TOR for Concurrent Audit of NVDSHPL
Concurrent Audit
Of
Narayana Vaishno Devi Specialty Hospitals Private Limited
TERMS OF REFERENCE
For Competitive Bids from Chartered Accountant Firms for appointment as Concurrent Auditor of
Narayana Vaishno Devi Specialty Hospitals Private Limited registered office at 258/A, Bommasandra
Industrial Area, Anekal Taluk, Bangalore, Karnataka–560099.
Contents
1. BACKGROUND ..................................................................................................................... .2
2. EXPRESSION OF INTEREST AND OBJECTIVES OF AUDIT………………………...2
3. SCOPE OF THE AUDIT AND OUTPUTS…………………………………………………3
4. AUDIT REPORTING AND OPINION ................................................................................ .4
5. TIMELINES AND SUBMISSION OF REPORTS…………………………………………4
6. COMPOSITION OF REVIEW COMMITTEE TO MONITOR CONCURRENT
AUDITOR’S WORKS ............................................................................................................ .5
7. KEY PERSONNEL …………………………………………………………………………..5
8. ELIGIBILITY CRITERIA, TERMS OF APPOINTMENT AND PAYMENT……….....6
9. TENDERING PROCESS.........................................................................................................7
10. BID PRICE AND VALIDITY…............................................................................................7
11. OPENING OF FINANCIAL BIDS…………………………………………………………7
12. Annexure I (TECHNICAL BIDS)………………………………….……………………….8
13. Annexure II (FINANCIAL BIDS)…………………………………………………….…….9
14. Annexure III CONFIDENTIALITY AND NON-DISCLOSURE
AGREEMENT……………………………………………………………………………10-15
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TOR for Concurrent Audit of NVDSHPL
1.
Background
Shri Mata Vaishno Devi Shrine Board, was set up as an autonomous body in August 1986 constituted
under Shri Mata Vaishno Devi Shrine Act, 1988 and having its Registered Office at Katra, District
Reasi, Jammu and Kashmir has developed Shri Mata Vaishno Devi Institute of Medical Excellence
(SMVDIME) on a PPP mode, located in a place called Kakryal, which is around 15km from Katra
town (base camp of the pilgrimage to Holy Shrine) and around 40 km from Jammu. SMVDIME is
conceived to be set up in three phases currently in Phase I to have operationalization of 230 bed
multispeciality hospital;
AND
Narayana Vaishno Devi Specialty Hospitals Private Limited, a company incorporated under the
Companies Act, 2013 by the Selected Applicant (Narayana Hrudayalaya Limited) after proposal
being accepted by Shri Mata Vaishno Devi Shrine Board and duly registered with the Registrar of
Companies, Bangalore, Ministry of Corporate Affairs, Government of India on 6th September 2014
under CIN U85110KA2014PTC076218, having its Registered office at 258/A, Bommasandra
Industrial Area, Anekal Taluk, Bangalore, Karnataka–560099 and represented herein by Dr Ashutosh
Raghuvanshi authorized vide resolution passed by its Board of Directors on 6th September 2014 to
execute, manage and operate the 230 bed multispecialty hospital named Shri Mata Vaishno Devi
Narayana Superspecialty Hospital .
1.1 Current Landscape: Shri Mata Vaishno Devi Narayana Superspecialty Hospital was inaugurated
on 19th April 2016 by the Hon’ble Prime Minister of India, Shri Narendra Modi. The hospital
cater to patients with various specialities such as cardiac sciences, oncology, gynaecology,
orthopaedics, neurosurgery, nephrology etc. In the month of July’16 there are 125 operational
beds and 70 doctors treating patients. Total number of patients visited the hospital for
consultation with doctor is above 5000 as on 31st July’16.
This document presents the Terms of Reference for the Concurrent Audit of Narayana Vaishno Devi
Specialty Hospitals Private Limited (NVDSHPL).
2.
Expression of Interest and Objectives of Audit
The objective of the assignment is to provide the Finance and Audit Committee (herein after called
“FAC”) timely fiduciary assurance that the financial management systems and internal control
procedures as applicable to the hospital are being adhered to by the various departments of the
hospital.
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TOR for Concurrent Audit of NVDSHPL
The Concurrent auditor shall provide the FAC with timely information and
recommendations/solutions on the financial management and operational aspects of the hospital to
enable the management to take corrective measures, wherever necessary.
3.
Scope of the Audit and Outputs
The audit will be conducted on a daily real time basis. Specific areas of coverage of the audit will
include the following and as per requirement new areas can be added by Finance and Audit
Committee.
