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                                                                   EXHIBIT 10.20


                        SCHEDULE OF INVESTOR'S AGREEMENTS

1)       Investor's Agreement by and between Factory Automation & Computer
         Technologies, Inc. and Warburg, Pincus Investors, L.P. dated as of
         September 19, 1995.

2)       Investor's Agreement by and between Factory Automation & Computer
         Technologies, Inc. and Warburg, Pincus Investors, L.P. dated as of
         November 5, 1996.

3)       Investor's Agreement by and between Factory Automation & Computer
         Technologies, Inc. and Warburg, Pincus Investors, L.P. dated as of
         December 9, 1996.

4)       Investor's Agreement by and between SynQuest, Inc. and Warburg, Pincus
         Investors, L.P. dated as of February 17, 1997.

5)       Investor's Agreement by and between SynQuest, Inc. and Warburg, Pincus
         Investors, L.P. dated as of April 15, 1997.

6)       Investor's Agreement by and between SynQuest, Inc. and Warburg, Pincus
         Investors, L.P. dated as of May 20, 1997.

7)       Investor's Agreement by and between SynQuest, Inc. and Warburg, Pincus
         Investors, L.P. dated as of July 20, 1997.


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                                 SYNQUEST, INC.

                              Investor's Agreement



                  This Investor's Agreement (this "Agreement") is entered into
as of [Date], by and among SynQuest, Inc., a Georgia corporation (the
"Company"), and _______________ (the "Investor").

                  In consideration of the mutual promises, representations,
warranties, covenants and conditions set forth in this Agreement, the Company
and the Investor mutually agree as follows:

                  1.       $ Investment.

                  1.1      Stock Purchase Warrant and Subordinated Promissory
Note. Subject to the terms and conditions of this Agreement, at the Closing (as
defined in Section 1.2 hereof), the Company agrees to issue and deliver to the
Investor (i) a Subordinated Promissory Note in favor of the Investor executed by
the Company in the form of Exhibit 1.1(i) hereto (the "Note") in the amount of
___ Dollars ($___) and bearing interest at the Prime Rate, as defined therein,
plus two percent per annum, and (ii) the Stock Purchase Warrant in favor of the
Investor executed by the Company in the form of Exhibit 1.1(ii) hereto (the
"Warrant") for the purchase of up to ______shares of Common Stock of the
Company. In consideration of the issuance and delivery of the Note and the
Warrant, the Investor shall deliver to the Company a certified check or
cashier's check, or immediately make available funds by wire transfer to an
account designated by the Company, in the amount of _____ Dollars ($____) (the
"Funding").

                  1.2      Closing. The issuance and delivery of the Warrant and
the Note by the Company, and the advance of the Funding by the Investor, shall
take place at the offices of [Investor's Office], effective as of the date of
this Agreement.

                  2.       Representations and Warranties of the Company.

                  The Company represents and warrants to the Investor that:

                  2.1      Authorization. The Company has all requisite
corporate power and authority to execute, deliver and perform this Agreement.
All corporate action on the part of the Company and its officers, directors and
stockholders necessary for the Company's authorization, execution, delivery and
performance of all obligations of the Company under this Agreement has

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been or taken. This Agreement constituted a legal, valid and binding obligation
of the Company, enforceable against the Company in accordance with its terms.

                  2.2      Validity of Stock. The shares of Common Stock that
will be issued to the Investor upon exercise of the warrants (the "Shares") will
be duly authorized and, when issued shall be duly and validly issued, fully paid
and nonassessable with no personal liability attaching to the ownership thereof,
and will be free and clear of all liens, charges, restrictions, claims and
encumbrances imposed by or through the Company.

                  2.3      Governmental Consents. All consents, approvals,
orders or authorizations of, or registrations, qualifications, designations or
filings with any federal or state governmental authority on the part of the
Company required in connection with the consummation of the transactions
contemplated by this Agreement shall have been obtained prior to, and be
effective as of, the effective date of this Agreement except that any notices of
sale required to be filed with the Securities and Exchange Commission ("SEC")
pursuant to Regulation D promulgated under the Securities Act of 1933, as
amended (the "Act"), or any state securities law authority pursuant to
applicable blue sky laws may be filed within the applicable periods therefor.

                  2.4      Compliance with Other Instruments. The Company will
not, as of the effective date of this Agreement, be in violation of any
provisions of its By-Laws, each as in effect as of such date, or in any material
respect of any provision of any indenture, instrument or contract to which it is
a party, or of any provision of any federal or state judgment, writ, decree,
order, statute, rule or governmental regulation applicable to the Company. The
execution, delivery and performance of this Agreement and the Shares, or either
of them, will not result in any such violation or be in conflict with or
constitute a default under any such provision, or result in the creation or
imposition of any lien, charge, restriction, claim or encumbrance of any nature
whatsoever upon any of the properties or assets of the Company.

