Exhibit 10.2 NewPage - Executed ABL Agreement

(ff) consists of Hazardous Material or goods that can be transported or sold
only with licenses that are not readily available;
5.06;
(gg)
is not covered by casualty insurance maintained as required by Section
(hh) is subject to any licensing arrangement the effect of which would be to
limit the ability of Administrative Agent, or any Person selling the Inventory on behalf of
Administrative Agent, to sell such Inventory in enforcement of Administrative Agent’s Liens,
without further consent or payment to the licensor or other; or
(ii)
is not located in the United States of America or Canada.
In the event that Inventory which was previously Eligible Inventory ceases to be Eligible
Inventory 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. 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.
“Employee Benefit Plan” means any “employee benefit plan” as defined in Section 3(3)
of ERISA which is sponsored, maintained or contributed to by, or required to be contributed by,
Holdings or any of its ERISA Affiliates, or with respect to which Holdings or any of its ERISA
Affiliates has any obligation or liability.
“Environmental Claim” means any investigation, notice, notice of violation, claim,
action, suit, proceeding, demand, abatement order or other order or directive (conditional or
otherwise), by any Governmental Authority or any other Person, arising (i) pursuant to or in
connection with any actual or alleged violation of any Environmental Law; (ii) in connection
with any Hazardous Material or any actual or alleged Hazardous Materials Activity; or (iii) in
connection with any actual or alleged damage, injury, threat or harm to health, safety, natural
resources or the environment.
“Environmental Laws” means any and all foreign or domestic, federal or state (or any
subdivision of either of them), statutes, ordinances, orders, rules, regulations, binding judgments,
Governmental Authorizations, or any other requirements of Governmental Authorities relating to
(i) environmental matters, including those relating to any Hazardous Materials Activity; (ii) the
generation, use, storage, transportation or disposal of Hazardous Materials; or (iii) occupational
safety and health, industrial hygiene, land use or the protection of human, plant or animal health
or welfare, in any manner applicable to Holdings or any of its Subsidiaries or any Facility.
“Equity Interests” means any and all shares, interests, participations or other equivalents
(however designated) of capital stock of a corporation, any and all equivalent ownership interests
in a Person (other than a corporation), including partnership interests and membership interests,
CH\1416587.18
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