EXECUTIVE HOUSEKEEPING SERVICES AGREEMENT

THIS AGREEMENT is made at New Delhi[__________]Mumbai on the [____] day of March

2006 2007. ______ day of March 2008

BETWEEN

Maersk India Pvt. Ltd., (formerly know as P&O Nedlloyd IT Services Pvt. Ltd.) (Note:
please provide the change in the name and status letter as the earlier contract dated 15 th
December 2005 with Maresk was in the name of P&O Nedlloyd IT Services Pvt. Ltd.) a
Company incorporated under the Companies Act, 1956 and having its registered office at Empire
Industries Complex, 414, Senapati Bapat Marg, Lower Parel, Mumbai 400 013{hereinafter
referred to as the “Company” which expression shall, mean and include its successors and
assigns} PARTY OF THE FIRST PART – address will change to erstwhile.-------

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MAERSK CONCORDE AIRFREIGHT INDIA PVT. LTD., a Company incorporated under the
provisions of the Companies Act, 1956 and having its registered office at CG House, 11 th
floor, Dr. Annie Besant Road, Worli Colony, Mumbai - 400030 (hereinafter referred to as “the
FIRST PARTY”) (which expression shall unless it be repugnant to the context or meaning
thereof be deemed to include its affiliates, successors and assigns) of the ONE PART.

AND

UNISOL INFRASERVICES PRIVATE LIMITED a Company registered under the provisions of

the Companies Act, 1956 and having its office at B-41, Boolani Estate, Opposite Fame Adlabs,
Link Road, Andheri (West), Mumbai 400 053, {hereinafter referred to as the “Service Provider”,
which expression shall, unless it be repugnant to the context or meaning thereof, mean and
include its directors, successors and permitted assignees} PARTY OF THE OTHER PART.

M/s MSG PERSONNEL VISION PVT. LTD., a proprietary firm having its registered office at
3285, Ranjit Nagar, Opposite South Patel Nagar, New Delhi - 110008 through its Proprietor
Mr._[___________________], an adult Indian Inhabitant, residing at
[______________________], (thereinafter referred to as “the SECOND PARTY”) (which
expression shall unless repugnant to the context, shall deemed to include the sole proprietor
his legal heirs, successors, administrators and executors) of the SECOND PART.

WHEREAS the SECOND PARTYService Provider has represents represented that he they
are is carrying on the business of Executive Housekeeping Services since sixteen years and
has adequate resources for rendering services inter-alia for cleaning / looking after office
premises.

AND WHEREAS the FIRST PARTY Company is desirous of availing of the services of the
SECOND PARTYService Provider for the purpose of carrying out housekeeping related
services from time to time at the Company’s premises situate at Empire Industrial Complex,
414, Senapati Bapat Marg, Lower Parel, Mumbai–400013. Shed # 33, ACAAI Cargo Agents
Terminals, Near Nangal Dairy, IGI Airport, New Delhi – 110037 (hereinafter referred to as
“the premises”).

Contd…………2
Page 2

AND WHEREAS the SECOND Party Service Provider has agreed to carry out such works
as and when called upon to do so by the at the premises of the FIRST PARTY Company.

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AND WHEREAS the parties are desirous of recording the terms and conditions under or
upon which the said services are to be rendered by the SECOND PARTY Service Provider.

NOW IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERE TO AS

FOLLOWS:

1. This Agreement shall be for a period of 2 years and shall be deemed to have
commenced on come into force from 1st April 2006 15th December 2007 and will
continue to remain in force upto 31st March 2008 14th December 2009.

2. The Service Provider shall perform the services under this contract and as detailed in
Annexure I Scope of Work. In case of additional services Tthe FIRST PARTY
Company shall from time to time indicate its requirements through its Administration
Department, Manager or its authorized representative to the SECOND PARTY
Service Provider or his authorisedauthorized representative in regard to the services
(sweeping, cleaning and looking after the premises) to be rendered on or about in the
FIRST PARTY Company premises and the SECOND PARTY Service Provider shall
forthwith render such services on both the parties agreeing to the cost for the same.

