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Associate Handbook

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Associate Handbook

United Stationers Inc. – Associate Handbook

Contents

General Information

About This Handbook .............................................................................................................................................................. 1 Employment at Will ................................................................................................................................................................. 1 Our Core Purpose, Vision and Mission .................................................................................................................................... 2 Our Values ............................................................................................................................................................................... 2 Our Leadership Practices ......................................................................................................................................................... 3 Our Position on Unions and Our Relationship with You .......................................................................................................... 4 Equal Employment Practices ................................................................................................................................................... 5 Background Investigations ...................................................................................................................................................... 7 Work Authorizations ............................................................................................................................................................... 7 Personnel File .......................................................................................................................................................................... 8 Employment Verification ......................................................................................................................................................... 8 90-Day Introductory Period for all Hourly Non-Exempt Associates ........................................................................................ 9

Workplace Policies

Building Access ...................................................................................................................................................................... 11 Parking Facilities .................................................................................................................................................................... 11 Inspection .............................................................................................................................................................................. 12 Health and Safety .................................................................................................................................................................. 12 Communicable Diseases ........................................................................................................................................................ 12 Tobacco Free ......................................................................................................................................................................... 13 Safety Rules ........................................................................................................................................................................... 13 Emergency Procedures .......................................................................................................................................................... 16 Adverse Weather ................................................................................................................................................................... 17 Other Building Closures ......................................................................................................................................................... 17 Workplace Violence ............................................................................................................................................................... 18 Alcohol & Controlled Substances .......................................................................................................................................... 20 Cell Phone .............................................................................................................................................................................. 21 Dress Code ............................................................................................................................................................................. 21 Solicitation ............................................................................................................................................................................. 22 General Conduct Guidelines .................................................................................................................................................. 23 Guidelines for Resolving Issues ............................................................................................................................................. 25 Hiring Relatives and Personal Relationships in the Workplace ............................................................................................. 26 Code of Business Conduct ..................................................................................................................................................... 27 Non-Harassment and Anti-Retaliation .................................................................................................................................. 38 Technology & Electronic Communications ............................................................................................................................ 41 Employee Data Privacy Policy ................................................................................................................................................ 45 Business Record Retention and Disposal............................................................................................................................... 48 Corporate Approvals and Authorization Matrices ................................................................................................................ 48 Expense Reimbursement, Corporate Credit Card and Travel ................................................................................................ 49 Confidentiality and Non-Disclosure ....................................................................................................................................... 51 Insider Trading ....................................................................................................................................................................... 53 Compliance with SEC Regulation FD ...................................................................................................................................... 59 Media Public Presentations and Investor Relations .............................................................................................................. 60 International Trade Compliance ............................................................................................................................................ 61 Leaving the Company ............................................................................................................................................................ 63 Service Bridging ..................................................................................................................................................................... 63

November 2014

United Stationers Inc. – Associate Handbook

Compensation

Compensation Program Overview ........................................................................................................................................ 65 Paperless Payroll ................................................................................................................................................................... 65 Payroll Frequency .................................................................................................................................................................. 65 Time Keeping ......................................................................................................................................................................... 66 Exempt/Non-Exempt ............................................................................................................................................................. 66 Overtime Pay ......................................................................................................................................................................... 66 Payroll Deductions ................................................................................................................................................................. 66 Performance Management ................................................................................................................................................... 67 Pay Increases ......................................................................................................................................................................... 67 Associate Gift and Awards ..................................................................................................................................................... 67

Benefits

Benefits Overview ................................................................................................................................................................. 69 Electing Health and Welfare Benefits .................................................................................................................................... 69 Eligibility ................................................................................................................................................................................ 69 Medical, Dental, and Vision Insurance .................................................................................................................................. 69 Life Insurance ........................................................................................................................................................................ 70 Accidental Death & Dismemberment (AD&D) Insurance ...................................................................................................... 70 Worker’s Compensation Insurance ....................................................................................................................................... 70 Short-Term Disability ............................................................................................................................................................. 70 Disability Benefits .................................................................................................................................................................. 71 Pension Plan .......................................................................................................................................................................... 72 401(k) Savings Plan ................................................................................................................................................................ 72 Employee Stock Purchase Plan .............................................................................................................................................. 72 Flexible Spending Accounts ................................................................................................................................................... 72 Employee Assistance Program (EAP) ..................................................................................................................................... 72 Tuition Reimbursement ......................................................................................................................................................... 73 Associate Merchandise Purchases ........................................................................................................................................ 74

Time Away from Work

Holidays ................................................................................................................................................................................. 75 Paid Time Off (PTO) ............................................................................................................................................................... 76 Leaves of Absence ................................................................................................................................................................. 78 Bereavement Leave ............................................................................................................................................................... 91 Civic Duty ............................................................................................................................................................................... 91 Voting .................................................................................................................................................................................... 91 Attendance for Non-Exempt ................................................................................................................................................. 92

November 2014

Welcome

Dear Fellow Associate:

Welcome to United Stationers! We are excited that you have joined our Company and we look forward to a long and mutually beneficial relationship.

Our Associate Handbook is a guide to help you become familiar with the Company’s benefits, policies and our Vision, Values and Leadership Practices. At United Stationers, we strive to provide an environment where the Company’s associates can excel or perform in an atmosphere of respect and consideration and with pride in the Company’s reputation for quality and ethics. One way to accomplish that objective is by establishing and communicating clear written policies that articulate the behavior expected of all associates throughout the Company. Please become familiar with the content of this handbook, which will provide you with information about the Company and answer many of the questions you may have. Your manager or local Human Resources representative is also available to answer any additional questions. We count on you to regularly visit the Company intranet to access the most recent version of all policies and to receive updates.

As a dynamic organization, we depend on the skill and energy of our associates to provide our customers across the country with competitively priced products and an unsurpassed commitment to service. As you get to know us better, you will find that we have a long and proud tradition of achieving that goal, a tradition that has made us the recognized leader in the wholesale business products distribution industry.

We look forward to the contribution you will make, and hope your career at United Stationers will be both satisfying and successful!

P. Cody Phipps President and Chief Executive Officer

1 United Stationers Inc. – General Information

General Information

About This Handbook

This handbook is the beginning of a communication process with you. It contains valuable information to make your onboarding process easier. This handbook is applicable to all officers and associates of United Stationers Inc., and all of its subsidiaries and their respective divisions, business units, functional areas and facilities, collectively the “Company” or “United Stationers”, except as otherwise required by state law or a collective bargaining agreement.

Please read this handbook thoroughly as part of your initial orientation into the Company. The Company maintains detailed company policies, many of which are in this handbook, depending on the topic. However, the most current versions of all company policies are available on the company intranet. It is your responsibility to access the company intranet for any policy updates. If you do not have access to the Intranet, “kiosk” computers are available at many facilities for you to view and print company information when needed. If at any time you need a more detailed explanation of any company policy, please discuss it with your manager or contact your local Human Resources representative.

This associate handbook is intended to provide guidance to both management and associates, and supersedes and replaces any and all handbooks previously issued to associates. IT IS NOT A CONTRACT AND DOES NOT CREATE A CONTRACTUAL RELATIONSHIP BETWEEN ANY ASSOCIATE AND THE COMPANY. The Company reserves the rights to revise, delete, or add to any and all policies, procedures, work rules or benefits discussed or summarized in this handbook. It is your responsibility to access updates through the company intranet.

The effective date of this handbook is May 1, 2014. All policies and procedures are subject to change at any time.

Employment at Will

Employment with the Company is considered “at will”; that is, employment is not guaranteed and for any definite period of time. Employment can be terminated at any time, with or without cause, and with or without notice, by you or by the Company. No associate or representative of the Company, other than the Chief Executive Officer, has any authority to enter into any agreement or make any promise to the contrary, and then only if such commitment is in writing and signed by the President and Chief Executive Officer of the Company.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

2 United Stationers Inc. – General Information

Our Core Purpose, Vision and Mission

OUR CORE PURPOSE is to enable Our partners to reach their full potential and together we are inspired to serve the world.

OUR VISION is to become The premier supplier of digitally sourced Business Essentials.

OUR MISSION is to become A high performance organization delivering exceptional value through superior execution of innovative marketing and logistics services.

OUR PROMISE is to always ask the question “If I Were the Customer…”

Our Values

Our values are the unshakable beliefs that guide our actions and decisions. They support our vision, and describe how we treat others every day.

At United Stationers, We Value... People. We give back by being of service to others at work and in our communities. We believe in providing all of our associates with a safe work environment and the opportunity to grow and to achieve their goals. We also believe that it is important for our associates to appropriately balance their work and personal commitments.

Honesty and Integrity. We believe that there is never a right way to do a wrong thing. We work to build relationships based on trust. We excel in an environment of openness and trust. We are open in sharing our ideas and encouraging the ideas of others. We build trust amongst ourselves by interacting with one another openly and directly.

Respect and Dignity. All associates earn respect by treating others as they would wish to be treated themselves. We give and receive feedback with consideration for the feelings of others. We value differences amongst ourselves and respect the personal dimensions of all associates. We believe that everyone has valuable ideas and opinions and can make important contributions to the Company. Everyone has something to learn. Everyone has something to teach.

Customers. We believe in always giving customers what they expect and, whenever possible, trying to deliver service they only dream about.

Quality and Continuous Improvement. We embrace change and continuous improvement. We believe in the continuous improvement of our systems, processes, and competencies. We share best practices across the Company and we are receptive to change. Through effective goal setting and problem solving, we learn better ways to provide exceptional results to our stakeholders. We believe in always doing our best. We then look for ways to make our best even better.

Teamwork. We are team players and team builders. We believe that through the power of teamwork we can achieve exceptional results for our stakeholders. We encourage and expect all associates to participate in teams as a fundamental condition of how we get our work done. We believe we are all in this together and want “United” to be more than just our name.

Accountability. We are accountable and results focused. We are personally accountable to our stakeholders for exceptional results. We are personally accountable to each other for keeping promises and commitments. We all take ownership for contributing to the Company’s success.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

3 United Stationers Inc. – General Information

Our Leadership Practices

One of the most important interactions that occurs in the workplace is that between a manager and his or her associates. At United Stationers, we consider leadership a special accountability entrusted to managers at all levels to ensure that associates are working with them toward specific goals with their full competence and commitment. In other words, one of a manager’s key accountabilities is to create and sustain a working environment in his or her team that calls forth people’s best efforts. We believe that consistently using the following leadership practices, in concert with the Company’s values, is the “how to” and heart of effective managerial leadership.

In concert with the Company’s values, and in their daily interaction with associates, managers at United Stationers are accountable for:

Selecting/Hiring/Orienting. Recruiting, selecting and hiring appropriate talent for vacant positions, and then providing guidance and resources that will enable new associates the best chance for success in their new position.

Involving Associates. Encouraging associates to participate in assignments and projects and assist with planning and problem solving. Being accessible to associates on a continuous basis, and ensuring that they receive and understand pertinent information regarding the Company, business unit and other things that may affect them.

Communicating. Regularly initiating two-way conversations with associates to create awareness, understanding, acceptance and commitment of (and to) the work unit and Company direction, goals and impending changes.

Coaching/Teaching/Developing. Helping associates understand the full opportunities in their roles and how to take advantage of them. Sharing knowledge and providing training that helps associates further develop and expand their own knowledge and skills. Assisting associates by providing feedback on how to better complete task assignments and also helping them smooth out any rough edges in their behavior so they are supporting the Company’s values.

Counseling. Assisting associates by giving them feedback, and helping them with individual problems by listening, problem solving and/or referring them to appropriate professional assistance, such as an Employee Assistance Program.

Describing the “Big Picture.” Effectively communicating Company information to associates on a regular basis, including the Company vision, mission, business conditions, operating strategy, goals, results and significant organization and personnel changes. Also, letting associates know your own task assignments as a manager.

Planning. Using judgment about the best way to achieve a goal or objective. Developing a pathway to the goal, along with anticipating potential obstacles and ways to overcome them.

Assigning Tasks. Clearly communicating assignments that your associates need to complete, including quality and quantity standards. Also, clearly specifying required completion times and resources available for the assignment.

Appraising Associates’ Performance. Assessing and providing feedback on associates’ working effectiveness and the circumstances under which they are working; also, the manner in which they conduct themselves in carrying out their work assignments.

Recognizing and Rewarding. Providing positive feedback to associates when they demonstrate exemplary work performance and behaviors. Providing tangible reinforcement when appropriate.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

4 United Stationers Inc. – General Information

Our Leadership Practices (Continued)

Conducting Merit Reviews. Deciding merit pay increases for associates based on judgments of the individual’s personal effectiveness, and discussing it with them.

Putting People in the Right Jobs. Reassigning: Recognizing when there is no longer a good match between the associate and the requirements for the position, and initiating placement of the associate into a more suitable position within the Company.

Dismissing. Terminating the employment of an associate who has failed to conduct him or herself in accordance with the Company’s work rules, policies or values, or is not performing.

Our Position on Unions and Our Relationship with You

We strive to provide a working environment where unions are not needed.

Our success as a Company providing high quality services to our customers is a direct result of the special skills, hard work, and dedication we all bring to our jobs. We enthusiastically accept our responsibilities to provide fair pay and benefits, excellent working conditions, fair treatment, and the personal respect that rightfully belongs to each of us. It is our policy to deal with one another honestly, and to respect and recognize each person as an individual.

From time to time, we will have our problems. No organization is perfect. But we have always in the past, and will continue in the future to work on solutions among ourselves without the intervention of outsiders.

We do not believe that associates should be required to pay union dues, initiation fees, or any other assessments in order to maintain their employment. We strive to maintain our focus on strengthening the Company as a whole, avoiding the tension, disruptions, and strikes that unions can bring.

Working together to ensure both corporate strength and personal reward requires that every one of us feels free to express our opinions, make suggestions for improvements, and openly discuss Company direction and policy with any member of management. We will constantly work to understand each other better.

Open communication is the secret to our success. Listening and responding to one another’s needs are requirements of our jobs.

We set and maintain high standards for our entire workforce. You can be part of helping us all to achieve and maintain one another’s trust and confidence in a union-free atmosphere.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

5 United Stationers Inc. – General Information

Equal Employment Practices

United Stationers is an equal opportunity employer and makes employment decisions on the basis of merit. In accordance with applicable law, the Company prohibits discrimination based on race, color, religion, creed, gender, age, sexual orientation, national origin or ancestry, disability, genetic information (GINA), protected veteran status or any other status protected by applicable federal, state or local laws. All such discrimination is unlawful. The Company’s commitment to equal opportunity employment applies to all persons involved in the operations of the Company and prohibits unlawful discrimination by any associate of the Company, including managers and co-workers.

The Company’s policy of nondiscrimination applies to all personnel and employment practices, including, but not limited to:

• Recruitment activities • Layoffs or termination

• Hiring • Compensation of any kind

• Promotions • Selection of training

• Transfers • Educational programs

If you believe you have been subjected to any form of unlawful discrimination, or if you are aware of an incident of discrimination involving another associate, please provide a written or verbal report as soon as possible to a Human Resources representative or your manager. Managers learning of, or observing conduct that may constitute unlawful discrimination must immediately advise a Human Resources representative. Any manager who fails to report discrimination will be subject to discipline. The report should be specific and should include the names of the individuals involved and the names of any witnesses. The Company will immediately undertake an effective, thorough and objective investigation and attempt to resolve the situation. If the Company determines that unlawful discrimination has occurred, remedial action and/or appropriate disciplinary action will be taken, commensurate with the severity of the offense. Appropriate action will also be taken to deter any future discrimination. The investigation will be completed and a determination made and communicated to you as soon as practical. The Company will endeavor to protect the privacy and confidentiality of all parties involved to the fullest extent possible consistent with a thorough investigation. However, the Company does not disclose to an associate specific disciplinary actions that have been taken against another associate.

Applicable law also prohibits retaliation against any associate by another associate or by the Company for reporting, filing, testifying, assisting or participating in any manner in any investigation, proceeding or hearing conducted by the Company or a federal or state enforcement agency. Please report any perceived retaliation as soon as possible to a Human Resources representative or your manager. Managers learning of or observing conduct which may constitute retaliation must immediately advise a Human Resource representative. Any manager who fails to report retaliation will be subject to discipline. Any report of retaliatory conduct will be immediately, objectively and thoroughly investigated in accordance with the Company’s investigation procedure outlined above. If a report of retaliation is substantiated, appropriate disciplinary action, up to and including termination, will be taken.

The Company will not retaliate against any associate for filing a complaint and will not knowingly permit retaliation by managers or co-workers.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

6 United Stationers Inc. – General Information

Equal Employment Practices (Continued)

Disabilities/Reasonable Accommodation Requests It is the policy of the Company to comply with all relevant and applicable provisions of the Americans with Disabilities Act as Amended (ADAAA), as well as applicable state and local laws relating to disability in employment issues. In this regard, the Company will not discriminate against any qualified associate or job applicant with respect to any terms, privileges, or conditions of employment because of his or her physical or mental disability. The Company will also reasonably accommodate all associates and/or applicants with disabilities, provided that the individual is otherwise qualified to perform the essential functions of the position and provided further that any such accommodation does not present an undue hardship to the Company.

Reasonable Accommodation To comply with applicable laws ensuring equal employment opportunity to qualified individuals with disabilities, the Company will make a reasonable accommodation for the known physical or mental limitations of an otherwise qualified individual with a disability unless an undue hardship on business operations or a direct safety or health threat to the individual or other people would result.

An applicant who requires an accommodation to perform the essential functions of the job he or she is seeking may request an accommodation during the interviewing/hiring process. Any other individual with a disability who requires an accommodation in order to perform the essential functions of the job he or she holds or is seeking should contact his/her manager or Human Resources representative to request an accommodation.

Requests for accommodation may be made orally; written requests are not required. A request for accommodation may be made by an individual with a disability, or by someone else on his or her behalf. All requests for accommodation will be forwarded to a Human Resource Manager for consideration.

The accommodation request should specify the accommodation the individual with a disability needs to perform the job, or, alternatively, leaves of absence may be considered as an accommodation. The Company will consider the requested accommodation and will engage in a dialogue with an otherwise qualified individual with a disability regarding the request. The Company may also conduct an inquiry to identify the barriers that make it difficult for the individual with a disability to perform the essential functions of the job. As part of the interactive process, the Company may propose an alternative to the requested accommodation may substitute one reasonable accommodation for another and retains the ultimate discretion to choose between or among reasonable accommodations.

Every individual with a disability is expected to fully cooperate with Human Resources in determining a reasonable accommodation, including without limitation providing current medical information from his/her physician which demonstrates that a disability exists and the restrictions associated with the disability. All medical information submitted will be maintained confidentially, to the extent possible, as required by law. The applicant/associate must supply the necessary and requested information to be eligible for consideration.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

7 United Stationers Inc. – General Information

Equal Employment Practices (Continued)

Genetic Information Non-discrimination It is the policy of the Company to comply with all relevant and applicable provisions of the Genetic Information Nondiscrimination Act of 2008 (GINA), which prohibits employers and other entities covered by GINA Title II from requesting or requiring genetic information of an individual or family member of the individual, except as specifically allowed by this law. To comply with this law, we are asking that you not provide any genetic information when responding to any request for medical information. “Genetic information” as defined by GINA, includes an individual’s family medical history, the results of an individual’s or family member’s genetic tests, the fact that an individual or an individual’s family member sought or received genetic services, and genetic information of a fetus carried by an individual or an individual’s family member or an embryo lawfully held by an individual or family member receiving assistive reproductive services.

Background Investigations

All information provided on an employment application is subject to verification. Subject to applicable laws, the Company may perform, or request that third parties perform, “background checks” or other types of investigations during or after an associate’s employment. The Company reserves the right to terminate any associate upon finding falsification of information on the employment application, regardless of when it is discovered.

Work Authorizations

To comply with federal regulations of the Immigration Reform and Control Act (IRCA), all associates are required to complete an Employment Eligibility Verification form (I-9 form). This law applies to all individuals hired. All associates must complete the form within three business days of the date employment begins by providing appropriate documentation. Any associate who fails to complete the Employment Eligibility Verification in the three day time period cannot continue to work.

Re-verification of the I-9 Form Federal regulations require the Company to update and/or re-verify the I-9 form when one of the following occurs:

• An associate is re-hired to the Company – The original I-9 is valid only when the associate is re-hired within three years of the original hire date. Otherwise, a new I-9 must be completed.

• An associate's work authorization has expired, or is about to expire.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

8 United Stationers Inc. – General Information

Personnel File

Personnel files are maintained by the Human Resources department and are considered confidential. Managers may only have access to personnel file information on a need-to know basis. A manager considering the hire of a former associate or transfer of a current associate may be granted access to the file.

Associates or their representative may request access to their personnel file as needed, per applicable state law requirements, timelines, and guidelines (i.e., some states have specific guidelines or timing to provide the personnel file). Unless otherwise dictated by state law, all requests for access to the personnel file must be provided in writing to Human Resources. Upon receipt of your written request, Human Resources will schedule an appointment for you to view your file during normal office hours. Personnel files do not include any reference checks, medical records or investigation files. Associates are unable to remove any documents from the personnel file but may provide a written response to any document in the personnel file. Written responses will be attached to the original document in the personnel file.

Associates may also request to receive a copy of one or more documents in their personnel file. Request for copies must also be made in writing to Human Resources. Associates may be charged a reasonable fee for the time and cost of copying the requested documents.

Personnel files are to be reviewed in the Human Resources Department. Personnel files may not be taken outside of the department.

Representatives of government or law enforcement agencies, in the course of their business, may be allowed access to file information. This decision will be made at the discretion of Human Resources and the Legal Department in response to the request, a legal subpoena, or court order.

Employment Verification

All requests for verifications of employment either received by telephone or in writing regarding a current or past associate are to be referred to Human Resources.

When a verification of employment is received, Human Resources will only verify an associate's name, dates of employment, and job title. Unless required by law, additional information will not be released unless the associate provides Human Resources with a signed written request and agrees to release the Company from liability in connection with the request. No statements will be made regarding eligibility for rehire.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

9 United Stationers Inc. – General Information

90-Day Introductory Period for all Hourly Non-Exempt Associates

As a new hourly non-exempt associate to United Stationers, we believe that it is important to allow an introductory period wherein you have an opportunity to evaluate your new job and ensure that you have made the right decision in selecting United Stationers as your employer of choice. We have conducted a thorough selection process to find the best candidate and we are confident in your abilities to be that valued team member.

We also believe that the Company has the same opportunity to gauge your progress and determine that you will be a safe, quality minded, productive and dedicated new team member. As such, the Company considers your first 90 calendar days of your employment an introductory period for this purpose.

Because we want you to learn quickly and successfully, as a new associate during your 90-day introductory period, you are expected not to miss any time away from work. Any unscheduled absence, lateness, or incident of leaving early, without unavoidable circumstances or protected leave is considered a serious matter and such lost work time could subject you to discipline up to and including termination.

Additionally, during your 90-day introductory period, you are expected to achieve and continue to maintain a satisfactory level of work performance; this would include and not be limited to safety, quality, productivity and teamwork. Failure to do so could subject you to discipline up to and including termination.

Please inform your supervisor if you have any problems or questions regarding any of the Company guidelines or regarding the work assigned to you. Above all, don’t get discouraged, we are here to help you succeed. After you have successfully completed your 90-day introductory period, your attendance and performance will continue to be evaluated in accordance with our work expectations, guidelines, and policies.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

10 United Stationers Inc. – General Information

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November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

11 United Stationers Inc. – Workplace Policies

Workplace Policies

Building Access

You are expected to enter and leave the building promptly, according to your specific working schedule. Please enter and leave the building by designated entrances only. See your manager for authorized times to be in the building, the location of the proper entrance, and instructions or security precautions that need to be taken if you expect to be working late or on the weekend.

Photo ID Badges are issued to all Company associates, extended term contract workers and other regular vendor service providers to allow entrance to the building through a secured door at certain times of the day. ID Badges are the property of the Company and must be visible at all times while in a Company facility. A $5.00 replacement fee will apply to any associate losing his/her ID Badge in excess of two badges in a 6-month period or per facility-specific rules and regulations.

Please do not allow non-associates to follow you through a secured entrance. They should be redirected to the visitor’s entrance. If a non-associate does follow you through a secured door, please alert a manager or a Human Resources representative so appropriate action can be taken.

If you work at a distribution center, you are required to use exits designated by local management for taking associate merchandise orders and other parcels out of the building. You may be required to submit to an inspection of such parcels by a security guard or a member of management.

Security of Company facilities as well as the welfare of our associates and customers requires that every individual be constantly alert to security risks. In this regard, please note the following:

• Immediately notify your manager of suspicious persons, or persons (including associates) acting in a suspicious manner, in or around the facility.

• Immediately notify a manager of the loss of keys, security passes, or ID badges.

• ID badges are for the exclusive use of the individual to whom it was issued.

• Do not lend keys or security passes to anyone who is not authorized to possess them.

• Do not disclose computer passwords, electronic door codes, or any other security access information to anyone who is not authorized to have that information.

Parking Facilities

Parking lots are provided for Company associates and visitors. When entering the lot, please follow the designated traffic pattern. Spaces are frequently reserved for visitors or associates with disabilities. Please do not park in reserved areas.

Remember to drive with caution at all times. United Stationers is not liable for fire, theft, damage, or personal injury involving associates’ automobiles while parked on Company property.

In Distribution Facilities, parking of a personal vehicle in a trailer yard area, or in the vicinity of dock doors or Will Call areas, is strictly forbidden. THERE WILL BE NO EXCEPTIONS. Unauthorized vehicles will be towed at owner’s expense.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

12 United Stationers Inc. – Workplace Policies

Inspection

United Stationers reserves the right to require associates while on Company property to permit an inspection of their persons, purses or bags, personal possessions, property, and personal vehicles parked on Company property. Where permissible by state and/or local laws, the Company reserves the right to inspect associate property when there is reasonable suspicion that the associate has or may have violated the Company’s drug and/or alcohol prohibitions, been involved in theft, or workplace violence. Such searches may be conducted at any time without advance notice.

Lockers, desks, file cabinets, works stations, telephones, Blackberries, and computers and any other items or material provided to associates by the Company are all Company property and may be accessed at any time by the Company. Associates have no expectation of privacy with regard to any property provided to them by the Company. Associates are prohibited from using personal locks on Company property. All associates are expected to fully cooperate with building security and/or management during any workplace investigation.

