Data Engineer contract with Tineswaran Sehgar enterprise client

Conditions of Contract:
between
company: malaysia airlines berhad
and
supplier: Tineswaran Sehgar

1. Appointment and scope of work
1.1 the company hereby appoints the supplier to provide the goods and/or perform the services in
accordance with the sow contained in schedule 2 hereto subject to the terms and conditions of this coc.
1.2 The Supplier hereby accepts the appointment by the company and undertakes to provide the goods and/or services in compliance with the terms and conditions stipulated herein.
1.3 The Supplier shall be responsible to supply the Goods and/or perform the Services in accordance with the Specifications and/or Requirements as stipulated in Schedule 2 hereto. Supplier shall be responsible to provide detailed and clear statements, descriptions, and explanations of the Goods and/or Services to the extent where there is ambiguity or inconsistency.

2. Contract period
2.1 This CoC shall be valid throughout the Contract Period commencing from the Effective Date 4th January 2021 until the Expiry Date 4th July 2021 (6 months) unless earlier terminated in accordance with the provisions therein.
2.2 The Contract Period may be extended or renewed subject to the Parties’ mutual agreement. Any extensions or renewals shall be effected by the Parties’ executing a supplemental written agreement prior to the expiration of the Initial Contract Period and subject always
to the terms and conditions as mutually agreed between the Parties.

3. PAYMENT
3.1 WORKANA shall release the payment to the Supplier on the 4th of each month unless the company disputes the deliverables submitted during the month.
3.2 Payment will be made via Workana Wallet in accordance with WORKANA T&C.

4. Code of conduct
4.1 The Supplier hereby represents and warrants as follows:
4.1.1 The Supplier shall maintain the highest standards of integrity in the performance of this CoC and shall take no action in violation of any state or federal laws, regulations, or other requirements governing this CoC.
4.1.2 The Supplier shall not, in connection with this Coc or any other agreement with the company, directly or indirectly, offer anything of value to anyone as consideration for the decision, opinion, recommendation, vote or other exercise of discretion or violation of a known legal right by any officer or employee of the company.
4.1.3 The Supplier nor anyone in privity with it, including any subcontractor of Supplier, shall not accept or agree to accept from, or give to, any person, any gratuity from any person or party, in connection with the performance of work under this CoC.
4.1.4 The Supplier, upon being informed that violation of these provisions has occurred or may have occurred, shall immediately notify the company in writing of the nature of the violation.

5. Obligations of supplier
5.1 The Supplier shall perform the Services and/or supply the Goods with due diligence and efficiency in accordance with industry best practices and internationally accepted professional standards in accordance with the intents, specifications, requirements, and obligations outlined in this CoC.
5.2 The Supplier shall be responsible for gathering all information and data necessary for the purpose of performing the Services and/or supplying the Goods in accordance with the Specifications and Requirements stipulated in this CoC.
5.3 The Supplier shall be deemed to be aware of and shall comply with all applicable laws, statutory rules, and regulations in effect at or around the Effective Date and hereby acknowledges that these laws, rules, and regulations shall apply to the provision of the Services and/or supply of Goods and shall be well informed of and abide by any future laws, statutory rules and regulations governing the Goods and/or Services.
5.4 The Supplier shall, at all times, provide the Services and/or supply the Goods in a manner that will always safeguard and protect the company and the company’s interest.
5.5 The Supplier shall notify the company immediately in writing as soon as any factor arises which is likely to hinder, prevent or affect the performance of services and/or supply of goods under this coc, including but not limited to the withdrawal of the supplier’s personnel in charge of the performance of services under this coc, whether by way of resignation or otherwise. Such notification shall not be construed as a discharge of any of the Supplier’s obligations under this CoC.
5.6 The Supplier shall discharge its duties under this CoC to ensure that the Services and/or supply of Goods are performed to fully meet and satisfy the company’s requirements failing which the supplier shall, upon the company’s written demand, re-perform the services within the stipulated time period as determined by the company until the services and/or goods are in full compliance with the specification and/or requirements to the reasonable satisfaction of the company.
5.7 The Supplier warrants that the Services and/or the Goods shall be provided free from defects in materials, workmanship, and performance will conform to all specifications described in this CoC and will be fit and sufficient for the purposes expressed therein, or reasonably inferred from this CoC.
5.8 The Supplier warrants that it has the experience, capability, to effectively, efficiently, and expeditiously provide the Services and/or supply the Goods in accordance with this CoC.
5.9 The Supplier has no property interest in, and will not assert any lien on or right to withhold from
the Company, any data it receives from the Company, or stores on behalf of the Company.
5.10 In the event that security vulnerabilities are identified on the Supplier’s software, the Supplier will promptly notify the Company and will provide instructions to mitigate risks of that vulnerability
being exploited.

