ExlService Holdings, Inc. 5,000,000 Shares 1 Common Stock ($0.001 par value) Underwriting AgreementExlService Holdings, Inc. • October 25th, 2006 • Services-business services, nec • New York
ExlService Holdings, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 5,000,000 shares of common stock, $0.001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 750,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. Certain terms used
REGISTRATION RIGHTS AGREEMENT by and among EXLSERVICE HOLDINGS, INC. and the STOCKHOLDERS named hereinRegistration Rights Agreement • October 25th, 2006 • ExlService Holdings, Inc. • Services-business services, nec • New York
REGISTRATION RIGHTS AGREEMENT, dated as of October 25, 2006, by and among ExlService Holdings, Inc., a Delaware corporation (the ”Company”), and the stockholders that are party to this Agreement from time to time, as set forth on the signature page hereto.
ContractStock Repurchase Agreement • October 25th, 2006 • ExlService Holdings, Inc. • Services-business services, nec • New York
This STOCK REPURCHASE AGREEMENT, dated October 25, 2006 (this “Agreement”), by and among ExlService Holdings, Inc., a Delaware corporation (the “Company”), and the holders of Series A Preferred Stock, par value $0.001 per share, of the Company (the “Preferred Stock”), listed on Schedule I hereto (the “Selling Stockholders”).