Health and Safety

The health and safety of associates and others on Company property are of critical concern. The Company strives to attain the highest possible level of safety in all activities and operations. The Company complies with all health and safety laws applicable to our business.

The Company relies on our associates to ensure that work areas are kept safe and free from hazardous conditions. Associates should be diligent about workplace safety including proper operating methods and known dangerous conditions or hazards. Associates should immediately report any unsafe conditions or potential hazards to a manager. Managers will assess the situation and make corrections as necessary. Any workplace injury, accident or illness must be reported to Human Resources or your manager immediately, regardless of the severity of the injury or accident.

The Company may issue rules and guidelines governing workplace safety and health. All associates must familiarize themselves with these rules and guidelines as strict compliance will be expected. Contact your manager for copies of current rules and guidelines.

Communicable Diseases

The Company’s decisions involving persons who have communicable diseases shall be based on current and well-informed medical judgments concerning the disease, the risks of transmitting the illness to others, the symptoms and special circumstances of each individual who has a communicable disease and a careful weighing of the identified risks and the available alternative for responding to an employee with a communicable disease.

The Company will not discriminate against anyone based on the individual having a communicable disease. The Company reserves the right to exclude a person with a communicable disease from the workplace facilities, programs and functions if the Company finds that, based on medical determination in accordance with information received through the Centers for Disease Control and Prevention (CDC), such restriction is necessary for the welfare of the person who has the communicable disease and/or the welfare of others within the workplace.

The Company will comply with all applicable laws and regulations that protect the privacy of persons who have a communicable disease. Every effort will be made to ensure procedurally sufficient safeguards to maintain the confidentiality of persons who have communicable diseases.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

13 United Stationers Inc. – Workplace Policies

Tobacco Free

United Stationers is committed to provide and maintain a safe and healthy workplace and to promote the health and wellbeing of all our associates. Tobacco or byproducts of tobacco, including but not limited to: electronic cigarettes (e-cigarette), personal vaporizers (PV), electronic nicotine delivery system (ENDS) or smoking (inhaling or tasting) of any kind, is prohibited on company property except in designated areas.

The tobacco free policy applies to:

• All areas of company buildings.

• All company-sponsored off-site conferences and meetings.

• All vehicles owned or leased by the company.

• All visitors (customers and vendors) to the company premises.

• All contractors and consultants and/or their employees working on the company premises.

• All associates including union, temporary associates, and student interns.

The use of tobacco and/or tobacco tools is permitted only in designated areas according to local ordinances.

Consequences Where permissible by federal, state/or local laws, all associates will be subject to discipline, up to and including termination of employment.

Safety Rules

The purpose of this policy is to ensure that all associates work safely and comply with federal and state safety regulations. In addition, all associates are expected to follow company safety rules, protocols, procedures and safe work practices established and communicated by the Company.

Class of Severity – Rules and Work Practices Infractions United Stationers classifies violations of safety regulations, safety rules, protocols, procedures and safe work practices into three classes of severity including Imminent, Serious and Minor. This policy outlines the more common safety rules and practices, for the purposes of example, but it is not all inclusive.

In cases not specifically addressed by this policy facility management has the discretion to take appropriate steps and to make a determination as to which level of severity may apply, on a case by case basis, according to the definitions of Imminent, Serious and Minor included within this policy.

Corrective Action All violations or infractions of safety regulations, rules, protocols, procedures and safe work practices will result in the following disciplinary action progression, up to and including termination. The class of severity, along with other factors, will determine the specific disciplinary level applicable to the infraction. The Manager or Supervisor shall use the Company Corrective Action Form to document the infraction and communicate the appropriate expected behavior.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

14 United Stationers Inc. – Workplace Policies

Safety Rules (Continued)

Once safety infractions reach the following level within a 12-month rolling period, the corresponding corrective action will be taken:

Safety Infraction Documented Verbal Counseling

1st Serious, or 2nd Minor* *NOTE: If 2nd Minor is the same, go to Final Written Warning section

1st Written Warning

1st Imminent or 2nd Serious or 3rd Minor or 2nd same Minor 1st Serious plus Minor

Final Written Warning

2nd Imminent or Imminent plus Serious or Minor or 3rd Serious or Serious plus 2nd Minor or 3rd same Minor or 4th Minor

Termination

Managers are expected to refer to and follow the guidelines set forth in the Corrective Action Process and the Termination Process.

The Company reserves the right in its sole discretion, to terminate employment without following this progressive discipline process for conduct or incidents of an extremely serious nature, and/or patterns of unsafe behavior.

Record Keeping Disciplinary warnings for safety shall remain in the associate’s personnel file permanently. Any subsequent infractions within a rolling 12 months of a previous warning will result in the associate receiving the next level of corrective action, up to and including termination.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

15 United Stationers Inc. – Workplace Policies

Safety Rules (Continued)

Definitions of Severity with Examples Imminent Severity – A condition, practice or behavior with the potential for loss of life, permanent disability, disfigurement or loss of limb or body part, and/ or extensive loss of building structure, equipment or material. Violations might include, but are not limited to, the following examples:

• Bypassing, adjusting or unauthorized removal of safety guards or other safety devices on equipment or machinery

• Operating a Powered Industrial Vehicle ( PIV ) without license, certification or proper training for the specific PIV

• Operating a powered industrial vehicle in a reckless manner

• Operating a powered industrial vehicle without the use of installed seatbelts

• Allowing an unauthorized passenger on any powered industrial vehicle that is not designed for passenger transport

• Committing an act of intentional misconduct or negligence resulting in injury or property damage

• Entering a trailer to load or unload without verifying that the vehicle is secure from movement

• Failing to comply with Lockout/ Tag Out procedures

• Entering restricted areas without proper authorization including, for example, the roof top, electrical rooms, electrical panels, boiler and equipment rooms, placarded confined spaces and pump room

• Failing to adhere to either Tether and Harness or Fall Protection Guidelines as outlined in the Equipment Operator Safety Rules

• Performing unsafe behaviors or committing other safety infractions not specifically listed in this policy but may be construed as Imminent in nature.

Serious Severity – A condition, practice or behavior with the potential for serious injury or illness resulting in temporary disability or property damage. Violations might include, but are not limited to, the following examples:

• Failing to report an incident that results in injury requiring medical treatment and/or property damage immediately to a supervisor

• Participating in or otherwise performing practical jokes or horseplay

• Smoking anywhere other than a designated smoking area

• Using ladders improperly or in an unsafe position or manner

• Using loading docks to improperly enter or exit a facility

• Mounting or dismounting PIV in an unsafe manner including jumping on or off equipment while moving

• Walking on, or climbing over, conveyors without the use of crossover equipment

• Attempting to lift, push, pull or carry materials, equipment or tools that exceed the associate’s physical limitations as described in the Functional Job Descriptions

• Using an unauthorized knife and/ or failing to comply with safe cutting techniques including failure to wear a cut resistant glove on the non cutting hand

• Failure to wear proper personal protective equipment as required by the job or task

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

16 United Stationers Inc. – Workplace Policies

Safety Rules (Continued)

• Failure to maintain work space clean, orderly and free of debris and clutter

• Failure to report a hazard or unsafe condition immediately to a supervisor

• Running in the building

• Failure to adhere to safety guidelines pertaining to operation of PIV other than those categorized as Imminent safety hazard

• Performing unsafe behaviors or committing other safety infractions not specifically listed in this policy but may be construed as Serious in nature.

Minor Severity – A condition, practice or behavior with the potential to result in minor, non disabling injury, illness or property damage. Violations might include, but are not limited to, the following examples:

• Wearing inappropriate footwear for working safely including sandals, open toed shoes, moccasins, and shoes with poor tread or in poor condition

• Consuming or carrying food, cans or bottles in the warehouse without being properly sealed to prevent spillage

• Use of personal electronic devices in the distribution warehouse area

• Walking or standing on a pallet

• Walking on, under, across or in front of a powered industrial vehicle

• Blocking or otherwise impeding access to life safety equipment such as emergency exits, fire extinguishers, sprinkler heads, fire system risers, or eyewash/ showers

• Failing to comply with the dress code for distribution associates as outlined in this Associate Handbook

• Performing unsafe behaviors or committing other safety infractions not specifically listed in this policy but may be construed as Minor in nature.

The GOM, departmental or functional manager is responsible for promoting safety and encouraging associates to perform work responsibilities in a safe manner. All associates are otherwise responsible for compliance with this policy and adhering to safe work practices.

Emergency Procedures

Each facility utilizes a specific audible and/or visual warning system that will inform you of an emergency event and the need to report to a pre-determined muster/meeting area so that a proper head count can be conducted. A muster/meeting area may be inside (tornado shelter) or outside (fire) the building depending upon the type of emergency event. Please take a few minutes to familiarize yourself with the facility evacuation maps, including the muster/meeting areas, which are posted throughout the facility. Please contact your immediate manager or Regional Safety Manager for any facility specific procedures.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

17 United Stationers Inc. – Workplace Policies

Adverse Weather

As a national distributor of a wide array of products with business locations throughout the country, the Company will make every effort to be open during normal business hours including when adverse weather conditions arise. However, there may be times when adverse weather conditions impact the functioning of a business location and potentially impact the ability of associates to safely travel to and/or from work. The policy described below outlines what happens whether facilities find it necessary to close or not, and how that may impact associates in assessing whether they report to work.

When adverse weather conditions occur and if the facility’s leadership team decides to stay open for business, associates are expected to make every reasonable effort to report to work, exercising good judgment in order to arrive safely and on time. No associate is expected to take excessive risks regarding personal safety.

When there are adverse weather conditions and if the facility’s leadership team decides to stay open for business, the following apply:

1. For associates who do not report to work at all:

A. Associates must use any accrued paid time off for the absence.

B. Whether paid time off is used or not, the absence will be considered to be an occurrence relative to the Company’s non-exempt attendance policy.

2. For non-exempt associates who report to work late and/or leave before the end of their scheduled shift:

A. The associate will only be paid for time actually worked.

B. Any time not worked will be considered an occurrence relative to the Company’s attendance policy.

− However, at the discretion of the business unit leader, and depending on the severity of the adverse weather conditions, an exception may be made.

When there are adverse weather conditions, and if the facility leadership decides to close the facility:

1. Non-exempt associates will have the option to use any accrued paid time off in order to be paid for the absence, or to take the day unpaid.

2. The absence will not be considered an occurrence relative to the Company’s non-exempt attendance policy.

The Company may issue rules and guidelines governing workplace safety and health. All associates must familiarize themselves with these rules and guidelines as strict compliance will be expected. Contact your manager for copies of current rules and guidelines.

Other Building Closures

In the event the facility leadership decides to close the facility:

1. Non-exempt associates will have the option to use any accrued paid time off in order to be paid for the absence, or to take the day unpaid.

2. The absence will not be considered an occurrence relative to the Company’s non-exempt attendance policy.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

18 United Stationers Inc. – Workplace Policies

Workplace Violence

The Company is committed to providing a safe workplace. The purpose of this policy is to minimize the risk of personal injury to associates and damage to Company property due to violent acts. Violation of any aspect of this policy will not be tolerated. All Company employees are subject to this provision, including contract and temporary employees, visitors and customers on Company property.

Workplace violence is any conduct which is sufficiently severe, offensive or intimidating to cause an individual to reasonably fear for his or her personal safety or the safety of his or her family, friends and/or property. Workplace violence can take many forms:

• Physical and verbal assaults

• Threats or acts of violence toward any person or facility

• Violent language or language that suggests immediate or future violence

• Aggression, coercion or intimidation

• Stalking

• Domestic violence that affects the workplace

• Fighting

• Damage to company or personal property

• Any behavior that raises concerns about violence or risks to others

The Company expects and encourages associates to exercise reasonable judgment in recognizing potentially dangerous situations and informing management to ensure appropriate interventions are taken to prevent a threat from being carried out, a violent act from occurring, or a life-threatening situation from developing. Some warning signs of potential violence or danger, may include, but are not limited to:

• Numerous conflicts with managers and other associates

• Statements indicating desperation over family, finances or other problems

• Intimidating, belligerent, harassing, bullying, or other inappropriate and aggressive behavior

• Direct or indirect threats of harm

• Reference to weapons

• Drug or alcohol abuse

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

19 United Stationers Inc. – Workplace Policies

Workplace Violence (Continued)

Prohibited Conduct

1. Threats, threatening language, and/or any other acts of aggression or violence made toward or by any Company associate WILL NOT BE TOLERATED. A threat includes verbal or physical harassment, attempts to intimidate or to instill fear in others, menacing behavior, bringing weapons into the workplace, stalking, and any other hostile, aggressive, injurious and/or destructive action undertaken for the purpose of domination or intimidation. This includes making threats as jokes, which is also strictly prohibited and will be considered and treated in the same manner as an intended threat.

2. Weapons including, but not limited to, firearms, knives (with blades longer than the 3 3/8” width of a standard credit card), explosives, or any other weapons that might be considered dangerous or could cause harm are expressly prohibited on Company property at any time. Company property includes all company-owned or leased buildings and surrounding areas such as sidewalks, walkways, driveways and parking lots under the Company's ownership or control, including all company-owned or leased vehicles and all vehicles that come onto Company property, unless state or local law provides otherwise, in which case firearms must be kept in locked vehicles, and are not to be removed from the associate’s locked vehicle.

Except where prohibited by law, a license to carry a weapon on Company property does not supersede Company policy.

Any violation of prohibited conduct will lead to discipline up to and including an associate’s immediate termination.

Procedures for Reporting a Threat All potentially dangerous situations, including threats or jokes, should be reported immediately to one of the following:

• The associate’s immediate manager

• Any member of management

• Human Resources

• The Company’s toll-free hotline (1-877-767-6021) or www.usihotline.ethicspoint.com

and, depending on the immediacy of the threat, it should be reported via 911.

All threats will be promptly investigated. No associate will be subject to retaliation, intimidation or discipline as a result of reporting a threat in good faith (see Company Policy, Non-Harassment and Anti-Retaliation).

Any person who engages in a threat or violent action on Company property may be removed from the premises as quickly as safety permits and may be required, at the Company’s discretion, to remain off Company premises pending the outcome of an investigation into the incident.

If an investigation confirms that a threat of a violence or violence itself has occurred, prompt corrective action will be taken, up to and including immediate termination. It may also be reported to law enforcement. The context of the threat will determine the level of discipline.

It is important for everyone to be aware of any potential danger in our workplace. Everyone must take every precaution to protect each other from potential violence.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

20 United Stationers Inc. – Workplace Policies

Alcohol & Controlled Substances

United Stationers has vital interests in ensuring a safe, healthy and efficient working environment for our associates and our customers and in preventing accidents and injuries. The unlawful or improper presence or use of controlled substances or alcohol in the workplace conflicts with these vital interests and are prohibited.

While alcohol consumption is prohibited in the workplace, including rest periods and meal periods, there may be occasions, removed from the usual work setting, at which it is permissible to consume alcohol in moderation, with Senior Leadership approval.

Required Drug and/or Alcohol Tests Where permissible by federal, state and/or local laws, all associates may be required to submit to a drug and/or alcohol test for the following reasons:

• Reasonable suspicion • Post-accident • Return-to-duty

Specifically regarding drivers of commercial motor vehicles, associates in these roles are required to submit to additional tests as required by the FMCSA’s drug and alcohol rules (see Operating/Functional Policy Private Fleet and Driver Safety, and Procedure Driver Drug and Alcohol Testing).

Consequences Where permissible by federal, state/or local laws, all associates will be subject to discipline, up to and including termination of employment, for the following reasons:

• Refusal to submit to a required drug and/or alcohol test

• Receipt of confirmed positive or positive dilute drug test result

• Receipt of a negative dilute drug test result (in this case, the associate may be afforded one retest opportunity)

• Alteration or attempts to alter or substitute a urine specimen

• Receipt of a positive alcohol test result

• Violation of these guidelines in any other way

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

21 United Stationers Inc. – Workplace Policies

Cell Phone

To reduce the element of distraction and promote a focused, safe work environment, the Company restricts the use of cell phones, MP3 players, tablets, ear buds and other related equipment in certain work areas.

Distribution Centers 1. Associates working on the warehouse floor in our distribution centers who are not members of the

management team are prohibited from using, carrying or storing these devices in the warehouse; though these devices and related equipment may be stored in designated areas for personal belongings (lockers, etc). Cell phones are acceptable for use during designated break and lunch time periods, but never in the warehouse. To ensure you can be reached in the event of an urgent personal matter, please provide family members with the main phone number to your facility.

2. The management team is expected to carry business cell phones, but never use the devices while operating equipment or machinery.

While Driving in the Performance of Work-Related Duties 1. Associates are expected to operate their vehicle in a safe manner, consistent with state and local laws,

and avoid situations which might contribute to “distracted driving”. Refer to Business/Functional Policy: Safety - Distracted Driving for detailed policy expectations related to commercial motor vehicle operators and drivers operating passenger vehicles.

Dress Code

Your appearance makes a statement about the Company. You are expected to present a professional image. Personal hygiene, appearance, grooming, and appropriate clothing are all part of a consistently professional image. It is very important you dress appropriately for your job function and, while we trust each associate’s common sense and good judgment, the dress code must be followed that is appropriate to the work environment. Appropriate dress and hygiene are important in promoting a positive Company image to our customers, both internally and externally.

Office Environment The Company observes a business casual dress environment. A Business Casual Dress Code Policy is a benefit and must be adhered to in order to be retained. There may be situations requiring more formal attire. If you are conducting or attending meetings with customers/vendors or at an event where you come in contact with other business professionals, you are expected to represent the Company in a professional manner and dress appropriately for conducting such business. Know your audience, remember what you represent and dress accordingly.

At manager’s discretion, associates may wear well-kept jeans and athletic shoes on Fridays.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

22 United Stationers Inc. – Workplace Policies

Dress Code (Continued)

Distribution Environment While the Company does not require uniforms in the workplace, a standard of dress is required to promote a safe and productive working environment. Open-toe shoes, high heels, sandals, and other flimsy footwear are prohibited in warehouse areas. Distribution associates should not wear loose or flowing clothing or hanging jewelry. Long hair must be tied back. If shorts are worn, their length must extend to at least your fingertips when standing with hands at your sides. As in an office environment, if you are conducting or attending meetings where you come in contact with other business professionals, you are expected to represent the Company in a professional manner and dress appropriately for conducting such business. Know your audience, remember what you represent and dress accordingly.

General Guidelines for Everyone General dress code guidelines include the following:

• The length of hemlines on all dresses and skirts should not be shorter then slightly above the knee. Capri pants should not be shorter than mid-calf.

• Spaghetti strap or backless shirts or dresses are not allowed.

• Dirty, damaged clothing (holes, tears, stains, faded or raveled) or excessively tight or oversized clothing is not allowed.

• Workout clothes, such as sweatpants, sweatshirts (for office associates) or leggings are not allowed.

• Beach/picnic wear, such as shorts (for office associates), thong sandals, and tank tops are not allowed.

• Clothing with offensive graphics, words or sayings is not allowed.

• No bare midriffs are allowed.

Managers are responsible for enforcing dress code standards. This includes counseling associates whose appearance is inappropriate. If the appearance is distracting or the clothing is unsafe, the associate may be sent home to correct the problem.

Solicitation

The Company believes that associates should not be disturbed or disrupted in the performance of their job duties. For this reason, solicitation of any kind by one associate of another associate is prohibited while either associate is on his or her working time. Working time is defined as that time when associates are expected to be working and does not include before work, breaks, meal periods or time after work. All approved solicitation is conducted through the United Stationers Charitable Foundation, its local foundations, or as part of the Benefits Service Provider Program sponsored by the Company’s Total Rewards Department.

Distribution by one associate to another associate of advertising material, handbills, printed or written literature of any kind is prohibited while either the person doing the distribution or the one to whom the distribution is directed is on his or her working time. In addition, distribution or posting of advertising material, handbills, or printed or written literature of any kind is prohibited at any time in work areas.

Solicitation, distribution or posting of literature or trespassing by non-associates on Company premises is strictly prohibited.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

23 United Stationers Inc. – Workplace Policies

General Conduct Guidelines

Associates are expected to demonstrate the highest level of personal conduct and job performance. Should an associate’s conduct or job performance not meet the Company’s high standards, managers will review the situation, and if warranted, will counsel the associate to raise conduct or job performance to an acceptable level.

In most cases, the process will begin with an initial counseling. If the associate’s conduct or job performance does not improve, the process will generally progress to more serious steps, up to and including termination of employment. Such steps may involve formal Corrective Action, which will become a permanent part of the associate’s personnel file. A suspension may also be used at any step in the process for reasons such as to address a potentially volatile situation, or to permit the Company to investigate the facts surrounding serious policy violations or misconduct.

The Company reserves the right in its sole discretion, to terminate employment without following a progressive discipline process for conduct or job performance incidents that are of an extremely serious nature.

The following list of prohibited conduct should not be considered all-inclusive, but rather examples. Associates should always consider Company Values to direct their behavior.

Examples of Misconduct 1. Failure to comply with all Company and Local Policies and Procedures.

2. Insubordination, including refusal or failure to perform work in accordance with instruction by any member of management or designee (i.e., team lead).

3. Fighting or engaging in rude, discourteous, and/or disorderly conduct at any time while on Company premises, including the parking lot, and/or at Company functions. This includes horseplay and interfering with the work of others.

4. Using profane, abusive, intimidating or threatening language while at work or harassing, threatening, intimidating, coercing anyone or otherwise violating Company policy against harassment and discrimination.

5. Retaliating against anyone for protected behavior or for reporting or raising issues or concerns.

6. The unlawful or improper presence or use of controlled substances or alcohol on Company time and/or premises, including the parking lot. This includes unopened as well as empty containers such as beer cans, liquor bottles or vials that can be used to contain the items listed here.

7. Refusal to take, failure to cooperate in taking, falsification of, altering or tampering with a substance abuse or alcohol test, specimen or results.

8. Concealing, carrying, or possessing firearms or other dangerous weapons on Company premises. This includes the parking lot, unless state or local law provides otherwise.

9. Failure to immediately report an accident to your manager.

10. Committing unsafe acts.

11. Failure to maintain acceptable levels of performance.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

24 United Stationers Inc. – Workplace Policies

General Conduct Guidelines (Continued)

12. Excessive absenteeism, tardiness, failure to show up for work or call in prior to the start of the work shift. Please note that absences of three or more consecutive days without acceptable notice or justifiable and documented cause will constitute job abandonment.

13. Refusal to work required hours as scheduled, including overtime.

14. Leaving Company premises or your work area before the end of your normal work shift or assigned overtime shift without the approval of your Manager (excepting lunch periods).

15. Working “off the clock”.

16. Taking extended breaks, meal periods, or any other abuse of Company time.

17. Dishonesty, including improper completion, misrepresentation, omission or falsification of employment applications, time management system, expense reports, or any other Company records or reports (paper, electronic or voice).

18. Removing or altering without Manager permission, any property, product, records, copies of records materials or stock belonging to the Company or other associates (whether they be paper, electronic or voice) or disclosing confidential or privileged information about the Company, other associates, or customers without proper authorization. This includes removing notices, signs, or writings in any forms on Company bulletin boards, without Manager authorization.

19. Offering to sell, selling, offering to buy or buying while in the course and scope of employment, what a “reasonable person” would believe to be stolen or misappropriated merchandise.

20. Solicitation, gambling, or distribution of materials during work time or in work areas (see Solicitation Policy). This includes posting notices, signs, or writings in any forms on Company bulletin boards, without Manager authorization.

21. Deliberately or carelessly damaging any Company property or the property of another associate.

22. Refusing to cooperate with, or follow instructions of, security personnel or members of the management team, or refusing to cooperate in authorized investigations including failure to maintain confidentiality.

23. Smoking, eating, drinking or using cell or data devices in non-designated areas.

24. Failure to maintain satisfactory or proper standards of grooming, cleanliness, attire, or personal conduct.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

25 United Stationers Inc. – Workplace Policies

Guidelines for Resolving Issues

The Company believes in giving prompt, courteous and careful attention to associates’ issues and questions. Most everyone, at one time or another may be concerned with a workplace issue. Most of these issues or concerns can be satisfactorily resolved through discussion and mutual understanding between the associate and his or her manager. The Company encourages an environment of open and honest communication among all associates. This process is not intended to limit direct communication between you and your manager. It is intended to provide additional options when informal communication between you and others has failed to solve a problem. Under no circumstances will you be punished or adversely treated because you have used this process to resolve a problem.

As stated, the Company believes most issues can be satisfactorily resolved between individuals and their managers. Meetings between the associate and management generally progress through the steps outlined below:

1. First, take any issue to your immediate manager and discuss it fully and frankly. As your manager is usually closest to the situation, he or she is often in the best position to understand the facts and, in most situations, is able to respond more promptly. However, if the situation involves your manager, contact your manager’s direct manager, your Human Resources representative, or someone else in management with whom you feel comfortable.

2. If you feel your manager’s response is inadequate or inappropriate, you may proceed to discuss your issue with the next level of management in your organization (for example, if you work in Operations, reporting to a Department Manager, see your Operations Manager, GOM, RVP), or with Human Resources.

3. If you believe that your situation requires additional review, refer the issue to the appropriate Director, Vice President, or the Senior Vice President of Human Resources. You will be notified of the final decision. Every effort will be made to ensure a timely response to your request.

4. In almost all instances, the final decision will rest with either a senior line manager or a Senior Vice President of the Company, with the understanding that you have the right to appeal any decision in writing to a Company President or CEO.

All associates are encouraged to use this procedure for any and all appropriate situations.

While speaking directly to your manager or one of the above persons is the most effective way to report your concerns, the Company recognizes it isn’t always possible. You may also choose to use the alternative of our Company’s confidential hotline, operated by EthicsPoint, an independent company, via phone (1-877-767-6021) or web (www.usihotline.ethicspoint.com) to report an issue. This service is available 24 hours a day, 7 days a week.

