Summary of Collective Bargaining Negotiations May 13,2015 Between Rock- Tenn Services, Inc. Liberty, MO Corrugated Packaging

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1 Between Rock- Tenn Services, Inc. This Summary of Negotiations constitutes the contract offer of Rock-Tenn Services, Inc. The Summary of Terms of titis offer are subject to ratification by the members of ltsw Local #765. Unless ratified, the terms under this Summary shall expire at 11:59 P.M., C.S.T, on May 30,2015. III the event this offer of a contract is not ratified 011 or before the aforementioned time, the Company reserves the right to withdraw this offer altogether or, if not ratified by the stated time, the Company reserves the right to propose Lump Sum payments ill lieu of general wage increases, propose tluu employees increase their contribution for insurance coverage above the levels offered herein and modify the tength of the term. The aforementioned provisions were fully explained to the Union bargaining committee during contract negotiations 011 May 13, 2()J5. The Summary of Terms sets forth the Company's complete proposal for amendments to the present Agreement, dated June 2, 2011 to June 2, 2015 covering its facility with USW #765. It is proposed the existing labor agreement be renewed for the period stipulated below, subject to the changes set forth herein. This contract offer constitutes resolution of all issues between the parties to the Agreement as follows. Summary of Tenns 1. Change all references of the Company's name to Rock-Tenn Services, Inc. (or, if applicable, the Company's "new name" if finalized prior to printing of the Labor Agreement). 2. ARTICLE VIII - Sl!niority 9 - change to read as follows: Employees are required to keep the Company informed regarding their correct address. Employees on a regular layoff who have been recalled by certified mail return receipt requested, must report for work, within forty-eight (48) hours (2 business days) of such notice. Additional time allowance to report will be granted in case of proven illness or injury. If such employee fails to report within the above time limit, they shall be considered terminated from their employment, and shall forfeit all recall rights. However, in the event the employee on layoff and subject to recall is working for another company and must give notice, then such employee upon notification to their company within forty-eight (48) hours will be granted an additional seventy-two (72) hours (3 business days) to report to work 1

2 3. Article IX CLeaves of Absence) 4th Para. add: "If any Union Leave of Absence exceeds 30 days, such employee will not be eligible to remain on the Company's benefit plans. Medical, dental and vision plans would continue to be available per COBRA regulations." 4. ARTICLE XII - Overtime 3 - add to b) to read as follows: "Exclude Maintenance from Production OT." "\\'hen an employee volunteers to work for someone else, the volunteer will be paid rate the position rate for which they will be working." 5. ARTICLE XIV - Vacations 3 a) change to read as follows: All vacations must be taken at such times as not to interfere with the efficient scheduling of operations in the plant. Insofar as possible, employees with longer length of service will be given their preference as to the time of their vacations. The Company shall issue to each employee that is eligible for vacations, on December 1st of the previous year or the nearest that day, a form for filling out their desired time of vacation. This form must be returned by February 1st. A vacation schedule will then be posted on the basis of plant seniority. Any vacation form returned after February 1st by the employee, shall then be given the available time that remains unscheduled. Senior employees returning their request after the time allotment shall not have preference over the junior employee vacation schedule. As indicated above, if efficiency of plant operation will not permit an employee vacation at their requested time, preference will be given to senior employees. An eligible employee with two (2) weeks of vacation eligibility, upon a minimum of a 24 hour request, may split these two (2) weeks into single days. Any employee with three (3) or more weeks of vacation entitlement, upon a minimum of a 24 hour request, may split two (2) weeks of vacation into single days and a 3 rd week into a split week as follows: 3+2; 2+3; 4+1; 1+4 if such are submitted and identified on the same request. (i.e. Two (2) consecutive days requested in one week and the other three (3) consecutive days requested in any another week during the calendar year). 2

3 Between Rock- Tenn Services, Inc. 6. Article XVII Employee Insurance to read as follows: "Per attached Exhibit - Insurance." This shall not affect the rights of the Company to make administrative or carrier changes. Medical, dental, vision and life insurance benefits will be continued for the remainder of the month of layoff plus one month if the employee is laid off, assuming employee pays the applicable cost of the benefits (same rate as active employees)." Life Insurance and AD&D Increases based upon a maximum of 100% of the weighted average base wage using the prior July 1 wage rates. (Master Agreement Formula) $30,500 effective TBD effective to TBD +TBD effective to TBD +TBD effective to TBD +TBD effective to TBD +TBD effective to TBD Accident & Sickness Increases based upon a maximum of 50% of the weighted average weekly base wage using the prior July 1 wage rates. (Master Agreement Formula) $365 effective TBD effective 111/16 to TBD +TBD effective to TBD +TBD' effective to TBD +TBD effective to TBD +TBD effective 1/1120 to TBD 7. Article XVIII Pension Plan and 401 (k) Plan: Add "Per attached Exhibit Insurance" Add the following under Pension Plan: "The Company agrees to participate in the PACE Industry Union - Management Pension Fund ("Fund") in accordance with the terms and provisions of the Fund's "Standard Form of Participation," attached hereto and made part hereof as Exhibit B to this Agreement, and the Fund's Rehabilitation Plan, as amended." 401(k) Plan: Delete the 1st sentence and replace with the following: "See EXHIBIT - Insurance" 3

