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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y Type (e.g., a “Eurodollar Borrowing”) or by Class and Type (e.g., a “Eurodollar Revolving<br />
Borrowing”).<br />
SECTION 1.03 Terms Generally. Any of the terms defined herein may, unless the<br />
context otherwise requires, be used in the singular or the plural, depending on the reference.<br />
References herein to any Section, Appendix, Schedule or <strong>Exhibit</strong> shall be to a Section, an<br />
Appendix, a Schedule or an <strong>Exhibit</strong>, as the case may be, hereof unless otherwise specifically<br />
provided. The use herein of the word “include” or “including”, when following any general<br />
statement, term or matter, shall not be construed to limit such statement, term or matter to the<br />
specific items or matters set forth immediately following such word or to similar items or<br />
matters, whether or not non-limiting language (such as “without limitation” or “but not limited<br />
to” or words of similar import) is used with reference thereto, but rather shall be deemed to refer<br />
to all other items or matters that fall within the broadest possible scope of such general<br />
statement, term or matter. The terms lease and license shall include sub-lease and sub-license, as<br />
applicable. Unless otherwise specifically indicated, the term “consolidated” with respect to any<br />
Person refers to such Person consolidated with its Restricted Subsidiaries, and excludes from<br />
such consolidation any Unrestricted Subsidiary as if such Unrestricted Subsidiary were not an<br />
Affiliate of such Person. Unless the context requires otherwise (a) any definition of or reference<br />
to any agreement, instrument or other document herein shall be construed as referring to such<br />
agreement, instrument or other document as from time to time amended, supplemented or<br />
otherwise modified (subject to any restrictions on such amendments, supplements or<br />
modifications set forth herein), (b) any reference herein to any Person shall be construed to<br />
include such Person’s successors and assigns, (c) the words “herein”, “hereof” and “hereunder”,<br />
and words of similar import, shall be construed to refer to this <strong>Agreement</strong> in its entirety and not<br />
to any particular provision hereof, (c) any reference in any definition to the phrase “at any time”<br />
or “for any period” shall refer to the same time or period for all calculations or determinations<br />
within such definition, and (d) the words “asset” and “property” shall be construed to have the<br />
same meaning and effect and to refer to any and all tangible and intangible assets and properties,<br />
including cash, securities, accounts and contract rights.<br />
SECTION 1.04 Accounting Terms; GAAP. Except as otherwise expressly<br />
provided herein, all terms of an accounting or financial nature shall be construed in accordance<br />
with GAAP, as in effect from time to time; provided that, if after the date hereof there occurs any<br />
change in GAAP or in the application thereof on the operation of any provision hereof and the<br />
Borrower notifies the Administrative Agent that the Borrower requests an amendment to the<br />
definition of the term “Fixed Charge Coverage Ratio” (or any of the component terms thereof as<br />
such component terms are used in the definition of the term “Fixed Charge Coverage Ratio”) or<br />
to the definition of the term “Borrowing Base” (or any of the component terms thereof) to<br />
eliminate the effect of such change in GAAP or in the application thereof (or if the<br />
Administrative Agent notifies the Borrower that the Required Lenders request an amendment to<br />
any such definition for such purpose), regardless of whether any such notice is given before or<br />
after such change in GAAP or in the application thereof, then such definition shall be interpreted<br />
on the basis of GAAP as in effect and applied immediately before such change shall have<br />
become effective until such notice shall have been withdrawn or such definition amended in<br />
accordance herewith (it being understood and agreed that any amendment to any such definition<br />
to eliminate the effect of such change in GAAP pursuant to this Section 1.04 shall not be subject<br />
to any amendment fee). In the event that historical accounting practices, systems or reserves<br />
CH\1416587.18<br />
47