3. It is agreed that the SECOND PARTY Service Provider shall:

a) Ensure that only trained and competent adult persons are deployed who are
physically fit and not suffering from any chronic or contagious disease.

b) Take adequate precautionary measures for the safety of all personnel /

employees sent by the SECOND PARTY Service Provider to the FIRST
PARTY Company.

c) Be responsible and liable for payment of salaries, wages and other legal dues
of the persons who are employed by the SECOND PARTY Service Provider
for the purposes of rendering the services required by the FIRST PARTY
Company under this Agreement.

d) Be responsible to maintain proper books of accounts, records and documents

and comply with all statutes, rules and regulations which are applicable to the
SECOND PARTY Service Provider or the persons employed by the SECOND

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 PARTY Service Provider for the fulfillment of the terms of this Agreement. The
SECOND PARTY Service Provider ensures the fulfillment of the SECOND
PARTY Service Provider’s obligations under this agreement. The SECOND
party Service Provider will ensure that its staff is well clad. The SECOND
PARTY Service Provider agrees to abide by the guidelines laid by the FIRST
PARTY Company from time to time.

e) The SECOND PARTY Service Provider shall, as the employer, have the
exclusive right to terminate the services of any of his workmen employed to
fulfill his obligations under this agreement and to substitute, any person
instead. However, it will be the SECOND PARTY Service Provider’s
responsibilities and obligation that the work entrusted to him by the FIRST
PARTY Company does not suffer directly or indirectly in anyway.

f) Comply in all respects with the provisions of all statutes, rules and regulations
applicable to him and/or to his workmen as also related to the Company
including but not limited to the Minimum Wages Act, Employees Provident &
Miscellaneous Provision Act, 1952, Payment of Bonus Act, Employees State
Insurance Act etc. Aand in particular the SECOND PARTY Service Provider
shall obtain the requisite license under the Contract Labour (Regulation and
Abolition) Act 1970 and the rules made thereunder and shall be solely
responsible in all respects with regards to the provisions, rules and
regulations contained therein.

g) The SECOND PARTY Service Provider shall be solely responsible for

following/complying with any or all the statutory requirements under various
labour laws and regulations.

h) Not to use the name of the FIRST PARTY Company in any manner either for
credit arrangements or otherwise.

i) Ensure that the SECOND PARTY Service Provider’s workmen while on the
premises of the FIRST PARTY Company or while carrying out their
obligations under this Agreement, observe the standards of cleanliness,
decorum, safety and general discipline laid down by the FIRST PARTY
Company or its authorized agents and the FIRST PARTY Company company

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 shall be the sole judge as to whether or not the SECOND PARTY Service
Provider and/or the SECOND PARTY Service Provider’s workmen have
observed the same.

j) Personally and exclusively supervise or employ sufficient supervisory

personnel exclusively to supervise the work of the SECOND PARTY Service
Provider’s workmen so as to ensure that the services rendered under this
Agreement are carried out to the satisfaction of the FIRST PARTY Company.

k) Ensure that no workmen of SECOND PARTY Service Providerhis shall will

enter or remain on the FIRST Party Company’s premises beyond the
specified time limits (08 hrs. every day and 06 days in a week) unless
absolutely necessary for fulfilling the SECOND PARTY Service Provider’s
obligations and with the permission from the authorized person of the FIRST
PARTY Company Company.

l) Not to do or suffer to be done in or about the premises of the FIRST PARTY

Company anything whereby whatsoever which in the opinion of the FIRST
PARTY Company may be of a nuisance or annoyance or danger or which
may adversely affect the property, reputation or interest of the FIRST PARTY
Company.

m) Not to do or suffer to be done in or about the premises of the FIRST PARTY

Company anything where by any policy of insurance against loss or damage
by fire or otherwise may become void or voidable.

n) Be liable for and make good any damage caused to the FIRST PARTY
Company ’s premises or any part thereof or to any fixtures or fittings thereof
or therein by any act, omission, default or negligence of the SECOND PARTY
Service Provider or his workmen or agents.

o) Indemnify and keep indemnified the FIRST PARTY Company, its officers and
employees from and against all claims, demands, actions, suits and
proceedings, whatsoever that may be brought or made against the FIRST
PARTY Company by or on behalf of any person, body, authority whomsoever
and whatsoever and all duties, penalties, levies, taxes, losses and damages,
costs, charges and expenses and other liabilities of whatsoever nature which

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 the FIRST PARTY Company may now or hereafter be liable to pay, incur or
sustain by virtue of and as result of the performance or non performance or
observance or non observance by the SECOND PARTY Service Provider, of
any of the terms and conditions of this Agreement or for any reason arising
from the services of the SECOND PARTY Service Provider. Only after an
opportunity to be heard is provided to the Service Provider and it is found that
the Service Provider is in default the Company shall without Without prejudice
to the FIRST PARTY will be entitled to deduct from any compensation or
other dues payable to the SECOND PARTY Service Provider, the amount
payable by the FIRST PARTY Company as consequence of any claims,
demands, costs, charges and expenses.

