•] Shares of Common Stock SYNNEX CORPORATION UNDERWRITING AGREEMENT November [•], 2005Underwriting Agreement • November 17th, 2005 • Synnex Corp • Services-computer integrated systems design • New York
The stockholders named in Schedule I hereto (the “Selling Stockholders”) of SYNNEX Corporation, a corporation organized and existing under the laws of Delaware (the “Company”), subject to the terms and conditions stated herein, propose severally to sell to the several underwriters named in Schedule II hereto (the “Underwriters”) an aggregate of [•] shares (the “Firm Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). For the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters and subject to the terms and conditions stated herein, a Selling Stockholder also propose to sell to the Underwriters up to [•] additional shares of Common Stock (the “Additional Shares”). Each Selling Stockholder that proposes to sell such Additional Shares to the Underwriters is referred to herein as an “Additional Selling Stockholder”. The Firm Shares and any Additional Shares purchased by the Underwriter
