Officemax Incorporated Sample Contracts

OFFICEMAX INCORPORATED RETENTION BONUS AGREEMENT
Officemax 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.

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OFFICEMAX INCORPORATED
Officemax Incorporated • August 2nd, 2011 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”) is granted on July 27, 2011 (the “Award Date”) by OfficeMax Incorporated (“OfficeMax”) to Name (“Director” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan, as may be amended from time to time (the “Plan”), and pursuant to the following terms of this agreement (the “Agreement”):

OFFICEMAX INCORPORATED NONDISCLOSURE AND FAIR COMPETITION AGREEMENT
Officemax Incorporated • April 12th, 2012 • Officemax Inc • Wholesale-paper & paper products • Delaware

THIS AGREEMENT is made as of this 2nd day of April, 2012, by and between OfficeMax Incorporated, a Delaware corporation (“OfficeMax”), which term includes any affiliates and subsidiaries), and John Kenning (the “Executive”).

OFFICEMAX INCORPORATED
Officemax Incorporated • February 20th, 2007 • Officemax Inc • Wholesale-paper & paper products

This Annual Incentive Award (the “Award”) is granted on February , 2007 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to <<insert name >> (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Nonstatutory Stock Option Award Agreement
Officemax Incorporated • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Nonstatutory Stock Option Award (the “Award”), is granted as of April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and the following terms:

OFFICEMAX INCORPORATED
Officemax Incorporated • December 15th, 2004 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Award (the “Award”), is granted on , 2004 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to (“Director” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

OFFICEMAX INCORPORATED
Officemax Incorporated • June 3rd, 2011 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”) is granted on May 2, 2011 (the “Award Date”) by OfficeMax Incorporated (“OfficeMax”) to Michael Lewis (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan, as may be amended from time to time (the “Plan”), and the following terms and conditions of this agreement (the “Agreement”):

OFFICEMAX INCORPORATED
Officemax Incorporated • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Annual Incentive Award (the “Award”), is granted on April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

NONDISCLOSURE AND NONCOMPETITION AGREEMENT
Officemax Incorporated • October 7th, 2005 • Officemax Inc • Wholesale-paper & paper products • Illinois

THIS AGREEMENT is made as of this 3rd day of October, 2005 by and between OfficeMax Incorporated, a Delaware corporation (“OfficeMax”), which term includes any and all affiliates and subsidiaries), and Don Civgin (the “Employee”).

OFFICEMAX INCORPORATED 2007 Director Restricted Stock Unit Award Agreement
Officemax Incorporated • August 1st, 2007 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on July 26, 2007 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to (“Director” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Nonstatutory Stock Option Award Agreement
Officemax Incorporated • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Nonstatutory Stock Option Award (the “Award”), is granted as of April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and the following terms:

OFFICEMAX INCORPORATED Executive Vice President – Business Unit
Officemax Incorporated • May 8th, 2012 • Officemax Inc • Wholesale-paper & paper products

This potential Annual Incentive Award (the “Award”) is granted on Date (the “Award Date”), by OfficeMax Incorporated (the “Company”) to Name (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan, as may be amended from time to time (the “Plan”), and the following terms and conditions of this agreement (the “Agreement”):

Restricted Stock Unit Award Agreement
Officemax Incorporated • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

OFFICEMAX INCORPORATED 2006 Director Restricted Stock Unit Award Agreement
Officemax Incorporated • August 2nd, 2006 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on July 28, 2006 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to (“Director” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Nonstatutory Stock Option Award Agreement
Officemax Incorporated • October 7th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Nonstatutory Stock Option Award (the “Award”), is granted October 4, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Don Civgin (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and the following terms of this agreement (the “Agreement”):

OFFICEMAX INCORPORATED
Officemax Incorporated • February 15th, 2006 • Officemax Inc • Wholesale-paper & paper products

This Annual Incentive Award (the “Award”) is granted on February 9, 2006 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to <<insert name >> (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

Restricted Stock Unit Award Agreement
Officemax Incorporated • October 7th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on October 4, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Don Civgin (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms of this Agreement (the “Agreement”):

OFFICEMAX INCORPORATED
Officemax Incorporated • February 22nd, 2012 • Officemax Inc • Wholesale-paper & paper products

This potential Annual Incentive Award (the “Award”) is granted on Date (the “Award Date”), by OfficeMax Incorporated (the “Company”) to Ravi Saligram (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan, as may be amended from time to time (the “Plan”), and the following terms and conditions of this agreement (the “Agreement”):

Restricted Stock Unit Award Agreement
Officemax Incorporated • April 20th, 2005 • Officemax Inc • Wholesale-paper & paper products

This Restricted Stock Unit Award (the “Award”), is granted on April 18, 2005 (the “Award Date”), by OfficeMax Incorporated (“OfficeMax”) to Sam Duncan (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan (the “Plan”) and pursuant to the following terms:

OFFICEMAX INCORPORATED NONDISCLOSURE AND NONCOMPETITION AGREEMENT
Officemax Incorporated • March 6th, 2009 • Officemax Inc • Wholesale-paper & paper products

THIS AGREEMENT is made as of this 2nd day of March, 2009, by and between OfficeMax Incorporated, a Delaware corporation (“OfficeMax”), which term includes any affiliates and subsidiaries), and Bruce Besanko (the “Employee”).

OFFICEMAX INCORPORATED
Officemax Incorporated • March 16th, 2011 • Officemax Inc • Wholesale-paper & paper products

This potential Annual Incentive Award (the “Award”) is granted on November 8, 2010 (the “Award Date”), by OfficeMax Incorporated (the “Company”) to Ravichandra Saligram (“Awardee” or “you”) pursuant to the 2003 OfficeMax Incentive and Performance Plan, as may be amended from time to time (the “Plan”), and the following terms and conditions of this agreement (the “Agreement”):

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