Exhibit 10.2 NewPage - Executed ABL Agreement

compensation charges and expenses, including any such charges and expenses arising from
grants of stock appreciation or similar rights, phantom equity, stock options, restricted stock or
other rights or equity incentive programs and (2) non-Cash deemed finance charges in respect of
any pension liabilities or other provisions, (g) to the extent otherwise included in net income and
to the extent covered by insurance and actually reimbursed, or, so long as the Borrower has made
a good faith determination that there exists reasonable evidence that such amount will in fact be
reimbursed by the insurer and only to the extent that (1) such coverage is not denied by the
applicable carrier or indemnifying party in writing within 180 days and (2) such amount is in fact
reimbursed within 365 days of the date of such determination (with a deduction in the applicable
future period for any amount so added back to the extent not so reimbursed within 365 days),
losses, charges, expenses, accruals and reserves with respect to liability or casualty events or
business interruption, (h) to the extent otherwise included in net income, losses, charges and
expenses that are covered by indemnification or other reimbursement provisions in connection
with any acquisition, Investment or asset disposition, to the extent actually reimbursed, or, so
long as the Borrower has made a determination that a reasonable basis exists for indemnification
or reimbursement and only to the extent that such amount is in fact indemnified or reimbursed
within 365 days of such determination (with a deduction in the applicable future period for any
amount so added back to the extent not so indemnified or reimbursed within such 365 days),
(i) non-Cash or unrealized gains or losses in respect of obligations under Hedge Agreements or
any ineffectiveness recognized in earnings related to qualifying hedge transactions or the fair
value of changes therein recognized in earnings for derivatives that do not qualify as hedge
transactions, in each case, in respect of obligations under Hedge Agreements, (j) deferred Tax
expenses associated with Tax deductions or net operating losses arising as a result of the
transactions contemplated hereby and by the Related Agreements, or the release of any valuation
allowance related to such item and (k) (to the extent not included in clauses (a) through (j)
above) any net extraordinary gains or net extraordinary losses.
“Consolidated Total Assets” means, with respect to Holdings or any of its Subsidiaries,
as of any date of determination, the total assets of such Person reflected on the consolidated
balance sheet of Holdings and its Subsidiaries as of the end of the most recently ended Fiscal
Quarter for which financial statements have been delivered to the Administrative Agent pursuant
to Section 5.01(a) or 5.01(b), as applicable, determined on a consolidated basis in accordance
with GAAP.
“Consolidated Total Net Debt” means, as of any date of determination, (a) the aggregate
stated balance sheet amount of all Indebtedness of Holdings and its Subsidiaries (or, if higher,
the par value or stated face amount of all such Indebtedness (other than zero coupon
Indebtedness)) determined on a consolidated basis in accordance with GAAP, minus (b) the
lesser of (i) the aggregate amount of Unrestricted Cash included in the consolidated balance
sheet of Holdings and its Subsidiaries as of such date and (ii) $40,000,000.
“Contractual Obligation” means, as applied to any Person, any provision of any Security
issued by that Person or of any indenture, mortgage, deed of trust, contract, undertaking,
agreement or other instrument to which that Person is a party or by which it or any of its
properties is bound or to which it or any of its properties is subject.
“Contributing Guarantors” has the meaning assigned to such term in Section 7.02.
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