Exhibit 10.2 NewPage - Executed ABL Agreement

(ii) increase the “Applicable Margin” or similar component of
the interest rate by more than three percent (3.00%) per annum (excluding increases
resulting from the accrual of interest at the default rate or changes in the underlying rate)
or increase the amount, or frequency of payment, of any recurring fees provided for in the
Revolving Loan Agreement;
(iii) shorten the scheduled maturity of the Revolving Loan Debt
or any refinancing thereof;
(iv) modify (or have the effect of a modification of) the terms of
payment, including the mandatory prepayment provisions of the Revolving Loan
Agreement in a manner that increases the amount or frequency of any of such payments,
or requires additional mandatory prepayments or limits the rights of Grantors with respect
thereto; or
(v)
contravene the provisions of this Agreement.
For the avoidance of doubt, the provisions of this Section 10.4 shall not apply to
any Revolving Loan DIP Financing, which shall be exclusively governed by Section 6.
10.5 Amendments to Term Loan Documents. The Term Loan Documents may
be amended, supplemented or otherwise modified in accordance with their terms and the Term
Loan Agreement may be refinanced, in each case, without notice to, or the consent of the
Revolving Loan Agent, all without affecting the lien subordination or other provisions set forth
in this Agreement (even if any right of subrogation or other right or remedy of Revolving Loan
Agent or any other Revolving Loan Secured Party is affected, impaired or extinguished thereby);
provided, that,
(a) in the case of a refinancing of the Term Loan Debt, the Term Loan
Agent on behalf of the Term Loan Secured Parties binds itself in a writing addressed to the
Revolving Loan Agent to the terms of this Agreement, and
(b) without the prior written consent of the Revolving Loan Agent,
any such amendment, supplement, modification or refinancing shall not:
(i) increase the maximum principal amount of the aggregate
commitments or aggregate outstanding principal amount of loans or letters of credit
included in the Term Loan Debt to an amount greater than the amount thereof permitted
under the Revolving Loan Documents as in effect on the Closing Date;
(ii) increase the “Applicable Margin” or similar component of
the interest rate by more than three percent (3.00%) per annum (excluding increases
resulting from the accrual of interest at the default rate or changes in the underlying rate)
or increase the amount, or frequency of payment, of any recurring fees provided for in the
Term Loan Agreement;
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