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Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

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Annex B<br />

to<br />

Intercreditor <strong>Agreement</strong><br />

Form of Grantor Joinder<br />

Reference is made to that certain Intercreditor <strong>Agreement</strong>, dated as of [___________],<br />

2012 (as amended, amended and restated, renewed, extended, supplemented or otherwise<br />

modified from time to time in accordance with the terms thereof, the “Intercreditor <strong>Agreement</strong>”),<br />

between JPMorgan Chase Bank, N.A., in its capacity as agent for the Revolving Loan Secured<br />

Parties (in such capacity, the “Revolving Loan Agent”) and Barclays Bank PLC, in its capacity<br />

as agent for the Term Loan Secured Parties (in such capacity, “Term Loan Agent”). Capitalized<br />

terms used herein without definition shall have the meaning assigned thereto in the Intercreditor<br />

<strong>Agreement</strong>.<br />

This Grantor Joinder, dated as of __________, 20__ (this “Grantor Joinder”), is being<br />

delivered pursuant to Section 11.16 of the Intercreditor <strong>Agreement</strong>.<br />

The undersigned, __________, a __________ (the “Additional Grantor”), hereby agrees<br />

to become a party to the Intercreditor <strong>Agreement</strong> as a Grantor thereunder, for all purposes<br />

thereof on the terms set forth therein, and to be bound by the terms of the Intercreditor<br />

<strong>Agreement</strong> as fully as if the Additional Grantor had executed and delivered the Intercreditor<br />

<strong>Agreement</strong> as of the date thereof.<br />

This Grantor Joinder may be executed in two or more counterparts, each of which shall<br />

constitute an original but all of which when taken together shall constitute one contract.<br />

THIS GRANTOR JOINDER SHALL BE GOVERNED BY, AND CONSTRUED IN<br />

ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.<br />

The provisions of Section 11 of the Intercreditor <strong>Agreement</strong> shall apply with like effect to<br />

this Grantor Joinder.<br />

[Signature Pages Follow]<br />

CH\1408709.10

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