                  2.5      Private Sale. Neither the Company nor any person
authorized or employed by the Company as an agent, broker, dealer or otherwise
has sold or offered any of the Common Stock to be authorized by the Company or
other securities of the Company or has solicited any offers to buy any of such
Common Stock or other securities of the Company from, or otherwise negotiated or
sought to negotiate in respect thereof with, any person, firm or corporation, or
will take any other action (including, without limitation, any offer, issuance
or sale of any security of the Company under circumstances that might require
the integration of the offer or sale of such security with the offer or sale of
the Common Stock under the Act or the rules and regulations of the SEC
thereunder), so as to bring the issuance and delivery of the Common Stock under
the circumstances contemplated by this Agreement, within the provisions of
Section 5 of the Act. The issuance and delivery of the Common Stock will be
exempt from the registration requirements of the Act and any applicable state
securities laws.


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                  3.       Representations and Warranties of the Investor. The
Investor represents and warrants to the Company, that:

                  3.1      Authorization. All action on the part of the Investor
necessary for the Investor's authorization, execution, delivery and performance
of all obligations of the Investor under this Agreement has been taken. This
Agreement shall constitute a legal, valid and binding obligation of the
Investor, enforceable against the Investor in accordance with its terms.

                  3.2      Compliance with Other Instruments. The execution,
delivery and performance of this Agreement by the Investor will not conflict
with or result in a violation of any provision of the Investor's limited
partnership agreement or certificate of limited partnership, each as amended to
date.

                  3.3      Investment Representations.

                  3.3.1    This Agreement is made with the Investor in reliance
upon the Investor's representation to the Company, which by the acceptance
hereof the Investor hereby confirms, that the Shares will be acquired for
investment for its own account, not as a nominee or agent, and not with a view
to the sale or distribution of all or any part thereof absent the registration
of such Shares under the Act and any applicable state securities laws, or
pursuant to a valid exemption from such registration requirements, and the
Investor has no present intention of selling, granting, participation in, or
otherwise distributing the same. By executing this Agreement, the Investor
further represents that it does not have any contract, undertaking, agreement or
arrangement with any person to sell, transfer or grant participation to such
person, or to any third person, with respect to any of the Shares.

                  3.3.2    The Investor understands that at the time of
issuance, the Shares may not be registered under the Act on the ground that the
sale provided for in this Agreement and the issuance of the Shares hereunder is
being made in reliance upon an exemption from the registration requirements of
the Act pursuant to Section 4(2) thereof as a transaction by an issuer not
involving a public offering or pursuant to Section 3(b) thereof, and is
similarly exempt under any other applicable state securities laws, and that the
Company's reliance on such exemption is predicated on the Investor's
representations as set forth herein.

                  3.3.3    The Investor represents that it is experienced in
evaluating and investing in private companies such as the Company, is able to
fend for itself in the transactions contemplated by this Agreement, has such
knowledge and experience in financial and business matters as to be capable of
evaluating the merits and risks of its investment, and has the ability to bear
the economic risks of its investment. The Investor further represents that it
has had access, during the course of the transaction and prior to the issuance
of the Shares, to information concerning the Company and that it has had during
the course of the transaction and prior to the issuance of the Shares, the
opportunity to ask questions of, and receive answers from, the Company
concerning the terms and conditions of the offering and the Company's business,


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management and financial affairs, and to obtain additional information (to the
extent the Company possessed such information or could acquire it without
unreasonable effort or expense) necessary to verify the accuracy of any
information furnished to it or to which had access.

                  3.3.4    The Investor represents that it is an "accredited
investor" as defined in Rule 501 of Regulation D promulgated under the Act.

                  3.3.5    The Investor understands that the Shares may not be
sold, transferred or otherwise disposed of without registration under the Act
and any applicable state securities laws absent an exemption therefrom, and that
in the absence of an effective registration statement covering the Shares or an
available exemption from registration under the Act and any applicable state
securities laws, the Shares must be held indefinitely. In particular, the
Investor is aware that the Shares may not be sold pursuant to Rule 144
promulgated under the Act unless all the conditions of that Rule are met. Among
the conditions for use of Rule 144 may be the availability of current and
adequate information to the public about the Company. Such information is not
now available and the Company has no current plans to make such information
available.