It is the responsibility of the manager to determine and take appropriate action to address valid associate concerns, promptly conferring with the next level of management, Human Resources, and/or the Legal Department if required.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

26 United Stationers Inc. – Workplace Policies

Hiring Relatives and Personal Relationships in the Workplace

Situations may arise where our relationships with family members and friends could create actual or apparent conflicts between company and personal interests. United Stationers strongly believes that an environment where associates maintain clear boundaries between personal and business interactions is most effective for conducting business. It is the policy of the Company that under no circumstances will the Company employ the immediate family1 member of a Section 16 Company officer, Senior Leadership Team member or Board member, regardless of the position.

The Company will consider the qualified immediate family member of all other associates for employment, assignment, transfer or promotion. An immediate family member, however, may not be hired, assigned, transferred or promoted if, as a result:

• A direct supervisory relationship between family members would exist; or • An immediate family member of a Company officer would end up working within that officer’s functional

area.

Indirect reporting relationships not involving a Company officer will be acceptable, if approved by the senior Company officer of the function.

This policy is not intended to prevent the development of friendships and/or romantic relationships between coworkers. Managers and supervisors, however, should never engage in a romantic relationship with subordinates, or associates, for whom they have direct or indirect influence regarding pay or employment status.

The Human Resources department shall have responsibility to oversee compliance with this Policy. Each associate is responsible for compliance with this policy. Supervisors/Managers are required to report or disclose to Human Resources the existence of any romantic relationships and/or family relationships between themselves and existing subordinate associates and/or potential new hire subordinates. Associates may make the disclosure as well, but the burden of doing so shall rest with the supervisor/manager. Compliance procedures will be subject to audit by the Internal Audit Department, with review by the Corporate Compliance Committee. Questions regarding the application of this policy should be addressed to Human Resources or the Law Department.

If such a relationship exists, the supervisor/manager must withdraw from making employment decisions (including but not limited to hiring, performance evaluations, promotions, compensation, work assignments, and discipline) that may reward or disadvantage any associate with whom the supervisor/manager has or has had such a relationship. In this event, the Company will attempt to find a suitable and/or comparable position within the Company to which the supervisor/manager will transfer. If a suitable new position for the manager/supervisor cannot be found within a six-month period, the supervisor/manager must either move into a non-management or non-supervisory role or leave the company. If the manager or supervisor is moved into a non-management role, s/he will be considered for future manager/supervisor roles subject to ongoing job performance.

Any waivers or exceptions to this policy must be approved by the Senior Vice President of Human Resources, and Senior Vice President, General Counsel and Secretary after informing the Corporate Compliance Committee.

1 For the purposes of this policy, we include the following as immediate family members: spouse, child, parent, stepparent, mother-in-law, father-in-law, son-in-law, daughter-in-law, sister-in-law, brother-in-law, grandparent, grandparent-in-law, brother, step-brother, sister, step-sister, adopted child, stepchild or grandchild.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

27 United Stationers Inc. – Workplace Policies

Code of Business Conduct2

Part I. Introduction Purposes. This Code of Business Conduct is designed as a resource to promote ethical and legal business conduct and deter wrongdoing. It outlines the Company’s core expectations for acceptable business behavior. In so doing, it is intended to help preserve and protect the Company’s valuable reputation for integrity and ethical business practices.

Coverage. This Code is applicable to all officers and associates of United Stationers Inc., and all of its subsidiaries and their respective divisions, business units, functional areas and facilities, collectively the “Company” or “United Stationers”, except as otherwise required by state law or a collective bargaining agreement. It applies equally at all organizational levels and in all locations where the Company operates, modified as needed to conform to local law. In addition, the Company’s non-associate or “outside” directors are expected to comply with the Code in connection with their service to the Company.

General Guidelines. This Code provides general guidelines for business conduct, not specific workplace rules. It is supplemented, in certain instances, by Company policies and procedures addressing areas such as insider trading, workplace conduct, uses of information technology, expenditure approvals, and regulatory compliance in areas relevant to the Company’s day-to-day operations. You should refer to these more detailed policies and procedures, which can be found on the Company’s intranet and in handbooks maintained at Company facilities, for more specific, periodically updated information.

Interpretive Tips. The principles in this Code must be interpreted in the context of particular “real life” facts and circumstances, applicable legal requirements and good judgment. It may help to think about the spirit as well as the letter of the Code. As a common sense rule of thumb, if you wouldn’t want to tell your parents or children about your action, or read about it in a newspaper, don’t do it. Exercise caution if you hear yourself or someone else comment, “Everybody does it,” “No one will ever know,” “Technically, it’s not illegal” or “It won’t matter in the end.” Any such expressions may serve as red flags. In any event, such rationales will not excuse violations of the Code.

Specific Interpretive Help. Situations may arise that are not specifically addressed in this Code, involve complex topics or difficult value judgments or otherwise seem ambiguous. If in doubt, before you act, ask for guidance from one of the resources listed at the end of this Code under the heading, “Additional Resources—How to Obtain Further Information or Guidance,” or by contacting the Company’s Hotline at 1-877-767-6021 or www.usihotline.ethicspoint.com. It is each individual’s responsibility to read and understand this Code and to comply with its guidelines. Ignorance of the Code will not excuse anyone from its requirements.

2 The guidelines in this Code do not create any contractual rights of any kind between United Stationers and its associates. In addition, all associates should understand that these guidelines do not modify their employment relationship, whether at will or governed by contract. United Stationers reserves the right to amend or alter this Code at any time, for any reason, with or without notice.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Part II. Business Conduct Guidelines Respect and Comply with Applicable Laws and Regulations

General. Wherever United Stationers does business, all of its officers and associates are expected and required to comply with all applicable laws, rules and regulations. Compliance with the law is mandatory.

Individual Responsibilities. While no individual is expected to be an expert on the details of all laws that may apply to United Stationers everywhere we conduct business, each Company officer and associate is expected to know or learn enough about the laws and regulations that apply to his or her duties at the Company to determine when to seek guidance or advice from appropriate Company personnel, including members of the Company’s Law Department. Laws and regulations may seem complex, ambiguous or difficult to interpret or apply to everyday business circumstances. In such instances, it is each individual’s responsibility to seek such guidance to promote the Company’s compliance with the law.

Securities Laws and Insider Trading. In the course of our duties, directors, officers and associates may have access to information about the Company or other companies that is not available to the general public. Compliance with applicable securities laws includes adhering to federal and state securities laws prohibiting insider trading. It is both illegal and against Company policy for anyone covered by this Code, their family members or any other person to whom the individual may have communicated the information, to trade securities while in possession of material, nonpublic information that has not yet been disclosed to the public. If you are uncertain about what may constitute insider trading, you can find additional information in Company policy, Insider Trading. If, after reviewing that policy, you are still uncertain as to whether trading in securities is permitted, you should consult with the Company’s Law Department before engaging in any such activity.

Fair Employment. United Stationers believes in providing all associates with a safe work environment and is committed to being an equal opportunity employer. All policies and practices are administered without regard to race, color, national origin, ancestry, gender, religion, physical and/or mental disability, age, marital status, sexual orientation, military status or any other basis protected under federal, state, provincial or local law. It is the Company’s policy for all associates to be treated with respect, free from illegal discrimination or harassment. Company policy, Non-Harassment and Anti-Retaliation, provides additional information and also prohibits retaliation against any associate who makes a good faith harassment complaint or participates in a harassment complaint investigation. United Stationers expects its officers and associates to hold themselves accountable to the highest business conduct standards, with mutual respect being the basis of all business relationships.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Competition Laws. It is the Company’s policy to compete fairly and legitimately. Every Company associate is responsible for complying with applicable laws designed to preserve the competitive market system. Often referred to as competition or antitrust laws, these laws govern a wide range of business activities, including setting prices, purchasing, selling and marketing goods and services. Toward that end, associates will refrain from taking any actions that might violate, or could create the appearance of a possible violation of, the competition laws—such as price fixing, allocating customers or territories, bid rigging or boycotts. In contacts with competitors (including any of our suppliers with whom we may compete for business), associates also are generally prohibited from discussing sensitive information, such as pricing policies, contract terms, costs, inventories, marketing and product plans, market surveys and other proprietary and confidential information. While certain discussions may be permissible, others may be illegal, and no such discussions or collaboration should take place without the prior approval of appropriate Company compliance personnel or the Company’s Law Department. Associates are required to report promptly to the Law Department any instance in which a third party has raised any of these topics or otherwise suggested collaboration with respect to these matters.

Payments to Government Personnel. Practices that may be acceptable in the business environment, such as providing meals, entertainment or other things of reasonable value, may violate applicable laws when we are dealing with governmental officials or employees. It is a violation of this Code for an associate, officer or director to offer or give anything of value to governmental authorities if it could be interpreted as an attempt to obtain an improper advantage in selling goods and services, conducting financial transactions or otherwise representing the Company’s interests. The U.S. Foreign Corrupt Practices Act prohibits giving anything of value, directly or indirectly, to foreign government officials or foreign political candidates in order to obtain or retain business. In addition, there are a number of laws and regulations restricting business gratuities that may be given to, or accepted by, U.S. government personnel.

Environmental, Health and Safety. The Company strives to protect the environment and the health and safety of its associates. The Company will ensure such protection through full compliance with all applicable environmental laws and regulations. It is important to provide each associate with a safe and healthful work environment. Each associate has responsibility for maintaining a safe and healthy workplace for all associates by following safety and health rules and practices and reporting accidents, injuries and unsafe equipment, practices or conditions.

Import and Export Laws. Customs import and export laws and regulations apply to intracompany as well as third party transactions. These laws require the Company to determine the correct classification, value and country of origin for its imports and exports. As an importer, the Company must be able to demonstrate by a documented, auditable trail, that the Company exercised reasonable care in ensuring that its imports comply with all applicable laws, including those of the Consumer Product Safety Commission. As an exporter, the Company must be able to demonstrate that it classified its products correctly for export, and that it obtained export licenses when necessary, did not deal with denied parties or countries subject to economic sanctions, and that it otherwise complied with U.S. export controls.

Document Retention and Destruction. All associates must fully comply with proper document and information retention and disposal. It may be a criminal offense to destroy or alter documents that are subject to a subpoena or other legal process. When a legal proceeding is reasonably likely, federal and state laws require us to preserve documents relevant to the issues in that proceeding, even before they have been formally requested. You can find additional information in Company policy, Business Record Retention & Disposal.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Other Laws. This Code does not summarize all laws, rules and regulations applicable to the Company, its business operations and its associates, officers and directors. Please consult the Company’s other policies and procedures for additional information about compliance with specific laws, rules and regulations. If you have any questions about particular legal requirements or their applicability to your work or Company responsibilities, you should contact the Company’s Law Department.

Protect and Make Proper Use of Company Assets and Information General Guidelines. All Company associates, officers and directors are expected to protect the Company’s assets, tangible and intangible, and ensure their proper and efficient use. For these purposes, Company assets include items such as facilities, equipment, inventory, vehicles, funds, computer systems and equipment, computer software and data, business records, intellectual property (such as our trademarks) and proprietary or sensitive information and materials. Each of us has a duty to protect the Company’s assets from theft, loss, damage, sabotage and waste, as all of those have a direct, negative impact on the Company’s profitability. In addition, Company assets should be used only for legitimate business purposes, except for such incidental personal use as may be permitted by this Code and other Company policies. Company policy, Technology and Electronic Communication, deals more specifically with the use of Company supplied computers, telephones, voicemail, and other communication devices.

Intellectual Property. Each of us is responsible for safeguarding the Company’s intangible assets, such as its confidential/proprietary information and other so-called “intellectual property.” These valuable assets include, for example, non-public financial, business and operating information, budgets, sales or earnings forecasts, business and strategic plans, pricing information and contract terms, information about customers, suppliers or prospects, marketing plans, new product or service information, trademarks, copyrights, trade secrets and other proprietary business information and methods. The Company’s intellectual property assets are not only limited to those in written form, but also include information maintained or conveyed in electronic form, as well as information that may be held in the mind and memory of Company associates.

Preserving Confidentiality. Associates, officers and directors are expected to maintain the confidentiality of information not generally known to the public, but entrusted or made available to them by the Company, or as a result of their activities on behalf of the Company. Such information should not be disclosed to others, except when disclosure is appropriate to advance the Company’s business interests, is required by laws or regulations, or is authorized by an appropriate officer of the Company. Confidential information includes all non-public information that, if disclosed, might be of use to competitors, or harmful to the Company, its customers, suppliers or other business partners or its associates.

Safeguard the Integrity and Accuracy of Company Books and Records The Company is legally required to maintain accurate and reliable business records. Accurate and reliable, fact-based information is also critical to our decision making process and to the proper discharge of our financial, legal and reporting obligations. Consequently, our books, records, accounts and financial statements will be maintained in appropriate and reasonable detail, will appropriately reflect our transactions and arrangements, and will conform both to applicable legal and accounting requirements and to our system of internal controls. The Company will not tolerate any false, artificial or misleading entries, or any unrecorded or “off-the-books” funds, transactions, assets or liabilities.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Contribute to Complete, Accurate and Timely Company Disclosures Providing Complete, Accurate and Timely Information. United Stationers is publicly owned and its shares are listed for trading on one or more exchanges. As a result, the Company is obligated to make various disclosures to the public. United Stationers is committed to full compliance with all requirements applicable to its public disclosures and filings with the Securities and Exchange Commission. We have implemented disclosure controls and procedures designed to ensure that our public disclosures are timely, compliant and otherwise full, fair, accurate and understandable. All associates responsible for the preparation of the Company’s public disclosures, and all associates who provide or confirm any information as a part of that process, have a responsibility to assure that such information and disclosures are complete, fair, accurate, timely and understandable, and in compliance with the Company’s disclosure controls and procedures.

Reporting Accounting or Financial Reporting Concerns. The Company’s policy is to comply with all applicable financial reporting and accounting regulations. If any officer or other associate of the Company has any concerns regarding the Company’s accounting or auditing practices, he or she is encouraged to report those concerns immediately to the Company’s Chief Financial Officer, Chief Executive Officer or General Counsel. Any such concerns may be communicated (anonymously, confidentially or otherwise) through the Company’s Hotline at 1-877-767-6021 or www.usihotline.ethicspoint.com, or they may be directed to the attention of the Audit Committee, or any director who is a member of the Audit Committee, at the Company’s principal address shown at the end of this Code.

Responding to External Information Requests. Company representatives from time to time may receive inquiries from analysts, other securities market professionals, institutional and individual investors and the media. It is imperative that the Company knows about all such inquiries, so that it can respond properly and in compliance with applicable laws. Even if you believe that you can respond to the questions, please note that in accordance with our other Company policies, all such inquiries should be referred to the Company’s Investor Relations Department, Chief Financial Officer or President and Chief Executive Officer.

Disclose and Resolve Potential Conflicts of Interest General. Each of us is expected to make business decisions based on the best interests of the Company as a whole, and not based on personal interests, relationships or benefits. When we act with integrity and loyalty to the Company, we earn trust and build long-term business relationships. When we act, or appear to be acting, in our own-self interest, we lose trust and damage the Company’s and our own individual reputation. Ultimately, each of us is responsible for behaving in accordance with the highest standards of integrity, honesty and fair dealing to avoid inappropriate conflicts of interest or the appearance of such conflicts.

The Company expects its associates, officers and directors to use sound business judgment to avoid actual or apparent conflicts of interest between their obligations to the Company and their personal affairs that could negatively affect the Company or its business. A conflict of interest generally occurs when an individual’s personal or private interest in a situation or transaction interferes or appears to interfere with the interests of the Company as a whole or otherwise impairs that individual’s objective judgment as to what is best for the Company. Conflicts may arise directly or indirectly through the involvement of a family member or personal friend.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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The Company also expects its associates to disclose promptly and fully situations that may involve conflicts of interest. If you become aware of any significant transaction or relationship that could reasonably be expected to give rise to such a conflict of interest, whether involving you personally or others at the Company, you should provide relevant details and discuss the matter with your manager or any of the other resources listed at the end of this Code, or you may contact the Company’s Hotline at 1-877-767-6021 or www.usihotline.ethicspoint.com. The Company can then work with you to resolve the situation in an appropriate manner and take steps to avoid any inappropriate or improper conflicts of interest. All exempt associates will also be asked to provide annual confirmation that they have disclosed certain matters that could lead to inappropriate or improper conflicts of interest.3

There are many different ways in which conflicts of interest may arise. For example, personal financial interests, obligations to another company or governmental entity or the desire to help a relative or friend are factors that may divide our loyalties. To clarify what we mean, we have provided the following guidance regarding some common conflicts of interest:

Outside Employment or Other Business or Financial Relationships. Company associates and officers may not work for or receive compensation for services from any competitors, customers or suppliers of or to the Company, except with the prior written approval of the Company’s Corporate Compliance Committee or General Counsel. In addition, they may not serve as a Board member for, or maintain any ownership or other significant financial interests in, any of our competitors, customers or suppliers without the prior written approval of the Company’s Corporate Compliance Committee or General Counsel. If you are uncertain as to whether any business relationship may require prior review and approval, you should disclose and discuss the matter as provided above.

Public Service. United Stationers encourages its associates, officers and directors to become involved in political activities and civic affairs, including charitable or educational activities. You should recognize, however, that any such involvement and participation must be on an individual basis, on your own time and at your own expense. Further, when you speak on public issues, your statements and comments should not be attributed to the Company without the prior approval of the Company’s principal Investor Relations officer.

Personal Use of Company Assets. Unless you have fully disclosed the situation to and received the approval of your manager or an officer supervising your business unit or function, you may not perform non-Company work for your personal benefit or solicit that work on the Company’s premises or while working on the Company’s time, including any paid leave you have been granted by the Company. Also, absent such approval, you may not use Company assets for any such outside work or any personal benefit, except for such incidental personal use as may be permitted by Company policies.

Loans. Company loans to, and guarantees of obligations of, associates, where such loans or obligations have been incurred for personal reasons, also may create conflicts of interest. The Company will not make loans to or for its executive officers or directors.

3 Additional requirements apply to the Company’s most senior managers. For example, any conflict of interest waivers for the Company’s executive officers require approval by our Board of Directors or an appropriate Board Committee. Members of the Company’s Board of Directors must disclose and refrain from participating in any decision regarding any transactions in which they have a personal interest.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Family Members and Close Personal Friendships. Situations may arise where our relationships with family members and friends could create actual or apparent conflicts between Company and personal interests. Generally, as an associate, you are prohibited from being in the position of supervising, reviewing or having any influence on the job evaluation or salary of any close relatives or any person with whom you have a romantic relationship, without regard to gender and/or sexual orientation. If you have family members or friends who work for competitors or current or prospective customers or suppliers, you should disclose this fact to an officer supervising your business unit or function, and discuss appropriate steps to minimize any potential actual or apparent conflict of interest. You can find additional information in Company policy, Hiring Relatives and Personal Relationships in the Workplace.

Corporate Opportunities. Associates, officers and directors may not use or take for their own benefit or improper personal gain any opportunities that are discovered using Company property or information, or by virtue of their position with the Company, without obtaining prior approval from the Company’s Chief Financial Officer, Chief Executive Officer or General Counsel or, in appropriate circumstances, its Board of Directors. This includes accepting the opportunity to buy “directed shares” (also called “friends and family shares”) from a company or underwriter with whom the Company now does business, or is likely to do so in the future.

Engage in Fair Dealing and Fair Business Practices We seek to outperform our competition fairly and honestly through superior performance, never through unethical or illegal business practices. Each associate, officer and director will endeavor to respect the rights of, and deal fairly with, our associates, customers, suppliers and competitors. No associate, officer or director will take unfair advantage of anyone on the Company’s behalf through manipulation, concealment, misuse of confidential, proprietary or privileged information, misrepresentation of material facts or any other unfair dealing practices. Stealing proprietary information, possessing trade secret information that is obtained without the owner’s consent or improperly inducing such disclosures by others are examples of conduct we will not tolerate or condone.

Act with Business Integrity, and Stay Clear of Improper Business Courtesies The purpose of business entertainment and gifts in a commercial setting is to promote sound business relationships and goodwill, not to create an unfair advantage or improper influence. While the Company encourages proper business courtesies, no gift or entertainment should be offered, given, provided or accepted by any of our associates, their family members or our agents if (1) it reasonably might affect the exercise of their sound business judgment in the best interests of the Company, or (2) it is accompanied by an express or implied understanding that the recipient is obligated to provide favorable or preferential treatment to the provider in exchange for the gift.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Accepting Business Courtesies. Although each situation is unique, in general gifts, gratuities, “perks,” services, favors and entertainment may be accepted only if they:

• are consistent with customary business practices, and appropriate to the circumstances and your role;

• are not excessive in value, and cannot be construed as a bribe or payoff;

• are not given on a regular or frequent basis;

• are in a form other than cash or a cash equivalent; and

• are not offered or accepted in violation of applicable laws or Company policies.

Gifts which meet the foregoing guidelines and are valued at under $100 US may generally be accepted, especially if they are of a promotional or commercial value (i.e. they contain a logo or other commercial indicator) or are provided as part of special occasions (i.e. gift items at holidays or other special occasions). To the extent feasible, such items should be shared with other associates in the department to which it was provided or other Company associates. Acceptance of any gift that is valued at over $100 US must be approved by a director-level or above Company employee.

Generally, it is acceptable and appropriate to participate in and accept business meals (those in which you are representing the Company in a meeting for a legitimate business purpose), unless unreasonable in value or frequency. It is permissible to accept invitations for social, sporting or other entertainment events, provided that the events are reasonable in value and frequency and that the business sponsor is in attendance.

To avoid even the appearance of impropriety, especially careful attention to these standards should apply where substantial, current or prospective suppliers to the Company are offering business courtesies. In general, if you believe that public disclosure of the business courtesy would cause embarrassment to you or the Company or if you have any questions regarding the reasonableness of any courtesy, then you should seek guidance from the Company before proceeding.

If you are uncertain as to the appropriateness of any gifts or entertainment offered to you, you should fully disclose the matter with and seek exceptions to these guidelines by an Officer of the Human Resources Department, who will in turn, inform the Corporate Compliance Committee.

Providing Business Courtesies. Gifts, gratuities, “perks,” services, favors and entertainment may be provided to representatives of our customers, suppliers and others with whom the Company has business relationships only if they meet the same standards as outlined in the first paragraph of the preceding subsection, “Accepting Business Courtesies,” and if they are consistent with the laws, regulations and policies of the receiving party. Such business courtesies should be reported and approved through the Company’s normal expense reporting procedures.

Proposals or commitments for payments to secure business or induce growth in business with the Company are not considered business courtesies; they must either be made pursuant to a regular, previously authorized Company program or specifically approved in accordance with the Company’s corporate approval requirements. All such payments must be reasonable, competitively justified, properly documented, accurately recorded and made, in compliance with applicable laws to the business entity that is the source of the business, not to its individual officers, associates or agents, without express prior Company approval.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Corporate Compliance Committee Compliance with applicable laws is a critical element of our Code of Business Conduct. To consolidate and focus the Company’s commitment to comply with all applicable laws, the Corporate Compliance Committee, composed of senior managers from representative business functions, has been established. This Committee oversees compliance matters and works to ensure that the Company has the necessary policies and systems in place to train its associates, audit compliance and correct any deficiencies in compliance programs. Any questions concerning the Committee or compliance in general should be referred to any member of the Committee. The names of the current Committee members can be found on the Company’s website and the Quick Reference Contact Guide.

Be Responsible for Reporting Illegal or Unethical Behavior United Stationers is committed to providing a workplace conducive to open discussion of our business practices, including potentially problematic behavior. Toward that end, all of us should be alert and sensitive to conduct and situations that that could violate applicable laws or the standards of conduct and ethics set forth in this Code of Business Conduct.

If you believe that your own conduct, or that of another, may have violated any such laws or any of the standards set forth in this Code, you are encouraged to take the following actions:

• To the extent that you feel comfortable doing so, you should discuss the matter with your manager, who will then be responsible for taking appropriate steps to address any related questions or concerns. This may include referring the matter to the Company’s General Counsel or other appropriate Company management personnel. All management personnel are expected to make themselves available to anyone with ethical questions, concerns or complaints. These individuals often may be able to facilitate the resolution of problems within the respective business unit or function.

• If, however, you prefer not to discuss any matter with your own manager, you may instead contact any of the other resources listed at the end of this Code under the heading, “Additional Resources—How to Obtain Further Information or Guidance.”

• If you wish, you may discuss any issues or concerns directly with United Stationers’ Corporate Compliance Committee Chair or its General Counsel. These individuals have oversight responsibility for receiving, collecting, reviewing, processing and resolving concerns and reports by associates and others regarding the matters described in this Code. They may refer complaints to others as they determine to be appropriate, or as required under the directives of the Company’s Board of Directors.

• Finally, if you are uncomfortable discussing any matter with any of the above resources, you may contact the Company’s anonymous Hotline at 1-877-767-6021 or www.usihotline.ethicspoint.com for confidential inquiries or reports involving this Code of Business Conduct or any of the Company’s other policies. You may utilize this anonymous process either if you wish to raise a new question or concern or if you feel that a question or concern previously submitted has not been appropriately handled.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Regardless of the manner in which they are submitted, all questions and concerns will be taken seriously and handled promptly and professionally. Our objective is to be equitable and fair in the treatment of all of our associates, officers and directors and to encourage honest and ethical conduct and business integrity by Company associates, officers and directors in all situations.

Government Investigations In order to respond properly and promptly, in compliance with applicable law, to governmental inquiries or investigations, the Company must be made aware of any inquiries from any governmental agencies or legal authorities. If a representative of a governmental agency contacts you to seek an interview or facility inspection or makes a non-routine request for Company documents or information, you should promptly contact the Company’s Law Department so that appropriate arrangements can be made. Similarly, if you believe that a governmental investigation or inquiry involving the Company has been initiated or is under consideration, appropriate details should be communicated promptly, on a priority basis, to the Company’s Law Department. Appropriate handling of governmental investigations is important for the Company, since many of the laws regulating the conduct of our business contain civil and criminal penalties for violations.

Associates also should remember that the retention and destruction of Company records is governed by other more detailed Company policies and procedures. Those policies strictly prohibit the destruction or alteration of documents that might be relevant to any pending or threatened government investigation or legal proceeding.