6. Obligations of the company
6.1 The Company shall be responsible for making payments of all Charges to the Supplier in accordance with the terms of this CoC.
6.2 The Company shall provide and ensure that the Supplier has:
(i). Access to the Company’s premises/ maintenance sites necessary for the provision of the Services and/or supply of Goods under this CoC subject to the Company’s security procedures; and
(ii). Access to all related information necessary for the Supplier to perform the Services and/or supply the Goods.




7. Work product
all items, in any medium, prepared or originated by or for supplier specifically for the company at
the company’s request in connection with the services shall be the exclusive property of the
company and shall be deemed to be works for hire, and to the extent they may not be works for hire, the supplier shall hereby assigns to the company all present and future rights, title and interest in and to such items (“work product”), including without limitation, rights to copyright. If Work Product includes items previously developed or copyrighted by the Supplier, the Supplier hereby grants to the company an unrestricted, royalty-free, perpetual, irrevocable license to copy, use, disclose and sublicense such work product for any lawful purpose. Upon termination or expiry of this CoC, the Supplier shall, at the Company’s option and request, return such Work Product to the company.




8. TERMINATION
8.1 The Company may terminate this CoC forthwith by written notice to the Supplier if:
8.1.1 The Supplier proposes a voluntary arrangement.
8.2 The Company shall be entitled to terminate this CoC or any part thereof immediately by giving a notice in writing to the Supplier if the Supplier is in breach of any term of this CoC and such breach which can be remedied, is not remedied within thirty (30) days from the date of such notification.
8.3 Notwithstanding any other term of this CoC, the Company reserves the right to terminate this CoC in whole or in part without assigning any reason thereto by giving the Supplier at least thirty (30) days advance notice in writing. In such an instance, the Company shall pay the Supplier for all work done or Services rendered up to the effective date of termination.
8.4 The Supplier shall not seek nor accept or act upon any instruction received from any person other than from the authorized representative of the Company or lawful nominee of the Company in connection with the Supplier’s performance of its obligations under this Coc.

9. Intellectual property rights
9.1 All copyrights, patents, trade secrets, trademarks, corporate goodwill, and other intellectual property rights existing prior to the Effective Date will belong to and remain solely with the Party that owned such rights immediately prior to the Effective Date.
9.2 Neither Party will, nor shall be intended to, gain or acquire, by virtue of this CoC, any rights of ownership of copyrights, patents, trade secrets, trademarks, or other intellectual property rights owned by the other.
9.3 The Supplier agrees that rights to any intellectual property developed or customized for the Company in the course of performing the Services shall immediately be vested in and remain vested in the Company.
9.4 Any use or modification of the Company’s copyrights, trade secrets, trademarks, corporate goodwill or other intellectual property, whether jointly owned or otherwise, in any marketing, advertising, or promotional collateral is strictly prohibited, unless the Company’s prior written consent is obtained. The Company reserves the right to impose any conditions, which shall be complied with by the Supplier, to protect the use of the Company’s copyrights, trade secrets, trademarks, corporate goodwill, or other intellectual property.
For clarity purposes, these shall include without limitation the names, logos, logotype, insignia, service marks of the Company’s brands.



