Exhibit 10.2 NewPage - Executed ABL Agreement

Section 7.
Term Loan Lenders’ Purchase Option
7.1 Exercise of Option. On or after the occurrence and during the continuance
of Revolving Loan Event of Default and the acceleration of all of the Revolving Loan Debt or
the commencement of an Insolvency Proceeding as to Grantors (each a “Term Loan Purchase
Event”), one or more of the Term Loan Secured Parties (the “Purchasing Term Loan Secured
Parties”) shall have the option for a period of ten (10) Business Days after a Term Loan Purchase
Event, upon five (5) Business Days’ prior written notice by Term Loan Agent to Revolving Loan
Agent in accordance with Section 7.3, to purchase all (but not less than all) of the Revolving
Loan Debt from the Revolving Loan Secured Parties and to assume all of the commitments and
duties of the Revolving Loan Secured Parties. Such notice from Term Loan Agent to Revolving
Loan Agent shall be irrevocable. The obligations of Revolving Loan Secured Parties hereunder
to sell the Revolving Loan Debt owing to them are several and not joint and several. Each
Grantor irrevocably consents to such sale.
7.2 Pro Rata Offer. The Term Loan Secured Parties agree, solely as among
themselves, that upon the occurrence of any Term Loan Purchase Event, the Term Loan Agent
shall send a notice to all Term Loan Secured Parties giving each Term Loan Secured Party the
option to purchase at least its pro rata share of the Revolving Loan Debt. No Term Loan Secured
Party shall be required to participate in any purchase offer hereunder, and each Term Loan
Secured Party acknowledges and agrees that a purchase offer may be made by any or all of the
Term Loan Secured Parties, subject to the requirements of the preceding sentence. The
provisions of this Section 7.2 are intended solely for the benefit of the Term Loan Secured
Parties and may be modified, amended or waived by them without the approval of any Grantor,
any Revolving Loan Secured Party, or otherwise.
7.3 Purchase and Sale. On the date specified by Term Loan Agent in such
notice (which shall not be less than five (5) Business Days, nor more than twenty (20) days, after
the receipt by Revolving Loan Agent of the notice from Term Loan Agent of its election to
exercise such option), Revolving Loan Secured Parties shall, subject to any required approval of
any court or other regulatory or governmental authority then in effect, if any, sell to such of the
Purchasing Term Loan Secured Parties as are specified in the notice from Term Loan Agent of
its election to exercise such option, and such Purchasing Term Loan Secured Parties shall
purchase from Revolving Loan Secured Parties, all of the Revolving Loan Debt.
Notwithstanding anything to the contrary contained herein, in connection with any such purchase
and sale, Revolving Loan Secured Parties shall retain all rights under the Revolving Loan
Documents to be indemnified or held harmless by Grantors in accordance with the terms thereof.
In connection with any such purchase and sale, each Revolving Loan Lender and each
Purchasing Term Loan Secured Party shall execute and deliver an assignment and acceptance
agreement, in form reasonably acceptable to all parties thereto, pursuant to which, among other
things, each Revolving Loan Lender shall assign to the Purchasing Term Loan Secured Parties
such Revolving Loan Lender’s pro rata share of the commitments and Revolving Loan Debt.
Upon the consummation of such purchase and sale, Revolving Loan Agent shall resign as the
“Administrative Agent” under the Revolving Loan Documents and upon the written request of
Term Loan Agent, and at the expense of Term Loan Secured Parties, shall execute and deliver all
such documents and instruments reasonably requested by Term Loan Agent and/or Purchasing
Term Loan Secured Parties to assign and transfer any Shared Collateral, together with any and
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