(1)100% vouching of both IPD and OPD bills on real time basis covering all categories of patients
and also to ensure all services rendered to patients are charged and processed in HIS(Hospital
Information System).Also review of Claim Process from TPA’s and other account settlements.
(2)Purchase and procurements of assets made as replacements and verify payments have been
followed as per standard of procedure. Also verify and confirm the correctness of purchase orders
and quotations with respect to same.
(3)Supply Chain Management purchases validation and verification with good receipt notes, delivery
challans, purchase orders etc.
(4)Perpetual Inventory physical verification of stock items which covers minimum 80% of stock
value and also review the receipts and issues of stock processes to ensure they are standardised.
(5)Operating & Maintenance expenses and verify payments of the same have been followed as per
standard of procedure. Also verify purchase orders, indents from respective departments and
quotations with respect to same.
(6)Review and Verification of daily cash collection and to report for any discrepancy in bank
deposits for the daily cash.
(7)Verification of Petty cash expenses, their authenticity and approvals made for such payments are
adequate.
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TOR for Concurrent Audit of NVDSHPL
(8)Currently we have a primary Escrow bank account where all monies to be received and paid
related to hospital project are done as per agreement between Shri Mata Vaishno Devi Shrine Board
and Narayana Vaishno Devi Specialty Hospitals Private Limited. There is also sub bank accounts
with specific purpose such as payment of taxes, salaries, emergency procurement etc. Review of
daily transactions of Escrow and Sub Escrow bank accounts to ensure all transactions are approved
by authorised signatories as per escrow bank agreement .Verify also placement of Fixed Deposits as
per the standard of procedure.
(9) Payment of all taxes, duties, levies, cesses, charges, rates, assessment, fines, penalties and other
outings in respect of the undertaking as per the relevant statutory laws in force.
4.
Audit Reporting and Opinion
The concurrent auditor should review and assess the analysis drawn from the internal audit evidence
obtained as the basis for their conclusion on the efficiency and effectiveness of systems, processes
and controls.
The report should be discussed with FAC and should be structured in a manner giving the
observations, the implications of the observations, the suggested recommendation/solutions and the
management comments/agreed actions. This will be in the form of a daily audit report in excel and
will be submitted through e-mail on a day to day basis to FAC members.
4.1 Confidentiality and Non-Disclosure Agreement
It is mandatory for the selected chartered accountancy firm to enter a Non-Disclosure Agreement
with Narayana Vaishno Devi Specialty Hospitals Private Limited. The prescribed format of
‘Confidentiality and Non-Disclosure Agreement’ is in Annexure-III
5.
Timelines and submission of reports
The auditor will commence their audit starting from 1st October ‘2016 and submit their audit report
on a daily basis. A summary presentation to be made on each monthly FAC meeting stating the key
observations and its implications with suggested solutions and the management comments/agreed
actions.
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TOR for Concurrent Audit of NVDSHPL
6.
Composition of Finance And Audit Committee to Monitor Concurrent
Auditor’s works
The following members of the committee will monitor the Concurrent Auditor’s Report.
1.
2.
3.
4.
5.
Shri B. B. Vyas – Financial Commissioner, Govt. of J&K
Shri Mr R. K. Gupta
Shri Ravi Magotra
Shri A Nagarajan – Sr. Vice President Finance, NH
Shri K S Natarajan – Finance Head NVDSHPL
The Committee will review the audit report and send the action taken report to the
Governing Body.
7.
Key Personnel
As the undertaking is a hospital it is a pre-requisite that the key personnel is familiar with hospital
information system and who has conducted an audit of a hospital of such scale will be preferred.
The list of key personnel and whose CVs and experience would be evaluated for this consultancy is
as follows:
Key Professional: An Article under leadership of a chartered accountant being the partner/sole
proprietor of the chartered accountant firm registered with ICAI.
Description of Services to be provided: Responsibility of conducting audit and report the same on
a daily basis based on the scope of audit stated in point 3 of TOR by the Article. Also it is
mandatory for a qualified Chartered Accountant to visit the hospital twice a month and provide
guidance to the Article and inputs/solutions to the management on the observations made by the
Article.
Experience: Minimum completion of 2 years Articleship and has conducted an audit of a
Hospital of similar scale.
