X0202 4 2007-07-15 0 0001089638 NESS TECHNOLOGIES INC NSTC 0001393607 Segev Ofer C/O NESS TECHNOLOGIES, INC. ATIDIM HIGH-TECH INDL. PARK, BLDG. 4 TEL AVIV 61580 0 1 0 0 Executive VP and CFO Option (right to buy) 13.00 2007-07-15 4 A 0 100000 0 A 2008-04-01 2011-12-31 Common Stock, $.01 par value per share 100000 100000 D Pursuant to the Reporting Person's employment agreement with the Issuer dated March 12, 2007, the Issuer agreed to award the options subject to the Issuer's stockholders' approval of the 2007 Stock Option Plan and the Issuer's satisfaction of the applicable provisions of the Israeli Tax Code and any rules and regulations promulgated thereunder. The conditions for the option grant were satisfied on July 15, 2007. The options first vest and become exercisable in three equal installments on each of April 1, 2008, 2009 and 2010. By: /s/ Ilan Rotem - Attorney in Fact 2007-07-16