Part III. Administration of the Code

Enforcement of the Code The principles set forth in this Code of Business Conduct will be enforced at all levels, fairly and without prejudice. Enforcement is supervised by the Corporate Compliance Committee. Those who violate these rules will be subject to disciplinary action, up to and including termination of employment for cause in the case of Company officers and other associates, in accordance with the Company’s Corrective Action Human Resources Policy. In any case involving theft, following termination of employment, the Company will, as appropriate, seek restitution from the individual(s) and pursue prosecution with the appropriate authorities.

No Retaliation The Company intends for this Code and its administration of it to comply with all applicable laws that protect associates against unlawful discrimination, harassment or retaliation as a result of lawfully reporting information regarding, or their participating in, investigations involving corporate fraud or other violations of federal or state law, or any of our policies. Retaliation may include, but is not limited to vengeful actions, unkind statements, the “silent treatment,” exclusion from opportunity, and other related inappropriate behaviors. Anyone who the Company concludes has retaliated against an associate who makes a good faith report of discrimination, harassment or a violation of this Code will also subject to disciplinary actions. The Company will not allow retaliation of any kind by or on behalf of the Company and its associates, officers or directors against any individual for raising any good faith concern, question or report of violations of this Code, violations of Company policies, or other illegal or unethical conduct. The Company’s separate policy, Non-Harassment and Anti-Retaliation, provides additional information.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Code Interpretation and Waivers Review and Interpretation. The Corporate Compliance Committee will review this Code periodically, as appropriate, to ensure that it continues to provide guiding principles designed to promote the conduct of the Company’s business by its associates, officers and directors in an honest, ethical and appropriate manner. The Corporate Compliance Committee is responsible for interpreting and construing the terms of this Code, subject to appropriate input from others (including, in appropriate circumstances, the Company’s Board of Directors). From time to time, some of these duties will be delegated by the Committee to the General Counsel or others. The General Counsel or other designated individuals within the Company’s Law Department will make such determinations under this Code as they deem appropriate under the circumstances (including determinations with respect to whether violations or waivers of the Code have occurred). The General Counsel also is responsible for overseeing the maintenance of appropriate documentation with respect to matters arising under this Code.

Waivers. While some of these guidelines must be strictly adhered to and no exceptions can be allowed, in other cases, exceptions may be possible. For example, a minor conflict of interest situation can sometimes be resolved by disclosure of the possible conflict to all interested parties. Any associate who believes that an exception to any of these policies is appropriate should first contact their immediate manager. If the manager agrees that an exception is appropriate, he or she will take appropriate steps to obtain any necessary approvals. Waivers involving the Company’s executive officers or directors may only be made by the Corporate Compliance Committee, subject to approval by the Company’s Board of Directors or a Board Committee who are “independent” under applicable legal and stock exchange standards. All waivers granted to executive officers and directors will be the subjects of public disclosure by the Company. Waivers will be disclosed in accordance with securities laws.

Additional Resources—How to Obtain Further Information or Guidance If you need assistance concerning any aspect of this Code or advice as to its application in a particular situation, you should discuss the matter with any of the following resources:

• your manager, or an officer supervising your business unit or function; • your respective local or regional Human Resources representative; • the leaders of your Local Business Team or Regional Business Team, who function as Local or Regional

Compliance Coordinators; • any member of the Corporate Compliance Committee; or • the Company’s General Counsel or another member of the Company’s Law Department.

You also may ask questions, seek guidance or report concerns, either identifying yourself or on an anonymous basis, by contacting our Hotline at 1-877-767-6021 or www.usihotline.ethicspoint.com.

Please consult the Quick Reference Contact Guide and other information accompanying this Code for further information about how to use the Company’s Hotline, or contact any of the above resources for further information or guidance. You also may communicate any inquiries or concerns in writing to the Company’s Corporate Compliance Committee at the following address:

Corporate Compliance Committee United Stationers Inc. One Parkway North Boulevard, Suite 100 Deerfield, Illinois 60015

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Non-Harassment and Anti-Retaliation

The purpose of the Non-Harassment and Anti-Retaliation policy is to maintain a work environment in which every person associated with the Company is treated with courtesy, respect and dignity, consistent with our Company Values. The working environment shall be maintained in such a manner that is free from any type of conduct which may be considered harassing, discriminating and/or retaliatory. Our policy prohibits such conduct, regardless of whether the conduct violates the law. In fact, conduct that is lawful may still be deemed a violation of this policy, because it is inconsistent with our efforts to maintain a positive working environment.

This policy is applicable to all officers and associates of United Stationers Inc., and all of its subsidiaries and their respective divisions, business units, functional areas and facilities, collectively the “Company” or “United Stationers”, except as otherwise required by state law or a collective bargaining agreement. It applies to conduct by or between co-workers, managers, associates, directors, consultants, independent contractors, customers, vendors, suppliers, or any other persons who do business with us, including the conduct of all such parties at Company-sponsored events and work-related functions. As used in this policy, the term “associates” includes members of the Board of Directors.

It is the policy of the Company that:

1. Sexual Harassment. The Company will not tolerate sexual harassment of its associates.

A. Definition. Federal law defines sexual harassment as unwanted sexual advances, requests for sexual favors or visual, verbal or physical conduct of a sexual nature when:

(1) Submission to such conduct is made a term or condition of employment;

(2) Submission to, or rejection of, such conduct is used as a basis for employment decisions affecting the individual; or

(3) Such conduct has the purpose or effect of unreasonably interfering with an associate’s work performance or creating an intimidating, hostile or offensive working environment.

B. Conduct which is prohibited by the Company’s policy against sexual harassment, includes, but is not limited to, the following:

(1) Verbal: Sexual innuendoes, suggestive comments, jokes of a sexual nature, sexual propositions, lewd remarks, threats. Requests for any type of sexual favor (this includes repeated, unwelcome requests for dates). Verbal abuse or "kidding" which is oriented towards a prohibitive form of harassment, including that which is sex oriented and considered unwelcome.

(2) Non-verbal: The distribution, display, or discussion of any written or graphic material, including calendars, posters, and cartoons that are sexually suggestive, or shows hostility toward an individual or group because of sex; suggestive or insulting sounds; leering; staring; whistling; obscene gestures; content in letters and notes, facsimiles, e-mail, that is sexual in nature. A picture will be presumed to be sexually suggestive if it depicts a person of either sex who is not fully clothed or in clothes that are not suited to or ordinarily accepted for the accomplishment of routine work in and around the workplace and who is, posed for the obvious purpose of displaying or drawing attention to private portions of his or her body.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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(3) Physical conduct, such as unwelcome touching, assault, impeding or blocking movements.

(a) Sexual harassment has also been defined to include harassment between associates of the same gender.

(b) Sexual harassment on the job is unlawful whether it involves coworker harassment, harassment by a manager, or by persons doing business with or for the Company. The Company prohibits sexual harassment in any area of its facilities and during meetings and business-related gatherings.

2. Other Types of Harassment. The Company also prohibits and will not tolerate harassment on the basis of race, color, national origin, ancestry, religion, creed, physical or mental disability, genetic information, medical condition, gender, marital status, sexual orientation, age, military status, or any other basis protected under federal, state or local law.

A. Definition. The definition of harassment is: verbal or physical conduct designed to threaten, intimidate or coerce and is so severe and pervasive that it: (i) has the purpose or effect of creating an intimidating, hostile or offensive work environment; (ii) has the purpose or effect of unreasonably interfering with an individual's work performance; or (iii) otherwise adversely affects an individual's employment opportunities.

B. Conduct which is prohibited by the Company’s policy against sexual harassment, includes, but is not limited to, the following:

(1) Verbal: Comments which are not flattering regarding a person's nationality, origin, race, color, religion, gender, sexual orientation, age, body, disability, genetic information, or appearance. This includes epithets, slurs, negative stereotyping or generalization, threatening, intimidating or hostile acts.

(2) Non-verbal: Distribution, display or discussion of any written or graphic material that ridicules, denigrates, insults, belittles, or shows hostility or aversion toward an individual, or group because of national origin, race, color, religion, age, gender, sexual orientation, pregnancy, appearance, disability, marital or other protected status.

3. Reporting of Harassment and/or Retaliation. If you believe you have been harassed or retaliated against on the job, or if you are aware of potential harassment or retaliation of others:

A. You are encouraged to make it clear to the person you feel is harassing you that you find such conduct offensive and unwelcome. State clearly that you want the conduct to stop at once.

B. If you do not feel comfortable communicating with the person directly, you should report the conduct, as soon as possible, to any one of the following:

(1) Your immediate manager. (2) Any member of management. (3) The Human Resources Department. (4) The Company sponsored toll-free hotline (1-877-767-6021) or website

(www.usihotline.ethicspoint.com).

Your complaint should be as detailed as possible, including dates, times, places, the names of the individuals involved, the names of any witnesses, direct quotations when language is relevant, any documentary evidence (for example notes, pictures, or cartoons). You may initiate your complaint in person or by telephone, voice mail, e-mail, letter or memorandum.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

40 United Stationers Inc. – Workplace Policies

Non-Harassment and Anti-Retaliation (Continued)

4. Investigation. When an allegation of harassment, discrimination and/or retaliation is reported:

A. The Company will undertake a thorough and impartial investigation promptly.

B. The investigation may include interviews with the complainant, the accused, and appropriate witnesses.

C. Generally, Human Resources will provide periodic updates to the person alleging the harassment, discrimination and/or retaliation during the investigation.

(1) As soon as practical, the Company will complete the investigation and make a determination regarding the reported harassment, discrimination and/or retaliation. All determinations are made on an individual basis, and communicated to the associate who made the complaint and to the accused harasser(s).

(2) If the Company determines that prohibited conduct or harassment, discrimination and/or retaliation has occurred, it will take effective remedial action commensurate with the circumstances. Appropriate action will also be taken to deter any such future conduct, harassment, discrimination and/or retaliation.

(3) If a complaint of prohibited harassment, discrimination and/or retaliation is substantiated, appropriate disciplinary action, up to and including termination of employment, will be taken.

(4) Where a complaint is substantiated, Human Resources and/or the manager of the associate alleging the harassment will conduct a follow up meeting confirming that appropriate remedial action has been taken.

Associates are required to cooperate in any investigation.

5. Confidentiality. All complaints will be investigated in a confidential manner to the extent possible, consistent with a thorough investigation and appropriate corrective action. Only those members of the Human Resources and Legal Departments and other managers with a “need to know” will be involved or provided details of the incident or investigation.

6. Retaliation. The Company’s policies prohibit retaliation against any associate for using this complaint procedure and/or participating in an investigation in good faith. The Company’s policies prohibit retaliation for filing, testifying, assisting, or participating in any manner in any investigation, proceeding, or hearing conducted by a governmental enforcement agency. Retaliation may include, but is not limited to, vengeful actions, unkind statements, the silent treatment, exclusion from opportunity, and other related inappropriate behavior. Anyone who the Company concludes has retaliated against an associate who makes a good faith report of discrimination and/or harassment will be subject to disciplinary action. The Company will not allow retaliation of any kind by or on behalf of the Company and its employees, officers or directors against any individual for raising any good faith concern, question or report of violations of Company policies. If you believe you have been retaliated against, follow the above complaint procedure.

7. Universal Applicability. The Company does not consider conduct in violation of this policy to be within the course and scope of employment and does not sanction such conduct on the part of any associate, including management associates.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

41 United Stationers Inc. – Workplace Policies

Technology & Electronic Communications

The purpose of the Technology & Electronic Communications policy is to protect the Company's interest, and prevent exposure to unnecessary liabilities, in connection with the use of Company property that includes, but is not limited to, computers, e-mail, voice mail, instant messaging, intranet and internet access, VPN access, Webmail access, software, telephones, Company cell phones, Personal Digital Assistants (PDA), Blackberries/iPhones and fax machines.

This policy is applicable to all associates of the Company, and its divisions and subsidiaries, and the Company’s Board of Directors.

It is the policy of the Company that:

1. Company Use. Company property is provided for use in conducting Company business and not for personal use.

2. Personal Use. As a practical matter, incidental personal use which is not time-consuming and which is of no cost or nominal cost, is permitted. Examples of incidental personal use which may be permitted include moderate use of Company property to conduct personal correspondence using e-mail, word processing, posting personal appointments to electronic calendars, making telephone calls and participating in social media. Nevertheless, associates have no expectation of privacy with regard to business or incidental personal use of Company property or access to Company networks.

3. Non-Permitted Use. Some uses of Company property and personal property utilizing the Company network are not appropriate and are never permitted. These uses include transmission to a Company associate, to an outside party using Company property, or use of Company property in connection with any of the following:

A. Harassing, discriminatory, retaliatory, intimidating, threatening or obscene material B. Pornography/Nudity or explicit, inappropriate or offensive material, e.g., photographs, pictures,

drawings, etc. C. Gambling D. Hate Groups/Violence E. Illegal Activity F. Weapons/Criminal Skills G. Religious or Political Content H. A chain letter of any kind I. A solicitation of any kind (except certain charitable solicitations, if expressly authorized by the CEO

or an Executive Vice President and in accordance with the Solicitation Policy); and/or J. A violation of the Company's confidentiality policy or any other Company policy.

4. No Expectation of Privacy. Even with respect to personal use, associates should have no expectation of privacy with respect to any data or communication that is associated with Company property. The company retains the right to access or otherwise monitor such information or communication for any business reason, without notice or consent.

5. Copyright. Copying software or text, whether audio or video, is often a violation of federal copyright laws. Downloading material from an Internet source might also be in violation of copyright laws. Therefore, if there is any doubt about an associate's right to download or copy material, whether or not for business purposes, he or she should first contact the Law Department.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

42 United Stationers Inc. – Workplace Policies

Technology & Electronic Communications (Continued)

6. Software. Associates are prohibited from installing any software on any Company technical resource, without express prior written permission from the IT Department.

7. Technology Subscription Services. Associates are prohibited from entering into online (“click through”) or written contracts for Company use of technology subscription services (i.e. “cloud” services) such as Infrastructure as a Service (IaaS), Platform as a Service (PaaS), or Software as a Service (SaaS) without consultation with the IT and Legal departments. An evolving list of pre-approved enterprise managed cloud services is located at the following intranet web site for associate review: http://sharepoint.ussco.com/technology/arch/Shared%20Documents/IT%20Vendor%20App%20Technology%20Summary.xlsm. In addition to these enterprise services, non-Company provided personal productivity cloud services such as DropBox, Evernote, and iCloud may be leveraged for incidental use by associates to send, store, or manipulate limited amounts of non-sensitive corporate data. Sensitive corporate data which are prohibited from use in combination with any unapproved cloud services include: 1) pre-release SEC / financial disclosure information; 2) credit card information (PCI); 3) HIPAA-regulated information; 4) personally identifiable information (PII) such as Social Security numbers, name in combination with address, name in combination with birth date, or name in combination with driver’s license or state identification number; 5) non-publically disclosed merger and acquisition information, 6) bank account information, and 7) litigation information. Please contact IT or the Legal department if you have a question regarding the use or approval of particular cloud services to send, store, or manipulate Company data.

8. E-Mail. E-mail shall not be used for the creation or distribution of any communication that can reasonably be interpreted as violating Company policy, including its Non-Harassment and Anti-Retaliation Policy, prohibiting inappropriate messages about race, sex (including pregnancy, childbirth, breast feeding or related medical conditions), gender, gender identity or expression, disabilities, age, sexual orientation, sex/pornography, religious beliefs and practice, marital status, political beliefs, or ancestry/national origin or any other characteristic protected by federal, state and local law. Associates who receive any e-mails with this content should immediately report the matter to their supervisor or human resources and should never transmit such messages to other associates or to anyone outside the Company.

A. Messages should be courteous, professional and businesslike.

B. Care should be taken to draft e-mails with precision and thoughtfulness.

C. Distribution of e-mail should be restricted to necessary recipients and, if confidential, it should be so marked. Confidential e-mails should not be forwarded without first receiving authorization from the original sender. Use caution when choosing the "Reply All" option, as it may contain recipients to whom your reply is not appropriate. Also, be careful when adding a name to the original distribution list because portions of the message may not be intended for all to read.

D. Care should be taken when transmitting confidential information about the Company. Highly confidential documents should be password protected to protect sensitive information. If a document is password protected, the password should be communicated to the recipient either verbally or under separate cover. If an associate chooses not to password protect a sensitive document before transmitting it, that associate will be held responsible should the information be intercepted and accessed by unauthorized persons to the detriment of the Company and/or its associates.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

43 United Stationers Inc. – Workplace Policies

Technology & Electronic Communications (Continued)

E. Broadcast e-mail (e.g., to "all associates" or "Everyone, All United Stationers”) should rarely be used (generally only by the CEO, Human Resources Department, or designated areas of the IT Department).

F. An assessment should regularly be made as to whether an e-mail should be stored beyond the time provided in the Company Information Retention policy (e.g. for job-related reference purposes). It is recommended that an e-mail should not be printed or stored unless necessary. Conversely, all e-mails for which an associate has received a Litigation Hold Notice must be retained and not deleted until permission is received from the Legal Department that such Hold is no longer in effect.

9. A. Internet and Intranet. Only authorized associates may post information and/or documents to the company internet and intranet sites. Individuals who do have access to post information and documents to company sites are responsible for ensuring that the content of their postings is accurate, appropriate for a business environment, and kept current. It is the policy of United Stationers to maintain an environment that promotes ethical and responsible conduct in all online network activities. United Stationers reserves the right to modify, revise, or change this policy at any time without prior notice. Network accounts are to be used only by the authorized owner of the account for the authorized purpose. Unauthorized access by a user is a violation of United Stationers policy and grounds for termination. Access to the internet is a privilege, not a right, and inappropriate use will result in cancellation of that privilege.

. B. SharePoint. Electronic files created, sent, received, or stored on SharePoint, including personal messages, files and documents, are not private and are owned by the Company. These electronic files may be subject to mandatory records requests and can be accessed by the Company’s SharePoint and Systems Administrators at any time without knowledge of the SharePoint user or content owner. The fact that business data may be stored electronically (i.e. SharePoint document library or SharePoint list) does not change the requirement to keep the information confidential and secure. The type of information or the information itself is the basis for determining whether the data must be kept confidential and secure. Furthermore, if this data is stored in a paper or electronic format, or if the data is copied, printed, or electronically transmitted the data must still be protected as confidential and secured. Storage of personal email messages, voice messages, files and documents within the Company’s SharePoint is not allowed.

To manage systems and enforce security, the Company may log, review, and otherwise utilize any information stored on or passing through its SharePoint systems. SharePoint users must not attempt to access any data or programs contained on the Company systems for which they do not have authorization or explicit consent. This consent can be obtained by contacting your manager and/or the Site administrator. Site administrators must provide adequate access in accordance with the needs defined by owner departments and/or the project for which the site was created. The access level will be monitored and should protect business data and associated programs from misuse at all time. All Site administrators must carefully assess the risk of unauthorized alteration, unauthorized disclosure, or loss of company data within the SharePoint environment for which they are responsible and ensure through the use of monitoring mechanisms, that the Company is protected from damage, monetary or otherwise.

Users should report any incidents of possible misuse or violation of this policy to the proper authorities by contacting management and the Service Desk.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

44 United Stationers Inc. – Workplace Policies

Technology & Electronic Communications (Continued)

10. Chat Rooms and Social Networking. The current and expected future growth of emerging online collaboration platforms are fundamentally changing the manner in which individuals, both inside and outside the Company, interact and warrant specific guidelines and parameters. Associates may be called upon to engage or participate in a blog, wiki, branded community site, online social network or any other form of online publishing or discussion in the fulfillment of their job responsibilities. With regard to personal use, the choice to utilize social media is each associate’s decision. This policy is not intended to regulate lawful employee conduct outside of work. However, in an associate’s participation in any of the above mentioned forms of social media, the associate is expected to follow these guiding principles:

A. Know and follow the Company’s Code of Business Conduct policy and Confidentiality and Nondisclosure policy.

B. Associates are personally responsible for the content they publish on blogs, wikis, branded community sites, online social network or any other form of user-generated media. Be mindful that what is published will be in the public eye for a long time.

C. An associate should identify him or herself – name, and when relevant, role at the Company – when he or she discusses the Company or Company-related matters. An associate should write in the first person and make it clear that he or she is speaking as an individual and not on behalf of the Company.

D. If an associate publishes content to any website or other form of social media and it has something to do with work the associate does or subjects associated with the Company, the associate must use a disclaimer such as this: “The postings on this site are my own and don’t necessarily reflect the Company’s positions, strategies or opinions.”

E. While postings may be critical of the Company’s policies or decisions, they should always be respectful and should not violate the Company’s policies against discrimination, harassment or retaliation, or other Company policies. In other words, associates should not use ethnic slurs, personal insults, obscenity, intimidating or threatening language, or engage in any conduct that is illegal or would not be acceptable in the Company’s workplace under its policies. An associate should also show proper consideration for others’ privacy.

F. Respect copyright, fair use and financial laws. Respect the confidentiality of proprietary information and content, either this Company’s or another’s, and comply with the Company’s policies on protecting its and others’ confidential, proprietary and trade secret information. Read Company policy, Compliance with SEC Regulation FD, to ensure a complete understanding.

G. Do not cite or reference other associates, customers, partners or suppliers without their prior approval.

H. If an associate is about to publish something that makes that associate even the slightest bit uncomfortable, he or she should not shrug it off and hit ‘Send’. The associate should take a minute to review these guidelines, figure out why the publication makes the associate uncomfortable and then fix it. If an associate is still unsure, the associate should discuss it with his or her supervisor or HR representative. Ultimately, what an associate publishes is the associate’s responsibility, and the associate does so at his or her own risk. The Company will not be liable for any postings that associates make.

I. An associate’s primary responsibility is to his or her job. Online activities must not interfere with the associate’s job or commitments to customers.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

45 United Stationers Inc. – Workplace Policies

Technology & Electronic Communications (Continued)

11. Restrictions on Confidential Information. There is no expectation of privacy on a cellular phone and therefore, caution should be exercised in the event Company business is discussed on a cellular phone. Likewise, the Internet should be used with great caution when transmitting confidential information about the Company to individuals outside of the Company. Additionally, caution should be taken to maintain privacy when engaging in any communications about the Company (i.e., conversations with others and/or when using a public telephone, cell phone, PDA, Blackberry or laptop for Company business) in a public area.

12. Other Technologies. Technology and electronic communications equipment and software which have not been authorized by the IT Department are not permitted to be installed or connected to Company property. This includes, but is not limited to, computer software, computer hardware or networking equipment. Additionally, caution must be taken when connecting to the Company’s network through Webmail or a System-as-a-Service portal utilizing a non-Company device, e.g., personal or public computers, etc.

Employee Data Privacy Policy

The privacy and security of Personally Identifiable Information, as defined below, collected from associates is a priority to the Company. It is equally important to the Company that associates understand how the Company handles this information and how associates coming into contact with such information must handle it.

The Employee Data Privacy Policy is applicable to all officers and associates of United Stationers Inc. and all of its subsidiaries and their respective divisions, business units, functional areas and facilities, (collectively the “Company” or “United Stationers”), except as otherwise required by law or a collective bargaining agreement.

Associates must comply with all of the terms of this Policy as outlined below and as it may be modified by the Company from time to time without prior notice. Anyone sending unsolicited Personally Identifiable Information to the Company by any means (e.g., submitting a resume through Taleo) explicitly consents to storage, destruction, processing, disclosure, and/or any other use by the Company of the unsolicited data.

Collection of Personally Identifiable Information To conduct business and comply with government regulations (hiring, employment, tax, insurance, etc.), the Company collects various personal and other data depending on an associate’s employment responsibilities, citizenship, location of employment, and other factors. Such data may include name, phone number(s), email address, mailing address, banking and other financial data, government identification numbers (i.e., social security number, tax payer ID, drivers license, etc.), date of birth and any other necessary data. A social security number, credit card number, or bank account information alone, or a social security number, drivers license or government ID, or birth date in combination with an associate’s name, is referred to in this policy as “Personally Identifiable Information” or “PII.”

Use of the Personally Identifiable Information the Company Collects The Company may use Personally Identifiable Information as follows:

• To identify associates • To communicate with associates • To comply with human resource requirements • To comply with government regulations • To provide employee benefits (compensation, health, insurance, etc.)

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

46 United Stationers Inc. – Workplace Policies

Employee Data Privacy Policy (Continued)

Disclosure of Personally Identifiable Information The Company will not disclose, sell or otherwise distribute to any third party any associate’s PII without his or her prior permission, except under the following circumstances:

• Legal requests and investigations: The Company may disclose certain PII of an associate when, in the Company’s opinion, such disclosure is necessary to prevent fraud or to comply with any statute, law, rule or regulation of any governmental authority or any order of any court of competent jurisdiction.

• Third-party service providers: The Company may, from time to time, outsource some or all of the operations of its business to third-party service providers. In such cases, it will be necessary for the Company to disclose PII to those service providers. In some cases, the service providers may collect PII directly from an associate on the Company’s behalf. The Company restricts how such service providers may access, use and disclose PII.

• Agents: The Company may employ other companies and individuals to perform functions on its behalf. Examples include processing compensation, providing employee benefits, and performing legal and other professional services. These agents have access to PII needed to perform their functions, but they may not use it for other purposes.

• Business Transfers: As the Company continues to develop its business, it might sell or buy companies, subsidiaries, or business units. In such transactions, data, including PII, generally is one of the transferred business assets but remains subject to the promises made in any pre-existing privacy statement (unless, of course, the person consents otherwise). Also, in the unlikely event that the Company or all of its assets are acquired, PII may be one of the transferred assets.

• Protection of the Company and Others: The Company releases PII when it believes release is appropriate to do the following: comply with the law; enforce or apply Company policies and other agreements; or protect the rights, property, or safety of the Company, its employees, or others. This does not include selling, renting, sharing or otherwise disclosing PII from employees for commercial purposes in violation of the commitments set forth in this Policy.

