Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

In August 2004, SYNNEX Corporation (the "Company"), through its subsidiary, SYNNEX Canada Limited, acquired substantially all of the outstanding common stock of EMJ Data Systems Limited ("EMJ"), a publicly traded Canadian company on the Toronto Stock Exchange. In connection with this acquisition, the Company entered into an employment agreement and an escrow and purchase agreement (the "Escrow Agreement") with Jim Estill, the then President and CEO of EMJ. Pursuant to the terms of the Escrow Agreement, which together with the employment agreement constitute the entire agreement and understanding with respect to Mr. Estill's employment with the Company, Mr. Estill's wholly-owned holding company is required to use a portion of Mr. Estill's proceeds from the sale of EMJ to purchase on the open market CDN$5 million of the Company's common stock, which stock is to be held in escrow for a period of 5 years.

On October 20, 2008, the Compensation Committee agreed to terminate the Escrow Agreement. All other terms and conditions of Mr. Estill's employment agreement remain unchanged and are valid and enforceable.

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