Except as otherwise provided herein, the agreement shall continue until the organisation terminates it by giving to the resource not less than 15 days prior notice, or until the resource terminates it by giving to the organisation not less than 15 Days prior notice. Notice may be given at any time with reasonable cause. The organisation reserves the right to remove the resource from office without prior notice.
Organisation Member should serve the organisation in the role as specified in the honorary appointment letter and shall at a times comply with the lawful and reasonable directions of the Board.
Organisation Member should comply with all laws, rules or codes of conduct in force from time to time required by any regulatory body in relation to the projects of the organisation or the status of the role or which the organisation shall reasonably determine are necessary for the proper functioning of its projects. Organisation Member should also comply with all organisation’s policies which are applicable from time to time and as amended from time to time.
Organisation Member must not make use of, divulge or communicate to any person (other than with proper authority) any of the NGO’s secrets or other confidential information of or relating to the projects and the financial affairs of the Organisation or Associated Organisation or any of their clients or suppliers, including (but not limited to) details of clients, product details, technical information and data, prices or terms of projects which the Organisation Member may receive or become aware of as a result of being appointed. This obligation of confidentiality will continue to apply without limit of time after the termination (for whatever reason) of the Agreement. Further, the Organisation Member will also be required to comply with the terms of any Organisation’s Policies relating to the protection of confidential information from time to time.
Any proprietary rights whatsoever, including without limitation, patents, copyright, utility rights and design rights in the results of, the development and the application of all work produced by the Organisation Member during or in consequence of his services, whether alone or in conjunction with others and whether during normal working hours or not, including (but not limited to) any invention, design, discovery or improvement, computer program, documentation, confidential information, copyright work or other material which the Organisation Member conceives, discovers or creates during or in consequence of his services on behalf of the Organisation shall belong to the Organisation absolutely. The Organisation Member agrees, at the Organisation’s expense, to provide, during and after the term of the Agreement, all such assistances as the Organisation reasonably considers necessary, to secure the vesting of such rights in the Organisation or its nominees. Further, the Organisation Member will also be required to comply with the terms of any Organisation’s Policies relating to the protection of intellectual property from time to time. The provisions of this clause are without prejudice to Patent Law and Copyright Law.
“Intellectual Property” means all forms of legal rights and protection relating to the above program and otherwise based on CONFIDENTIAL INFORMATION, in any country of the world, including and not limited to (i) inventions and improvements thereof (whether or not patentable), trade secrets, technical data, databases, customer lists, designs, tools, methods, processes, technology, ideas, know-how, source code, product road maps and other proprietary information and materials (“Proprietary Information”) all letters patent, patent applications, provisional patent applications, design patents, IPR filings, invention disclosures and other rights to inventions or designs (“Patents”), all registered and unregistered copyrights in both published and unpublished works (“Copyrights”), and all applications, registrations, issuances, divisional, continuations, renewals, re-issuances and extensions of the foregoing.
Intellectual property developed by the individual member will be treated as the property of the member Organisation. In case of use of any intellectual property of Organisation by the member, a separate licensing arrangement will be entered into with the concerned parties on a case-to-case basis.
The Organisation Member acknowledges that he/she has read the current Organisation’s Data Privacy Policy applicable to the role. The Organisation Member consents to the processing of personal data relating to the role in accordance with the Policy.
The Organisation Member is required to comply with all the Organisation’s current policies relating to conduct and behavior which are applicable to him/her from time to time and as amended and from time to time.
The Organisation Member is not authorised to enter into any contract or similar commitment or sign any document in the name of or on behalf of the Organisation and is excluded from doing so unless expressly authorised to do so by the representative director of the Organisation. Notwithstanding the foregoing, in the event the Organisation Member is appointed representative director of the Organisation, the Organisation Member shall generally represent the Organisation in dealings with third parties in accordance with guidelines and instructions of the Board.
The Organisation Member must return to the Organisation on request and, in any event, on termination of his services, all documents and tangible items, including books, records, tapes, magnetic media, photos, correspondence and other papers or electronic records of whatsoever nature, kept or made by Organisation Members relating to the Organisation or Associated Organisation or its clients (without taking copies or extracts thereof) which belong to the Organisation or Associated Organisation or which contain or refer to any confidential information relating to the Organisation or Associated Organisation and which are in the Organisation Member ‘s possession or control.
The Organisation Member hereby agrees that the designation director confers no authority to bind the Organisation or Associated Organisation and such authority will not be inferred in any statement or representation made to third parties by the Director, unless the Director is appointed representative director of the Organisation.
The Organisation may introduce a non-contractual disciplinary procedure, which will apply to Organisation Member, a copy of which will be made available to the Organisation Member on request.
The Organisation Member’s term shall terminate with immediate effect when the Organisation Member reaches the retirement age established by Organisation’s Policy as amended from time to time.
If the services of the Organisation Member is terminated by reason of the liquidation of the Organisation for the purposes of reconstruction or amalgamation or as part of any arrangement for the amalgamation or reconstruction of the Organisation not involving insolvency and the Organisation Member is offered employment with any concern or undertaking resulting from such reconstruction or amalgamation on terms and conditions which taken as a whole are not less favourable than the terms of the Agreement the Organisation Member shall have no claim against the Organisation in respect of such termination.
“Restricted Client” means any client of the Organisation or Associated Organisation in which the Organisation or Associated Organisation has a shareholding with whom the Organisation Member had dealings or recorded time to a job number relating to that Client within a period of 2 years immediately prior to the termination of the Agreement, and a “Restricted Employee/ ORGANISATION MEMBER” shall mean any senior or professional employee or any employee/ Organisation Member in possession of confidential information relating to the Organisation or Associated Organisation and in all cases that such employee/ Organisation Member was employed by the Organisation or Associated Organisation at the date of cessation of services of the Organisation Member and was an employee with whom the Organisation Member had dealings or supervised.
The Organisation Member hereby agrees that for a period of 2 years following the termination of his services the Organisation Member shall not contact with it’s customers, vendors, partners, employees and it’s associates.
Your employment by the organisation is subject to a probation period of six months during which time you will be required to demonstrate your suitability for the honorary position in which you are appointed. To this end, your progress will be assessed on a regular basis.
The probation period may be extended at the organisation’s discretion to a maximum of aditional six months and this is without prejudice to the organisation’s right to terminate your appointment before the expiry of the probation period. An extension may be implemented in circumstances where your performance or conduct during probation has not been entirely satisfactory but it is thought that an extension to the probation period may lead to improvement, or where you have been absent from work for any reason for a significant period during probation.
Your appointment may be terminated at any time during or at the end of the probation period (or during or at the end of any extension to your probation) on the grounds of unsuitability for the role, poor or unsatisfactory performance, misconduct, poor attendance, poor timekeeping, lack of capability, for reasons of health and safety or if it is believed or established that you do not have the qualifications, experience or knowledge that you claimed to have at the time of appointment. This list is not exhaustive. Any termination will be confirmed to you in writing and there will be no right of appeal.
At the end of your probation period, the organisation will carry out a review within a reasonable time of its expiry and it will not be deemed to have been completed until the organisation has carried out its review and formally confirmed the position in writing to you. If your probation period has been successfully completed, your continued appointment by the organisation will be confirmed.
During the probation period and during any extension to your probation (and until the organisation has carried out its review at the end of it and formally confirmed the position in writing to you), the notice period will be one week and the organisation’s disciplinary procedure[s] will not apply to you.