Updating and Accessing Personally Identifiable Information An associate must immediately update Personally Identifiable Information when and if it changes so that the Company can maintain accurate data about its associates. Although an associate may change such PII, the Company may maintain prior PII. Therefore, an associate should not expect that all historical data will be removed from our databases at the time such associate notifies the Company of changes. U.S.-based employees may access, change, remove, or opt out of further use by the Company of their PII through the Company’s HRIS system or by contacting their business unit’s Human Resources department. Non-U.S.-based employees may access, change, remove or opt out of further use of their PII by contacting their business unit’s Human Resources partner.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

47 United Stationers Inc. – Workplace Policies

Employee Data Privacy Policy (Continued)

Security of Personally Identifiable Information The Company employs reasonable security measures and technologies, such as password protection, encryption, physical locks, etc., to ensure the confidentiality of PII. If an associate is authorized to have access to the PII of other associates, it is important that such associate take the appropriate safeguards to protect this data. Paper and other hard copies containing PII should be secured in a locked location when not in use. Computers and other access points should be secured when not in use by logging out or locking. Passwords and user ID’s should be guarded and not shared. When no longer necessary for business purposes, paper and hard copies should be immediately destroyed using paper shredders or other approved devices, and not left in unsecured locations waiting to be shredded or otherwise destroyed. Associates should not make or distribute to unauthorized individuals any documents or other tangible mediums containing PII. Electronic files containing PII should only be stored on secured computers or systems, and/or encrypted laptops, and not copied or otherwise communicated to unauthorized individuals within or outside of the Company.

Compliance with this Policy is crucial to the Company. Any potential violation of this Policy should be reported to the Company’s Privacy Officer. Failure to follow this Policy may result in discipline, up to and including termination, of employment. Any questions or suggestions regarding this Policy may also be directed to the Company’s Privacy Officer.

Reporting Security Incidents An associate must immediately report any suspected or actual security incident to his or her manager or privacy liaison and the Company’s Privacy Officer, Cheryl Cromer or her successor, and/or the Security Officer, Lawson Kelly or his successor. A security incident includes, but is not limited to, the following: (a) any violation of this Policy; (b) any unauthorized access to, or use, disclosure, acquisition or destruction of, PII; and (c) any instance of malicious software or code, such as a virus or worm, that interferes with the proper functioning of Company information systems or other electronic resources.

Policy Enforcement Each supervisor and associate is responsible for enforcement of this Policy. Compliance will be subject to audit by the Internal Audit Department. Questions regarding the application of this Policy should be addressed to the Law Department. Any exception to this Policy requires the express written approval of Chief Executive Officer or General Counsel.

Related Policies and Procedures • Business Record Retention and Disposal • HIPAA • Technology and Electronic Communication Policy • User Password Procedure • Handling Matrix

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

48 United Stationers Inc. – Workplace Policies

Business Record Retention and Disposal

Business Records Retention and Disposal has been adopted to establish periods for the retention and disposal of all forms of Business Records.

This policy exists to ensure that Business Records are retained when legally required or when retention is advisable for business reasons. In addition, the policy mandates disposal of Business Records through appropriate means when retention is no longer required.

This policy applies to the entire United Stationers consolidated group, including all separate corporate entities and all business units. All associates, whether management or non-management, must comply with this policy.

Corporate Approvals and Authorization Matrices

Corporate Approvals and Authorization Matrices has been adopted to establish the minimum level of authorization required for various types of capital and other expenditures, contracts, business transactions, employment-related actions and other matters.

This policy ensures that the proper approvals are in place prior to the Company engaging or committing to engage in most types of business transactions. Proper approvals are essential in order to manage expenditures and meet legal, regulatory and internal reporting requirements. Each time an associate commits the Company to a contract, expenditure or other business transaction, he or she should refer to this Policy to ensure that the correct approvals are in place. Other Company policies, such as the Authorization for Expenditures or AFE Policy, which specifies the signatures required to authorize certain expenditures, may provide additional requirements with respect to such business transactions.

This policy applies to the entire United Stationers consolidated group, including all separate corporate entities and all business units. All associates, whether management or non-management, must comply with this policy.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

49 United Stationers Inc. – Workplace Policies

Expense Reimbursement, Corporate Credit Card and Travel

This purpose of this policy is to cover expenses incurred for travel, mileage, business meals and other miscellaneous expenses incurred by associates in conducting the Company’s business. The use of the corporate credit card is covered in this policy. For approval levels for business expenses that go through the corporate credit card or invoicing and bill payment processes, please refer to Company policy, Corporate Approvals and Authorization Matrices.

This policy applies to all associates of United Stationers Inc., and its divisions and subsidiaries (the “Company”).

The Expense Reimbursement, Corporate Credit Card and Travel Procedures (the “Procedures”) are referred to periodically throughout this policy. These procedures are posted on the Company Intranet.

It is the policy of the Company that:

1. Expenses in General: All business-related expenses must be appropriate and reasonable, and satisfy both the external reporting requirements of the Internal Revenue Service and our internal cost management.

Timely submission of expenses incurred on behalf of the Company through use of a corporate credit card or that require reimbursement into the Concur system is required. The general guideline is all expenses for a given month must be submitted within 30 days of the end of the month and properly approved and authorized for payment in accordance with Company requirements. If you do not have a corporate credit card and incur business expenses that need to be reimbursed, you may obtain a Concur ID and submit these expenses as well. Please refer to the Procedures on how to obtain a Concur ID.

Receipts are required for all expenses $25 and over and receipts are recommended to be obtained for all expenses.

2. Corporate Credit Card: To the extent you are required to travel on Company business and incur related expenses, a corporate credit card will be issued to you to be used for business travel and expenses. This card is only to be used for expenses incurred for conducting Company business. Personal use of the corporate credit card is not allowed under any circumstances. Please see the Procedures on how to obtain a corporate credit card.

If credit card fraud is suspected or if a credit card is lost, the suspected fraud or loss must be reported to the issuing bank immediately. (The bank telephone number is on the back of the card and is in the Procedures.)

Note: If an associate has applied for a corporate credit card but needs to book travel before the associate’s card arrives, the manager can make the travel arrangements with the manager’s card.

3. Travel: All travel should be arranged in the most economical manner consistent with the objectives of each trip.

Company’s Authorized Travel Agency and Preferred Providers

All travel arrangements, including airline, hotel and auto rental, must be coordinated exclusively through the Company's authorized travel agency either by phone or on the internet. In addition, preferred providers are to be used whenever possible.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

50 United Stationers Inc. – Workplace Policies

Expense Reimbursement, Corporate Credit Card and Travel (Continued)

The Company receives several benefits by booking travel through the Company’s authorized travel agency. Benefits include:

• Taking advantage of negotiated discounted rates • Enabling your travel to be measured as part of our group volume for future negotiations with travel

providers, and • Enabling the Company to locate associates in case of an emergency.

More detailed information on the Company’s travel and expense reimbursement guidelines can be found in the Procedures on the intranet, including preferred providers for flights, lodging and car rentals.

Officer’s or Associates Traveling Together Subject to an exception granted in writing by the Company’s Chief Executive Officer, no more than four Section 16 officers should travel together on the same flight or in a vehicle. In addition, division and department managers should use good judgment in limiting the number of division and department associates traveling together.

4. Meals and Events: Meals and events for two or more associates must be paid for by the most senior associate. A clear business purpose, followed by a list of all attendees must be documented when submitting expenses for reimbursement.

Certain meetings and events are coordinated by the Business Unit marketing and events managers. In the case of such an event, travelers should follow guidelines produced for that event in addition to those contained in this policy.

5. Mileage, Tolls and Parking: Mileage for travel in a personal automobile outside of your normal company location will be reimbursed at the current IRS rate for the full amount of mileage to the new location.

Tolls and parking fees not incurred as part of an associate’s normal commute may be submitted for reimbursement. Traffic and parking violations are not reimbursable.

6. Other Expenses: Gifts for associates for non-business related occasions will not be reimbursed. Flowers or gifts for hospitalized or deceased associates and their immediate family members can be reimbursed with proper management approval.

Personal cell phone or data related charges are not reimbursable. In the case where an associate does not have access to a Company issued cell phone and needed to incur expenses for a business-related purpose, management may approve the expenses.

Management must review all expense reports to ensure:

• All charges are valid business expenses and that all required receipts (anything that is $25.00 and over) are included.

• All charges on the corporate credit card are for business use only.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

51 United Stationers Inc. – Workplace Policies

Expense Reimbursement, Corporate Credit Card and Travel (Continued)

Managers should:

• Approve only those expenses which are reasonable and meet the requirements for reimbursements.

• Ensure that Human Resources is promptly notified of changes in the list of those persons who have the responsibility to approve expense reports/invoices and authorize the related reimbursement. All changes may be sent to [email protected].

Expense reports and invoices are subject to review by the Travel Coordinator, Finance and Internal Audit.

Any requested exceptions by associates must be approved by their supervisor (such approval to be obtained in advance to the extent practicable). Any exceptions to this policy which are not approved by a supervisor shall be considered violations of this policy. Such violations may be subject to delay or withholding of reimbursement, chargeback to the associate, or other disciplinary action, up to and including termination of employment.

Any Business Unit that wishes an exception to any part of this policy must seek approval in writing from the Corporate Compliance Committee. Please refer to the Procedures mentioned above for instructions on submitting a Business Unit exception request.

Questions about this policy should be directed to [email protected].

Confidentiality and Non-Disclosure

The purpose of the Confidentiality and Non-Disclosure policy is to protect the Company's interest in its Confidential Information and trade secrets from disclosure and to avoid liabilities in connection with the Company's obligation regarding third party confidential information.

This policy is applicable to all officers and associates of United Stationers Inc., and all of its subsidiaries and their respective divisions, business units, functional areas and facilities, collectively the “Company” or “United Stationers”, except as otherwise required by state law or a collective bargaining agreement.

It is the policy of the Company that:

1. Non-Disclosure of Confidential Information. Associates shall not, directly or indirectly, disseminate, make available or disclose any confidential information or proprietary data of the Company, unless and only to the extent such release or disclosure is required by any court or administrative agency (and then only after prompt notice to the Company to permit the Company to seek a protective order). For purposes of this policy, “confidential information or proprietary data” means information and data prepared, compiled, or acquired by or for associates during or in connection with an associate’s employment by the Company (including, without limitation, information belonging to or provided in confidence by any associate, customer, supplier, trading partner or other person or entity to which associates had access by reason of an associate’s employment with the Company) which is not generally known by and available to the public or which could be harmful to the Company if disclosed to persons outside of the Company. Such confidential information or proprietary data may exist in any form, tangible or intangible, or media (including any information technology-related or electronic media) and includes, but is not limited to, the following information of or relating to the Company or any of its customers or suppliers:

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

52 United Stationers Inc. – Workplace Policies

Confidentiality and Non-Disclosure (Continued)

A. Business, financial and strategic information, such as sales and earnings information and trends, material, overhead and other costs, profit margins, accounting information, banking and financing information, pricing policies, capital expenditure/ investment plans and budgets, forecasts, strategies, plans and prospects.

B. Organizational and operational information, such as personnel data (including, but not limited to discipline and compensation data), performance evaluation or succession planning information, data regarding compensation or benefit programs, plans or strategies, information concerning the utilization or capabilities of personnel, facilities or equipment, logistics management techniques, methodologies and systems, methods of operation data and facilities plans.

C. Advertising, marketing and sales information, such as marketing and advertising data, plans, programs, techniques, strategies, results and budgets, pricing and volume strategies, catalog, licensing or other agreements or arrangements, and market research and forecasts and marketing and sales training and development courses, aids, techniques, instruction and materials.

D. Product and merchandising information, such as information concerning offered or proposed products or services and the sourcing of the same, product or services specifications, data, drawings, designs, performance characteristics, features, capabilities and plans and development and delivery schedules.

E. Information about existing or prospective customers or suppliers, such as customer and supplier lists and contact information, customer preference data, purchasing habits, authority levels and business methodologies, sales history, pricing and rebate levels, credit information and contracts.

F. Technical information, such as information regarding plant and equipment organization, performance and design, information technology and logistics systems and related designs, integration, capabilities, performance and plans, computer hardware and software, research and development objectives, budgets and results, intellectual property applications, and other design and performance data.

2. Non-confidential Information. Information is not considered confidential if it is publicly known.

3. Disclosure of Prior Employment Agreements. At the time of hire the associate should represent and agree that he or she:

A. Has no current employment contract, covenant not to compete, restrictive covenants, confidentiality agreement, or any other kind of agreement with any previous employer that would preclude acceptance of the Company’s employment offer and joining the Company or otherwise limit activities once he or she becomes an associate, and

B. Will not bring any trade secrets or other confidential or proprietary information of previous employers.

4. Confidentiality Agreement. Each associate must sign a Confidentiality and Nondisclosure Agreement at the time of his or her employment.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

53 United Stationers Inc. – Workplace Policies

Confidentiality and Non-Disclosure (Continued)

5. Protection of Confidential Information. Each associate is responsible for protecting confidential information. Protection includes the following, or any other protection that would be reasonable under the circumstances:

A. Securing desks.

B. Locking filing cabinets.

C. Shredding confidential documents consistent with the Policy on Information Retention.

D. Marking documents and e-mail as "Confidential" when appropriate.

E. Adherence to password protection and data security procedures.

Insider Trading

The Company encourages ownership of its stock by all officers, directors and employees. It is important for you to understand, however, that all officers, directors and employees (and their family members) of United Stationers Inc., or any of its direct or indirect subsidiaries or limited liability companies (collectively referred to as "United" in this policy) are subject to insider trading laws that affect their sale and purchase of USI stock and other securities.

This policy sets forth United's trading window and pre-clearance requirements, as well as other guidelines, for trading in USI securities. It also summarizes general insider trading rules and the consequences of their violation4.

This policy applies to:

1. Covered Transactions. This policy applies to all transactions in USI securities, including common stock, options for common stock and any other securities USI may issue from time to time, such as preferred stock, warrants and convertible debt securities. It also applies to derivative securities relating to USI's stock, whether or not issued by USI, including, for example, both stock options granted by USI under its management equity plans and exchange-traded options with respect to USI stock. Finally, it applies to any pre-arranged plan you may enter into under SEC Rule 10b5-1 (a "Rule 10b5-1 Plan") to trade in any USI securities and any pledge of USI securities as collateral for a loan or margin account.

2. Covered Persons. This policy applies to all United officers, all members of United's Board of Directors and all employees of, and consultants and contractors to, United who receive or have access to Material Nonpublic Information (as described below) regarding United. This group of people, members of their immediate families and members of their households are sometimes referred to in this policy as Insiders. This policy also applies to any person who receives Material Nonpublic Information about United.

4 This policy covers only the prohibition on trading while in possession of material nonpublic information in violation of Rule 10b-5 under the Securities Exchange Act of 1934. It does not address two other sets of legal requirements applicable to directors and Section 16 Officers: (1) the beneficial ownership reporting obligations and short-swing trading limitations set forth in Section 16 of the Exchange Act; and 2) the requirement that sales of control shares be made pursuant to Rule 144 of the Securities Act of 1933. Directors and Section 16 Officers with questions about these additional legal requirements should contact United’s General Counsel.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

54 United Stationers Inc. – Workplace Policies

Insider Trading (Continued)

It is the policy of the Company that:

1. No Trading or Arranging to Trade While Aware of Material Nonpublic Information. During any period commencing with the date that an Insider becomes aware of Material Nonpublic Information (see below) about United and ending at the open of business on the third full Trading Day following the date of public disclosure of that information, or at such time as such nonpublic information is no longer material, the Insider shall not:

A. Engage in any transaction involving a purchase or sale of USI securities, except pursuant to a Rule 10b5-1 Plan that is adopted and maintained by the Insider in accordance with this Agreement; or

B. Institute or change any Rule 10b5-1 Plan involving USI securities.

A Trading Day is a business day on which national stock exchanges and the National Association of Securities Dealers Automated Quotation System ("NASDAQ") are open for business.

2. Tipping. No Insider shall disclose ("Tip") Material Nonpublic Information to any other person (including but not limited to family members) where such information may be used by such person to his or her profit by trading in the securities of USI or other companies to which such information relates, nor shall such Insider or related person make recommendations to or express opinions as to trading in any securities of USI or any other companies while aware of Material Nonpublic Information about United or such other companies.

3. Confidentiality of Nonpublic Information. Nonpublic information relating to United is the property of United and the unauthorized disclosure of such information is forbidden Accordingly, United Insiders should not discuss or reveal "inside information" about United to anyone, except as authorized by United and as required for a legitimate United business purpose. Employees and other Insiders should be discreet in discussing nonpublic information about United, even when authorized, and should not discuss it in situations where it can be easily overheard, such as restrooms, elevators, restaurants, taxis and airplanes.

This includes, but is not limited to, nonpublic information that may be accessible through United's corporate intranet.

What is Material Nonpublic Information? Information is considered "material" if there is a substantial likelihood that it would be considered important by a reasonable investor in deciding whether to purchase or sell securities, or if the information would be viewed by a reasonable investor as having significantly altered the total mix of information available to him or her before making the purchase or sale. In practical terms, insider trading enforcement officials and courts review, in hindsight, whether the information, if known, could have reasonably been expected to affect the value of USI's securities or the investment judgment of a person making a decision to buy or sell USI securities.

Either positive or negative information may be material.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

55 United Stationers Inc. – Workplace Policies

Insider Trading (Continued)

It is not possible to define all categories of material information, as materiality depends on the particular facts and circumstances and requires assessment in light of both quantitative and qualitative factors. However, there are categories of information that are particularly sensitive and, in many cases, will be considered material. Examples of such information include:

• Financial results, including information about earnings and revenues • Internally developed financial projections, including forecasts of future sales or earnings/losses and

other sales planning information • Internal budgets or other internal financial or strategic plans • Changes (up or down) in projected earnings or losses • Proposed mergers, joint ventures, acquisitions, dispositions or potential changes in control affecting

United • Proposed public or private offerings of USI equity or debt securities • Changes in senior management • Other significant events affecting United's corporate structure or securities, including proposed

restructurings, stock splits, repurchase plans or changes in dividend policy • Gain or loss of a substantial customer or supplier or other significant developments regarding clients

or vendors (such as the acquisition or loss of a major contract) • Significant new product/services plans or developments or significant modifications or alleged

claims affecting products/services • Significant pricing, margin rate or service level changes • Changes in auditors or notification from United's auditors that United may no longer rely on an audit

report • Impending or anticipated financial liquidity problems, defaults on debt instruments, bankruptcy or

receivership • Significant potential exposure due to actual or threatened litigation or governmental/regulatory

investigation.

Many factors affect a determination of whether information is “material.” If you are unsure whether information you possess is material, you should contact the Law Department before you trade.

Nonpublic – Nonpublic information is information that has not been previously disclosed to the general public (for example, in a press release or SEC filing) and is otherwise not available to the general public. Information should be considered nonpublic until a reasonable period of time has passed since the information has been publicly disseminated. As a general rule, information should not be considered "public" until the open of business on the third Trading Day after the day such information has been broadly distributed to the general public, as through a press release.

Specific Trading Procedures United has adopted the following additional trading procedures, as a matter of corporate policy, to promote compliance with applicable securities laws and the above general policies.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

56 United Stationers Inc. – Workplace Policies

Insider Trading (Continued)

Pre-Clearance of Transactions Even during an open “Trading Window,” all Directors and all officers who are subject to Section 16 of the Securities Exchange Act (“Section 16 Officers”) must obtain “pre-clearance” before trading in USI securities or pledging USI securities as collateral for a loan or margin account. 5

If you are subject to this pre-clearance requirement, you must contact United's General Counsel or Chief Financial Officer before commencing any trading or pledging activities, except for trading activities pursuant to a Rule 10b5-1 Plan that you adopt and maintain in accordance with this policy. Failure to comply with this rule, as with other aspects of this policy, will expose you to the consequences described under Consequences of Policy Violations, including Company disciplinary action up to and including immediate termination of your employment for cause. If you receive clearance for a trade or pledge, you must complete the transaction promptly—generally within three business days after receipt of the clearance (unless advised of a different period or unless you then become aware of Material Nonpublic Information).

Rule 10b5-1 Plans The SEC has adopted Rule 10b5-1 under which Insiders may arrange for future trades to take place regardless of whether the Insider is aware of Material Nonpublic Information at the time of the trades, if the arrangements are sufficiently specific and are made when the Insider has no Material Nonpublic Information. Most brokerage firms offer programs designed to comply with these requirements. Any Director and any officer who is required by this Policy to pre-clear transactions involving USI securities must also pre-clear any Rule 10b5-1 Plan and any change to such Plan with United’s General Counsel. United Directors, Senior Vice Presidents, Vice Presidents and all United employees in the corporate Accounting, Finance, Legal and Executive departments can adopt or change a Rule 10b5-1 Plan only during the Trading Window described below.

Trading Only During the Trading Window United Directors, Senior Vice Presidents and Vice Presidents, as well as all United employees in the Accounting, Finance, Legal and Executive departments, all administrative assistants to Section 16 Officers and all other associates who receive the United Stationers Supply division/Lagasse Daily Sales Report may engage in transactions involving the purchase or sale of USI securities only during the period (the “Trading Window”) described below. Directors and Section 16 Officers of United must also obtain pre-clearance for trades even during a Trading Window (except for trades pursuant to a Rule 10b5-1 Plan adopted and maintained in accordance with this Policy).

Trading Window The Trading Window in any fiscal quarter commences at the open of business on the third full Trading Day following the date of public disclosure of the financial results for the prior fiscal quarter or year, and ends at the close of business on the fourth business day of the third fiscal month of the fiscal quarter. If such public disclosure occurs on a particular Trading Day, whether during or after the close of U.S. securities markets for that day, then the next Trading Day following such disclosure date shall be considered the first Trading Day for purposes of this rule. For example, if United publicly released its earnings after the market closed on a Monday, the Trading Window would be closed and would remain closed until the open of the market on Thursday, the third full Trading Day thereafter (assuming no intervening holidays).

5 Securities pledged as collateral for a loan may be sold in foreclosure if the borrower defaults on the loan. Margin sale or foreclosure sale may occur at a time when the pledgor is aware of material nonpublic information or is otherwise prohibited from trading in USI securities. A sale at such a time could subject the pledgor to liability under the securities laws and/or to the consequences described under the Consequences of Policy Violations.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

57 United Stationers Inc. – Workplace Policies

Insider Trading (Continued)

Fiscal Quarter Ending Trading Window Opens Trading Window Closes at the Close of Business on the

Q1—March 31 Third Trading Day after Q1 earnings announcement* Fourth Business Day of June

Q2—June 30 Third Trading Day after Q2 earnings announcement* Fourth Business Day of October

Q3—October 30 Third Trading Day after Q3 earnings announcement* Fourth Business Day of December

Q4 and Fiscal Year—December 31

Third Trading Day after Q4 and year-end earnings announcement*

Fourth Business Day of March

*Earnings are typically announced approximately three weeks after the end of a fiscal quarter.

The Trading Window is not a safe harbor—an Insider who is aware of Material Nonpublic Information should not buy or sell, or arrange to buy or sell at a future date under a Rule 10b5-1 Plan, even during an "open" window until at least the third full Trading Day after the information of which he or she is aware becomes public. Although United may from time to time recommend during a Trading Window that directors, officers, selected employees and others suspend trading because of developments known to United and not yet disclosed to the public, each Insider is individually responsible at all times for compliance with the prohibitions against insider trading.

If you have any questions about your individual responsibilities under this policy or doubts about whether you should engage in trading activities in USI stock in any particular situation, seek clarification and guidance from the General Counsel's office before acting. You should not try to resolve questions or uncertainties on your own.

Exceptions Not Generally Available You should not expect and you are urged not to rely on your ability to obtain any exception to the Trading Window rule when making decisions regarding your finances. Exceptions to the Trading Window rule are to be available only on a case by case basis and only if reviewed and approved in advance by the Chief Financial Officer and General Counsel of United. Even in unanticipated and compelling individual circumstances, an exception may not be approved. In any event, if you are known to be aware of Material Nonpublic Information, your request for an exception will not be granted.

No Trading on or Tipping of Material Nonpublic Information Remember, you should never trade or arrange for future trades of USI securities while you are in possession of Material Nonpublic Information about United, whether or not during a Trading Window. Additionally, you should not discuss or reveal "inside information" about United to anyone, except as strictly required for a legitimate United business purpose and subject to appropriate confidentiality protections.

Specific Transactions

Short Sales; Put or Call Options All United officers, directors and employees and other Insiders are prohibited from selling short (including short sales "against the box") or from trading, writing, or purchasing "put" or "call" options on USI's stock, whether or not such options are traded on an exchange.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

58 United Stationers Inc. – Workplace Policies

Insider Trading (Continued)

Margin Sales The fact that a sale of USI stock results from a margin call does not provide a defense to an insider trading claim. Courts view such sales as resulting from the Insider's failure to meet the margin call – something that courts consider to be within the Insider's control.

Stock Option Exercises; Sale of Option Shares Exercise and Hold. You may exercise vested USI stock options at any time, where you pay cash or surrender qualifying shares you already own in payment of the exercise price and hold the shares you receive on option exercise. United considers any such exercise of stock options granted under United's stock incentive plans (but not the sale of shares acquired on exercise) to be exempt from the Trading Window and pre-clearance requirements of this policy, since the other party to the transaction is United itself and the exercise price is fixed by the terms of the applicable stock option agreement and plan.

Cashless Exercises and Other Sales You may not sell the shares that you obtain from such exercises, including in a "cashless exercise" of options (involving an option exercise and concurrent market sale of the acquired shares), unless you comply with the pre-clearance procedure, if applicable, and the Trading Window rule. In addition, you must not sell shares acquired on exercise of an option if you are then aware of Material Nonpublic Information.

Inside Information Regarding Other Companies This policy and the legal prohibitions against trading on Material Nonpublic Information also apply to Material Nonpublic Information relating to other companies, including United's customers, vendors, suppliers, joint venture participants or other business partners ("Business Partners"), when that information is obtained in the course of employment with, or other services performed on behalf of, United. All employees and other Insiders should treat Material Nonpublic Information about United's Business Partners with the same care as that required for information relating directly to United.

Final Notes Please keep in mind that any challenges to your trading in USI securities will be viewed "after the fact" with the full benefit of hindsight. If you have any question whether information in your possession might be considered material or has not been publicly disclosed, please contact United's General Counsel before proceeding with any transaction in USI securities.

Policy Enforcement Each United officer, director and employee has the individual responsibility to ensure that he or she (and his or her family members) comply with United's policy against insider trading and with applicable insider trading laws, regardless of whether United has applied a Trading Window or pre-clearance procedures to that Insider.

