THIS AGREEMENT is made on March 12, 2007
Ness Technologies, Inc.
A Delaware Corporation
With offices at Kiryat Atidim,
Tel Aviv, Israel (the “Company” )
Mr. Issachar Gerlitz
Israel (the “Executive” )
WHEREAS, the Company desires to employ the Executive as President and Chief Executive Officer of
the Company and the Executive is willing to commit himself to be employed by the Company; and
WHEREAS, the parties desire to enter into this Agreement setting forth the terms and conditions of the
employment relationship of the Executive with the Company;
NOW, THEREFORE , in consideration of the premises and the mutual agreements set forth below, and
intending to be legally bound, the parties hereto hereby agree as follows:
1. Personal Employment Agreement . This Employment Agreement is the only agreement,
which shall govern the relations between the Company and the Executive, and shall exclusively determine the
Executive’s terms of employment by the Company. This Agreement shall be binding upon the parties, and shall
not be subject to any other agreements or arrangements of any kind.
2. Term . The period of employment of the Executive by the Company hereunder (the
“Employment Period”) shall commence on January 8, 2007 (the “Effective Date”) and shall end on 31.12.2009
(the “Initial Period”), provided, however, that the Employment Period shall automatically be extended for
successive one year periods (each a “Renewal Period”) unless either of the parties shall give to the other party
written notice of its desire not to so extend the Employment Period no later than six (6) months prior to the
expiration of Initial Period or the Renewal Period, as the case may be. The Employment Period may be
terminated as described in Sections 5 and 6.
3. Position and Duties .
(a) As of 16.3. 2007 and during the Employment Period, the Executive shall serve as the
President and Chief Executive Offi