9.5 The Company shall have the right to review and approve or disapprove, prior to its publication, the portion of any art work, copy, advertising, promotional materials, direct mail, press releases, newsletters or other communications, or any other publicity materials published or distributed by the Supplier (at its authorization) that are specifically referenced in this CoC, the Company (or any of its affiliates) or the use of any the Company’s trademarks, service marks or trade names.
9.6 The Supplier warrants that no components of the Goods and/or Services infringe the industrial or intellectual property rights of any third party.
9.7 The indemnity referred to in the foregoing provisions shall be granted whether or not legal proceedings are instituted and, if such proceedings are instituted, irrespective of the means, manner, or nature of any settlement, compromise or determination.
9.8 The Company warrants that all software, information, data, and materials provided by it for purposes of this Project will not infringe the intellectual property rights of any third parties and agrees to hold the Supplier fully indemnified and harmless and at all times keep the Supplier indemnified against any loss, damages, costs, and expenses including attorney’s fees, which may be incurred as a result of any action or claim that may be made or initiated against it by any third parties alleging infringement of their intellectual property rights.

10. CONFIDENTIALITY
10.1 Neither Party shall, during the Contract Period, and within five (5) years from its expiry or early
termination reproduce, copy or use the other Party’s confidential and proprietary information
(“Confidential Information”) except for the purpose of fulfilling its obligations under this CoC; or disclose to, place at the disposal of, use on behalf of or enable perusal by any third party or any employees, agents or professional advisors who do not have any direct or legitimate interest in the fulfillment of the Party’s obligations under this CoC.
10.2 The obligations contained herein shall be a continuing obligation and shall remain in force
notwithstanding the expiration or early termination of this CoC so long as the information regarding the operations of each Party and the Confidential Information is made public from sources other than the other Party, or their agents or employees.




11. PRIVACY
11.1 If for any reason a Party obtains permitted access to Personal Data or is supplied with or otherwise, provided with Personal Data by the other Party during the provision of the Services and/or supply of Goods then the other Party shall:
(a). Not modify, amend or alter the contents of the Personal Data or disclose or permit the
disclosure of the Personal Data to any other person unless required by law or specifically
authorized in writing by the Party, and will take all such steps as may be necessary to
safeguard the Personal Data; and
(b).
Implement appropriate technical and organizational measures to protect the Personal Data
against accidental or unlawful destruction or accidental loss, alterations, and unauthorized
disclosure or access.
11.2 For purposes of this CoC, the term “Personal Data” shall be defined as “any information in respect of a commercial transaction, which:
(a). Is being processed wholly or partly by means of equipment operating automatically in
response to instructions given for that purpose;
(b).
Is recorded with the intention that it should wholly or partly be processed by means of
such equipment; or
(c). Is recorded as part of a relevant filing system or with the intention that it should form part
of a relevant filing system, that relates directly or indirectly to a data subject, who is
identified or identifiable from that information or from that and other information in the
possession of a data user, including any sensitive personal data and expression of opinion
about the data subject; but does not include any information that is processed for the
purpose of a credit reporting business carried on by a credit reporting agency under the
Credit Reporting Agencies Act 2010.
11.3 The Supplier shall take reasonable steps to immediately remedy any Security Breach and prevent any further Security Breach at the Supplier’s expense in accordance with applicable privacy rights, laws, regulations, and standards.

11.4 At any time during the Contract Period, at the company’s written request or upon the
termination or expiration of this coc for any reason, the supplier shall promptly return to the
company all copies, whether in written, electronic or other form or media, of personal data in
its possession, or securely dispose of all such copies, and certify in writing to the company that
such personal data has been returned to the company or disposed of securely. The Supplier
shall comply with all reasonable directions provided by the company with respect to the return
or disposal of personal data.

SUMMARIZING
Contract Period: 6 months + 6 months renewal.
Contract Type: Remote work full-time contractor.
Notice Period: 30 days in case any of the parties want to end the contract.


Starting Date: 4th January.
Payment term: Payment will be released upon successful completion of the monthly deliverables on the 4th of the next month.
Entitled Leave and Working hours are flexible and to be discussed with the direct supervisor.


Usual year leave is 14 days and working hours 8.30 to 17.30 Malaysia Time but the company is flexible in that regard.

Daily stand up meetings and weekly meetings with the entire team.

Schedule 2: Job Scope and required skills (in the attachment)

The submission of the bid will imply you agree with these conditions and the acceptance of the bid will imply the company agrees on the price and contract conditions.