Exhibit 10.2 NewPage - Executed ABL Agreement

governmental charges) with respect to the Collateral or any Credit Party. The Co-Collateral
Agents may, in their Permitted Discretion, from time to time, adjust or establish Reserves
provided that in the case of any adjustment or establishment of Reserves that would result in less
credit availability, (i) the Co-Collateral Agents shall have given three (3) Business Days’ prior
notice thereof to the Borrower (provided that no such notice shall be required with respect to
adjustments in certain Reserves such as Banking Services Reserves or Reserves for Designated
Hedge Obligations, for rent at locations leased by any Credit Party and other similar Reserves
resulting solely by virtue of calculations of the amount of such Reserve in accordance with the
methodology of calculation previously utilized), (ii) a Reserve shall not be established to the
extent it is duplicative of any other reserves or items that are otherwise excluded through
eligibility criteria and (iii) the amount of any such Reserve so established shall have a reasonable
relationship as determined by the Co-Collateral Agents in their Permitted Discretion to the event,
condition or other matter that is the basis therefor.
“Restricted Junior Payment” means (i) any dividend or other distribution, direct or
indirect, on account of any shares of any class of stock of Holdings, Borrower or any of their
respective Subsidiaries now or hereafter outstanding, except a dividend payable solely in shares
of that class of stock to the holders of that class; (ii) any redemption, retirement, sinking fund or
similar payment, purchase or other acquisition for value, direct or indirect, of any shares of any
class of stock of Holdings or Borrower or any of their respective Subsidiaries now or hereafter
outstanding; (iii) any payment made to retire, or to obtain the surrender of, any outstanding
warrants, options or other rights to acquire shares of any class of stock of Holdings, Borrower or
any of their respective Subsidiaries now or hereafter outstanding; (iv) management or similar
fees payable to equityholders; (v) any payment or prepayment of principal of, premium, if any,
or interest on, or redemption, purchase, retirement, defeasance (including in-substance or legal
defeasance), sinking fund or similar payment with respect to, any Subordinated Indebtedness or
any Earn Out Indebtedness and (vi) any principal payment on or redemption, repurchase,
defeasance or other acquisition or retirement for value, in each case other than any scheduled
repayment, mandatory prepayment, sinking fund payment or payment required to be made at
maturity, with respect to any Indebtedness under the Term Credit Agreement or any Refinancing
Indebtedness in respect thereof other than with the proceeds of any refinancing of the Term
Credit Agreement in accordance with Section 6.01(m) or the proceeds of any Refinancing
Indebtedness in accordance with Section 6.01(r).
“Restricted Subsidiary” means any subsidiary other than an Unrestricted Subsidiary;
provided that upon the occurrence of any Unrestricted Subsidiary ceasing to be an Unrestricted
Subsidiary, such subsidiary shall be included in the definition of “Restricted Subsidiary”.
“Revolving Exposure” means, with respect to any Lender at any time, the sum of the
outstanding principal amount of such Lender’s Revolving Loans, LC Exposure and Swingline
Exposure.
“Revolving Loan” means a Loan made pursuant to Section 2.01(a).
“Revolving Loan Priority Collateral” has the meaning assigned to such term in the
Intercreditor Agreement.
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