Exhibit 10.2 NewPage - Executed ABL Agreement

amount of Accounts owing from such Account Debtor and its Affiliates to the Borrower and
Borrowing Base Guarantors exceeds 25% of the aggregate Eligible Accounts or which are owing
by any other Account Debtor to the extent the aggregate amount of Accounts owing from such
Account Debtor and its Affiliates to the Borrower and the Borrowing Base Guarantors exceeds
20% of the aggregate Eligible Accounts, except in each case as may be permitted in the
Administrative Agent’s Permitted Discretion;
(s) to the extent it exceeds any credit limit established by Administrative
Agent, in its Permitted Discretion, following prior notice of such limit by Administrative Agent
to Borrower;
(t) that portion (A) in respect of which there has been, or should have been,
established by Borrower or any Borrowing Base Guarantor a contra account, whether in respect
of contractual allowances with respect to such Account, audit adjustment, anticipated discounts
or otherwise, or (B) of which is due from an Account Debtor to whom Borrower or any
Borrowing Base Guarantor owes a trade payable, but only to the extent of such trade payable or
(C) of which Borrower or any Borrowing Base Guarantor knows is subject to the exercise by an
Account Debtor of any right of recession, set-off, recoupment, counterclaim or defense; or
(u) on which the Account Debtor is a Governmental Authority, unless
Borrower or any Borrowing Base Guarantor, as applicable, has assigned its rights to payment of
such Account to Administrative Agent pursuant to the Assignment of Claims Act of 1940, as
amended, in the case of a federal Governmental Authority, and pursuant to applicable law, if
any, in the case of any other Governmental Authority, and such assignment has been accepted
and acknowledged by the appropriate government officers.
In the event that an Account which was previously an Eligible Account ceases to be an
Eligible Account hereunder, the Borrower shall notify the Administrative Agent thereof on and
at the time of submission to the Administrative Agent of the next Borrowing Base Certificate. In
determining the amount of an Eligible Account, the face amount of an Account may, in the
Administrative Agent’s Permitted Discretion, be reduced by, without duplication, to the extent
not reflected in such face amount, (i) the amount of all accrued and actual discounts, claims,
credits or credits pending, promotional program allowances, price adjustments, finance charges
or other allowances (including any amount that the Borrower may be obligated to rebate to an
Account Debtor pursuant to the terms of any agreement or understanding (written or oral)) and
(ii) the aggregate amount of all cash received in respect of such Account but not yet applied by
the Borrower to reduce the amount of such Account. The Administrative Agent may, in its
Permitted Discretion, from time to time adjust or establish additional standards of eligibility;
provided that in the case of any adjustment or establishment of additional standards of eligibility
that would result in less credit availability, (i) the Administrative Agent shall have given three
(3) Business Days’ prior notice thereof to the Borrower and (ii) the effect of such adjustment or
establishment of additional standards of eligibility shall have a reasonable relationship as
determined by the Administrative Agent in its Permitted Discretion to the event, condition or
other matter that is the basis therefor.
“Eligible Inventory” means (without limiting the Administrative Agent’s discretion
provided herein), on any date of determination of the Borrowing Base, all of the Inventory
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