February 10, 2017

Memorandum of Agreement
Hourly Safety Director

An assignment to the Hourly Safety Director is temporary. In order to assist you in

understanding the relevant expectations, wage, hour and working conditions for this assignment,
the following explanations are provided. These explanations intend to address the major issues
that you may have questions about at this time.

General Outline

Primary Function

Under the direction of the mill safety manager, the incumbent will: USW, Local 8-
675 Union Committee (the Union) and in coordination with the Covington Mill Safety, Property
Conservation and Security Department (Safety Department) perform audits including contractor
audits, perform all necessary safety observations, surveillance and interventions in all
departments, address day to day safety issues and follow-up on safety work orders, initiate,
promote and enhance proper ergonomic actions as required, support all department safety teams
and act to enhance effectiveness and growth of these teams throughout the mill, support
behavioral safety initiatives including Safe R+, attend safety meetings, serve as spokesperson
and help with essential training initiatives, assist in safety investigations, perform necessary
follow-up to assure safety issues and concerns are brought to closure, be knowledgeable and use
root cause analysis and act to assure incidents and issues are evaluated objectively, follow safe
work practices and promote and act to assure safe work practices are performed in the mill,
monitor and assure good housekeeping practices throughout the mill.

General Conditions

The incumbent will be the designated USW CPU, Local 8-675 "Safety Director" and will
serve as the MW WR Hourly Safety Director commensurate with the period of assignment made
by USW CPU, Local 8-675 in accordance with their customary by-laws. Joint Union/Company
performance reviews will be held on a regular basis (a minimum of two (2) times per calendar
year). Should it be determined acceptable performance standards are not being met the incumbent
will be replaced. The position will be evaluated by the union and company once per year to
determine whether this will be continued. The Union or Company may terminate the conditions
set forth for the continuance of this job at any time.

(1) Rate of Pay

For hourly employees assigned, he/she will receive the next higher classification rate
above his/her classified rate in the job sequence from where he/she is presently assigned
while working as an Hourly Safety Director. An employee in the top job of a sequence,
or an employee classified in a Maintenance Craft job will receive his/her classified rate.
This job will be considered a daylight assignment with hours to be established by the
February 10, 2017

2 Safety Department. Schedule changes may occur to facilitate job requirements as

appropriate. Normally this will be forty hours per week. Supervision (Department
Manager or his designee) will be responsible to authorize overtime. Overtime
compensation will be made in accordance with the Labor Agreement.

An affected employee's rate will be increased if a permanent promotional opportunity

arises in the incumbent's home department during the time he/she is assigned to this
responsibility and he/she is eligible for the permanent promotion. When assigned, you
will be eligible for overtime in the responsibility of the safety function defined above.
You will not be eligible for, other overtime work in the mill, in your home department
or Craft (if assigned from Maintenance).

When a shift worker is selected for this assignment he/she will receive a pay rate
calculated by taking his/her existing classified rate times forty-five (45) hours per week
dividing it by forty (40). This applies only to shift workers.

(2) Seniority

Seniority shall accumulate during the time an employee is assigned to this responsibility.
Upon completion of the temporary assignment the incumbent will return to his/her
respective department, to a job in accordance with the seniority provisions of the Labor
Agreement.

(3) Vacations

It is understood that an employee assigned is temporarily assigned and as such retains

permanent status and classification in his/her original department. As such, vacation
weeks will continue to be scheduled in the original department as though the employee
never left that department. Therefore, eligible weeks for scheduling will continue to be
calculated including the eligible weeks of an incumbent to this assignment.

Normally an employee selected and assigned will take vacation at the time it is originally
scheduled. A vacation period may be restricted due to training schedules or other
conditions necessitated by work demands. When it is necessary to postpone or change a
scheduled vacation week supervision in the Safety Department will arrange for
rescheduling either while the individual is assigned as Hourly Safety Director, or with
the employees permanent home Supervision should it occur after the affected employee
returns to his/her home department. At other times, while the employee is assigned to
this temporary assignment, vacation weeks may be changed at the request of the affected
employee when approved by the Safety Department.

