EXHIBIT 10.22
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SCHEDULE OF MATERIAL DETAILS OF UNIT PURCHASE OPTION AGREEMENTS DATED MARCH 18,
1994, BETWEEN THE REGISTRANT AND EACH OF XXXXX X. XXXXXXXX, XXXXXX XXXXXXXXX,
XXXXX XXXXXXXXX, AND XXXXXXX XXXXXXXXXX, INCLUDING LETTER AGREEMENT DATED
FEBRUARY 7, 1997 BETWEEN THE PARTIES (FORM OF UNIT PURCHASE OPTION AGREEMENT
INCORPORATED BY REFERENCE TO EXHIBIT 4.3 TO THE REGISTRANT'S FORM SB-2 FILED
WITH THE COMMISSION ON MARCH 2, 1994, REGISTRATION NO. 33-75026-A)
EXHIBIT 10.22
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SCHEDULE OF MATERIAL DETAILS
OF
OUTSTANDING UNIT PURCHASE OPTION AGREEMENTS
The Unit Purchase Option Agreements of the four option holders listed below are
identical to the form of agreement (Incorporated by reference to Exhibit 4.3 to
the Registrant's Form SB-2 filed with the Commission on March 2, 1994,
Registration No. 33-75026-A) in all material respects, except for the identity
of the option holder and the number of units subject to the agreement, as set
forth below:
Option Holder Number of Units
------------- ---------------
Xxxxx X. Xxxxxxxx 13,500
Xxxxxx Xxxxxxxxx 13,500
Xxxxx Xxxxxxxxx 13,500
Xxxxxxx Xxxxxxxxx 1,500
[SCANSOURCE, INC. LETTERHEAD]
February 7, 1997
Xxxxx X. Xxxxxxxx
GKN Securities Corp.
00 Xxxxx Xxx
Xxx Xxxx, XX 00000
RE: ScanSource, Inc. (the "Company")/Unit Purchase Option Agreements Dated
March 18, 1994 (collectively the "UPOs") with Xxxxx X. Xxxxxxxx,
Xxxxxx Xxxxxxxxx, Xxxxx Xxxxxxxxx, and Xxxxxxx Xxxxxxxxx (collectively
the "UPO Holders")
Dear Xxxxx:
This letter confirms the Company's agreement with the UPO Holders to file
not later than the 60th day following the effective date of the Company's
pending S-1 Registration Statement (SEC Registration No. 333-20231) an S-3
Registration Statement covering the 84,000 shares subject to the outstanding
UPOs (the "UPO Shares") and exercise its best efforts to have such S-3
Registration Statement become effective on the 90th day following the effective
date of such S-1 Registration Statement, or as soon thereafter as is
practicable. Except as otherwise set forth in this letter, such S-3
registration shall be conducted as set forth in, and shall be subject to the
conditions of, the UPOs.
The Company will exercise its best efforts to cause such S-3 Registration
Statement to remain effective for a period of at least nine (9) consecutive
months after its effective date, to the extent set forth in the UPOs. The
effectiveness of such S-3 Registration Statement shall satisfy the UPO Holders'
demand registration rights under Section 5.1 of the UPOs. Should any of such
UPO Shares not be sold pursuant to the S-3 Registration Statement, the UPO
Holders' "piggy-back" registration rights shall remain effective for any
subsequent registration by the Company to the extent set forth in the UPOs.
The UPO Holders have agreed to provide the Company and its underwriters a
customary 90-day lock-up agreement, substantially in the form previously
provided to the UPO Holders.
To confirm this agreement, please have a copy of this letter signed in the
places indicated below and return a signed copy to the Company. If you have any
questions, please call.
Sincerely yours,
SCANSOURCE, INC.
By:
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Title:
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Xxxxx X. Xxxxxxxx
February 7, 1997
Page 2
Agreed:
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Xxxxx X. Xxxxxxxx
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Xxxxxx Xxxxxxxxx
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Xxxxx Xxxxxxxxx
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Xxxxxxx Xxxxxxxxx
Date: February , 1997
