Exhibit 10.2 NewPage - Executed ABL Agreement

Parties shall not be deemed to have agreed to any credit bid by other Secured Parties in
connection with the Disposition of Shared Collateral consisting of both Term Loan Priority
Collateral and Revolving Loan Priority Collateral. The Term Loan Agent, for itself and on
behalf of the other Term Loan Secured Parties, agrees that, so long as the Discharge of
Revolving Loan Debt has not occurred or will not occur concurrently with the consummation of
such credit bid, no Term Loan Secured Party shall, without the prior written consent of the
Revolving Loan Agent, credit bid under Section 363(k) of the Bankruptcy Code with respect to
the Revolving Loan Priority Collateral. The Revolving Loan Agent, for itself and on behalf of
the other Revolving Loan Secured Parties, agrees that, so long as the Discharge of Term Loan
Debt has not occurred or will not occur concurrently with the consummation of such credit bid,
no Revolving Loan Secured Party shall, without the prior written consent of the Term Loan
Agent, credit bid under Section 363(k) of the Bankruptcy Code with respect to the Term Loan
Priority Collateral.
6.8 Certain Waivers as to Section 1111(b)(2) of Bankruptcy Code. Term
Loan Agent, for itself and on behalf of the other Term Loan Secured Parties, waives any claim
any Term Loan Secured Party may hereafter have against any Revolving Loan Secured Party
arising out of the election by any Revolving Loan Secured Party of the application of Section
1111(b)(2) of the Bankruptcy Code, or any comparable provision of any other Bankruptcy Law.
The Revolving Loan Secured Parties waive any claim they may hereafter have against any Term
Loan Secured Party arising out of the election by any Term Loan Secured Party of the
application of Section 1111(b)(2) of the Bankruptcy Code or any comparable provision of any
other Bankruptcy Law.
6.9 Avoidance Issues. If any Revolving Loan Secured Party is required in any
Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Grantor or
any other person any amount (any such amount, a “Revolving Loan Recovery”), then the
Revolving Loan Debt shall be reinstated to the extent of such Revolving Loan Recovery and the
Revolving Loan Secured Parties shall be entitled to a Discharge of Revolving Loan Debt with
respect to all such recovered amounts. If any Term Loan Secured Party is required in any
Insolvency Proceeding or otherwise to turn over or otherwise pay to the estate of any Grantor or
any other person any amount (any such amount, a “Term Loan Recovery”), then the Term Loan
Debt shall be reinstated to the extent of such Term Loan Recovery and the Term Loan Secured
Parties shall be entitled to a Discharge of Term Loan Debt with respect to all such recovered
amounts. If this Agreement shall have been terminated prior to any Revolving Loan Recovery or
Term Loan Recovery, this Agreement shall be reinstated in full force and effect, and such prior
termination shall not diminish, release, discharge, impair or otherwise affect the obligations of
the parties hereto from such date of reinstatement.
6.10 Other Bankruptcy Laws. In the event that an Insolvency Proceeding is
filed in a jurisdiction other than the United States or is governed by any Bankruptcy Law other
than the Bankruptcy Code, each reference in this Agreement to a section of the Bankruptcy Code
shall be deemed to refer to the substantially similar or corresponding provision of the Bankruptcy
Law applicable to such Insolvency Proceeding, or, in the absence of any specific similar or
corresponding provision of Bankruptcy Law, such other general Bankruptcy Law as may be
applied in order to achieve substantially the same result as would be achieved under each
applicable section of the Bankruptcy Code.
CH\1408709.10
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