(4) Location

The Hourly Safety Director will work out of the areas where they are assigned. Work
activities require mill and other location visits. You are expected to wear all required
PPE, and follow all WestRock policies and procedures when performing your duties
locally at Covington, or at any location away from Covington.
February 10, 2017

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(5) Travel

Some travel may be required in your assignment. The MeadWestvaco W e s t R o c k

Travel Accident policy will be in effect when you travel on Company business.
Section 18.18 of the Administration Manual addresses pay procedures for hourly
employees when traveling on Company Business. (Attached Timekeeping and
Overtime Policy for Travel )

For hourly employees, normally anytime you travel for Company business the paid
time will be the hours spent on traveling that would have corresponded to the time you
would have been scheduled to work. In other words, if your regular schedule is 8:00
AM to 5:00 PM, Monday through Friday and you travel on any of these days you will
receive your regular hours of work as the basis for pay and no additional time. When
you travel at a time during your regular schedule you will not be caused to lose any
regular straight time pay.

If you travel on what is not a normal work day, such as a Saturday or Sunday, (not a
part of your regular work schedule) you will be paid for the hours traveled that extend
over the period of what would have been your normal day shift schedule on the regular
Monday through Friday schedule. For instance, if you travel during a part of the day
shift you are compensated for the time that falls within the day shift, but not beyond,
and you are not compensated for any period that exceeds the travel if you arrive at your
destination prior to the end of the defined day shift.

Time spent exclusively in travel outside of regular working hours as a passenger on an

airplane, train, bus or an operator or passenger of an automobile is not considered work
time and therefore will not be paid. As an example, if you depart from Covington during
a regular work day, the time that extends beyond your regular work day is not considered
additional work time. Also, if you travel on a Saturday, off day, or Sunday at a time
outside of the hours within your normal day schedule (your Monday through Friday
schedule) the hours are not deemed as work time and therefore are not paid.

However, if an employee travels to a location and thereupon performs required activity,

upon arrival, the total time spent (travel time that extends over the regular work schedule
plus any additional time spent performing responsibilities) will be counted for hours
paid.

In consideration of the above, your pay will be processed in the following manner.

(a) Pay for travel hours that coincide with usual working hours during the week, less
meal time, even though it may be a float day, Saturday or Sunday will be paid when
the travel is required to satisfy Company Business. This would not exceed eight (8)
hours, unless you immediately go to work upon arrival. Travel time in many cases
could be less than eight hours, however no one will be caused to lose regular pay due
to traveling on a regular work day.

(b) Eight (8) hours pay per day at your straight time classified rate is paid for working or
 February 10, 2017

4 training, less meal time, unless you are required to work or train more than eight (8)
hours in which case 1 x is paid for time worked beyond eight.

(c) Your return trip is paid based on the travel hours that coincide with your usual
working hours during the week as described in (a) above.

For the Union For the Company

________________________________ ______________________________

Date Date
February 10, 2017

[This is the outline for a redesign agreement that could be attached as an appendix to the labor
contract]

Maintenance Mechanical Redesign

Initial Alignment

1. The maintenance department will adopt an area crew concept with all maintenance
personnel initially assigned to one of four areas: plus, two specialty shops.
Area 1.
Area 3.
Area 4.
Tour Maintenance
Specialty Shop East (Machinist, Roll Grinders)
Specialty Shop West (Building Trades/General Repairman/Tinners)
Precision Rebuild Department

2. This will require a realignment of personnel in Areas 1, 3, 4 and Tour Maintenance to

match the needs of the areas with the available resources. (The Specialty Shops will not
require realignment.)
3. The Company will designate the number of positions in each legacy primary craft
(Millwright, Pipefitter, Welder) that will initially be assigned to each area.
4. Maintenance craft employees will select the area to which they wish to be assigned
initially according to mill seniority within each legacy primary craft.
5. When the Company determines that a sufficient number of craft personnel have
progressed to certification in two or more crafts, but not before January 1, 2018,
Maintenance personnel will be recognized by Area and no longer by primary craft
designation.

Overtime

1. Until the Company has determined that a sufficient number of craft personnel have
progressed to dual certifications and Maintenance personnel have become recognized
by Area rather than by primary craft designation (again, not before January 1, 2018),
the existing methods of overtime distribution will continue.
2. When the Area recognition becomes effective, overtime will be distributed according
to a new procedure in which Maintenance overtime will be distributed by areas.

