AGREEMENT OF JOINT FILING

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree by and among them to the joint filing on behalf of them of a Statement on Schedule 13D and any and all amendments thereto and that this Agreement be included as an Exhibit to such filing. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which together constitute one instrument.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement as of this 12th day of October, 2011.

	JERSEY HOLDING CORPORATION

	By:	/s/ Bob Khanna
	Name: Bob Khanna
	Title: Director

	CVCIGP II JERSEY INVESTMENT L.P.

	By:	Citigroup Venture Capital International Investment G.P. Limited, as General Partner

	By:	/s/ Michael Robinson
	Name: Michael Robinson
	Title: Alternate Director


	CITIGROUP VENTURE CAPITAL INTERNATIONAL INVESTMENT G.P. LIMITED

	By:	/s/ Michael Robinson
	Name: Michael Robinson
	Title: Alternate Director


	CITIGROUP VENTURE CAPITAL INTERNATIONAL DELAWARE CORPORATION

	By:	/s/ Alfred Rodrigues
	Name: Alfred Rodrigues
	Title: Director


	CITICORP INTERNATIONAL FINANCE CORPORATION

	By:	/s/ William H. Wolf
	Name: William H. Wolf
	Title: Vice President


	CITICORP BANKING CORPORATION

	By:	/s/ William H. Wolf
	Name: William H. Wolf
	Title: Senior Vice President


	CITIGROUP INC.

	By:	/s/ Ali L. Kashan
	Name: Ali L. Karshan
	Title: Assistant Secretary

NESS TECHNOLOGIES INC SC 13D/A