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TOR for Concurrent Audit of NVDSHPL
8. Eligibility Criteria, Terms of Appointment and Payment
NVDSHPL intends to engage a technically qualified and experienced Chartered Accountant firm
empanelled with the Institute of Chartered Accounts of India (ICAI) under Category-I as per Reserve
Bank of India norms and having proven track record of not less than 3 years practice for appointment
as Auditors for the financial years 2014-15, 2015-16 and 2016-17.The appointment will be for a
period of 12 months with effective from the date of contract dated 1st October ‘2016.
8.1 Eligibility Criteria for Chartered Accountant firm



Must be empanelled with ICAI as Category-I as per Reserve Bank of India norm and existed
for not less than three years.
Head office must be located in Jammu.
Must have audit assignments (running) in Central / State autonomous bodies / companies
preferably completed an audit of a hospital.
8.1.1 Supporting Documents for Eligibility criteria


An attested copy of Certificate of ICAI
Copies of appointment letters/audit completion certificate etc. from the audited organizations.
The firm or any partners of the firm should not be blacklisted by any PSUs or Government
Companies or any other organizations in respect of any assignment or behaviour.
8.1.2 Terms of Payment
It is mandatory for the Article to perform concurrent audit at the premises of the hospital. The Article
will be provided free bachelor accommodation and free food at the hospital campus itself. The
payment of audit fees will be on a monthly basis with a 15 days credit period from invoice date and
the amount will be fixed as per the final minimum bid selected in tendering process. In case the
auditor is operating from outside the hospital premises, the fee will include all the charges of
conveyance and accommodation.
The contract of engagement can be renewed for another period of 12 months with a maximum
increment of 7 percent of previous contract audit fees.
All taxes, fees to be deducted or charged will be applicable as per relevant law in force and the audit
fees will be inclusive of such taxes by the consultant firm raising the invoice.
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TOR for Concurrent Audit of NVDSHPL
9.
Tendering Process
The technical bid super scribed as “Technical Bid” and financial bid super scribed as “Financial Bid”
should be submitted in the prescribed format in Annexure-I (Technical details) and Annexure-II
(Financial details) separately in a sealed cover. Both the sealed envelopes containing technical bid
and financial bid should then be submitted in a single sealed envelope super scribed-“Tender for
Appointment of Concurrent Auditor”. The bid must be addressed to the Finance Head of NVDSHPL,
Shri Mata Vaishno Devi Narayana Superspecialty Hospital, Kakryal ,Katra Reasi(J&K) and reach
this address latest by 17th September, 2016 before 6.00 p.m.
10.
Bid Price and Validity of Bids
The minimum bid price would be starting at Rs.55,000/- (Rupees Fifty Five Thousand Only) per month
for a period of 12 Months which is inclusive of food allowance for the Article and allowance
provided to the qualified chartered accountant for visit to the hospital. No conveyance allowance will
be provided as the Article will be given free accommodation at hospital campus itself. Bids shall
remain valid only for 7 days after date of opening.
11.
Opening of financial bids
The financial bids will be opened on 19th September, 2016 (tentatively). The bidders who are
technically qualified will be intimated about the date of opening of financial bid.
Important dates
Pre Bid Queries
Last date for submission of bids
Opening of financial bid
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13th September 2016
17th September 2016
19th September 2016
ANNEXURE-I
Sr.
TECHNICAL DETAILS
Particulars
(Supporting Documents required to be submitted along with the Form)
1
Name of the firm
2
Address of the firm
i) Head Office
Jammu
3
4
5
6
7
8
9
10
11
Phone No.
Fax No.
Copy
of
Registration/Incorporation
Certificate (attach copy)
PAN No. (Attach copy of PAN Card)
Firm Service Tax Registration No.(if any)
(Attach copy of Registration)
Registration No. with ICAI (Attach copy of
Registration)
Turnover of the firm in the last two years
Number of years of firm’s existence
Number of assignments of statutory/internal
audit (last three years)
Number of running audit assignments in
Central/State autonomous bodies/companies
I certify that all the terms and conditions of the tender documents are acceptable to us.
Date
Place
Signature of the authorized person
Name
:
Designation :
Company Seal:
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ANNEXURE-II
FINANCIAL BID
1. Name of the firm:
Address
:
Phone No.
2. Rate shall include cost of food allowance for concurrent auditor staying at hospital campus.
Item of Activity
1. Preparation of daily report based on
scope and monthly review meeting
with FAC providing analysis of
observations with solutions to
management.
