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Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

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Section 4071 of ERISA in respect of any Employee Benefit Plan; (ix) the assertion of a material<br />

claim (other than routine claims for benefits) against any Employee Benefit Plan other than a<br />

Multiemployer Plan or the assets thereof, or against Holdings or any of its ERISA Affiliates in<br />

connection with any Employee Benefit Plan; (x) receipt from the Internal Revenue Service of<br />

notice of the failure of any Pension Plan (or any other Employee Benefit Plan intended to be<br />

qualified under Section 401(a) of the Internal Revenue Code) to qualify under Section 401(a) of<br />

the Internal Revenue Code, or the failure of any trust forming part of any Pension Plan to qualify<br />

for exemption from taxation under Section 501(a) of the Internal Revenue Code; (xi) the<br />

imposition of a Lien pursuant to Section 430(k) of the Internal Revenue Code or Section 303(k)<br />

of ERISA or pursuant to a violation of Section 436 of the Internal Revenue Code; (xii) a<br />

determination that any Pension Plan is, or is expected to be, in “at risk” status (as defined in<br />

Section 430 of the Internal Revenue Code or Section 303 of ERISA); or (xiii) a determination<br />

that any Multiemployer Plan is, or is expected to be, in “critical” or “endangered” status under<br />

Section 432 of the Internal Revenue Code or Section 305 of ERISA.<br />

“Eurodollar”, when used in reference to any Loan or Borrowing, means that such Loan,<br />

or the Loans comprising such Borrowing, are bearing interest at a rate determined by reference to<br />

the Adjusted LIBO Rate.<br />

“Event of Default” means each of the conditions or events set forth in Article VIII.<br />

“Exchange Act” means the Securities Exchange Act of 1934, as amended from time to<br />

time, and any successor statute.<br />

“Excluded Swap Obligation” means, with respect to any Credit Party, any obligation (a<br />

“Swap Obligation”) to pay or perform under any agreement, contract or transaction that<br />

constitutes a “swap” within the meaning of section 1a(47) of the Commodity Exchange Act, if,<br />

and to the extent that, all or a portion of the Guaranty of such Credit Party of, or the grant by<br />

such Credit Party of a security interest to secure, such Swap Obligation (or any Guaranty thereof)<br />

is or becomes illegal under the Commodity Exchange Act or any rule, regulation or order of the<br />

Commodity Futures Trading Commission (or the application or official interpretation of any<br />

thereof)<br />

“Excluded Taxes” means with respect to any Lender (a) Taxes measured by net income<br />

or profits (including branch profits Taxes) and franchise Taxes imposed in lieu of net income<br />

Taxes, in each case imposed on any Lender as a result of a present or former connection between<br />

such Lender and the jurisdiction of the Governmental Authority imposing such Tax or any<br />

political subdivision or taxing authority thereof or therein (other than such connection arising<br />

solely from any such Lender having executed, delivered or performed its obligations or received<br />

a payment under, or enforced, any Credit Document); (b) in the case of a Lender, U.S. federal<br />

withholding taxes imposed on amounts payable to or for the account of such Lender with respect<br />

to an applicable interest in a Loan or Commitment pursuant to a law in effect on the date on<br />

which (i) such Lender acquires such interest in the Loan or Commitment (other than pursuant to<br />

an assignment request by the Borrower under Section 2.19(b)) or (ii) such Lender changes its<br />

lending office, except in each case to the extent that, pursuant to Section 2.19, amounts with<br />

respect to such Taxes were payable either to such Lender's assignor immediately before such<br />

Lender became a party hereto or to such Lender immediately before it changed its lending office,<br />

CH\1416587.18<br />

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