COMMITMENT OF SECRECY AND CONFIDENTIALITY

I _________________________ working with _____________________________Co , here by state that I will be in receipt of training and training material which is a copyright of M/s Toyota Kirloskar Motor Private Limited, having its registered office and plant at Plot No.1, Bidadi Industrial Area, Ramanagar District, Karnataka, India (“TKM”). The training material would contain TKM’s proprietary information, know-how, Intellectual property and/or technical details (hereinafter called “Data”). With a view to declare my commitment to maintain secrecy and confidentiality of the Data, we are issuing this commitment / undertaking to TKM to the following effect.

1] I declare and admit that and all Data received from TKM shall be the exclusive and proprietary property of TKM and I shall not retain any copies or backup of the said Data and its derivatives and destroy all such Data after completion of the training program.

2] I declare and undertake to keep our knowledge and information about the Data and any of its contents in absolute secrecy and confidentiality. We shall not disclose or divulge any information about the work order of TKM, Data or any portion/content of it to any third parties under any circumstances.

3] I shall not impart any training to any third party by using the Data and shall not assist anybody in imparting such training by making use of the Data supplied by TKM or based on our knowledge of the said Data.

4] I state that I shall bind our employees who will be involved in the process of attending training program, preparing training materials, conducting training process and handling of the said Data in any manner, with similar secrecy and confidentiality undertakings and I shall be responsible for compliance of the same.

5] I fully understand that confidentiality of the Data is very critical for business interests of TKM and breach of any of the above terms of this confidentiality undertaking shall make me liable for compensating TKM, as may be assessed by TKM, for the loss and damage suffered by TKM, which shall be binding on me and I undertake to pay such liquidated damages to TKM without any protest.