DATE:
PLACE:
Total amount (in Rupees)
Signature of the authorized person
Name
Designation
Company seal
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:
:
:
ANNEXURE-III
CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT
THIS CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT (the "Agreement”) is entered into
on this [] day of [] 2016 at []:
BETWEEN:
Narayana Vaishno Devi Specialty Hospitals Private Limited., an existing company within the
meaning of Companies Act 2013, having its registered office at [], hereinafter referred to as the
“Company” which expression shall unless repugnant to the context or meaning thereof shall include its
successors-in-interest and permitted assigns of the FIRST PART
AND
[],
an existing company registered under the Companies Act, 2013 having its registered office at [],
hereinafter referred to as “ABC” which expression shall unless repugnant to the context or meaning
thereof shall include its successors-in-interest and permitted assigns of the SECOND PART.
For the purposes of this Agreement, the Party that discloses Confidential Information to the other Party
shall be referred to as the “Disclosing Party”, and the Party that receives such Confidential Information
from the other party shall be referred to as the “Recipient and/or “Receiving Party”.
The Company and ABC are hereinafter individually referred to as a “Party” and collectively as the
“Parties”.
Company is engaged in the business of inter-alia, running hospitals and providing healthcare services in various
cities in India and has established multi-specialty hospitals at various locations in India and has significant
expertise and goodwill in the field of medical care.
[] is engaged in the business of [].
AND WHEREAS, the Company is evaluating the possibility of [] and in connection with such [] and
during any consequent engagement pursuant to such [], it may be desirable or necessary for
Disclosing Party to disclose to Receiving Party certain information or provide access to documents or
give copies of documents, which are proprietary and/or confidential to Disclosing Party and/or its
clients. Hence the Disclosing Party is desirous of protecting such proprietary and confidential
information upon the terms and conditions herein set forth and is desirous of preventing the disclosure,
dissemination or publication of such information by Receiving Party and the Receiving Party is willing to
maintain the confidentiality of such information disclosed to it by Disclosing Party in accordance with
the terms and conditions hereof. Therefore, in consideration of the mutual promises and covenants
contained in this Agreement, and other good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, the parties hereto agree as follows:
1.
a.
Definition of Confidential Information.
For purposes of this Agreement, “Confidential Information” means any data or information that
is proprietary and/or Confidential information to the Disclosing Party and not generally known to
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the public, whether intangible or in a tangible form, whenever and however disclosed, including,
but not limited to: (i) any marketing strategies, plans, financial information, or projections,
operations, sales estimates, business plans and performance results relating to the past,
present or future business activities of such party, its affiliates, subsidiaries and affiliated
companies; (ii) plans for products or services, and customer or supplier lists; (iii) any scientific
or technical information, invention, design, process, procedure, formula, improvement,
technology or method; (iv) any concepts, reports, data, know-how, works-in-progress, designs,
development tools, specifications, computer software, source code, object code, flow charts,
databases, inventions, information and trade secrets; (v) Company’s patient demographic
information, clinical information relating to patient diagnosis or treatment, clinical protocols and
in-house clinical processes, standards and (vi) intellectual property and rights associated
thereto and general business operations any other information that should reasonably be
recognized as confidential information of the Disclosing Party. Confidential Information need
not be novel, unique, patentable, copyrightable or constitute a trade secret in order to be
designated Confidential Information. The Receiving Party acknowledges that the Confidential
Information is proprietary to the Disclosing Party, has been developed and obtained through
great efforts by the Disclosing Party and that Disclosing Party regards all of its Confidential
Information as trade secrets.
“Confidential Information" includes any information:
 specifically indicated by the Disclosing Party, either verbally or in writing, as
confidential;
 under the circumstances of the disclosure, that are to be treated as confidential; or
 the Recipient creates or produces while performing its obligations under this
Agreement, regardless of the media that contains the information.
b.
Notwithstanding anything in the foregoing to the contrary, Confidential Information shall not
include information which: (i) was known by the Receiving Party prior to receiving the
Confidential Information from the Disclosing Party; (b) is or becomes publicly available through
no fault of or failure to act by the Receiving Party in breach of this Agreement; (c) is required to
be disclosed in a judicial or administrative proceeding, or is otherwise requested or required to
be disclosed by law or regulation, although the requirements of paragraph 4 hereof shall apply
prior to any disclosure being made; and (d) is or has been independently developed by
employees, consultants or agents of the Receiving Party without violation of the terms of this
Agreement or reference or access to any Confidential Information.
2.
Disclosure of Confidential Information.