Policy Violation Violations are a serious matter, even in transactions involving small dollar amounts. If you (or a family member) violate applicable insider trading rules, you may be subject to private lawsuits and civil and criminal charges by an enforcement agency that could result in substantial monetary penalties (even if, as in tipping information, you did not personally profit from the trading) or even imprisonment. The SEC and NASDAQ use sophisticated electronic surveillance techniques to uncover insider trading. Any violation normally results in significant damage to an Insider's professional reputation, and may result in being barred from future service as an officer or director.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

59 United Stationers Inc. – Workplace Policies

Compliance with SEC Regulation FD

To comply with Securities and Exchange Commission Regulation FD (meaning “Fair Disclosure”). Regulation FD requires a company to inform the public when the company, or a person acting on its behalf, discloses material nonpublic information about the Company to securities market professionals or securities holders, when it is reasonably foreseeable that the holders will trade on the basis of that information. It is the policy of the Company that:

1. Communications with Securityholders and Securities Professionals. Only the Chief Executive Officer and the Chief Financial Officer are authorized to communicate with Company securityholders or securities industry professionals, such as analysts, brokers or dealers, investment advisers, institutional investment managers, investment companies, hedge funds, and other market professionals. Each of these officers has the authority to expressly authorize another Company associate to speak with a securities industry professional or securityholder in a clearly defined, specific circumstance. No associate should assume that such authorization has been given without clear and express instructions.

Any associate who believes that the associate or another person has inadvertently communicated material nonpublic information regarding the Company to a securityholder or a securities industry professional must contact the Investor Relations Department immediately. If the Investor Relations Department is not readily available, the associate should contact the General Counsel. The Company may have a very short time (usually 24 hours) to determine whether Regulation FD requires disclosing such information to the public.

2. The Company’s Material Information. No associate should ever disclose the Company’s material, nonpublic information to anyone outside the Company without first securing approval from the General Counsel. In most cases, an outsider will be required to sign a nondisclosure agreement prior to disclosure of material, nonpublic information. A copy of an appropriate nondisclosure agreement can be obtained from the General Counsel’s office. Generally, information is material if there is a substantial likelihood that a reasonable securityholder would consider the information important in determining whether to buy, sell, or retain securities. Quantitatively, small facts can be material, if the information has not been previously disclosed to the public.

A. Information regarding any of the following topics may very well be material. Associates should not discuss any of the following with anyone outside the Company without consulting the General Counsel:

(1) Nonpublic Company financial information, such as sales and earnings, and facts that could materially affect Company financial information

(2) Potential mergers, acquisitions, tender offers, joint ventures, divestitures or significant changes in assets

(3) New products or services or developments regarding customers or suppliers (4) Changes in control or in management (5) Changes in auditors or auditor notification that the Company can no longer rely on the auditor’s

audit report (6) Events regarding the Company’s securities, such as stock splits, repurchase plans, or defaults in

financing documents or other material contracts (7) Bankruptcies, receiverships, litigation or government investigations.

This list is merely illustrative; it is by no means complete. If any associate has questions as to what is considered material nonpublic information, they should contact the General Counsel for clarification.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

60 United Stationers Inc. – Workplace Policies

Compliance with SEC Regulation FD (Continued)

3. Sales, Vendor and Supplier Communications. The Company will continue to make sales calls and vendor and supplier contacts in the ordinary course of business. In a meeting with a potential or current customer, vendor or supplier, associates can discuss nonpublic information that is limited to the scope of the Company’s relationship with that particular entity. Examples would be projected sales relating to a customer’s business, or information relating to a potential direct marketing program for that customer. Associates should not discuss general nonpublic information relating to the Company.

4. Presentations. The Company will continue to make industry presentations in the ordinary course of business; however, a summary of the content should be provided to the Investor Relations Department for approval prior to the presentation. If a Company presentation has been approved, it can be repeated without further approval unless the factual context changes. In any presentation (including in response to questions), associates should not discuss any material information (see B above) that has not been disclosed to the public. For example, associates should not discuss general forecasts, projections, earnings trends, expansion plans or general Company financial information without prior approval from the Investor Relations Department. Associates may discuss historical information that is publicly available to the extent such information has been the subject of a press release, such as information regarding a new facility or new strategic initiative.

The General Counsel shall have responsibility to oversee compliance.

Media Public Presentations and Investor Relations

The purpose of this policy is to project a consistent, accurate image of the Company and to provide compliance with disclosure and confidentiality requirements. It is the policy of the Company that:

1. Public Relations and Media Releases. All external media releases must be coordinated and cleared through the Investor Relations Department in a timely fashion to ensure accuracy and consistency.

2. Public Presentations. Before agreeing to make a presentation relating to the Company's financial condition, strategy or investment relations on behalf of the Company, all associates must review the venue and content with the Investor Relations Department.

3. Media Inquiries. All inquiries from the media related to official Company business or Company officers must be referred to (in order of preference): Investor Relations Department, Chief Financial Officer, or President and Chief Executive Officer. If you receive a call from the media, advise the caller that only the Investor Relations Department is authorized to respond to media inquiries related to official Company business or Company officers. Explain that the Investor Relations Department will return the call. Only if expressly requested, transfer the call to Investor Relations and summarize the nature of the inquiry before connecting the caller.

4. Stockholder Relations. Any communication from a stockholder or member of the investment community requesting information relating to United Stationers should be referred to the Investor Relations Department for proper handling.

The Investor Relations Department is responsible for enforcement of this policy. Compliance will be subject to audit by the Internal Audit Department. Questions regarding the application of this policy should be addressed to the Investor Relations Department. Any exception to this policy requires the express written approval of the Chief Executive Officer or the Chief Financial Officer.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

61 United Stationers Inc. – Workplace Policies

International Trade Compliance

United Stationers Supply Co., its subsidiaries, affiliates, divisions and foreign subsidiaries (collectively, the “Company”) are committed to complying with all applicable international trade laws and regulations, including the export control, sanctions, customs, and anti-bribery rules that apply in, and in many cases outside, the United States. The Company’s foreign entities must also comply with local and international trade control rules.

This policy is intended to identify legal obligations affecting the Company, be comprehensive in scope and apply to the Company, its associates, agents, contractors and others acting on behalf of the Company. Under no circumstances will any individual acting on behalf of the Company engage in a transaction that is contrary to applicable export control, sanctions, customs, or anti-bribery laws and regulations, particularly those of the United States.

It is the policy of the Company that:

1. Export Administration Regulations

Export Administration Regulations (“EAR”) are administered by the Department of Commerce’s Bureau of Industry and Security (15 C.F.R. Parts 730-744). The Company, its associates, agents, contractors and others acting on its behalf will comply with all applicable laws that regulate the sale, release, export, re-export and transfer of products, software, and technology (collectively, “items”) subject to the EAR. These regulations include controls on exports of items from the United States, the release of technology to a foreign national located within the United States (referred to as a “Deemed Export”) and the re-export of items subject to the EAR from one foreign country to another foreign country. In addition:

A. All parties will comply with all “end use” controls relating to weapons proliferation, “end user” controls relating to black listed entities, and anti-boycott provisions and reporting requirements relating to unsanctioned foreign boycotts.

B. All parties must comply with all export license requirements. The Company screens all international transactions for indications of prohibited end uses, prohibited end users, and anti-boycott issues.

Any transaction potentially raising a “red flag” of non-compliance is to be immediately referred to the Trade Compliance Team ([email protected]) before taking further action or proceeding with a sale.

2. Sanctions Programs

Sanctions Programs are administered by the Department of Treasury’s, Office of Assets Controls “OFAC” (31 C.F.R Parts 501-598). It is the Company’s policy to comply with all applicable U.S. sanctions and embargoed laws and regulations. To that end, all parties acting on behalf of the Company must not conduct any type of transaction or dealing that potentially involves, directly or indirectly, any sanctioned country, entity, or individual. In particular, direct or indirect transactions or dealings with Cuba, Iran, North Korea, North Sudan and Syria are strictly prohibited.

A. Export control agencies also prohibit transactions with entities and individuals affiliated with sanctioned countries and those involved in illegal activities.

B. All international transactions are screened to ensure no “Denied Parties” are involved.

If any such transaction or dealing of any type is proposed, associates must consult the Trade Compliance Team immediately before taking further action. Even the mere referral of such business to another business unit or another supplier could be illegal.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

62 United Stationers Inc. – Workplace Policies

International Trade Compliance (Continued)

3. Customs

The Company, its associates, agents, contractors, and others acting on its behalf will comply with U.S. Customs Regulations (19 C.F.R. Parts 0-199). These regulations include requirements related to country of origin, the classification of products per the Harmonized Tariff Number (HTS) of the United States, and the valuation of commodities, software, or technology in which United Stationers Supply Co. or any of its subsidiaries are identified as the U.S. Importer of Record or Consignee.

Additionally, the Company, its associates, agents, contractors and others acting on its behalf will comply with the Foreign Trade Regulations (FTR, 15 C.F.R. Part 30). These regulations include requirements related to the classification of items by the Schedule B, export license and the accurate transmission of Electronic Export Information (EEI) via the Automated Export System (AES), in which the Company or any of its affiliates are identified as the Exporter/U.S. Principal Party in Interest (USPPI).

4. Anti-Bribery Laws

As stated in the Company’s Code of Business Conduct policy, it is the Company’s policy to adhere to all applicable anti-bribery laws, including the U.S. Foreign Corrupt Practices Act (“FCPA”). The FCPA prohibits the Company and its associates, agents, and intermediaries from directly or indirectly offering, paying, or promising to pay anything of value to any “foreign official” for the purpose of influencing an official act or decision to obtain or retain business for the Company. These prohibitions also apply if the Company has knowledge of a payment made by an agent or other intermediary on the Company’s behalf. The term “foreign official” is construed broadly and includes governmental officials, political party officials, candidates for political office, international organization officials, and certain associates of state owned companies.

Due diligence screening must be conducted and written agreements with FCPA provisions must be executed before engaging non-U.S. intermediaries, distributors, agents or other third parties who may act on behalf of the Company.

Policy Enforcement Each supervisor and associate is responsible for the enforcement of this policy. Export compliance will be subject to audit by the Trade Compliance Team, Internal Audit and/or the Legal Department. Any exception to this policy requires the express written approval of the Chief Executive Officer or the General Counsel following a compliance review.

Policy Violation Any associate who violates this Policy may be subject to disciplinary action up to and including termination of employment.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

63 United Stationers Inc. – Workplace Policies

Leaving the Company

Final Pay and Benefits Regular wages are paid to you through your last day actually worked, plus all overtime previously worked.

Compensation is granted for earned but unused paid time off, if you are eligible, and consistent with state and local laws. Company benefits end on your last day of employment.

Exit Interview If you resign from the Company, we appreciate if you will provide in writing, a minimum of two weeks’ notice prior to your anticipated termination date. At that time, you should also schedule an appointment with your Human Resources representative for an exit interview. The purpose of the exit interview is to provide you with an opportunity to discuss your job-related experiences, to review your final pay information, to review eligibility for benefit continuation and conversion, to ensure that all necessary forms are completed, and to collect all Company property that may be in your possession.

Service Bridging

If you terminate employment for any reason and are rehired within six months, we will bridge your service as follows:

• PTO – we will use your original “seniority date.”

• Service Awards – we will use your original hire date.

• 401(k) and Retirement Plans – we will follow the rules in the plans regarding breaks in service.

• Benefits Eligibility – The 30 day waiting period for Health and Welfare benefits will be waived. Your eligibility date will be the same as your rehire date and you will be enrolled retroactively after you make a selection. Premiums will also be charged retroactively to your eligibility date.

If you are reemployed more than six months after termination, your service will start over (except for 401(k) and pension which will follow the plan rules).

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

64 United Stationers Inc. – Workplace Policies

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November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

65 United Stationers Inc. – Compensation

Compensation

Compensation Program Overview

The objective of our compensation programs is to support the development of a High Performance Organization. We meet this objective by attracting talent and rewarding achievement of key business results by teams and individuals. We reward teamwork when together we achieve common goals and targets. We differentiate the allocation of rewards by performance, both for individuals and teams.

The Company’s compensation programs are designed to attract, retain, motivate and reward a high-performing workforce that is aligned with our business strategies and goals. We are committed to fostering a High Performance Organization with a highly engaged workforce.

The Company maintains a continuous review of its salary and incentive programs to ensure that they are competitive and equitable. Should you have any questions, please contact your manager or local Human Resources representative.

Paperless Payroll

The Company has eliminated paper payroll checks and offers associates two Paperless Payroll options:

1. Direct Deposit (preferred) – Your pay is deposited directly into your designated bank account(s) for immediate use on payday. There are no paper stubs distributed; all information is available for review online. If you already have direct deposit, no action is required.

2. Payroll Debit Card – On payday, your pay is automatically loaded onto a payroll debit card. The debit card works the same way as a bank debit card. You can use it directly at ATMs, retail locations, or you can write checks against it. There is no credit approval, application or bank account needed.

Regardless of which option you choose, you are able to view, save, and print an online summary similar to a paycheck stub. The summary lists your hours, overtime, deductions, the balance deposited into your account(s), etc.

Payroll Frequency

Exempt associates receive semi-monthly paychecks on the 15th and the last working day of each month. If payday falls on a Saturday or Sunday, you will receive your paycheck the preceding Friday. If payday falls on a holiday, you will receive your paycheck on the last full working day before the holiday.

Non-exempt associates receive weekly paychecks each Friday for the hours worked the previous week. If payday falls on a holiday, you will receive your paycheck on the last full working day before the holiday.

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Time Keeping

All non-exempt associates are required to record time worked for payroll purposes. Associates must record their own time at the start and at the end of each work period, including before and after the lunch break. Associates must also record their time whenever they leave the building for any reason other than Company business. Any changes to reported time worked must be approved by your manager. Completing another associate’s time record, allowing another associate to complete your time record, or altering a working time record is prohibited.

It is the policy of the Company to comply with state and federal laws regarding meals and breaks for non-exempt associates. Associates are required to and responsible for taking their breaks and they are to be completely relieved from duty during legally mandated or unpaid break or meal time.

Exempt associates are required to record their time worked and must report any half or full PTO days. Any error in your working time record should be reported immediately to your manager, who will attempt to correct legitimate errors.

Exempt/Non-Exempt

The salary practice and policies of the Company routinely refer to “exempt” and “non-exempt” associates. Exempt associates are those associates exempt from (not covered by) the overtime pay provisions of the Fair Labor Standards Act (FLSA). Non-exempt associates are entitled to overtime pay under the FLSA and include all associates not covered by a specific exemption. They may be either temporary or regular, and either full-time or part-time.

Overtime Pay

The normally scheduled workweek is forty hours. From time-to-time, business conditions may require additional hours of work. Non-exempt associates are generally compensated for any hours worked in excess of 40 hours per week, depending on their work location, at one and one-half times their regular hourly wage rate. Department managers must expressly authorize such overtime in advance. Overtime pay may vary by facility based on state law or facility requirements.

Payroll Deductions

The Government requires United Stationers to deduct withholding tax from your paycheck. You are given credit for it toward payment of your income tax. Your salary and the number of exemptions you claim, determine the amount of tax deducted. Each January, your W-2 statement is available to you. It shows your total earnings for the year and the amount of taxes deducted from your pay. Each check stub shows your current and year-to-date deduction status. Deductions for Social Security are taken at the rate established by law under the Federal Insurance Contributions Act. In addition, any benefit elections requiring deductions is taken as well. If you ever have a question concerning a deduction, please ask your manager or contact the HR Service Center at 1-855-ASK-MyHR.

November 2014

67 United Stationers Inc. – Compensation

Performance Management

We all like to know how we are doing on the job. Day-to-day comments from your supervisor help, but there is a need to formally review all phases of your work regularly. Associates typically receive a formal annual performance review and an informal mid-year review.

When a performance review is conducted, your manager meets privately with you to discuss your job performance and your career goals. During the review, you and your manager discuss your performance, strengths and weaknesses, and set goals and standards for your improvement and/or development.

Your career growth and development is critical not only to your personal success, but also to the success of the Company. The Company will work toward maintaining an environment which:

• Provides training to help associates meet the skill requirements of their jobs.

• Offers in-house training programs and educational assistance to help associates grow professionally.

• Uses relevant qualifications and demonstrated performance as the primary criteria for promotion selection.

• Uses internal selection procedures to identify qualified candidates for available positions.

Pay Increases

Salary reviews should not be confused with performance reviews, and they may or may not be conducted at the same time. Salaries are generally reviewed annually. However, the frequency and amount of an increase depends on job performance, current salary and the established budget of the Company.

Associate Gift and Awards

Loyalty and dedication of associates are the foundations of every successful business. United Stationers is especially fortunate to have many highly skilled and motivated associates. Accordingly, the Company has a Service Recognition Award Program. We hope you will be proud of your award and accept it as visible evidence of your contribution to our growth.

In addition, there are other reward programs offered throughout the Company to help contribute to a high performance organization.

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69 United Stationers Inc. – Benefits

Benefits

Benefits Overview

United Stationers offers a number of benefits to its associates. The specific details found in each benefit plan document shall govern in the event of any conflict or inconsistency with details listed in this Handbook or with any other written or oral statements or representations. The Company has the right to modify or terminate any benefit at any time. If you have any questions about your benefits, please contact the Associate Choice Benefits Center at 1-855-596-7449 or visit the Benefits page in the Associate Resource Center on the intranet.

* If you are subject to a collective bargaining agreement, eligibility and benefits may vary. Please refer to your specific collective bargaining agreement for more information.

Electing Health and Welfare Benefits

As a benefits-eligible associate, you have 30 calendar days to enroll in or change your Health and Welfare benefit elections upon your Date of Hire or the occurrence of a Qualifying Event (birth or adoption of a child, change in marital status, gain or loss of other healthcare coverage, death in the family). Elections can be made through the Associate Choice Benefits Center. In addition, the Company holds an annual enrollment period that allows you the opportunity to elect or change your Health and Welfare elections.

Eligibility

You are eligible for benefits if you are a full-time associate working 30 hours or more per week on a regular basis. Upon new hire status, coverage begins after you have completed 30 days of continuous employment in an active status. The following are eligible participants under the medical plans:

Spouse • Your legal spouse

• Certified common law spouse (in states where applicable)

• Your same-sex domestic partner

Dependent Children • Biological child up to the age of 26

• Step-child up to the age of 26

• Legally adopted child or a child placed during the waiting period before adoption up to the age of 26

The plan reserves the right to request documentation to show proof of dependent status and as such may reach out to you to provide it.

Medical, Dental, and Vision Insurance

The Company offers group medical, dental, and vision insurance administered by the Aon Hewitt Corporate Health Exchange to all eligible associates and their eligible dependents. Your share of the cost of this coverage is subject to the type and tier of coverage you select.

You may elect coverage for yourself or for yourself and your eligible dependents from one of the group insurance plans offered by the Company.

For more information, please refer to the Associate Benefits site located on the Intranet. November 2014

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Life Insurance

The Company provides group life insurance benefits through MetLife to eligible associates and their eligible dependents at the Company’s expense. In addition, the Company provides eligible associates the opportunity to purchase additional term life insurance. You may be required to complete the Statement of Health (SOH) process in order to qualify for the optional term life insurance.

Accidental Death & Dismemberment (AD&D) Insurance

United Stationers provides AD&D insurance benefits to all eligible associates at the Company’s expense. In addition, the Company provides eligible associates with the opportunity to purchase additional AD&D insurance.

Worker’s Compensation Insurance

Should you suffer an injury, disease, or illness that is determined to be work related, you will receive benefits under our Worker’s Compensation program, paid for entirely by the Company.

This program provides for coverage of medical expenses and weekly compensation payments. To ensure your medical wellbeing and the correct processing of these claims, you must notify your manager immediately about any injury or accident which occurs during and as a result of employment, no matter how slight. Do not try to treat the injury yourself.

A leave covered by worker’s compensation may also be covered by our Family and Medical Leave Policy described elsewhere in this handbook. If you are eligible for family and medical leave, any leave due to workers’ compensation will run concurrently with your FMLA leave.

Short-Term Disability

United Stationers provides a short-term disability benefit program to all eligible associates who have become ill or disabled for more than five working days through 180 days. In states that do provide a state plan, your short-term disability benefits will be affected by any state regulations, and if appropriate, will be offset by any amount received from the state. This program excludes on-the-job accidents and illnesses. Short-term disability pay runs concurrently with FMLA leave for the same condition.

You must prove illness in the same manner as would be required by any standard insurance company, such as written confirmation signed by a licensed physician, clinic, or hospital indicating the nature of the illness, the prescribed treatment, and the period of time it will be necessary for you to be off from work. Once the proper approval is obtained, these benefits are paid on the same schedule as your normal pay.

As always, the Company will abide by any applicable state and local regulations as well.

November 2014 For more information, please refer to the Associate Benefits site located on the Intranet.

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Disability Benefits

United Stationers provides Short-Term Disability and Long-Term Disability coverage to all eligible associates working 30 or more scheduled hours per week at no cost to them. The Company wants to ensure associates are financially secure in the event of disability.

Short-Term Disability (STD) Insurance STD replaces a certain percentage of your eligible earnings if you miss work due to a non-work-related accident or illness. Benefits begin after you have been out for five consecutive working days and will continue for a maximum of twenty-six (26) weeks.

All Eligible Associates (available to all eligible associates who have met the eligibility requirements

described in the Benefits Overview and Eligibility sections of this handbook

Day 1 - 7 Days 8 - 180

Need to use PTO/Vacation days. If no PTO available, then this period is unpaid 60% of base pay

If you believe you have a non-work-related disability which prevents you from working, contact Liberty Mutual to file a disability claim, and inform your direct manager or supervisor that you will be filing a disability claim with Liberty Mutual. In order to return to work, you must provide Liberty Mutual and your supervisor with medical certification which states you have been released to work by your physician.

Benefits will be coordinated with state, federal, and workers’ compensation benefits.

Long-Term Disability (LTD) Insurance – Core Long Term Disability insurance can be an extremely valuable benefit if you should ever become disabled and unable to work for an extended period of time due to a serious illness or injury.

You may qualify for benefits after you have been continuously disabled for 180 days, and may remain covered as long as the disability continues and you meet eligibility requirements.

In the event of a qualified long-term disability, you may receive a base of 40% of your salary, to a maximum of $15,000 a month.

Benefits will be coordinated with state, federal, and workers’ compensation benefits.

Long-Term Disability (LTD) Insurance – Buy-up You also have the opportunity to buy-up an additional 20% to make up 60% of your base salary.

For more information, please refer to the Associate Benefits site located on the Intranet. November 2014

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Pension Plan

Certain eligible associate groups of United Stationers Supply Co., who were hired prior to January 1, 2008, may be eligible for the now frozen pension plan. Effective March 1, 2009, pension eligible associates no longer accrue a pension benefit; however, associates will continue to accrue years of credited service for vesting and early retirement purposes. Associates represented by a union may have a pension plan subject to their collective bargaining agreement.

The Retirement Planner is an online pension calculation and retirement projection tool available to all pension eligible associates, both union and non-union. This tool will allow you to approximate the value of your future pension, Social Security, and personal savings in order to estimate your total retirement benefits. You may access the Retirement Planner at https://www.benefitmodeling.com/ussco/default.aspx.

401(k) Savings Plan

The United Stationers 401(k) Savings Plan (the “Plan”) allows eligible associates to make pre-tax and after-tax payroll contributions after 30 days of continuous employment. The Plan will automatically enroll newly hired eligible associates at a pre-tax contribution rate of 3% within 75 days of your hire date. While we encourage your participation in the Plan, you will have the opportunity to “opt out” of enrollment at any time. Unless otherwise changed, the contribution will be defaulted to the Plan’s appropriate age based Lifestyle fund.

The Company, at its discretion, may provide a match on associate pre-tax 401(k) contributions made to the Plan. The Company will match 50% on the first 6% contributed. After-tax and catch-up contributions are not eligible for matching contributions. Company contributions become vested at a rate of 20% per year and become fully vested after five years of service.

Employee Stock Purchase Plan

The Company’s Employee Stock Purchase Plan (the “Plan”) allows eligible associates the opportunity to become a Stockholder in the Company and thereby participate in the Company’s future. The Plan provides associates with an affordable and convenient way to purchase stock. To be eligible, you must have completed 30 days of continuous service and not be considered a seasonal or temporary associate of the Company or an officer of United Stationers Inc.

Flexible Spending Accounts

The Company offers both a Healthcare and a Dependent Care flexible spending account to eligible associates. This allows you to direct pre-tax income toward un-reimbursed medical and dependent daycare expenses. You must work at least 30 hours per week on a regular basis to be eligible for this benefit.

Employee Assistance Program (EAP)

United Stationers recognizes that work and personal challenges can impact the well-being of valued associates. For that reason, the Company provides an Employee Assistance Program (EAP) that allows associates to tap into a network of trained counselors and specialists who are available to answer questions or make a referral to a local counselor or consultant. EAP services are confidential and free of charge to Company associates and their eligible family members. Your local Human Resources representative will provide you with additional information regarding EAP.

November 2014 For more information, please refer to the Associate Benefits site located on the Intranet.

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Tuition Reimbursement

United Stationers encourages associates to take courses that will make them more proficient in their current positions and can reasonably be expected to prepare them for positions of increasing responsibility in their current functional area with the Company. Courses selected must be taken on the associate’s own time and should not interfere with the associate’s regularly scheduled work hours.

All non-bargaining full-time associates working 30 or more hours per week and who have at least one year of continuous service at the time of reimbursement are eligible for tuition reimbursement.

The Company will reimburse tuition expenses for courses taken for an accredited program at an accredited college or university based on the following schedule:

• 100% - A

• 90% - B

• 80% - C or “pass” on a pass/fail system

The Company will pay 100% of tuition and associated expenses for courses and certifications required by the Company as a condition of employment. Reimbursement in any calendar year is subject to the maximum IRS amount (currently $5,250/year).

Pre-approval is required to participate in the tuition reimbursement program. Associates must seek this pre-approval through the completion of the online Tuition Reimbursement Form on the Company’s Associate Resource Center SharePoint site. Documented notice of approval must precede course or class registration. Reimbursement will only be approved for an associate taking a maximum of two courses at one time. No reimbursement is given for activities fees, insurance, books, infirmary costs or any other cost other than tuition or professional exams.