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3. All maintenance employees in an area will be on one roster, and available for the
overtime in their respective areas. Specialty Shop East, Specialty Shop West and
Precision Rebuild, for the purpose of overtime, will be considered separate Areas.
4. Rosters will be run from a tag board system. The tag board system will consist of two
tags. One tag will be used to volunteer for overtime within an employees regular area
and one will be used to volunteer for overtime outside the employees regular area.
Employees may adjust their tags up until 12:00 noon each day. Once employees slide
their tag to volunteer they will be required to work if overtime is available for the
employee.
5. Overtime for employees on the tag boards both in and outside an area will be
distributed through a round robin overtime list (GMS&S & Production current OT
process), that will be administered by management.
6. Overtime first will be assigned to those employees within the area in which the
overtime is occurring who have volunteered through the tag board. If sufficient
coverage for overtime are not obtained within an area, coverage will be sought from
employees in other areas.
7. Overtime in the Specialty Shops and Precision Rebuild may not be offered outside of
the Area, depending upon the nature of the work and qualifications necessary as
determined by management.
8. The process/sequence for assigning overtime to Maintenance personnel who have
volunteered through the tag board for overtime outside of their areas will be as
follows:

a) Area 1 will be backed up by Area 4 then Area 3 then Tour Maintenance.

b) Area 3 will be backed up by Area 1 then Area 4 then Tour Maintenance.

c) Area 4 will be backed up by Area 3 then Area 1 then Tour Maintenance.

d) Tour Maintenance will be backed up by Area 1 then Area 4 then Area 3.

e) Specialty Shops East then West will be the last back up for all other Areas.

9. If sufficient coverage has not been obtained after going outside the area, Maintenance
employees will be drafted from the area in which the overtime is occurring according
to seniority. If additional coverage is still needed, employees will be drafted
according to seniority from other Areas following the process/sequence outlined in
Section 8 (a) through (e).

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10. If an employee does not volunteer and becomes drafted they cannot displace
volunteers.

11. At least one certified welder will be assigned to each area. If overtime work requires a
certified welder, the same process will be followed using the tag boards in and
outside of the area. The exception is that those eligible for the work will be limited to
certified welders. If sufficient coverage is not obtained using the tag board and round
robin process, the junior certified welder in the area where the work is being
performed will be responsible for the overtime work. If additional coverage is still
needed, certified welders will be drafted according to seniority from other Areas
following the process/sequence outlined in Section 8 (a) through (e).

12. With the adoption of the preference list method for filling all vacancies,
Agreements and Understandings, Section I will no longer apply and will be
removed.

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February 10, 2017 Lubricator Redesign

[This is the outline for a lubricator redesign agreement that could be attached as an appendix to
the labor contract]

Lubricator Redesign

Effective upon ratification, the company will implement the following lubrication
department redesign.

Maintenance Oilers will be called Maintenance Lubricators.

All current Maintenance Oilers and Journeyman Millwrights will be required to attain
lubrication certification.

Any future vacancies in the Maintenance Lubricator Classification will be filled by

qualified Maintenance personnel with a certification in lubrication.

Until the Maintenance department has converted to area assignment designations for
employees (versus legacy primary craft), vacancies will be filled first from Journeymen
Millwrights with lubricator certification, and then secondarily from other Journeymen
with Millwright qualification as their second or third craft who also have a certification in
lubrication. After the change to area designations occurs, vacancies can be filled by any
Journeyman with a certification in lubrication.

The Maintenance Lubricator function will follow the Maintenance work/shift schedule.
Initial assignment to A or B shift (alternating Monday/Friday coverage) will be
chosen by seniority.

Because lubrication routes are expected to be much more fluid and dynamic in the future,
Agreements and Understandings, Paragraph G(1)(pg. 122) will not have any practical
significance and will be removed.

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 TEN (10) HOUR SHIFT
Westrock Day Maintenance

The Labor Agreement between the Company and Union establishes that the normal workday is 8 hours. The normal
work schedule established by the Company is five 8-hour days per week. The Company wishes to change the normal
workday and schedule for daylight (non-tour) Maintenance workers to four 10-hour days. The Company is willing to
agree as long as the arrangement is cost neutral compared to the standard 8-hour schedule. To meet this
requirement, the following will apply:

Basic Understandings 10 Hour Scheduling

This will be done on a one-year trial basis.

