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Exhibit
10.21
AMENDMENT
TO
SYNNEX
CORPORATION
CHANGE OF CONTROL
SEVERANCE PLAN
In accordance with
Section 7(c) of the SYNNEX Corporation (formerly SYNNEX
Information Technologies, Inc.) Change of Control Severance Plan
(the “Plan”), the Plan is hereby amended to comply with
the provisions of Section 409A of the Internal Revenue Code of
1986, as amended, as follows:
1. Section 4 of the Plan
is hereby amended, effective January 1, 2005, to add the
following new subsection (c) at the end thereof:
“(c) Section 409A.
The receipt of any severance benefits pursuant to Section 4(a)
will be subject to the Participant signing and not revoking a
standard release of claims with the Company in a form acceptable to
the Company within such period of time as the Company may require,
but not to exceed 60 days following the later of the
Participant’s termination of employment or the Change of
Control. Subject to the foregoing sentence, any severance benefits
due pursuant to this Agreement will commence to be paid or provided
on or before the 90 th day
following the later of the Participant’s termination of
employment or the Change of Control, as determined in the sole
discretion of the Company.
In addition, the provisions
of this Plan which require the commencement of payments or benefits
subject to Section 409A of the Internal Revenue Code of 1986,
as amended (“Section 409A”) upon a termi
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