CONFIDENTIAL December 11, 2008 Ms. Deborah A. O’Connor 24W485 Eugenia Drive Naperville, IL 60540 Dear Deb:Office Depot Inc • February 25th, 2014 • Retail-miscellaneous shopping goods stores • Delaware
OfficeMax Incorporated (the “Company”) is amending and restating the terms of your letter agreement dated July 9, 2008 (the “Agreement”) which provides you with severance benefits if your employment with the Company is terminated before or after a “change in control of the Company” (as defined in Section 2 of the Agreement). Agreement terms are being amended solely to comply with Section 409A of the Internal Revenue Code of 1986, as amended, with such changes effective January 1, 2009. As you may know, Section 409A subjects non-qualified deferred compensation, including certain severance benefits, to various rules and restrictions. On and after the execution of the amended and restated Agreement, it shall be known as the Agreement. The Agreement terms are as follows:
THIRD AMENDMENTCredit Agreement • February 25th, 2014 • Office Depot Inc • Retail-miscellaneous shopping goods stores • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of May 25, 2011 (as it may be amended or modified from time to time, this “Agreement”), among OFFICE DEPOT, INC., OFFICE DEPOT INTERNATIONAL (UK) LTD., OFFICE DEPOT UK LTD., OFFICE DEPOT INTERNATIONAL B.V., OFFICE DEPOT B.V., OFFICE DEPOT FINANCE B.V., OD INTERNATIONAL (LUXEMBOURG) FINANCE S.À R.L. and VIKING FINANCE (IRELAND) LTD., the other Loan Parties from time to time party hereto, the Lenders party hereto, JPMORGAN CHASE BANK, N.A., LONDON BRANCH, as European Administrative Agent and European Collateral Agent, JPMORGAN CHASE BANK, N.A., as Administrative Agent and US Collateral Agent, BANK OF AMERICA, N.A., as Syndication Agent, and CITIBANK, N.A. and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Documentation Agents.
OFFICEMAX INCORPORATED RETENTION BONUS AGREEMENTOfficemax Incorporated • February 25th, 2014 • Office Depot Inc • Retail-miscellaneous shopping goods stores
This OfficeMax Performance-Based Retention Bonus Agreement (“Agreement”) is made and entered into by and between OfficeMax Incorporated (“OfficeMax” or “Company”) and Deborah O’Connor (“Associate”) as of July 24, 2013.
SUPPLEMENTAL INDENTURESupplemental Indenture • February 25th, 2014 • Office Depot Inc • Retail-miscellaneous shopping goods stores • New York
SUPPLEMENTAL INDENTURE, dated as of February 22, 2013, among eDepot, LLC, a Delaware limited liability company (the “Guaranteeing Subsidiary”), a subsidiary of Office Depot, Inc., a Delaware corporation (or its permitted successor) (the “Company”), the Company, the Guarantors listed on the signature pages hereto and U.S. Bank National Association (or its permitted successor), a nationally chartered banking association, as trustee under the Indenture referred to below (the “Trustee”).
SECOND SUPPLEMENTAL INDENTURESupplemental Indenture • February 25th, 2014 • Office Depot Inc • Retail-miscellaneous shopping goods stores • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of November 22, 2013 (this “Supplemental Indenture”), among Mapleby Holdings Merger Corporation, a Delaware corporation, OfficeMax Incorporated, a Delaware corporation, OfficeMax Southern Company, a Louisiana partnership, OfficeMax Nevada Company, a Nevada corporation, OfficeMax North America, Inc., an Ohio corporation, Picabo Holdings, Inc., a Delaware corporation, BizMart, Inc., a Delaware corporation, BizMart (Texas), Inc., a Delaware corporation, OfficeMax Corp., an Ohio corporation, and OMX, Inc., a Nevada corporation (collectively, the “Guaranteeing Subsidiaries”), each a subsidiary of Office Depot, Inc., a Delaware corporation (or its permitted successor) (the “Company”), the Company, the Guarantors listed on the signature pages hereto and U.S. Bank National Association (or its permitted successor), a nationally chartered banking association, as trustee under the Indenture referred to below (the “Trustee”).