Contd………4
Page 4

4. It is agreed by that the FIRST PARTY Company thatshall:

a) The FIRST PARTY Company shall not in any way be responsible for the
debts, liabilities or obligations of the SECOND PARTY Service Provider
and/of his workmen or agents or servants.

b) The FIRST PARTY Company shall not be responsible for death, injury or
accidents to the SECOND PARTY Service Provider’s workmen or agents, or
servants which may arise out of or in the course of their duties on or about the
FIRST PARTY Company ’s property and premises and in the event that
FIRST PARTY Company is made liable to pay any damages or
compensation;. Iin respect of such workmen or agents or servants, the
SECOND PARTY Service Provider hereby agrees to pay to the FIRST
PARTY Company such damages or compensation upon demand.

c) The FIRST PARTY Company shall also not be responsible or liable for any
theft, loss, damage or destruction of any property of the SECOND PARTY
Service Provider’s or his workmen lying in the FIRST PARTY Company ’s
premises from any cause whatsoever.

d) The Company shall be responsible for timely payments to the Service

Provider for the services rendered under this agreement.

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 e) During the term of this Agreement the Company will make available to the
Service provider within their premises a work-stationstorage area dedicated to
the Service Provider’s staff for storage of equipments and consumables etc.

f) The Company shall be responsible for providing water and electricity required
for performing the Service under this agreement and the cost of the same
shall be borne by the Company only.

5. Payment:

The FIRST PARTY Company shall pay to the SECOND PARTY Service Provider a
monthly compensation of Rs. 2,28,136/- (Rupees Two Lakhs Twenty Eight Thousand
One Hundred and Thirty Six Only) as lumpsum charges on a monthly basis for
providing the services under this agreement, break up of the charges as per
Annexure 2. . Rs. 13,472.00 (Rupees Thirteen Thousand Four Hundred Seventy Two
Only Only) The monthly compensation shall be paid per month less TDS if
applicable from time to time and (this amount may vary from time to time) which is
inclusive of all the required personnel, tools, apparatus and equipment, to be
provided by the SECOND PARTY Service Provider. These charges also include the
cost of materials as per Annexure 3.

The Service Provider shall raise a bill on a monthly basis and submit the same to the
Company in the next succeeding month for the services rendered in the previous
month. The Company shall make payments within 10days of receipt of the bill from
the Service Provider.against a bill for each month in which services were rendered
and submitted by the SECOND PARTY in the next succeeding month. The FIRST
PARTY Company shall without prejudice to its other rights be at liberty to deduct from
any compensation or other dues payable to the SECOND PARTY Service Provider
any amount due by the SECOND PARTY Service Provider to the FIRST PARTY
Company including any amount payable by the FIRST PARTY Company as
aforesaid.

The Service Provider shall charge at actuals plus 15% service charge for any re-
billable or additional services availed by the Company. The Service Provider shall

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 make available all required details and documents to enable the Company to assess
the actual costs for such optional services.
The aforesaid sum may be adjusted from time to time to cover additional services
rendered or to effect any reduction in service rendered.

6. TAXES:
The monthly compensation payable to the Service Provider shall be exclusive of
Service Tax, Education Cess, Secondary and Higher Education Cess at applicable
rates, which shall be charged separately to the Company.

In the event of a promulgation of any Government regulation or ruling affecting an

increase in taxes etc, subsequent to the signing of this contract, the Service Provider
shall intimate the same in writing to the Company along with a copy of the said
notification regulation or ruling affecting such an increase/ decrease in taxes etc and
shall bill according from the date where such a notification will come into effect.
If any such notification is passed with retrospective effect and payments have already
been made for Invoices pertaining to that period an invoice shall be raised for the
amount of tax impact on account of such a notification. In any event, if payments
have not been cleared for invoices pertaining to that period, the Service Provider
shall raise a revised Invoice for the outstanding amounts at the revised rates of taxes
etc, and the original Invoice shall stand canceled.

7. Tenure / Termination:

a) This Agreement shall remain in operation for the period of two (2) two years
hereof, as per period specified] above, unless either party provides a one
month’s notice to indicating its intention to terminate this agreement is given
in writing by the FIRST PARTY to the other party SECOND PARTY for which
no reason shall be required to be assignedwithout assigning any reasons
thereof.
b) However, the FIRST PARTY Company shall be free to terminate the
agreement without any notice, under the following circumstances:

i) The SECOND PARTY Service Provider commits a breach of any of

the terms and conditions of the Agreement. – What will amount to
breach please specify?