4 8. Article XXVIII - Miscellaneous - Substance Abuse Policy to read as follows: "The Substance Abuse Policy previously provided the Union dated shall by reference, become part of this Agreement." 9. ARTICLE XXVIII - Miscellaneous - MAINTENANCE: Change: A.) New Maintenance Department employees will be required to take training and advance to maintenance technician, within five (5) years of entering the Maintenance Department. To: A.) Maintenance Department employees will be required to progress through the education requirement steps (Apprentice, Journey Person and Maintenance Tech) at a rate of 1 step for up to 2 years each. Employees that do not progress to the next step within 2 years will be removed from the maintenance department. Techs will have up to 2 years as a Helper to complete the requirements to be considered an Apprentice. Techs will have up to 2 years as an Apprentice to complete the requirements to be considered a Journey Person. Techs will have up to 2 years a Journey Person to complete the requirements to be considered a Maintenance Tech. 10. EXHIBIT "A" - Wage Chart Remove Material Handler A. Corrugator and B. Finishing job classifications. Remove Window Machine Operator and Window Machine Helper job classifications. Add Electromechanical Maintenance Tech - current rate is $28 Revise Job Title and LOP: "Ward DIC Operator" to "D/C Operator" Revise Job Title and LOP: "Ward DIC 1st Helper" to "D/C 1st Helper" Revise Job Title and LOP: "Ward DIC 2 nd Helper" to "Floater" 4

5 May 13, 2015 EXHIBIT - Insurance The following Benefit Provisions, derived from the USW Master Agreement, will replace Article XVII - Employee Insurance and Article XVIII - Pension Plan. These provisions were implemented January 1, Health and Welfare: The Union has agreed to the Company's Consumer Choice Plan - U ("CCP-U Pian") for all employees effective The employee contribution for health care coverage will be 17.5% effective at all USW locations, 18.5% in 2016,19.5% in 2017 and 20% in 2018 and 2019, subject to the following reopener. The employee contribution for years 2018 and 2019 will be capped at 20%, however if the trend at renewal for 2018 (determined the summer of 2017) or 2019 (determined the summer of 2018) exceeds 6.5% in either year the parties agree to modify the plan so that the employer contribution does not exceed 80% of the Company's salaried and nonunion hourly standard CCP Plan and allows the Union's contribution to not exceed 20% of the CCP-U Plan. The annual deductible in the CCP-U Plan shall be the minimum required each year by the IRS for the plan to be eligible for Health Savings Accounts. For employees enrolled in the CCP-U Plan on , the health savings account will be "seeded" with a one-time $650 for single tier enrollment and $1,300 for other tier enrollments to assist in the transition from the PPO. Effective , the Company's annual health savings account contribution shall be the higher of (1) $500/$1,000 or (2) 38% of the deductible. Company contributions to the health savings account are generally available by mid-january. The Company contribution is pro-rated for employees enrolling in CCP-U Plan during the calendar year. Generic preventive drugs (as determined by the Pharmacy Benefit Manager and in accordance with the health savings account regulations) will not be subject to the deductible if purchased in-network. If an employee is not eligible for a health savings account (i.e. the employee is also covered by any other health plan that is not a high deductible plan, or they are age 65 and covered by Social Security and Medicare Part A Benefits), then the annual contribution will be deposited into a health reimbursement arrangement which will roll over from year to year but is not portable upon termination. Otherwise, an employee must open a Health Savings Account at the bank arranged for by the Company in order to be eligible for Company contributions. The same Wellness Program that currently exists for salaried/nonunion locations will be implemented effective September 16, Beginning January 1, 2016, in connection with the Wellness Program, then existing employee contributions to the CCP-U plan will increase by $600 annually (or the amount of the annual wellness incentive which shall not exceed $1,000 during the course of the contract and would only be changed if changed for the Company's standard program as well). Effective employees who are not in the Company health insurance plan will be incented with an opportunity to earn $150 per year through wellness partlcipaton. Effective spouse surcharge will be changed to $90 per month at all locations. Increase spouse surcharge by $10 on January 1,2017. The Company and the Union have agreed that under no circumstances will the Company be placed in a position that would require payment of excise taxes, or a similar fee or penalty, under the Affordable Care Act provisions and the parties agree to implement changes necessary to 5

