0001193125-13-071764 Sample Contracts

VOTING AGREEMENT
Voting Agreement • February 22nd, 2013 • Officemax Inc • Wholesale-paper & paper products • Delaware

This VOTING AGREEMENT (this “Agreement”), dated as of February 20, 2013, is by and among Office Depot, Inc., a Delaware corporation (“Office Depot”), OfficeMax Incorporated, a Delaware corporation (“OfficeMax”), BC Partners, Inc., a Delaware corporation (the “Investor Representative”), and the several Investors listed on Schedule 1 hereto (the “Investors”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as in effect as of the date hereof).

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