Requests for reimbursement will be considered for pre-approved courses only. Requests for reimbursement must be submitted within 120 days of course completion. Requests for reimbursement submitted past the 120 day mark will not be honored. Requests for reimbursement must be accompanied by proof of successful course completion and paid receipts. Reimbursement to the associate will be processed following approval of a valid request, and the reimbursed amount will be deducted from the associate’s calendar year balance based upon the timing of reimbursement approval from the associate’s manager.

For example: an associate is approved for a course in October, 2012, completes the course in December, 2012, submits their report card and receipts and obtains their manager’s approval in January, 2013, the amount reimbursed for this course will be deducted from their 2013 available reimbursement balance.

Reimbursement will not be made to an associate who leaves the Company prior to receiving a grade. In addition, you must remain at the Company for one year following the reimbursement, or you will be required to pay back a pro-rated portion of the amount provided as reimbursement.

The following types of education are covered under the policy:

• Courses in pursuit of an associate’s degree, undergraduate degree or graduate degree. The degree sought must be reasonably expected to contribute to the career progress of the associate at the Company. Prior Learning Assessment (PLA) credits are allowed and will be treated the same as tuition reimbursement and included in the $5,250 cap. Pre-approval requests will be routed to both functional leadership and HR for review and approval. Reimbursement for courses in pursuit of a degree will be expensed to HR.

For more information, please refer to the Associate Benefits site located on the Intranet. November 2014

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Tuition Reimbursement (Continued)

• Individual courses (Non-Degree/Continuing Education). Courses taken outside the context of a degree program must be related to the skills and knowledge of the associate’s current job or career path with the Company. Pre-approval requests will be routed to functional leadership for review and approval. Reimbursement for individual courses unrelated to a degree will be expensed to the associate’s function.

• Professional review courses (such as for a CPA) or the cost of a professional examination (such as a state license for a Professional Engineer). Review courses and professional examinations must be reasonably expected to contribute to the career progress of the associate at the Company. Pre-approval requests will be routed to functional leadership for review and approval. Reimbursement for professional review courses and professional examinations will be expensed to the associate’s function.

Excluded from consideration for tuition reimbursement are:

• courses taken at educational institutions without accreditation by a regional or national accrediting body

• certifications, professional memberships and industry/function memberships

• review courses in preparation for admission exams, and admission exams (e.g. SAT, GMAT)

• ‘courses’ which are assessed to be training, and

• advanced courses or degrees outside the associate’s current functional area with the Company, unless approved by the Senior Leadership Team member responsible for the functional area in which the course or degree would be utilized.

Associates receiving G.I. Bill Education Benefits, scholarships, or grants, will be reimbursed for the actual cost of tuition times the reimbursement percentage less the amount received from these aids.

For example: If a full-time associate has a $1,000 scholarship and receives a ‘B’ grade in a pre-approved course with tuition of $2,000, the reimbursable amount is $800 ($2,000 x 90% - $1,000).

Reimbursement will not exceed the cost of the course less applicable aid. Associates are required to submit relevant financial aid documentation to the Company when applying for reimbursement. The Company reserves the right to seek repayment by the associate of any tuition reimbursement overpayment under this policy.

Associate Merchandise Purchases

After 30 days of continuous employment, you may purchase any regularly stocked items we carry at the Company’s invoice cost, provided that your order is for your personal use, for your immediate family, or an unreimbursed donation or gift. Associate purchases for resale to any person outside of your immediate family are prohibited and will lead to disciplinary action, up to and including dismissal. All purchases will be paid for by payroll deduction or personal check as permitted by state law. Associate Merchandise Order Forms are available on the Company Intranet (under Forms on the Intranet Home Page).

November 2014 For more information, please refer to the Associate Benefits site located on the Intranet.

75 United Stationers Inc. – Time Away from Work

Time Away from Work

Holidays

United Stationers is pleased to provide you with 10 paid holidays per year as follows:

New Years Day Labor Day Christmas Eve

Memorial Day Thanksgiving Day Christmas Day

Independence Day Day After Thanksgiving Two Floating Holidays

Associates, who regularly work at least 20 hours per week, receive up to 8 hours of compensation at their regular rate of pay for each of these holidays. Associates who are on leaves of absence or who are laid-off are not eligible for holiday pay.

For part-time associates, you must be regularly scheduled to work on the holiday. Your holiday pay is based on the number of hours you are regularly scheduled to work.

Typically, if a holiday falls on a Saturday, the day before (Friday) is usually observed; if a holiday falls on a Sunday, the day after (Monday) is usually observed. In the calendar year of your initial date of employment, you are entitled to only one Floating Holiday if your employment begins after June 30 and before October 1, and no Floating Holidays if your employment begins October 1 or later. The holiday schedule will be coordinated with our customers. If a need arises to work on a holiday to support our customers, the associate will be given another floating holiday.

Floating Holidays are paid holidays, scheduled in advance with your manager. They should not be confused with paid sick/personal days, which are a separate benefit. Floating Holidays may be taken in half day or full day increments. Upon termination of employment, associates are not paid for unused Floating Holidays.

In order to be eligible for holiday pay, an associate must work both the scheduled day before and after the holiday unless time off is pre-approved. In the case of a two-day holiday, such as Thanksgiving Day and the Day After Thanksgiving, an associate must work both the scheduled day before the first holiday day and the scheduled day after the second holiday day to be eligible for the two days of holiday pay unless time off is pre-approved.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Paid Time Off (PTO)

Associates are eligible to receive Paid Time Off (PTO) benefits provided that their officially scheduled work hours, as recorded in the Payroll system, are 20 hours or more per week. PTO time is accrued based on scheduled hours every pay period during which an associate is an active associate. PTO time is earned once it is both accrued and used by or paid out to an associate in accordance with the terms of this policy. An associate must be an active associate during each pay period to receive the accrual. Associates on LOA do not earn PTO benefits.

Newly hired associates are eligible to accrue PTO the first pay period after they have completed 30 calendar days of employment. Newly hired associates are eligible to take accrued PTO time after 30 calendar days of continuous service.

Managing PTO It is the associate’s responsibility to manage their own PTO accrual and usage to ensure they do not exceed their allotment for the calendar year and/or do not use more than 80 hours in advance for the year without proper approval.

When an associate requests PTO they must ensure that they are not requesting any amount which is: 1) more than the amount they will accrue by the end of the current calendar year; and 2) more than 80 hours over the amount they have earned at the time their requested PTO begins.

Failure to follow these rules may result in disciplinary action.

When an associate requests PTO, the manager should review the amount of PTO the associate has accrued before approving the PTO to ensure the associate has enough accrual to take the PTO requested. If an associate requests PTO and there is not enough accrual to cover the PTO requested, the manager may allow the associate to “go negative” and grant the PTO anyway, but only up to a maximum of 80 hours, per the guidance below.

Approval of PTO is at the discretion of the manager. Managers may deny PTO requests based on the needs of the business.

Negative PTO Balances After 30 calendar days of continuous service, at the manager’s discretion, associates may have a negative PTO balance up to a maximum of eighty (80) hours; however, PTO time may only be borrowed within the same calendar year and there should be no negative balances at year end.

For example, if an associate requests PTO and has exhausted his or her current PTO bank, the manager should review the amount of PTO that the associate will be able to earn for the remainder of the calendar year. If there is enough PTO that will be earned, the manager can allow the associate to “borrow” PTO up to the amount they will have earned by the end of the year (but no more than the maximum 80 hours allowed under this policy).

If a negative balance does exist at the end of a calendar year, the total negative hour balance will be deducted from the associate’s PTO bank at the start of the following year. If an associate resigns or the associate’s employment is terminated and the associate has a negative balance, unless prohibited by state law, the balance will be deducted from the associate’s final check.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Paid Time Off (Continued)

Exhausting PTO Accrual When all accrued PTO has been exhausted or an associate has reached the maximum allowable negative PTO amount, additional requests for time off should be denied. In situations where additional time off cannot be avoided, at the manager’s discretion and based upon business needs, the time off will be unpaid. For exempt associates, this only applies in full-day increments. Please note for scheduled unpaid time off, you must follow the Unpaid Time Off Process in the Policy Resource Center and submit the Unpaid Time Off Request Approval Form to HR Services.

Accrual Schedule Associates will accrue PTO hours based on the following schedule. Upon reaching the anniversary date of either the fifth or eleventh year, associates will begin accruing at the next schedule level.

0-5 years 128 hours annualized based on a 40 hour work week schedule 5-11 Years 168 hours annualized based on a 40 hour work week schedule 11+ Years 208 hours annualized based on a 40 hour work week schedule

PTO Carryover Associates are expected to use their allotted PTO days by December 31 of the year provided. Except where prohibited by law, or where the associate’s manager has in writing informed the associate that due to business necessity the associate may not take any remaining PTO time during the calendar year, associates who do not use all of their accrued PTO time prior to December 31 will lose any accrued, unused PTO.

Additional Information Unless otherwise indicated by state law:

• PTO time can be taken in 1-hour increments for non-exempt associates and in half or full day increments for exempt associates. Exempt associates on Leaves of Absence are allowed to take PTO in lesser increments to supplement Short-Term Disability (STD) pay.

• PTO will not be paid out at year end in lieu of time not taken. • PTO time will not accrue during any leave of absence. • PTO pay should not exceed the scheduled hours on a particular day. • PTO time must be exhausted prior to requesting approval for the use of unpaid days off.

Separation from the Company If following the approval of PTO time, an associate resigns and the PTO days would fall within the notice period, the Company has the right to revoke the scheduled PTO time and request the associate work through the entirety of their notice period. Further, following the Company’s acceptance of an associate’s resignation, PTO time will not be approved during the notice period.

Accrued, but unused PTO from the calendar year only, will be paid at the time of separation. If an associate has taken PTO time in advance of accrual, and separates from the Company, except where prohibited by state law, the amount taken (but not accrued) will be due to United Stationers at the time of separation.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Leaves of Absence

United Stationers offers three categories of Leave of Absence:

I. Family or Medical Leaves of Absence (FMLA), including Military Caregiver Leave and Qualifying Exigency Leave

II. Military Leaves of Absence

III. Personal Leaves of Absence

This policy is applicable to all officers and associates of United Stationers Inc., and all of its subsidiaries and their respective divisions, business units, functional areas and facilities, collectively the “Company” or “United Stationers”, except as otherwise required by state law or a collective bargaining agreement.

It is the policy of the Company that:

I. Family or Medical Leaves of Absence (FMLA) The Family and Medical Leave Act (“FMLA”) provides eligible associates the opportunity to take unpaid, job-protected leave for certain specified reasons. The maximum amount of leave an associate may use under the FMLA is either 12 or 26 weeks within a Leave Year depending on the reasons for the leave.

Definitions Serious Health Condition – an illness, injury, impairment, or physical or mental condition that involves either:

• an overnight stay in a medical care facility; or

• continuing treatment by a health care provider for a condition that either prevents the associate from performing the functions of the associate’s job, or prevents the qualified family member from participating in school or other daily activities. Subject to certain conditions, this includes one or more of the following:

− an incapacity of more than three full calendar days and two visits to a health care provider;

− one visit to a health care provider and a continuing regimen of care;

− an incapacity caused by pregnancy or prenatal visits;

− a chronic condition, or permanent or long-term conditions;

− absences due to multiple treatments;

− other situations that meet the statutory definition of continuing treatment.

Safety Sensitive Position – a position where one or more essential functions require operation and/or maintenance of powered industrial equipment.

Son or Daughter – A son or daughter under the age of 18 OR, who is 18 years of age or older and incapable of self-care because of a mental or physical disability at the time that FMLA leave is to commence.

Covered Active Duty (FMLA terminology) – In the case of a member of a regular component of the Armed Forces, this means duty during deployment to a foreign country. In the case of a member of the reserve component of the Armed Forces, this means deployment to a foreign country under a call or order to active duty in a contingency operation.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Leaves of Absence (Continued)

Servicemember (FMLA terminology) – a current member or covered veteran of the Armed Forces, including National Guard or Reserves, who is undergoing medical treatment, recuperation, or therapy, is otherwise in outpatient status, or is otherwise on the temporary disability retired list, for a serious injury or illness. In this case, the term “serious injury or illness” means an injury or illness incurred by the member in the line of duty while on active duty in the Armed Forces that may render the member medically unfit to perform the duties of the member’s office, grade, rank, or rating, or one that existed before the beginning of active duty and was aggravated by service in the line of duty while on active duty.

Covered Veteran (FMLA terminology) – was a current member of the Armed Forces, including National Guard or Reserves, at any time during the period of five (5) years preceding the date prior to the treatment for which the veteran requests leave, is otherwise on outpatient status or is otherwise on the temporary disability list. A covered veteran is an individual who was discharged or released under conditions other than dishonorable at any time during the five-year period prior to the first date the eligible associate takes FMLA leave to care for the covered veteran. In this case, the term “serious injury or illness” means an injury or illness that was incurred or aggravated by the member in the line of duty on active duty in the Armed Forces and manifested itself before or after the member became a veteran and is: 1) a continuation of a serious injury or illness that was incurred or aggravated when the covered veteran was a member of the Armed Forces and rendered the servicemember unable to perform the duties of the servicemember’s office, grade, rank or rating; OR 2) a physical or mental condition for which the covered veteran has received a VA Service Related Disability Rating (VASRD) of 50 percent or greater and such VASRD rating is based, in whole or in part, on the condition precipitating the need for caregiver leave; OR 3) a physical or mental condition that substantially impairs the veteran’s ability to secure or follow a substantially gainful occupation by reason of a disability or disabilities related to military service or would do so absent treatment; OR 4) an injury, including a psychological injury, on the basis of which the covered veteran has been enrolled in the Department of Veterans Affairs Program of Comprehensive Assistance for Family Caregivers.

Qualifying Exigencies – activities such as short-notice deployment, military events, arranging alternative childcare, making financial and legal arrangements related to the deployment, rest and recuperation, counseling, parental care, and post-deployment debriefings.

Leave Year – the 12-month period in which leave is taken using the “rolling” 12- month method, which measures backward from the first day of any FMLA leave (e.g., if a leave is to commence on April 1, 2009, the “leave year” is April 1, 2008 to April 1, 2009), subject to the following exceptions:

• For leave to care for a covered servicemember, the Company calculates the 12-month period beginning on the first day of FMLA leave to care for a covered servicemember and ends 12 months after that date.

• FMLA leave for the birth or placement of a child for adoption or foster care must be concluded within 12 months of the birth or placement.

Eligibility To be eligible for FMLA leave, the associate must have worked at least:

1. 12 months for the Company in the preceding seven years (limited exceptions apply to the seven-year requirement); and

2. 1,250 hours for the Company over the preceding 12 months.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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General Policy Description FMLA leave may be taken for the following reasons:

1. Birth of a child, or to care for a newly-born child (up to 12 weeks)

2. Placement of a child with the associate for adoption or foster care (up to 12 weeks)

3. Care for an immediate family member (associate’s spouse, child, or parent) with a serious health condition (up to 12 weeks)

4. The associate’s serious health condition that makes the associate unable to perform the associate’s job (up to 12 weeks)

5. Care for a Servicemember with a serious injury or illness related to certain types of military service (up to 26 weeks) (see Military-Related FMLA Leave for more details); or

6. Certain qualifying exigencies arising out of the fact that the associate’s spouse, son, daughter, or parent is on or called to Covered Active Duty in the Armed Forces, including National Guard or Reserves (up to 12 weeks). (See Military-Related FMLA Leave for more details.).

The maximum amount of leave that may be taken in a 12-month period for all reasons combined is 12 weeks, with one exception: for leave to care for a Covered Servicemember, the maximum combined leave entitlement is 26 weeks, with leaves for all other reasons constituting no more than 12 of those 26 weeks.

Eligible associates may take FMLA leave in a single block of time, intermittently (in separate blocks of time increments), or by reducing the normal work schedule when medically necessary for the serious health condition of the associate or immediate family member, or in the case of a covered servicemember, his or her injury or illness. Eligible associates may also take intermittent or reduced-scheduled leave for military qualifying exigencies. Intermittent leave is not permitted for birth of a child, to care for a newly-born child, or for placement of a child for adoption or foster care. Associates who require intermittent or reduced-schedule leave must try to schedule their leave so that it will not unduly disrupt the Company's operations. Only time actually taken for FMLA leave will be charged against an associate’s 12-week FMLA entitlement (e.g., an associate who ordinarily works an 8 hour day and who takes 4 hours of leave will be charged with 4 hours of FMLA time).

When both spouses are employed by the Company, they may be limited to a combined total of 12 weeks of family leave as outlined in the Family Medical Leave Act. For Military Caregiver leave, the spouses are limited to a combined total of 26 weeks of family leave.

When leave is foreseeable, the Company may place an associate needing intermittent FMLA leave for planned medical treatment in a temporary equivalent alternate position with equal pay and benefits and other terms and conditions of employment that better accommodates periods of recurring leave.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Notice and Requirements – FMLA Leave When seeking FMLA leave, associates are required to provide:

1. Official notice (by completing a Company Leave of Absence Request Form) with sufficient information to determine if the requested leave may qualify for FMLA protection and the anticipated timing and duration of the leave. Sufficient information may include an associate’s inability to perform job functions, an associate’s family member is unable to perform daily activities, any need for hospitalization or continuing treatment by a health care provider, or circumstances supporting the need for military family leave. Associates must also inform the Company if the requested leave is for a reason for which FMLA leave was previously taken or certified. If the need for leave is foreseeable, this information must be provided 30 days in advance of the anticipated beginning date of the leave. If the need for leave is not foreseeable, this information must be provided within one business day of it becoming practicable, and in compliance with the Company’s normal call-in procedures as required by the manager, absent unusual circumstances.

2. Certification supporting the need for the leave:

A. Medical certification supporting the need for leave due to a serious health condition affecting an associate or an associate’s immediate family member must be submitted by the associate within 15 calendar days of the Company’s request to provide the certification (additional time may be permitted in some circumstances; it is the associate’s obligation to notify the Company of additional time needed and the reason). If the associate fails to do so, the Company may delay the commencement of the leave, withdraw any designation of FMLA leave or deny the leave, in which case the leave of absence would be treated in accordance with our standard leave of absence and attendance policies, and subject to discipline up to and including termination. Second or third medical opinions and periodic re-certifications may also be required.

It is the policy of the Company to comply with all relevant and applicable provisions of the Genetic Information Nondiscrimination Act of 2008 (GINA), which prohibits employers and other entities covered by GINA Title II from requesting or requiring genetic information of an individual or family member of the individual, except as specifically allowed by this law. To comply with this law, we are asking that you not provide any genetic information when responding to any request for medical information. “Genetic information” as defined by GINA, includes an individual’s family medical history, the results of an individual’s or family member’s genetic tests, the fact that an individual or an individual’s family member sought or received genetic services, and genetic information of a fetus carried by an individual or an individual’s family member or an embryo lawfully held by an individual or family member receiving assistive reproductive services.

B. For military-related FMLA certification requirements, see Military-Related FMLA section.

3. Periodic updates as deemed appropriate during the leave regarding status and intent to return to work with or without accommodation.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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4. If applicable, certification of fitness for duty will be required if the leave was due to an associate’s own serious health condition. For safety sensitive positions, the Company will require that the fitness for duty certification address whether the associate can perform the essential functions of their position with or without accommodation. The Company will then determine whether the associate is able to perform the essential functions of the job, with or without accommodation.

Associates are expected to have fitness for duty certification, as indicated above, on the day that the associate first returns to work. If the associate does not provide complete and sufficient fitness for duty certification, or a new medical certification for a serious health condition at the time FMLA is concluded, the associate will be given 5 non-FMLA business days to provide the form to Human Resources. If the associate fails to do so within this timeframe, the associate will be terminated.

Failure to comply with the foregoing requirements may result in delay or denial of leave, loss of reinstatement rights, or disciplinary action, up to and including termination. FMLA leave requests are subject to approval by Human Resources. In some situations, the Company may determine that a leave situation qualifies for FMLA even if the associate has not submitted an FMLA leave request.

To the extent required by law, the Company will inform associates whether they are eligible under the FMLA. Should an associate be eligible for FMLA leave, the Company will provide them with a notice that specifies any additional information required as well as the associate’s rights and responsibilities. If associates are not eligible, the Company will provide a reason for the ineligibility. The Company will also inform associates if leave will be designated as FMLA-protected and, to the extent possible, note the amount of leave counted against the associate’s leave entitlement. If the Company determines that the leave is not FMLA-protected, the Company will notify the associate.

Incomplete or Insufficient Information If information provided in accordance with FMLA is either incomplete (missing or unanswered questions on forms) or insufficient (vague, unreadable or non-specific), the associate will have 7 calendar days from the date of request receipt to clarify, complete, or provide information and/or provide additional missing or requested information. The Company may contact the healthcare provider directly to confirm the authenticity of the information provided, interpret handwriting, and/or clarify the response.

Failure to comply with the foregoing requirements may result in delay or denial of leave, or disciplinary action, up to and including termination.

Providing false or misleading information or omitting material information in connection with an FMLA leave will result in disciplinary action, up to and including immediate termination.

Application of Paid Leave and Benefits If the leave is for the associate’s own serious health condition then Short Term Disability and/or Worker’s Compensation leave run concurrently with FMLA leave. For any time not covered by Short Term Disability and Worker’s Compensation, paid leave benefits are applied to an unpaid FMLA leave in the following manner:

• All earned, unused PTO days must be applied to the leave.

• In addition, any unused floating holidays may be applied to the leave, at the associate’s option, to supplement unpaid leave with pay.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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If an associate and/or their family participate in our group health plan, the Company will maintain coverage during FMLA leave on the same terms as if the associate had continued to work. If applicable, the associate must make arrangements to pay the associate’s share of health plan premiums while on leave. In some instances, the Company may recover premiums it paid to maintain health coverage or other benefits for the associate and/or their family. Use of FMLA leave will not result in the loss of any employment benefit that accrued prior to the start of FMLA leave.

Job Restoration Upon successful submission of all required forms and paperwork and returning from FMLA leave, eligible associates will typically be restored to their original job or to an equivalent job with equivalent pay, benefits, and other employment terms and conditions.

If there are no other legally required or Company-provided leaves available to apply to a continuing absence, an associate who fails to return to work as scheduled or exceeds the 12-week FMLA entitlement (26-week for military caregiver leave), will be subject to the Company’s standard leave of absence and attendance policies. This may result in termination. Likewise, following the conclusion of FMLA leave, the Company’s obligation to maintain group health plan benefits ends (subject to any applicable ADA and/or COBRA rights).

The FMLA provides an associate on a qualified leave of absence with no greater right to retain his/her job than if he/she had remained in active employment. Thus, in the event of a reduction in force or closure/sale of a location occurring during an associate’s leave, he/she will be treated in the same manner as active associates whose jobs are affected.

Associates who work for another employer, or who accept other unauthorized employment during a leave of absence, may be considered to have terminated their employment without notice as of the date the leave began, when such employment is contrary to the associate’s need for FMLA according to the Healthcare Provider Certification.

Under the FMLA, the Company may deny reinstatement to key associates who are defined as among the highest paid ten percent of all associates within 75 miles of the associate’s work site. Reinstatement can be denied to a key associate if the Company determines that job restoration will cause substantial and grievous economic injury to business operations of the Company, and the associate is not protected under other legally-required leave. A key associate will be notified of his/her status in response to a request FMLA leave.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

84 United Stationers Inc. – Time Away from Work

Leaves of Absence (Continued)

Military-Related FMLA Leave In addition to all other provisions and policy guidelines relating to FMLA leave, there are two forms of military-related FMLA leave which may be available to eligible associates in connection with certain service-related medical and non-medical needs of family members. The first is Military Caregiver Leave, and the second is Qualifying Exigency Leave. Each of these leaves is detailed below.

1. Military Caregiver Leave

Unpaid Military Caregiver Leave is designed to allow eligible associates to care for certain family members who have sustained serious injuries or illnesses in the line of duty while on active duty. The family member must be a Servicemember, as defined. Military Caregiver Leave is not available to care for servicemembers on the permanent (i.e., not temporary) disability retired list.

To be “eligible” for Military Caregiver Leave, the associate must be a spouse, son, daughter, parent, or next of kin of the Servicemember. “Next of kin” means the nearest blood relative of the servicemember, other than the servicemember’s spouse, parent, son, or daughter, in the following order of priority: blood relatives who have been granted legal custody of the servicemember by court decree or statutory provisions; brothers and sisters; grandparents; aunts and uncles; and first cousins; unless the servicemember has specifically designated in writing another blood relative as his or her nearest blood relative for purposes of Military Caregiver Leave. The associate must also meet all other eligibility standards as set forth within the FMLA Leave policy.

An eligible associate may take up to 26 workweeks of Military Caregiver Leave to care for a servicemember in a “single 12-month period.” The “single 12-month period” begins on the first day leave is taken to care for a servicemember and ends 12 months thereafter, regardless of the method used to determine leave availability for other FMLA-qualifying reasons. If an associate does not exhaust his or her 26 workweeks of Military Caregiver Leave during this “single 12-month period,” the remainder is forfeited.

Military Caregiver Leave applies on a per-injury basis for each servicemember. Consequently, an eligible associate may take separate periods of caregiver leave for each and every servicemember, and/or for each and every serious injury or illness of the same servicemember. A total of no more than 26 workweeks of Military Caregiver Leave, however, may be taken within any “single 12-month period.”

Within the “single 12-month period”, an eligible associate may take a combined total of 26 weeks of FMLA leave including up to 12 weeks of leave for any other FMLA-qualifying reason. For example, during the “single 12-month period,” an eligible associate may take up to 16 weeks of FMLA leave to care for a Servicemember when combined with up to 10 weeks of FMLA leave to care for a newborn child.

An associate seeking Military Caregiver Leave may be required to provide appropriate certification completed by an authorized health care provider within 15 days. Military Caregiver Leave is subject to the other provisions in our FMLA Leave Policy. Military Caregiver Leave will be governed by, and handled in accordance with, the FMLA and applicable regulations, and nothing within this policy should be construed to be inconsistent with those regulations.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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2. Qualifying Exigency Leave

Eligible associates may take unpaid “Qualifying Exigency Leave” to tend to a qualifying “exigency” arising out of the fact that the associate’s spouse, son, daughter, parent or parent-in-law is on “covered active duty” or “call to covered active duty” in the Armed Forces, including National Guard or Reserves. Up to 12 weeks of Qualifying Exigency Leave is available in any 12-month period, as measured by the same method as other forms of FMLA leave (with the exception of Military Caregiver Leave). Although Qualifying Exigency Leave may be combined with leave for other FMLA-qualifying reasons, under no circumstances may the combined total exceed 12 weeks in any 12-month period (with the exception of Military Caregiver Leave as set forth above). The associate must meet all other eligibility standards as set forth within the FMLA policy.