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 ii) The SECOND PARTY Service Provider is adjudged insolvent or a
compromise is entered by him with his creditors or if distress or
execution or other process is levied upon or a receiver is appointed of
any part of the assets or property of the SECOND PARTY Service
Provider’s.
Contd………5
Page 5
iii) For any reason whatsoever the SECOND PARTY Service Provider
becomes disentitled in law to perform his obligations under this
Agreement.

iv) There is any variation in the ownership/partnership or management of

the SECOND PARTY Service Provider or his their business without
the prior approval in writing of the FIRST PARTY Company to continue
such services following such variation.

c) In the event of termination of this Agreement for any cause whatsoever, the
SECOND PARTY Service Provider shall not be entitled to any sum or sums
whatsoever from the Company accept those sums which are pending
payments for the services rendered by the Service Provider. FIRST PARTY
The Service Provider shall remove itself, its equipments, employees, agents,
etc. from the Company ’s premises or any part thereof failing which the
SECOND PARTY Service Provider, his workmen, agents, servants, etc, shall
be deemed to be trespassers and on their failure to leave the company’s
premises, the FIRST PARTY Company shall be entitled to remove them
and/or prevent them (if necessary by use of force) from the FIRST PARTY’s
premises and also to prevent them) from entering into the FIRST PARTY
Company ’s premises.

8. Miscellaneous:

a) It is hereby declared that the SECOND PARTY Service Provider is for the
purposes of this Agreement an independent SECOND PARTY Service
Provider and all workmen/persons employed or engaged by the SECOND
PARTY Service Provider in connection with his obligations under this

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 agreement shall be the workmen of the SECOND PARTY Service Provider
and not of the FIRST PARTY Company.

b) The benefits and obligations of this Agreement shall not be directly or

indirectly assigned or dealt with by the SECOND PARTY Service Provider
with the prior consent in writing of the FIRST PARTY Company, which
consent shall not be prejudicially withheld by the Company.

c) TThere will be no master servant or employer-employee relationship between

the FIRST PARTY Company and the SECOND PARTY Service Provider or
the SECOND PARTY Service Provider’s workmen.

d) This Agreement shall be executed in duplicate. The original shall be retained

by the FIRST PARTY Company and the duplicate by the SECOND PARTY
Service Provider.

e) The Contractor has represented that their – Suhas please provide

PAN No. is
Sales Tax No. is
Service Tax No. is
PF No. is
ESIS No. is
License under the Contract Labour

9. Notices:

All notices under this Agreement shall be in writing and shall be served either by
hand delivery or by sending the same through registered post acknowledgment due/
speed post/courier addressed to either party at the last known place of business and
in proving the service of such notice it shall be sufficient to show that the same has
been received in person or property addressed to either party at the last known place
of business and in proving the service of such notice it shall be sufficient to show that
the same has been received in person or property addressed by registered post.

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10. AMENDMENTS:

This Agreement shall not be amended by either of the Parties except by an

instrument in writing signed by both the parties hereto.

Contd………..6

11. Page 610. ARBITRATION

In the event of any dispute, difference, claim or question arising out of this
Agreement or touching any matter or thing hereunder during the continuance of this
Agreement or upon or after termination thereof, such disputes or differences shall be
referred to arbitration to be conducted by a sole arbitrator to be jointly appointed by
the Parties. If the Parties cannot appoint the sole arbitrator within 30 days of the
difference or dispute, they shall each appoint one arbitrator. The appointed arbitrators
shall then appoint a third arbitrator who shall be the presiding arbitrator. The place of
arbitration shall be [_________]Mumbai and this reference shall be deemed to be a
submission to the arbitration within the meaning of the Arbitration and Conciliation
Act, 1996 or any modification or re-enactment for the time being in force.

12. JURISDICTION:
The parties hereto unconditionally and irrevocably agree that only the Courts in
Mumbai shall have the exclusive jurisdiction with regard to any question or matter
arising out of this Contract and on any other documents that may be executed by the
parties hereto or any of them in pursuance hereof or arising therefrom.

IN WITNESS WHEREOF the parties hereto have hereunto executed these presents the
day and year first herein above written.

