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Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

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(c) Taxes that are attributable to the failure by any Lender to deliver the documentation required<br />

to be delivered pursuant to Section 2.17(f), and (d) any United States federal withholding taxes<br />

imposed under FATCA.<br />

“Existing Commitments” has the meaning assigned to such term in Section 2.23(b).<br />

“Existing Credit <strong>Agreement</strong>” means that certain Amended and Restated Superpriority<br />

Debtor-In-Possession Credit and Guaranty <strong>Agreement</strong>, dated as of September 23, 2011, among<br />

Borrower, <strong>NewPage</strong> Holding Corporation, <strong>NewPage</strong> Group Inc. and certain subsidiaries of<br />

Borrower, certain lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent<br />

(as amended).<br />

“Existing Indebtedness” means Indebtedness and other obligations outstanding under the<br />

Existing Credit <strong>Agreement</strong>.<br />

“Existing Letters of Credit” means Letters of Credit under (and as defined in) the<br />

Existing Credit <strong>Agreement</strong> that are issued and outstanding on the Effective Date and that are<br />

listed on <strong>Exhibit</strong> G.<br />

“Extended Maturity Date” has the meaning assigned to such term in Section 2.23(a).<br />

“Extended Commitments” has the meaning assigned to such term in Section 2.23(b).<br />

“Extension” has the meaning assigned to such term in Section 2.23(a).<br />

“Extension Amendment” has the meaning assigned to such term in Section 2.23(f).<br />

“Extension Offer” has the meaning assigned to such term in Section 2.23(a).<br />

“Facility” means any real property (including all buildings, fixtures or other<br />

improvements located thereon) now, hereafter or heretofore owned, leased, operated or used by<br />

Holdings or any of its Subsidiaries or any of their respective predecessors or Affiliates.<br />

“Fair Share” has the meaning assigned to such term in Section 7.02.<br />

7.02.<br />

“Fair Share Contribution Amount” has the meaning assigned to such term in Section<br />

“FATCA” means Sections 1471 through 1474 of the Internal Revenue Code, as of the<br />

date hereof (or any amended or successor version that is substantively comparable and not<br />

materially more onerous to comply with), any current or future regulations or official<br />

interpretations thereof and any agreements entered into pursuant to Section 1471(b)(1) of the<br />

Internal Revenue Code.<br />

“Federal Funds Effective Rate” means, for any day, the weighted average (rounded<br />

upwards, if necessary, to the next 1/100 of 1%) of the rates on overnight federal funds<br />

transactions with members of the Federal Reserve System arranged by federal funds brokers, as<br />

published on the next succeeding Business Day by the Federal Reserve Bank of New York, or, if<br />

CH\1416587.18<br />

25

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