From time to time, during the subsistence of this Agreement, the Disclosing Party may disclose
Confidential Information to the Receiving Party. The Receiving Party will: (a) limit disclosure of
any Confidential Information to its directors, officers, employees, agents or representatives
(collectively “Representatives”) who have a need to know such Confidential Information in
connection with the current or contemplated business relationship between the parties to which
this Agreement relates, and only for that purpose; (b) advise its Representatives of the
proprietary nature of the Confidential Information and of the obligations set forth in this
Agreement and require such Representatives to keep the Confidential Information confidential;
(c) shall keep all Confidential Information strictly confidential by using a high degree of care, but
not less than the degree of care used by it in safeguarding its own confidential information; and
(d) not disclose any Confidential Information received by it to any third parties (except as
otherwise provided for herein). Each party shall be jointly and severally responsible for any
breach of this Agreement by any of their respective Representatives.
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3.
Use of Confidential Information.
The Receiving Party agrees to use the Confidential Information solely in connection with the
current or contemplated business relationship between the parties and not for any purpose
other than as authorized by this Agreement without the prior written consent of an authorized
representative of the Disclosing Party. No other right or license, whether expressed or implied,
in the Confidential Information is granted to the Receiving Party hereunder. Title to the
Confidential Information will remain solely in the Disclosing Party.
4.
Compelled Disclosure of Confidential Information.
Notwithstanding anything in the foregoing to the contrary, the Receiving Party may disclose
Confidential Information pursuant to any governmental, judicial, or administrative order,
subpoena, regulatory request or similar method, provided that the Receiving Party promptly
notifies, to the extent practicable, the Disclosing Party in writing of such demand for disclosure
so that the Disclosing Party, at its sole expense, may seek to make such disclosure subject to a
protective order or other appropriate remedy to preserve the confidentiality of the Confidential
Information; provided in the case of a broad regulatory request with respect to the Receiving
Party’s business (not targeted at Disclosing Party), the Receiving Party may promptly comply
with such request provided the Receiving Party give (if permitted by such regulator) the
Disclosing Party prompt notice of such disclosure. The Receiving Party agrees that it shall not
oppose and shall cooperate with efforts by, to the extent practicable, the Disclosing Party with
respect to any such request for a protective order or other relief. Notwithstanding the foregoing,
if the Disclosing Party is unable to obtain or does not seek a protective order and the Receiving
Party is legally requested or required to disclose such Confidential Information, disclosure of
such Confidential Information may be made without liability.
5.
Term.
This Agreement shall remain in effect for a period of 2 year(s). Notwithstanding the foregoing,
the parties’ duty to hold in confidence Confidential Information that was disclosed during term
shall remain in effect for a total period of 5 years from disclosure of such Confidential
Information.
6.
Remedies.
Both parties acknowledge that the Confidential Information to be disclosed hereunder is of a
unique and valuable character, and that the unauthorized dissemination of the Confidential
Information would destroy or diminish the value of such information. The damages to
Disclosing Party that would result from the unauthorized dissemination of the Confidential
Information would be impossible to calculate. Therefore, both parties hereby agree that the
Disclosing Party shall be entitled to injunctive relief preventing the dissemination of any
Confidential Information in violation of the terms hereof. Such injunctive relief shall be in
addition to any other remedies available hereunder, whether at law or in equity. Disclosing
Party shall be entitled to recover its costs and fees, including reasonable attorneys’ fees,
incurred in obtaining any such relief. Further, in the event of litigation relating to this
Agreement, the prevailing party shall be entitled to recover its reasonable attorney’s fees and
expenses.
7.
Return of Confidential Information.
Receiving Party shall immediately return and redeliver to the other all tangible material
embodying the Confidential Information provided hereunder and all notes, summaries,
memoranda, drawings, manuals, records, excerpts or derivative information deriving there from
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and all other documents or materials (“Notes”) (and all copies of any of the foregoing, including
“copies” that have been converted to computerized media in the form of image, data or word
processing files either manually or by image capture) based on or including any Confidential
Information, in whatever form of storage or retrieval, upon the earlier of (i) the completion or
termination of the dealings between the parties contemplated hereunder; (ii) the termination of
this Agreement; or (iii) at such time as the Disclosing Party may so request; provided however
that the Receiving Party may retain such of its documents as is necessary to enable it to
comply with its document retention policies. Alternatively, the Receiving Party, with the written
consent of the Disclosing Party may (or in the case of Notes, at the Receiving Party’s option)
immediately destroy any of the foregoing embodying Confidential Information (or the
reasonably non-recoverable data erasure of computerized data) and, upon request, certify in
writing such destruction by an authorized officer of the Receiving Party supervising the
destruction).
