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STAPLES D-1
iEXHIBIT INDEX
Exhibit No. Description
3.1^ Restated Certificate of Incorporation, dated as of September 29, 2008. Filed as Exhibit 3.1 to the Company’s
Form 10-Q for the quarter ended November 1, 2008.
3.2^ Amendment to Restated Certificate of Incorporation, dated June 4, 2012. Filed as Exhibit 3.1 to the Company’s
Form 8-K filed on June 8, 2012.
3.3^ Amended and Restated By-laws of the Company, dated June 4, 2012. Filed as Exhibit 3.2 to the Company’s
Form 8-K filed on June 8, 2012.
4.1^ Indenture, dated January 15, 2009, by and among the Company and HSBC Bank USA, National Association.
Filed as Exhibit 4.1 to the Company’s Form 8-K filed on January 21, 2009.
4.2^ Form of 2.750% Senior Note due 2018. Filed as Exhibit 4.1 to the Company’s Form 8-K filed on January 13, 2013.
4.3^ Form of 4.375% Senior Note due 2023. Filed as Exhibit 4.2 to the Company’s Form 8-K filed on January 13, 2013.
10.1^ Agreement and Plan of Merger by and among Office Depot, Inc., Staples, Inc., and Staples AMS, Inc., dated as of
February 4, 2015. Filed as Exhibit 2.1 to the Company’s Form 8-K filed on February 4, 2015.
10.2+ Amended and Restated Commitment Letter by and among Staples, Inc., Bank of America, N.A., Merrill Lynch, Pierce,
Fenner & Smith Incorporated and Barclays Bank PLC dated as of February 20, 2015.
10.3^ Credit Agreement, dated May 31, 2013, by and among Staples, Inc., Bank of America, N.A., and the other lenders
named therein, Bank of America, N.A., as administrative agent for the lenders, as the lender of Swing Line Loans,
and as an Issuing Bank, Barclays Bank PLC and HSBC Bank USA, National Association, as co-syndication agents for
the Lenders and as Issuing Banks, and Wells Fargo Bank, National Association and JPMorgan Chase Bank, N.A., as
co-documentation agents for the lenders. (Including schedules and exhibits). Filed as Exhibit 10.1 to the Company’s
Form 8-K filed June 4, 2013.
10.4^ Amended and Restated Commercial Paper Dealer Agreement, dated as of August 6, 2008, among the Company,
and Banc of America Securities LLC. Filed as Exhibit 10.4 to the Company’s Form 10-Q for the quarter
ended August 2, 2008.
10.5^ Amended and Restated Commercial Paper Dealer Agreement, dated as of August 6, 2008, among the Company
and Lehman Brothers Inc. Filed as Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended August 2, 2008.
10.6^ Letter, dated as of September 29, 2008, assigning Lehman Brothers Inc. interests to Barclays Capital Inc., for the
Amended and Restated Commercial Paper Dealer Agreement, dated as of August 6, 2008, among the Company and
Lehman Brothers Inc. Filed as Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended November 1, 2008.
10.7^ Commercial Paper Dealer Agreement, dated as of September 19, 2008, among the Company, JP Morgan
Securities Inc. Filed as Exhibit 10.6 to the Company’s Form 10-Q for the quarter ended November 1, 2008.
10.8*^ Amended and Restated 2004 Stock Incentive Plan, as amended. Filed as Exhibit 10.2 to the Company’s
Form 10-Q for the quarter ended October 30, 2010.
10.9*^ Form of Non-Employee Director Restricted Stock Unit Award Agreement under the Amended and Restated 2004
Stock Incentive Plan.
10.10*^ Form of Non-Employee Director Restricted Stock Unit Award Agreement under the Amended and Restated 2004
Stock Incentive Plan. Filed as Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended April 30, 2011.
10.11*^ Form of Restricted Stock Unit Award Agreement under the Amended and Restated 2004 Stock Incentive Plan.
10.13*^ Form of Performance Share Award Agreement under the Amended and Restated 2004 Stock Incentive Plan. Filed as
Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended August 3, 2013.
10.13*^ Form of Special Performance Share Award Agreement under the Amended and Restated 2004 Stock Incentive Plan.
Filed as Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended July 31, 2010.
10.14*^ 2014 Stock Incentive Plan. Filed as Exhibit 10.1 to the Company’s 8-K filed on June 2, 2014.
10.15*^ Form of Non-Employee Director Restricted Stock Unit Award Agreement (Annual Grant). Filed as Exhibit 10.4 to the
Company’s Form 10-Q for the quarter ended August 2, 2014.
10.16*^ Form of Non-Employee Director Restricted Stock Unit Award Agreement (Lead Director and Committee Chairs).
Filed as Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended August 2, 2014.
10.17*^ Form of Restricted Stock Unit Award Agreement. Filed as Exhibit 10.2 to the Company’s Form 10-Q for the
quarter ended August 2, 2014.
10.18*^ Form of Performance Share Award Agreement. Filed as Exhibit 10.3 to the Company’s Form 10-Q for the
quarter ended August 2, 2014.
10.19*^ Amended and Restated Employee Stock Purchase Plan. Filed as Exhibit 10.6 to the Company’s Form 10-Q for the
quarter ended August 2, 2014.
10.20*^ Non-Management Director Compensation Summary. Filed as Exhibit 10.7 to the Company’s Form 10-Q for the
quarter ended August 2, 2014.
10.21*^ Form of Severance Benefits Agreement signed by executive officers of the Company. Filed as Exhibit 10.23 to the
Company’s Form 10-K for the fiscal year ended February 2, 2013.
10.22*^ Second Amended and Restated Long Term Cash Incentive Plan. Filed as Exhibit 10.1 to the Company’s Form 10-Q
for the quarter ended May 4, 2013.