SIGNED, SEALED AND DELIVERED)

by the within named the FIRST Party Company )
Maersk India Pvt. Ltd., MAERSK CONCORDE AIRFREIGHT INDIA PVT. LTD.)
through its Authorized Signatory )
Mr. )
in the presence )

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s
SIGNED, SEALED AND DELIVERED)
by the within named the SECOND PARTY Service Provider)
MSG PERSONNEL VISION PVT. LTD.)Unisol Infraservices Pvt. Ltd.)
through its Authorizsed Signatory )
Mr. PARTAP SINGH GUSAIN) Mr. George Varghese)
in the presence )

ANNEXURE I
SCOPE OF WORK
The Scope of Work of the Service Provider shall include the following housekeeping services:

HOUSEKEEPING SERVICES
a. Daily Cleaning

 Sweep Clean
Sweep clean all floor areas including
o Damp Moping of Tiles, Vitrified floors, staircases, sidewalls, elevator floors and
entrance areas.
o Floors shall be free of dirt, mud, footprints, liquid spills, and other debris.
o Chairs, trash receptacles, and easily movable items shall be moved to clean
underneath.
o During inclement weather, the frequency may be higher than once per day. When
completed the floor and halls shall have a uniform appearance with no streaks,
smears, swirl marks, detergent residue, or any evidence of remaining dirt or standing
water.
o After sweeping all vitrified floors, areas would be machine scrub cleaned.
o Sweep Clean of debris from walkways and hose clean them during appropriate
climatic and water use conditions.

 Vacuuming
o Vacuuming all rugs and carpets runners and carpet protectors so that they are free of
dirt, mud etc.
o Heavy industrial type vacuum cleaner would be used to ensure adequate cleaning.
When completed, the area shall be free of all litter, lint, loose soil and debris.
o Any chairs, trash receptacles, and easily moveable items, shall be moved to vacuum
underneath, and then replaced in the original position.

 Washroom Cleaning
o Thorough cleaning and sanitization of toilets, bathrooms, wash basins and dower
facilities, using suitable non-abrasive cleaners and disinfectants.
o All surface shall be free of grime, soap mud and smudges.

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 o Cleaning of mirrors, glass doors, glass windows, etc.
o Replacement of paper towels, toilet paper and soap dispenser in all bathrooms shall
be performed.

 Trash Removal
o Emptying all waste paper baskets, ashtrays (if applicable) from all floor areas, and
washing or wiping them clean with damp cloth, replacing plastic wastepaper basket
linings and returning items where they were located.
o All waste from waste paper baskets will be collected and deposited in the building’s
waste containers every evening.
o Dry & wet garbage would be segregated and dumped into designated area within the
premises.

 Glass Surface Cleaning

o All glass at entrance doors of the premises would be cleaned using damp and dry
method.
o Glass tabletops, cabin doors, cabin partitions would also be cleaned.
o Removal of grease marks or fingerprints glass counters and partitions. This cleaning
is done using approved all purpose cleaner and lint free cloth or paper towels. The
activity shall be carried out every day once in the morning and once in evening

 Damp & Dry Cleaning

o Wipe clean all workstations, etc.
o Wipe clean all table tops of workstations, cubicles and other furniture and fixtures
twice in a day.

2. Weekly Cleaning

 Deep Cleaning
o Stairways, Surrounding Common Areas, generator rooms, AHU Rooms etc. every
Saturday
o Ceilings, Walls, Partitions, etc. every Saturday
o Removing of all cobwebs as and when required.

 Window Glass Cleaning

o Interior & Exterior glass will be cleaned on both sides throughout the building.
o Exterior cleaning of the glasses where accessible every Saturday.
o Dusting window- sills and blinds every Saturday.

 Sanitizing:
The following Sanitizing activities shall be carried out every Saturday:
o Office Desk paper bins would be cleaned and sanitized.
o All washroom dustbins would be thoroughly cleaned and sanitized.
o Waste Bins from critical areas would also be thoroughly cleaned and sanitized with
disinfectants.
o Thorough washing of all walls and doors of all critical areas with appropriate
detergent and disinfect.
o All telephone instruments would be sanitized using disinfectants.

3. Monthly Cleaning Services

 Sweep Cleaning

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 o Sweep cleaning external common areas like terrace, parking areas, pathways,
walkways, compound wall sides, etc.

o Dusting & Wiping

o Dusting & wiping light fixtures affixed to walls (not part of ceilings) when completed
the light fixtures shall be free from dirt, grime, dust and marks on a fortnightly basis.

 Polishing
o Mansion Polish of furniture and other wooden fixtures where applicable
o Applying Metal polishes to accessories or door handles, hand railings, etc. where
applicable.

 Curtain Wall Cleaning

o Windows, curtains etc.
o Curtain walls cleaning process shall depend upon accessibility to exterior and interior
of Safety accessories provided by the Client.

4. Special Cleaning (At Additional Cost)

1. Stripping and applying new polish to the floors.

2. Buffing
3. Burnishing
4. Carpet Shampooing
5. Crystallization
6. Jet Wash Cleaning of External walls.

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