8.
Notice of Breach.
Receiving Party shall notify the Disclosing Party immediately upon discovery of any
unauthorized use or disclosure of Confidential Information by Receiving Party or its
Representatives, or any other breach of this Agreement by Receiving Party or its
Representatives, and will cooperate with efforts by the Disclosing Party to help the Disclosing
Party regain possession of Confidential Information and prevent its further unauthorized use.
9.
No Binding Agreement for Transaction.
The parties agree that neither party will be under any legal obligation of any kind whatsoever
with respect to a transaction by virtue of this Agreement, except for the matters specifically
agreed to herein. The parties further acknowledge and agree that they each reserve the right,
in their sole and absolute discretion, to reject any and all proposals and to terminate
discussions and negotiations with respect to a Transaction at any time. This Agreement does
not create a joint venture or partnership between the parties. If a transaction goes forward, the
non-disclosure provisions of any applicable transaction documents entered into between the
parties (or their respective affiliates) for the transaction shall supersede this Agreement. In the
event such provision is not provided for in said transaction documents, this Agreement shall
control.
10.
Warranty.
Each party warrants that it has the right to make the disclosures under this Agreement. No
warranties are made by either party under this agreement whatsoever. The parties
acknowledge that although they shall each endeavour to include in the Confidential Information
all information that they each believe relevant for the purpose of the evaluation of a
Transaction, the parties understand that no representation or warranty as to the accuracy or
completeness of the Confidential Information is being made by either party as the Disclosing
Party. Further, neither party is under any obligation under this Agreement to disclose any
Confidential Information it chooses not to disclose. Neither Party hereto shall have any liability
to the other party nor to the other party’s Representatives resulting from any use of the
Confidential Information except with respect to disclosure of such Confidential Information in
violation of this Agreement.
11.
Indemnity.
Receiving Party hereby agrees to indemnify and hold Disclosing Party and its employees,
directors, officers and agents harmless from and against any and all claims, demands,
liabilities, losses, costs, damages, and express of any nature whatsoever (including, without
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limitation, the cost of investigation and defending any lawsuit or other legal proceeding and
reasonable attorney’s fees and expenses incurred in connection therewith) claimed from or
asserted against Disclosing Party by a third party, upon or arising out of the use by Receiving
Party of the information provided by Disclosing Party hereunder.
12.
a.
Miscellaneous.
This Agreement constitutes the entire understanding between the parties and supersedes any
and all prior or contemporaneous understandings and agreements, whether oral or written,
between the parties, with respect to the subject matter hereof. This Agreement can only be
modified by a written amendment signed by the party against whom enforcement of such
modification is sought.
b.
The validity, construction and performance of this Agreement shall be governed and construed
in accordance with the laws of India, without giving effect to any conflict of law provisions
thereof. The courts situated in Bangalore, Karnataka, shall alone have jurisdiction to decide any
dispute(s) arising out of or in relation to this Agreement.
c.
Any failure by either party to enforce the other party’s strict performance of any provision of this
Agreement will not constitute a waiver of its right to subsequently enforce such provision or any
other provision of this Agreement.
d.
Although the restrictions contained in this Agreement are considered by the parties to be
reasonable for the purpose of protecting the Confidential Information, if any such restriction is
found by a court of competent jurisdiction to be unenforceable, such provision will be modified,
rewritten or interpreted to include as much of its nature and scope as will render it enforceable.
If it cannot be so modified, rewritten or interpreted to be enforceable in any respect, it will not
be given effect, and the remainder of the Agreement will be enforced as if such provision was
not included.
e.
Any notice or communication to be given under this Agreement shall be given if sent by
registered post with acknowledgement due to the intended recipient at the address given above
or to such address as may be notified from time to time by the party concerned. No e-mail
communication will be accepted as a valid notice given in terms of this Agreement.
f.
This Agreement is personal in nature, and neither party may directly or indirectly assign or
transfer it by operation of law or otherwise without the prior written consent of the other party,
which consent will not be unreasonably withheld. All obligations contained in this Agreement
shall extend to and be binding upon the parties to this Agreement and their respective
successors-in-interest and permitted assigns.
g.
Paragraph headings used in this Agreement are for reference only and shall not be used or
relied upon in the interpretation of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above
written.
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Authorized Signatory,
For Narayana Vaishno Devi Specialty Hospitals Private Ltd.,
Authorized Signatory,
For ABC
Witnesses:
1.
2.
1.
2.
“END OF DOCUMENT.”
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