writing of adherence to this clause.
16. Either Party shall be excused from any delay or failure in performance required hereunder if caused by
reason of any occurrence or contingency beyond its reasonable control, including, but not limited to, acts
of God, acts of war, fire, insurrection, epidemics, pandemics, strikes, lock-outs or other serious labour
disputes, riots, earthquakes, floods, explosions or other similar events. When such events have ceased, the
Parties’ respective obligations hereunder shall resume. If the interruption of the excused Party’s
Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592

obligations continues for a period in excess of [∙] calendar days, either Party shall have the right to

terminate this Agreement upon [∙] calendar days’ prior written notice to the other Party.
17. This Agreement shall be governed by and construed in accordance with the laws of India. The courts at
Mumbai, India shall have exclusive jurisdiction with regard to the subject matter of this Agreement.
18. Nothing contained herein shall be construed as creating any relation of principal-agent,
employee-employer between the Parties. Each Party shall be solely responsible for all matters relating to
its employees, agents, subsidiaries and subcontractors including any tax or labour requirements.
19. The terms and provisions of this Agreement that by their nature and content are intended to survive the
performance hereof by any or all Parties hereto shall so survive the completion and termination of this
Agreement.
20. This Agreement shall supersede all prior agreements, whether oral or written between the Parties on the
subject matter of this Agreement.
21. The Services to be performed by the Service Provider hereunder are personal in nature, and Futwork has
engaged the Service Provider as a result of the Service Provider’s expertise relating to such Services.
Service Provider, therefore, agrees that he will not assign, sub contract, sell, transfer, delegate or otherwise
dispose of this Agreement or any right, duty or obligation under this Agreement without Futwork’s prior
written consent. Nothing in this Agreement shall prevent the assignment by Futwork of this Agreement or
any right, duty or obligation hereunder to any third party.
22. No amendment or variation of this Agreement shall be binding and effective on any Party unless such
variation or amendment is in writing and duly signed by all the Parties.
23. A failure or delay in exercising any right, power or privilege in respect of this Agreement will not be
presumed to operate as a waiver, and a single or partial exercise of any right, power or privilege will not be
presumed to preclude any subsequent or further exercise, of that right, power or privilege or the exercise
of any other right, power or privilege.
24. If any provision in this Agreement shall be held to be illegal, invalid or unenforceable, in whole or in part,
under any enactment or rule of law or otherwise, such provision (or part) shall to that extent be deemed
not to form part of this Agreement but the legality, validity and enforceability of the remainder of this
Agreement shall not be affected.
25. Any notice/s to be given under this Agreement shall be in writing and may be served by either Party to
each other through registered post or recorded delivery mail at the above addresses stated in this
Agreement.
26. This Agreement is being executed in two counterparts, and each of which shall be deemed to be an
original for all purposes and when both taken together shall constitute one and the same instrument.

Annexure A : Scope of Services

● You would be eligible for pay on daily achievement of talktime and targets
● You are required to qualify the mock call and do the calls daily to be eligible for the payout
● For any days where you are not able to reach the target due to the issue at Futwork’s end such as you
are stuck in IQC or QC, unavailability of leads or project paused you will be eligible for your base pay
for those days
● However if you are not able to achieve your target due to some reason on particular day you will be
marked Absent for that day and you will not be eligible for the base for for such days
● If you do not pass the mock call after the training session,your contract will be terminated.
If you are short by 10-20 call attempts to your target, you will be given grace period of next day where
you can cover the deficit by making additional call attempts
● You an apply for additional leaves if required, however you will have to apply for the leave in advance,
please note these leaves are not paid leaves
Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592
● Being away or on leave without notice is grounds for immediate termination
● If you’re removed from the process due to any reason, you will not be eligible for any payment
● You agree not to engage in any outside employment or business activities, whether paid or unpaid,
during the term of your employment with the company, without the prior written consent of the
company. Any violation of this clause may result in immediate termination of your employment and
forfeit of all pay and benefits. Futwork reserves the right to determine, in its sole discretion, what
constitutes a violation of this clause.
● You are not allowed to discuss your earnings / commission payouts with any business partner,
co-workers unless authorized by the Futwork team. Severe actions will be taken which may include
termination without pay
● You agree that any misbehavior or misconduct with your team members, including but not limited to
bullying, harassment, discrimination, or any other inappropriate or unprofessional conduct, may result
in immediate termination of your employment and forfeit of all pay and benefits. Futwork reserves
the right to determine, in its sole discretion, what constitutes misbehavior or misconduct under this
clause.
● You agree that any intentional deception or dishonesty, including but not limited to lying or making
false statements, may result in immediate termination of your employment and forfeit of all pay and
benefits. Futwork reserves the right to determine, in its sole discretion, what constitutes deception or
dishonesty under this clause.