6 ensure that such cost is not triggered. If provisions of the Affordable Care Act are amended or repealed, the Company shall have the right to modify the benefit plan design and costs to enable the Company to obtain the benefit of, or to comply with, such changes. 2. Dental Insurance: Traditional and Traditional Plus plans will be implemented for all employees (Traditional Plus plan design changes to amend the coinsurance for major services to 80%), with both options effective The benefit levels can be adjusted annually as long as the adjustments are identical to salaried/non-union plans. For plants with less than 50% cost sharing, effective the Company will pay 60% of the premium for the Traditional Plan to either option and on the company will pay for 50% of the premium for the Traditional Plan to either option. All other locations shall retain the 50% cost sharing (i. e. Company pays 50% of the Traditional Plan premium to either option). Miscellaneous Health and Welfare itemized below effective : The period for benefit eligibility for health and welfare benefits shall be no less than two months. All locations shall be eligible for the standard Company Vision, EAP, Voluntary Life, and Flexible Spending Accounts. If an employee is disabled they shall be able to continue medical, dental, life and vision for remainder of month disability begins plus 12 months at active employee rates. Payments for benefit continuation for any reason will be per Company administrative procedures and subject to change. Permit employees to convert or port their basic life insurance coverage to an individual policy via application to the insurance company and paying the costs, provided the carrier provides conversion and/or portability. Otherwise, the benefit ends the end of the month active employment concludes unless otherwise extended per provisions above. PIUMPF: The Company shall have the right to withdraw from PIUMPF, provided that it establishes a future service benefit equal to the PIUMPF multiplier upon withdrawal from the PIUMPF if the PIUMPF accrued benefits are maintained in the PIUMPF plan. Additionally, only upon withdrawal from the PIUMPF, but only if such withdrawal occurs before , where the accrued benefits are maintained in the PIUMPF plan, the Company agrees to accrue a benefit in a RockTenn sponsored pension plan equal to $1.50 on past and future service if the withdrawal is between and (with an additional $1.50 increase ) or $3.00 if the withdrawal is after The "New Plan" shall count any PIUMPF service for vesting. Note: Should the withdrawal from the PIUMPF plan include a transfer of the liabilities of the active employees, a different proposal will be made with respect to past and future service benefits for employees currently in PIUMPF. 401 K: Former SSCC plants that have an annual cap on match shall change their match to 50% match on the first 6% of regular pay contributed effective with no match cap other than those required by the regulations. Matching will occur on up to forty (40) hours of regular pay per week. Effective new hires will be eligible for participation and match in 401 K plan upon completion of ninety (90) day eligibility waiting period. 6

7 Between Rock- Tenn Services, Inc. 3. Short Term Disability Insurance: Increase weekly STO by $10 per year to a maximum of 50% of the average of the location's base weekly wage, effective and each January 1 during the Agreement. The benefit level will be calculated and confirmed based on the prior July 1 wage rates. Locations with a benefit higher than the calculated amount will not be reduced. 4. Life Insurance and AD & D: Increase the life insurance policy amount by $1,000 a year to a maximum of 100% of the location's annual base wage, effective and each January 1 during the Agreement. The benefit level will be calculated and confirmed based on the prior July 1 wage rates. Locations with a benefit higher than the calculated amount will not be reduced. 5. Severance: The Company's formula for severance will be one week for each year of service Wages: up to twenty weeks maximum, with unemployment offset, for all locations covered by this Agreement, effective GWI: +2.0% effective 611/ % effective 6/ % effective 6/1/ % effective % effective 6/ % effective 6/1/20 Term: through Shift Differential: effective 6/1118 (2nd and 3rd shifts) effective 6/1/19 (2 nd and 3 rd shifts) effective 611/20 (2 nd and 3 rd shifts) Safety Shoes: ($95 current) $110 effective 6/1/15 $115 effective 6/1/16 $125 effective 6/1117 $12 5 effective $l35 effective $l35 effective 611/20 Safety Glasses: 100% prescription lens every calendar year period (unless new prescription or breakage). 7

8 , From $9 Safety Frames to $50 Safety Frames every other calendar year effective Miscellaneous a) Unless otherwise noted above, all financial improvements will be implemented as soon as is reasonable after the Company's receipt of written ratification. b). Any such cash payments will be paid to all full-time, eligible employees (except as noted above), that are actively on the facility payroll, as noted. Such payment shall be subject to all normal withholdings for lump sum payments and shall be expressly excluded from all wage and overtime calculations for all purposes, including wage and hour purposes. c). This proposal is expressly conditioned upon there being no work stoppage of any kind or duration. If there is a work stoppage of any kind or duration, this proposal is simultaneously rescinded and withdrawn. d). All Union proposals not expressly Company. accepted in this Offer are hereby rejected by the e). This proposal will remain in effect until 11: 59 p.m. May 30, 2015 or until rejected, whichever occurs earlier. The above was fully discussed with the Union bargaining committee on May 13; For the Union: Dated: 5/t..J/r.5' I 8

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