1045560--3/31/2006--ENHERENT

related topics

{customer, product, revenue}

{acquisition, growth, future}

{system, service, information}

{personnel, key, retain}

{product, market, service}

{stock, price, share}

{operation, natural, condition}

{competitive, industry, competition}

{tax, income, asset}

{property, intellectual, protect}

{debt, indebtedness, cash}

{stock, price, operating}

{financial, litigation, operation}

Our failure to comply with restrictive covenants under our revolving credit facilities and other debt instruments could trigger prepayment obligations. The loss of even one significant client or any significant reduction in the use of our services could have a material adverse effect on our business, financial condition and results of operations. Our dependence on a limited number of clients results in a significant concentration of credit risk. Most of our contracts are terminable by our clients with limited notice and without penalty payments, and early terminations could have a material adverse effect on business, operating results and financial condition. If we raise additional capital in the future, our existing stockholders may suffer substantial dilution. Our failure to successfully integrate acquisitions could have a negative effect on our operations; our acquisitions could cause financial difficulties. A significant portion of our total assets consists of goodwill, which is subject to a periodic impairment analysis and a significant impairment determination in any future period could have an adverse effect on our results of operations even without a significant loss of revenue or increase in cash expenses attributable to such period. Our failure to meet clients expectations could result in losses or negative publicity and could subject us to liability for the services we provide. The existence of vendor management organizations in the information technology market could have a material adverse effect on our business. If we are unable to manage our growth, our profitability may decline. Acts of war or terrorism, or related effects could adversely affect our business, operating results and financial condition. Our failure to continue to recruit and retain qualified information technology professionals could have a material adverse effect on our business. Fluctuations in our quarterly revenues and operating results may lead to reduced prices for our stock. The use of fixed-price engagements could have a material adverse affect on our business, financial condition and results of operations. The information technology services industry is highly competitive and we cannot assure you that we will be able to compete successfully. The information technology sector is rapidly changing and evolving and failure of enherent to compete effectively could have a material adverse effect on our business, operating results and financial condition. Our inability to obtain or retain necessary work permits for foreign workers could increase our cost of recruiting and retaining the requisite number of information technology professionals. We rely on our intellectual property rights, which may not be properly protected or may infringe on the intellectual property rights of others. We are subject to penny stock regulations which could reduce trading activity and liquidity in our common stock.

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1045560--3/31/2006--ENHERENT_CORP