Persons who can be ordered to active duty include active and retired members of the Regular Armed Forces, certain members of the retired Reserve, and various other Reserve members including the Ready Reserve, the Selected Reserve, the Individual Ready Reserve, the National Guard, state military, Army Reserve, Navy Reserve, Marine Corps Reserve, Air National Guard, Air Force Reserve, and Coast Guard Reserve.

A call to active duty refers to a federal call to active duty; state calls to active duty are not covered unless under order of the President of the United States pursuant to certain laws.

Qualifying Exigency Leave is available under the following circumstances:

A. Short-notice deployment. To address any issue that arises out of short notice (within seven days or less) of an impending call or order to active duty.

B. Military events and related activities. To attend any official military ceremony, program, or event related to active duty or a call to active duty status or to attend certain family support or assistance programs and informational briefings.

C. Childcare and school activities. To arrange for alternative childcare; to provide childcare on an urgent, immediate need basis; to enroll in or transfer to a new school or daycare facility; or to attend meetings with staff at a school or daycare facility.

D. Financial and legal arrangements. To make or update various financial or legal arrangements; or to act as the covered military member’s representative before a federal, state, or local agency in connection with service benefits.

E. Counseling. To attend counseling (by someone other than a health care provider) for the associate, the covered military member, or for a child or dependent when necessary as a result of duty under a call or order to active duty.

F. Temporary rest and recuperation. To spend time with a covered military member who is on short-term, temporary rest and recuperation leave during the period of deployment. Eligible associates may take up to a maximum of 15 calendar days of leave for each instance of rest and recuperation.

G. Post-deployment activities. To attend arrival ceremonies, reintegration briefings and events, and any other official ceremony or program sponsored by the military for a period of up to 90 days following termination of the covered military member’s active duty status. This also encompasses leave to address issues that arise from the death of a covered military member while on active duty status.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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H. Parental care. To care for a military member’s parent who is incapable of self-care when the care is necessitated by the member’s covered active duty. Such care may include arranging for alternative care, providing care on an immediate need basis, admitting or transferring the parent to a care facility, or attending meetings with staff at a care facility.

I. Mutually agreed leave. Other events that arise from the close family member’s duty under a call or order to active duty, provided that the Company and the associate agree that such leave shall qualify as an exigency and agree to both the timing and duration of such leave.

An associate seeking Qualifying Exigency Leave may be required to submit appropriate supporting documentation in the form of a copy of the covered military member’s active duty orders or other military documentation (may also include a copy of the military member’s Rest and Recuperation leave orders) indicating the appropriate military status and the dates of active duty status, along with a statement setting forth the nature and details of the specific exigency, the amount of leave needed and the associate’s relationship to the military member, within 15 days. Qualifying Exigency Leave will be governed by, and handled in accordance with, the FMLA and applicable regulations, and nothing within this policy should be construed to be inconsistent with those regulations.

Employers’ Compliance with FMLA and Associate’s Enforcement Rights FMLA makes it unlawful for any employer to interfere with, restrain, or deny the exercise of any right provided under FMLA, or discharge or discriminate against any person for opposing any practice made unlawful by FMLA or for involvement in any proceeding under or relating to FMLA.

While the Company encourages associates to bring any concerns or complaints about compliance with FMLA to the attention of the Human Resources Department, FMLA regulations require employers to advise associates that they may file a complaint with the U.S. Department of Labor or bring a private lawsuit against an employer.

Further, FMLA does not affect any Federal or State law prohibiting discrimination, or supersede any State or local law or collective bargaining agreement which provides greater family or medical leave rights. Please contact Human Resources to find out if your state provides and additional rights and/or obligations.

II. Military Leaves of Absence Military Leave provides eligible associates the opportunity to fulfill military obligations to any Uniformed Services of the United States.

Definitions USERRA – Uniformed Services Employment and Reemployment Rights Act of 1994, which improves the protection of civilian job rights and benefits for individuals who are a member of, apply to be a member of, perform, have performed, apply to perform, or have an obligation to perform service in a uniformed service

Uniformed Services (USERRA terminology) – Armed Forces, the Army National Guard and the Air National Guard when engaged in active duty for training, inactive duty training, or full-time National Guard duty, the commissioned corps of the Public Health Service, Disaster Management Assistance Teams performing federally protected services, and any other category of persons designated by the President in time of war or national emergency.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Service in a Uniformed Service (USERRA terminology) – performance of duty on a voluntary or involuntary basis in a uniformed service under competent authority and includes: active duty, active duty for training, initial active duty for training, inactive duty training, full-time National Guard duty, a period for which a person is absent from a position of employment for the purpose of an examination to determine the fitness of the person to any such duty, and a period for which a person is absent from employment for the purpose of performing funeral honors duty as authorized by USERRA.

Eligibility To be eligible for military leave, you must be a member of, apply to be a member of, perform, have performed, apply to perform, or have an obligation to perform service in a uniformed service.

General Policy Description The Company is committed to protecting the job rights of associates absent from work due to a qualifying military leave. In accordance with federal, state and local law, it is the Company’s policy that no associate, or prospective associate, will be subjected to any form of discrimination on the basis of that person’s membership, application for membership, service, application for service, or obligation for service for any of the Uniformed Services of the United States. An eligible associate may qualify for a leave of absence with differential pay up to one year, as described below and in the Military Leave Reimbursement Agreement, provided the associate is in the process of completing his/her military obligation.

• With certain limited exceptions providing for a longer period, USERRA provides that an associate may accumulate a total of five (5) years of absence from work with the Company for active military service and retain reemployment rights.

• The Company allows service member associates to pursue military leave without any penalty, provided they qualify under USERRA.

• Unless otherwise provided by USERRA, the Company retains an associate's seniority, status, pay rate and certain benefits as if the leave never occurred.

Notice and Requirements Military Leave of Absence requests are subject to approval by Human Resources.

When seeking Military Leave, associates are required to provide:

1. Official notice (preferably by completing the Leave of Absence Request Form) that he/she will be engaging in military service, unless, if under all of the relevant circumstances, the giving of notice is otherwise impossible or unreasonable. Associates are requested to provide such notice within 30 days of active military service wherever possible. Failure to provide adequate notice may render the associate ineligible for the rights and benefits described in this policy.

2. Certification supporting the military leave, to include a copy of the orders directing the military duty, unless prevented from doing so by military necessity, as determined pursuant to the Department of Defense and service regulations.

Failure to comply with the foregoing requirements may result in delay or denial of leave, or disciplinary action, up to and including termination.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Leaves of Absence (Continued)

Job Restoration 1. If service is less than thirty-one (31) days or for the purpose of taking an examination to determine fitness

for service, the associate must report for reemployment at the beginning of the first full regularly scheduled working period on the first full calendar day following release from service and the expiration of eight hours after a period allowing for the associate’s transport from the place of his/her service to the associate’s home, or as soon thereafter as is possible if reporting within that time is impossible or unreasonable through no fault of the associate.

2. If service is for thirty-one (31) or more days but less than one hundred-eighty (180) days, the associate must submit an application for reemployment to Human Resources no later than fourteen (14) days following the release from service, or if submitting the application within that timeframe is impossible or unreasonable through no fault of the associate, the next full calendar day when submission of the application is possible.

3. If service is over one hundred-eighty (180) days, the associate must submit an application for reemployment with Human Resources no later than ninety (90) days following completion of service.

Reemployment application deadlines may be extended for up to two (2) years or more (if necessary due to reasons beyond the associate’s control), if the associate suffers a service-related injury that prevents the associate from applying for reemployment.

Any associate who fails to return to work as scheduled after Military Leave will be subject to the Company’s standard leave of absence and attendance policies. This may result in termination if there is no other legally required or Company-provided leave available that applies to the continued absence. Likewise, following the conclusion of Military leave, the Company’s obligation to maintain group health plan benefits ends (subject to any applicable COBRA rights).

Incomplete or Insufficient Information Failure to comply with all notice requirements, including both content and timing, may result in delay or denial of leave, or disciplinary action, up to and including termination.

Providing false or misleading information or omitting material information in connection with a Military Leave will result in disciplinary action, up to and including immediate termination.

Application of Paid Leave and Benefits For a period of up to a total of one (1) year, the Company will pay the associate the difference between the basic military pay (and any additional military allowances received for training or active duty) and their base compensation normally received for the period of leave.

1. The associate will be required to sign the Military Leave Reimbursement Form and provide adequate military pay documentation for the purpose of establishing the pay differential.

2. Following an associate’s honorable discharge from the military, a medically capable associate must return to work for the Company for twenty-four (24) months. If the associate fails to return or fails to work for the Company this time period, the associate must reimburse the Company for any received pay differential, per the Military Leave Reimbursement Agreement form and schedule.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

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Reimbursement Table:

Months Since Discharge from Military

% of Compensation to be Reimbursed to Company

0 to 12 Months 100 %

13-18 Months 75 %

19-24 Months 50 %

3. If an associate and/or their family participate in our group health plan, the Company will maintain coverage during Military Leave on the same terms as if the associate had continued to work. If the Military Leave is more than 30 days, the associate must make arrangements to pay the associate share of health plan premiums while on leave. If the associate chooses not to maintain the Company sponsored health care coverage while out on active duty, his/her health care coverage will be cancelled. When the associate returns to work following military duty, absent certain circumstances, he/she will retain the right to have the health care coverage reinstated without a waiting or exclusionary period.

4. Use of Military Leave will not result in the loss of any employment benefit that accrued prior to the start of Military Leave.

Employers’ Compliance with USERRA The Company will comply with all the civilian job protection provisions of the Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA).

Further, this policy does not supersede any State or local law or collective bargaining agreement which provides greater military leave protections and / or benefits than USERRA or this policy.

III. Personal Leaves of Absence A Personal Leave of Absence provides eligible associates the opportunity to take an unpaid leave of absence for a compelling personal reason. Some reasons for Personal Leave of Absence may include:

• Non-FMLA protected medical or family care leave of a defined duration,

• Need to visit relatives overseas or at a great distance for family emergencies, or

• Unforeseen personal emergencies.

Personal Leaves of Absence are not to be used for personal vacations.

Eligibility All associates of United Stationers are eligible to apply for a personal leave of absence regardless of service.

General Policy Description Unpaid Personal Leaves of Absence may be granted for a maximum of 6 months, unless otherwise required for an ADA accommodation, as follows:

• In the event an associate exhausts FMLA leave and continues to have sufficient documentation of the need for leave, they may request a Personal Leave of Absence.

• For all other reasons, personal leaves may be granted at the Company’s discretion based on the reason given, business requirements, and the associate’s total performance record.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

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Leaves of Absence (Continued)

Notice and Requirements If the need for leave is foreseeable, this information must be provided 30 days in advance of the anticipated beginning date of the leave. If the need for leave is not foreseeable, this information must be provided within one business day of it becoming practicable, and in compliance with the Company’s normal call-in procedures as required by the manager.

Personal Leave of Absence requests that are not for ADA accommodation purposes are subject to approval of both the facility manager/FSC department manager and Human Resources.

Failure to comply with the foregoing requirements may result in delay or denial of leave, or disciplinary action, up to and including termination.

Job Restoration Unless a Personal Leave is granted for ADA accommodation purposes, the Company is under no obligation to reinstate an associate to the same or equivalent job position following a Personal Leave of Absence.

An associate who fails to return to work from a Personal Leave as scheduled; or, in the case of a leave for ADA accommodation purposes, fails to contact the Company to discuss the need for continued leave of a specified duration, will be subject to the Company’s standard leave of absence and attendance policies. This may result in termination if there is no other legally required or Company-provided leave available that applies to the continued absence. Likewise, following the conclusion of a Personal Leave, the Company’s obligation to maintain group health plan benefits ends (subject to any applicable ADA and/or COBRA rights).

Associates who work for another employer, or who accept other unauthorized employment during a leave of absence, may be considered to have terminated their employment without notice as of the date the leave began, unless they have prior written approval from both the facility manager/FSC department manager and the Region Human Resources Manager or the Human Resources Director (FSC or Business Unit).

Incomplete or Insufficient Information Failure to comply with all notice requirements, including both content and timing, may result in delay or denial of leave, or disciplinary action, up to and including termination.

Providing false or misleading information or omitting material information in connection with a Personal Leave will result in disciplinary action, up to and including immediate termination.

Application of Paid Leave and Benefits An associate must use all accrued Paid Time-Off (PTO) during a personal leave of absence.

If an associate and/or their family participate in our group health plan, the Company will maintain coverage during Personal Leave on the same terms as if the associate had continued to work. The associate must make arrangements to pay the employee share of health plan premiums while on leave. In some instances, the Company may recover premiums it paid to maintain health coverage or other benefits for the associate and/or their family. This may vary by state.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

91 United Stationers Inc. – Time Away from Work

Bereavement Leave

A death in the immediate family may require you to be absent from work. To protect earnings during this period, associates working at least 20 hours per week may be granted up to three days of bereavement leave. If you are part-time, your pay will be pro-rated based on your normally scheduled work hours. (Please note: all bereavements do not trigger an automatic three days of pay.) Unpaid bereavement leave in addition to the paid three days may be granted with your manager's approval. The Company may require verification of death (obituary notice) and/or proof of family relationship.

For purposes of administering this benefit, the immediate family is defined as spouse, child, parent, step-parent, mother-in-law, father-in-law, son-in-law, daughter-in-law, sister-in-law, brother-in-law, grandparent, grandparent-in-law, brother, sister, adopted child, stepchild, grandchild, or legal guardian.

In addition, one day of paid bereavement leave is allowed for the death of the following extended family members of the associate: aunt, spouse’s aunt, uncle, spouse’s uncle, niece, spouse’s niece, nephew, spouse’s nephew.

At manager’s discretion, associates may also be allowed time off from work to attend funerals of non-immediate family members or persons with some especially close relationship. However, this does not fall under paid bereavement leave.

Civic Duty

The Company makes every effort to accommodate associates who are subpoenaed to serve as jurors or witnesses. The Company may request postponement of such duty in exceptional circumstances, when it is determined that the associate’s continuous efforts are required for significant business reasons.

Please notify your manager as soon as possible if you are subpoenaed as a court witness or summoned for jury duty.

Associates will be given time off and paid in accordance with applicable state law. Associates will continue to receive pay based on regularly scheduled hours (to a maximum of two weeks) and the Company will not deduct jury duty compensation from the paycheck.

Associates are expected to report to work when excused from jury duty, or on any day or portion of any day the jury or legal proceeding is not in session or attendance is not required. In addition, the Company requires written documentation, such as a summons or notice from the court clerk, to confirm the dates and times of civic service.

Associates appearing as a plaintiff, defendant, or for non-subpoenaed court appearance will not receive paid time off. Vacation, personal, or unpaid time should be used for these absences.

Voting

The Company encourages associates to vote and participate in National, State and local elections and primaries. Voting polls are generally open during hours that allow time to vote without interfering with normal work hours. If difficulties do arise, you should discuss the situation with your manager.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

92 United Stationers Inc. – Time Away from Work

Attendance for Non-Exempt

This policy applies to all hourly and non-exempt associates, except as otherwise indicated by state law indicated by federal, state or local law or other established guidelines.

The purpose of this policy is to ensure we are able to provide our customers with the highest level of service possible, and establish standards as to when absence and tardiness are unacceptable.

The Company recognizes and values individual associate needs for time off. Associates are asked to schedule time off in advance whenever possible. Associates should contact their immediate manager directly, unless the procedures in your department or facility differ.

Further, the Company is committed to complying with all federal, state and local laws providing Associates a legal right to be absent from work. All aspects of this attendance policy will be interpreted and applied to ensure compliance with these laws. Specifically, any unscheduled absence, tardiness or other incident that is protected by federal, state or local law will not result in attendance points or corrective action. Consistent with this policy, the Company is prepared to consider whether absences should be excused and/or additional time off provided, beyond the number of incidences listed in this attendance policy, as reasonable accommodation under federal, state, or local disability discrimination laws including but not limited to the Americans with Disabilities Act as Amended (ADAAA). The “no call/no show” definition in this policy also will be applied consistent with law.

Absences for bereavement, civic duty, and/or business/weather conditions (as defined below) are not considered unscheduled absences for the purposes of this policy.

Definitions Absence – failure to work all or part of a scheduled workday (of greater than 2 hours), including the failure to work overtime that is scheduled in advance.

Protected Leave – absences protected under state, federal, or local law. For example, absences covered by ADAAA or FMLA (Family Medical Leave Act). This could include intermittent leaves where although associates are expected to report to work on time as scheduled, with proper notice, an associate eligible for FMLA leave and needing to receive planned medical treatment, would be excused from reporting to work late. Acceptable notice as required by these laws must be supplied (for example, simply indicating “sick” is not acceptable notice if the employee contends the tardiness or absence is covered by FMLA or the ADAAA).

Attendance Points – the tracking/calculator mechanism for unscheduled absences.

Attendance Year – rolling 12-month period prior to the most current or recent unscheduled absence.

Tardy – any time an associate is 7 minutes to 2 hours late from reporting to work at the start of scheduled hours. There is a 6 minute grace period at the start of the scheduled work day. Although it is expected that associates arrive at work on time, the grace period allows an associate some occasional leniency in a situation when something unforeseen causes the associate to be late.

Early Punch – any time an associate punches in more than ten (10) minutes before the scheduled start of the work shift, without approval of management. Early punches are considered to be a performance issue.

Late Return from Lunch – any time an associate is 4 minutes or later in returning from lunch is considered tardy and would fall under the guidelines of the attendance policy. Late returns from lunch of more than 10 minutes (11 minutes or greater) would also be managed as a performance issue.

Leave Early – any time an associate leaves work without approval up to 2 hours prior to the end of scheduled hours.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

93 United Stationers Inc. – Time Away from Work

Attendance for Non-Exempt (Continued)

Scheduled – any time off that has been requested and approved before the end of the previous regularly scheduled workday. Associates are encouraged to request time off as far in advance as practical in order to give management an opportunity to adjust accordingly. In order to manage necessary staffing levels, management reserves the right to deny a request for scheduled time off and to limit the number of associates who may be off at the same time.

Unscheduled – any time off that has not been requested and approved in advance.

Notice – associates should contact their immediate manager directly unless otherwise instructed as soon as practicable or the procedures in your department or facility differ.

No Call / No Show – failure to report or give notice in advance or prior to the first 120 minutes of the scheduled work day. This includes calling in to report a tardiness, but then ultimately not reporting to work.

Business / Weather Conditions – full or partial-day absences sanctioned by department or facility leader due to extreme business or weather conditions.

Job Abandonment – failure to report to work or contact a Company manager or HR representative for three or more consecutive days without justifiable and documented cause.

It is the policy of the Company that when you incur an unscheduled absence, you must use available (accrued) Paid Time Off (PTO) or sick time (CA). After using accrued PTO, the associate may elect to apply un-accrued PTO according to the terms of the company’s PTO policy. PTO and sick time are a means of receiving pay when you are absent. However, if your absence from work is unscheduled, it will result in attendance points.

Absences for Protected Leave, bereavement, civic duty, and/or business/weather conditions (as defined above) are not considered unscheduled absences for the purposes of this policy.

Attendance points will be issued for unscheduled absences as follows:

If a doctor’s note* is provided covering more than one consecutive day, only the number of points earned on the first day of absence will be issued. If the absence is for Protected Leave, no attendance points will be issued.

Attendance Administration and Corrective Action • One (1) point is issued for each unscheduled workday of absence with notice. • Two (2) points are issued for each workday of No Call / No Show absence. • One-quarter (¼) point is issued for each tardy that is 7 minutes up to 18 minutes. • One-quarter (¼) point is issued for each unapproved leave early that is up to 18 minutes. • One-quarter (¼) point is issued for each late return from lunch break – 4 minutes or greater. • One-half (½) point is issued for each tardy and/or unapproved leave early occurrence that is 19 minutes

or greater up to two hours.

*Doctor’s notes must not include any genetic information. For further information, refer to the Equal Employment Practices section: Genetic Information Non-discrimination.

Always refer to the Policy Resource Center on the Intranet for the current version of all company policies. November 2014

94 United Stationers Inc. – Time Away from Work

Attendance for Non-Exempt (Continued)

Once attendance points reach the following level, within a 12-month rolling attendance year, the corresponding corrective action will be taken:

6 Documented Verbal Counseling

7 First Written Warning

8 Final Written Warning

9 Termination

There may be times an associate is absent over a period where multiple corrective action levels are earned. In this case, upon return and review, the corrective action step earned by the first day of unscheduled absence will be administered.

Additionally, regardless of the sequence of corrective action above, patterns of poor attendance and tardiness will also be addressed via corrective action, up to and including termination. Examples of pattern poor attendance/tardiness include:

• being regularly absent on the same day of the week, particularly on Mondays and/or Fridays

• frequently punching in and/or out during the grace period at the beginning of the shift or upon returning from lunch

• frequently leaving early unscheduled at the end of a shift

• frequently failing to work required overtime

• frequently missing punches

• frequently returning late from breaks.

Associates within their first ninety (90) days of employment are expected not to incur any unscheduled absences, full or partial days, during this period. Any unscheduled absence, tardiness, or incident of leaving early is considered a serious matter. Such lost work time, unless for protected leave, will subject the new associate to formal corrective action upon reaching .75 point and termination of employment upon reaching 1.5 points.

Prior to a termination action, a review of possible extenuating circumstances will be made jointly by the associate’s supervisor, facility/functional manager and Human Resources, in conjunction with Legal when appropriate.

Three (3) consecutive days of No Call/No Show will result in termination.

Violation of this policy will be subject to corrective action, per parameters outlined.

As with all policies and procedures, the Company reserves the right to modify, revise, discontinue or terminate this policy at any time without prior notice.

November 2014 Always refer to the Policy Resource Center on the Intranet for the current version of all company policies.

United Stationers Inc. – Associate Handbook Receipt

Handbook Receipt

I have reviewed the handbook for associates of United Stationers Inc., and its subsidiaries (collectively, the “Company”) and I have read and understand its terms and contents. I acknowledge that I am responsible for asking questions regarding any Company policy or procedure that is not clear to me. In particular, I have read and understand Company policies, Code of Business Conduct and Non-Harassment and Anti-Retaliation. I further understand and agree to abide by all of the policies and posted procedures of the Company.

I understand and agree that any and all handbook provisions are subject to change, and may be revised, deleted or added to by the Company at any time without notice. I understand that current copies of all policies are available on the Company’s Intranet and in the future should be consulted for the most up to date version of a particular policy. In addition, where a particular Federal or state law or regulation differs from an existing policy or procedure, the applicable law governs.

I also understand and agree that pursuant to Company policy, Technology and Electronic Communications, United Stationers’ e-mail system, and other technology or devices provided by the Company are, with limited exceptions, to be used for Company business only and are not intended for personal use. United Stationers reserves the right to access the Company’s e-mail system, cellular phones or other devices provided for business use, at any time without an associate’s advance notice or consent. Such access may occur before, during, or after working hours by any manager, or security personnel designated by the Company. I acknowledge that I have no expectation of privacy while using such Company devices or systems, even when used for personal use.

Both the Company and I remain free to end our work relationship at any time and for any or no reason without notice. THIS HANDBOOK DOES NOT CREATE AN EXPRESS OR IMPLIED CONTRACT OF ANY KIND OR A CONTRACT OF EMPLOYMENT FOR ANY TERM BETWEEN THE COMPANY AND ME. I understand that no associate or representative of the Company, other than the President and Chief Executive Officer, has any authority to enter into any agreement or make any promise to the contrary, and then only if such commitment is in writing and signed by the President and Chief Executive Officer.

Associate Acknowledgment:

Print Name: _________________________________

Signature: _________________________________

Date: _________________________________

November 2014

Confidentiality and Nondisclosure Agreement

In consideration for the associate's [continued] employment, the associate accordingly agrees that:

1. NONDISCLOSURE OF CONFIDENTIAL INFORMATION.

A. All confidential information, as described in Company policy, Confidentiality and Nondisclosure ("Confidential Information"), must be held in strict confidence and will be used only as directed by the Company for the purposes of conducting business.

B. Disclosure of such confidential information during or after employment to any persons, parties or entities, by any means is strictly prohibited by the Company.

C. Any recording, photocopying or other duplication, or transmission of confidential information, except in the course of performing job responsibilities, is strictly prohibited.

2. WORKS MADE BY ASSOCIATE.

Any written materials or works created by the associate during his or her employment which relate in any way to actual or potential business or research efforts of the Company, its subsidiaries or joint ventures, shall be considered Company property. The associate assigns his or her right, title and interest in any such proprietary ideas based on Company property to the Company. This Agreement does not apply to works that are or have been developed entirely by an Associate on an Associate’s own time without use of the Company's facilities, supplies, equipment or trade secrets, and that do not relate to the Company or its business.

3. MAINTAINING CONFIDENTIALITY AFTER EMPLOYMENT.

Upon termination of employment with the Company, regardless of cause, the associate will continue to maintain the confidentiality of Confidential Information.

4. RETURNING CONFIDENTIAL MATERIALS UPON TERMINATION.

In the event of termination of employment, any confidential materials and/or trade secrets in the associate's possession will be returned to the Company immediately upon termination.

5. VIOLATIONS OF THE POLICY.

The associate acknowledges that any violation of the terms of this Agreement would result in irreparable injury to the Company and is subject to disciplinary action up to and including termination.

6. DISCLOSURE OF PRIOR RESTRICTIVE COVENANTS AND CONTRACTS.

The associate will disclose, to the best of his or her knowledge or belief, any prior contracts or prior confidentiality agreements that may affect his or her duties with the Company.

I have read and understand the conditions of the Confidentiality and Nondisclosure Policy and Agreement and agree to its terms.

_______________________________________ _______________________________________ Associate Signature Date of Agreement Execution

_______________________________________ _______________________________________ Associate Printed Name Human Resources Representative

November 2014