Unassociated Document
Exhibit 24
POWER OF ATTORNEY
The undersigned hereby appoints Jeffrey C. Smith and Peter A. Feld, or either of them, his true and lawful attorney-in fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13D, Form 3, Form 4, Form 5, any settlement agreement (provided that it does not require the undersigned to pay any money or admit to any wrongdoing), any amendments to any of the foregoing and any related documentation which may be required to be fled in his individual capacity as a result of the undersigned’s beneficial ownership of, or participation in a group with respect to, securities of Office Depot, Inc. directly or indirectly beneficially owned by Starboard Value LP or any of its affiliates, and granting unto said attorney-in-fact and agent full power and authority to do and perform each and every act and thing which he might or could do in person, hereby ratifying and confirming all that said attorney-in-fact and agent may lawfully do or cause to be done by virtue hereof. The authority of Jeffrey C, Smith and Peter A. Feld, or either of them, under this Power of Attorney shall continue with respect to the undersigned until revoked in writing.
Date: November 30, 2012
|
|
|
|
/s/ Joseph S. Vassalluzzo
|
|
JOSEPH S. VASSALLUZZO
|
|