                  3.3.6    The Investor agrees that in no event will it sell,
transfer or otherwise dispose of any of the Shares (other than pursuant to an
effective registration statement under the Act and any applicable state
securities laws), unless and until it or its proposed transferee shall have
furnished to the Company an opinion, reasonably satisfactory to the Company, of
counsel reasonably satisfactory to the Company, prepared at the expense of the
Investor or its proposed transferee, to the effect that such transfer may be
made without registration under the Act and all applicable state securities
laws.

                  3.4      Legends.

                  3.4.1    All documents and certificates evidencing the Shares
shall bear a legend substantially to the following effect until the same is no
longer required under the Act:

           THESE SHARES OF COMMON STOCK HAVE NOT BEEN REGISTERED UNDER THE
           SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE
           SECURITIES LAWS AND TRANSFERRED, NOR WILL ANY ASSIGNEE OR ENDORSEE
           HEREOF BE RECOGNIZED AS AN OWNER OR HOLDER HEREOF BY THE COMPANY FOR
           ANY PURPOSE UNLESS A REGISTRATION STATEMENT UNDER THE SECURITIES ACT
           OF 1933, AS AMENDED, AND ANY APPLICABLE STATE SECURITIES LAWS
           APPLICABLE TO THESE SHARES OF COMMON STOCK SHALL THEN BE IN EFFECT OR
           UNLESS THE AVAILABILITY OF AN EXEMPTION FROM REGISTRATION WITH
           RESPECT TO ANY PROPOSED TRANSFER OR DISPOSITION OF THESE SHARES OF
           COMMON STOCK SHALL BE ESTABLISHED IN AN OPINION OF COUNSEL
           SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.


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                  3.4.2    The documents and certificates evidencing the Shares
shall also bear any legend required by any applicable state securities law.

                  4.       Miscellaneous.

                  4.1      Survival of Representations and Warranties. The
representations and warranties of the parties shall survive the effective date
of the issuance of the Shares.

                  4.2      Entire Agreement. This Agreement and the documents
referred to herein constitute the entire agreement among the parties and
supersede all prior communications, representations, understandings and
agreements of the parties with respect to the subject matter hereof and thereof,
and no party shall be liable or bound to any other party in any manner by any
warranties, representations or covenants except as specifically set forth herein
or therein. Nothing in this Agreement, express or implied, is intended to confer
upon any third party any rights, remedies, obligations or liabilities under or
by reason of this Agreement, except as expressly provided in this Agreement.

                  4.3      Governing, Law. This Agreement shall be governed by
and construed under the laws of the State of Georgia, as it applies to a
contract executed, delivered and performed in the State of Georgia.

                  4.4      Counterparts. This Agreement may be executed in two
or more counterparts, each of which shall be deemed an original, but all of
which together shall constitute one and the same instrument.

                  4.5      Titles and Subtitles. The titles and subtitles used
in this Agreement are used for convenience only and are not to be considered in
construing or interpreting this Agreement.

                  4.6      Notices. Any notice required or permitted under this
Agreement shall be given in writing and shall be deemed effectively given upon
personal delivery, upon transmission thereof if sent by facsimile transmission,
on the second business day after delivered to an air courier company for express
delivery or on the seventh business day after deposit with the United States
Post Office, by registered or certified mail, postage prepaid, addressed as
follows:

                           INVESTOR
                           [Investor's name, address, fax number and contact
                           person]

                           COMPANY

                           SynQuest, Inc.
                           3500 Parkway Lane, Suite 555
                           Norcross, Georgia  30092
                           Facsimile: (404) 447-4995
                           Attention: Joseph Trino


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Any party may designate a new address by five days advance written notice to the
other party.

                  4.7      Finders' Fees. Each party hereto represents that it
neither is, nor will be, obligated for any finders' fee or commission in
connection with this transaction.

                  4.8      Expenses. The Company and the Investor shall pay all
costs and expenses that they incur with respect to the negotiation, execution
and delivery of this Agreement and the transactions contemplated hereby.

                  4.9      Amendments and Waivers. Any term of this Agreement
may be amended and the observance of any term of this Agreement may be waived
(either generally or in a particular instance and either retroactively or
prospectively), with the written consent of the Company and the Investor.

                  4.10     Successors and Assigns. This Agreement shall inure to
the benefit of and be binding upon the successors and assigns of each of the
parties hereto. Except to the extent otherwise provided for herein, neither this
Agreement nor the rights of the parties hereunder may be assigned without the
written consent of the non-assigning party.


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           IN WITNESS WHEREOF, the parties have executed this Agreement as of
the date first above written.

                                                     SYNQUEST, INC.

                                                     By:
                                                        ------------------------
                                                     Joseph Trino
                                                     Chief Executive Officer


                                                     [INVESTOR]

                                                     By:
                                                        ------------------------
                                                     Name
                                                     Position




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