Exhibit 10.2 NewPage - Executed ABL Agreement

owe all or a material portion of the accounts to make payments to the Revolving
Loan Agent or its agents, the initiation of any action to take possession of all or
any material portion of the Revolving Loan Priority Collateral or the
commencement of any legal proceedings or actions against or with respect to all
or any material portion of the Revolving Loan Priority Collateral);
(ii) will not contest, protest or object to any foreclosure action or
proceeding brought by Revolving Loan Agent or any other Revolving Loan Secured
Party, or any other enforcement or exercise by any Revolving Loan Secured Party of any
rights or remedies relating solely to any Revolving Loan Priority Collateral, so long as
the Liens of Term Loan Agent in such Revolving Loan Priority Collateral attach to the
Proceeds thereof subject to the relative priorities set forth in Section 2.1 and such actions
or proceedings are being pursued in good faith;
(iii) will not object to the forbearance by Revolving Loan Agent
or the other Revolving Loan Secured Parties from commencing or pursuing any
foreclosure action or proceeding or any other enforcement or exercise of any rights or
remedies with respect to any of the Revolving Loan Priority Collateral;
(iv) will not, so long as the Discharge of Revolving Loan Debt
has not occurred and except for actions otherwise permitted (x) in accordance with
Section 3.1(a)(i)(D) (but subject to the provisions of Sections 4.1 and 4.2) or, (y) in
accordance with Section 6.4 but not in violation of any provision of this Agreement, take
or receive any Revolving Loan Priority Collateral, or any Proceeds thereof or payment
with respect thereto, in connection with the exercise of any right or remedy (including
any right of setoff) with respect to any Revolving Loan Priority Collateral (it being
understood and agreed that payments made by any Grantor in respect of the Term Loan
Debt with proceeds of loans or advances under the Revolving Loan Documents or, so
long as the Revolving Loan Secured Parties or Term Loan Secured Parties have not
commenced enforcement of their liens, payments made by any Grantor in respect of the
Term Loan Debt in the ordinary course of business with proceeds of Revolving Loan
Priority Collateral shall not constitute a breach of this Section 3.1(a)(iv));
(v) agrees that no covenant, agreement or restriction contained in
any Term Loan Document shall be deemed to restrict in any way the rights and remedies
of Revolving Loan Agent or the other Revolving Loan Secured Parties with respect to the
Revolving Loan Priority Collateral as set forth in this Agreement and the Revolving Loan
Documents;
(vi) will not object to the manner in which Revolving Loan Agent
or any other Revolving Loan Secured Party may seek to enforce or collect the Revolving
Loan Debt or the Liens of such Revolving Loan Secured Party on any Revolving Loan
Priority Collateral to the extent not in violation of this Agreement, regardless of whether
any action or failure to act by or on behalf of Revolving Loan Agent or any other
Revolving Loan Secured Party is, or could be, adverse to the interests of the Term Loan
Secured Parties, and will not assert, and hereby waive, to the fullest extent permitted by
law, any right to demand, request, plead or otherwise assert or claim the benefit of any
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