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Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

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and not less than $5,000,000; provided that an ABR Revolving Borrowing may be in an<br />

aggregate amount that is equal to the entire unused balance of the aggregate Commitments or<br />

that is required to finance the reimbursement of an LC Disbursement as contemplated by Section<br />

2.06(e). Each Swingline Loan shall be in an amount that is an integral multiple of $500,000 and<br />

not less than $1,000,000. Borrowings of more than one Type and Class may be outstanding at<br />

the same time; provided that there shall not at any time be more than a total of 10 Eurodollar<br />

Borrowings outstanding.<br />

(d) Notwithstanding any other provision of this <strong>Agreement</strong>, the Borrower shall not be<br />

entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period<br />

requested with respect thereto would end after the Maturity Date.<br />

SECTION 2.03 Requests for Revolving Borrowings. To request a Revolving<br />

Borrowing, the Borrower shall notify the Administrative Agent of such request either in writing<br />

(delivered by hand or facsimile) in a form approved by the Administrative Agent and signed by<br />

the Borrower or by telephone not later than (a) in the case of a Eurodollar Borrowing, 11:00<br />

a.m., New York City time, three Business Days before the date of the proposed Borrowing or<br />

(b) in the case of an ABR Borrowing, 11:00 a.m., New York City time, on the date of the<br />

proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance<br />

the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not<br />

later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such<br />

telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand<br />

delivery or facsimile to the Administrative Agent of a written Borrowing Request in a form<br />

approved by the Administrative Agent and signed by the Borrower. Each such telephonic and<br />

written Borrowing Request shall specify the following information:<br />

(i) the aggregate amount of the requested Borrowing and a breakdown of the<br />

separate wires comprising such Borrowing;<br />

(ii)<br />

(iii)<br />

Borrowing; and<br />

the date of such Borrowing, which shall be a Business Day;<br />

whether such Borrowing is to be an ABR Borrowing or a Eurodollar<br />

(iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be<br />

applicable thereto, which shall be a period contemplated by the definition of the term “Interest<br />

Period.”<br />

If no election as to the Type of Revolving Borrowing is specified, then the requested Revolving<br />

Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any<br />

requested Eurodollar Revolving Borrowing, then the Borrower shall be deemed to have selected<br />

an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request<br />

in accordance with this Section, the Administrative Agent shall advise each Lender of the details<br />

thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.<br />

SECTION 2.04 Protective Advances. (a) Subject to the limitations set forth below,<br />

the Administrative Agent is authorized by the Borrower and the Lenders, from time to time in<br />

the Administrative Agent’s sole discretion (but shall have absolutely no obligation to), to make<br />

CH\1416587.18<br />

49

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