Exhibit 10.2 NewPage - Executed ABL Agreement

(vi) exercise all other rights and remedies as unsecured creditors
against Grantor so long as such exercise does not contravene any provision of this
Agreement (it being understood that any provision of this Agreement that requires any
party hereto to act or to refrain from acting shall be applicable to such party in its
respective capacities as a secured and an unsecured creditor).
3.2 Release of Second Priority Liens.
(a) If the Agent with the senior Lien on any Shared Collateral (the
“Senior Agent”) releases its Liens on any part of such Shared Collateral in connection with (i)
any Disposition of such Shared Collateral permitted under the terms of the Revolving Loan
Documents and the terms of the Term Loan Documents, (ii) the Disposition by an Agent (but not
by a Grantor) of such Shared Collateral in connection with the exercise of such Agent’s
enforcement remedies in respect of such Shared Collateral or (iii) the Disposition by any Grantor
of such Shared Collateral with the consent of the Senior Agent so long as, in the case of any
Disposition of such Shared Collateral pursuant to this clause (iii), (A) a Revolving Loan Event of
Default (in the case of a Disposition of Revolving Loan Priority Collateral) or Term Loan Event
of Default (in the case of a Disposition of Term Loan Priority Collateral) has occurred and is
continuing, (B) the net cash proceeds received from such Disposition shall be applied to repay
the Revolving Loan Debt (in the case of a Disposition of Revolving Loan Priority Collateral) or
the Term Loan Debt (in the case of a Disposition of Term Loan Priority Collateral) and, in the
case of a Disposition of Revolving Loan Priority Collateral, the commitments under the
Revolving Loan Agreement shall be permanently reduced by an amount equal to the amount of
such net cash proceeds, (C) such Disposition shall be conducted in a commercially reasonable
manner, (D) the Agent with the junior Lien on such Shared Collateral shall have received not
less than five (5) Business Days’ prior written notice of such Disposition and (E) the
consideration paid for such Shared Collateral shall consist of all cash paid at the closing of the
Disposition of such Shared Collateral (unless all or any of such consideration is required to be
paid in cash within thirty (30) days after the closing of such Disposition), then (in each case)
effective upon the consummation of any such Disposition or exercise of enforcement remedies,
the Agent with the junior Lien on any such Collateral (the “Junior Agent”) shall:
(i) be deemed to have automatically and without further action
consented to such Disposition, waived any conflicting provision in the Revolving Loan
Documents or the Term Loan Documents, as the case may be, and released and
terminated any Liens it may have on such Shared Collateral; provided, that, (A) the Liens
of the Senior Agent on the Shared Collateral so sold or disposed of are released at the
same time, and (B) such junior Lien shall remain in place with respect to any Proceeds of
such sale, transfer or other disposition under this clause (a)(i) that remain after the
Discharge of Revolving Loan Debt (in the case of Revolving Loan Priority Collateral) or
the Discharge of Term Loan Debt (in the case of Term Loan Priority Collateral);
(ii) be deemed to have authorized the Senior Agent to file UCC
amendments and terminations covering the Shared Collateral so sold or otherwise
disposed of with respect to the UCC financing statements between any Grantor and the
Junior Agent to evidence such release and termination; and
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