Annexure B - Earnings Structure

The earning structure consists of fixed payments and a performance linked bonus.
Details of the same are covered in the table below:

COMPONENT AMOUNT

Fixed Salary INR 400 per day

Variable Pay Upto INR.4000/Month worth in incentives on theses process based

on your daily Productive Time

Daily Target
1. Login Time - 9 Hours Shift
2. Your target will be to attempt 300 to 350 calls overall and achieve a talktime of 250 mins (Targets may
change as per process connectivity and you will be notified via your Team Leader)
3. Your productivity will be calculated on the basis of your attempts and minutes, your target is to achieve
the number of mins and attempts that are assigned to you by your TL
4. Failure to achieve your target will result in you being marked absent for the day and you will not be
eligible for pay when you’re marked absent
Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592

Annexure B - Code of Conduct

At Futwork, we follow a code of integrity and conduct that we expect all our employees, partners, contractors
and gig workers to adhere to. We believe that our success is directly linked to the success of our team and this
document has been carefully framed in adherence to this belief.

General Terms:

● You must operate at the highest standards of integrity and professionalism

● You must respect your team lead, colleagues and all fellow team members of the organization
● We operate remotely and expect you to carry out your tasks and responsibilities in a dutiful manner
● You will be given reasonable targets to achieve
● Regularly failing to achieve your targets will result in permanent termination of your services
● You will attend daily calls with your team lead and provide advance notice of any occasional leaves or
lapses in your attendance

Tele-calling Terms:

● You will complete your tele-calling targets to the best of your abilities
● You will strive to collect data properly on calls and ensure you follow the call scripts
● You will inform the manager of any errors or lapses in performance immediately and proactively
● We have a Zero Tolerance Policy towards any cheating, malpractice and unprofessional activities
including but not limited to:
○ Dragging phone calls deliberately
○ Speaking rudely or abusively to customers
○ Deliberately marking wrong outcomes or incorrect dataAttempting to cheat the system or
your manager
○ Stealing data, using information for personal gains, trying to forge relationships with
customers outside of your job duties

Training Terms:

● You will be required to attend all the days of training and clear the required Graduate Mock Call
● You would be required to keep your camera on and be completely available to attend the training
session

Calling Terms:

● You are required to be available for calling for 9 hours per day (including breaks) as well as attending
the training session (whenever applicable) between 9am - 9pm
● Shift days would be 6 days a week in a roster format. Your weekly leaves would be managed by the
Team Leader and you’re expected to adhere to the same
● You are required to attend additional training sessions held by your Team Leader
● You will be allowed a maximum of 2 leaves per months
Zoho Sign Document ID: DF99DCC2D-LARNPYDGF4ZFUCSRNQL1GS-HQTSVAZ7YVEQN7WADVQU

Wynaut Webventures Private Limited

F-2, C/6 Sector – 10, Vashi, Navi Mumbai 400703
Phone : 9867172376
CIN : U74140MH2016PTC273592
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the day and place hereinabove
written:

WYNAUT WEBVENTURES PRIVATE LIMITED [ SERVICE PROVIDER]

BY BY: SADHVI
NAME: Jash Shah DATE:
DESIGNATION: TEAM LEAD - ONBOARDING