The Company will assign day maintenance workers to one of two shifts that will rotate Monday through
Thursday from 6:30 am 4:30 pm and Tuesday through Friday from 6:30 am 4:30 pm with time and one-
half (overtime) to be paid after 10 hours.

The regular schedule of 10 hours will be paid at ones regular rate of pay with no shift differential during the
ten (10) hour schedule.
There will be no organized lunch break on ten hour shifts. To be successful the following is recognized and
will be adhered to by all Day Maintenance, Central Stores and GMS&S personnel:

o It is imperative for the success of this provision of the ten hour scheduling that employees are self
disciplined and self directed in their commitment to comply with the spirit, letter, and intent of
working ten hours when scheduled.
o No organized lunch means the following:
Time to eat, at a reasonable time during the shift will be given when it makes sense. This
change does not mean employees will not have some opportunity to eat during a 10 hour
shift. Lunch periods are normally considered paid time.
The priority will always be to keep a job going.
Critical jobs will always be manned.
When a vacancy (scheduled or unscheduled) occurs in Day Maintenance, if needed, it will be filled by a Tour
Maintenance worker. When this situation occurs, the employee filling the vacancy will work a maximum of 16
consecutive hours unless specifically authorized by management.

The Labor Agreement will be amended as follows;

1. The normal starting and stopping time for day workers shall be 6:30 a.m. to 4:30 p.m.
The Company under normal operating conditions will arrange the schedule of Day
Maintenance workers so they will begin work on Monday and work four (4)
consecutive days or begin work on Tuesday and work four (4) consecutive days of ten
(10) consecutive hours. It is understood there will be no organized lunch break.

2. The work day is a twenty-four hour period beginning with the start of an employees
designated shift. The work week is a seven (7) day period beginning on Monday at
6:30 a.m. for workers.

3. Overtime at a rate of time-and-one-half is paid after ten (10) hours. An employee who
is scheduled to work ten (10) hours cannot work more than six hours of overtime or
sixteen (16) consecutive hours unless specifically authorized by management. All
other labor pay provisions will remain the same except as noted in this agreement.

4. Employees required to perform Jury Duty will be reimbursed up to a maximum of ten

(10) hours pay at the straight time rate for losses in regular wages. All other language
will be followed under Article IV, Section 14.
5. Funeral pay allowance will be amended to allow pay for missed work time up to a
maximum of ten (10) hours pay at the employees straight time rate. All other
language for Funeral Leave will be followed under Article IV, Section 13.

6. Holiday pay will be eight (8) hours for the holidays listed in Article 8 of the Labor
Agreement and will otherwise follow the language of Article 8.

7. Any employee sent home by the company doctor or nurse by reason of injury incurred
on the job shall receive a minimum of eight (8) hours pay at the straight time rate for
the workday during which the injury occurs. All other language for Article IV, Section
11 will remain the same. Any employee sent home by the company doctor or nurse by
reason of injury incurred on the job, shall receive pay for the full hours he/she reported
to work at the rate of pay for the workday during which the injury occurs.

8. 10 Hour Scheduling

This trial will commence on the date the ten (10) hour scheduling begins and conclude,
the nearest Monday, one (1) year following that date. Two weeks prior to the end of
this trial either party (Covington Paperworkers Union Local 675 or the Company) will
be required to inform the others in writing of its intent to disband this agreement at
which time all parties will revert to a (5) day coverage (8) hour scheduling within thirty
(30) calendar days following the conclusion of the trial; at the start of a work week (a
nearest Monday). Written notification must be received prior to the deadline. Should
timely written notification not be received, to disband the ten (10) hour scheduling, (as
described above) all parties will be bound to follow the agreed upon ten (10) hour
scheduling into the future until otherwise agreed.

With this understanding it is recognized that not all jobs within a department may be
allowed to be rescheduled on a 10 hour schedule. In these cases it will not prevent
other jobs, in the same department, from this change when agreeable to management
and the union. The company and Union may by mutual agreement establish alternate
scheduling to allow a department or section within a department a different schedule if
the 10-hour schedule is not appropriate.