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Exhibit 10.2 NewPage - Executed ABL Agreement

Exhibit 10.2 NewPage - Executed ABL Agreement

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SECTION 2.22 Banking Services and Designated Hedge <strong>Agreement</strong>s. Each<br />

Banking Services Provider providing Banking Service for, and each Designated Hedge Provider<br />

having Designated Hedge <strong>Agreement</strong>s with, any Credit Party shall deliver to the Administrative<br />

Agent, promptly after the Closing Date or entering into such Banking Services or Designated<br />

Hedge <strong>Agreement</strong>s, written notice setting forth the aggregate amount of all Banking Services<br />

Obligations and Designated Hedge Obligations of such Credit Party to such Banking Services<br />

Provider or Designated Hedge Provider (whether matured or unmatured, absolute or contingent).<br />

In furtherance of that requirement, each such Designated Hedge Provider shall furnish the<br />

Administrative Agent, following the end of each calendar month, a summary of the amounts due<br />

or to become due in respect of such Designated Hedge Obligations and each such Banking<br />

Services Provider shall furnish the Administrative Agent from time to time after a significant<br />

change therein or upon request therefor, a summary of the amounts due or to become due in<br />

respect of such Banking Services Obligations. The most recent information provided to the<br />

Administrative Agent shall be used in determining which tier of the waterfall, contained in<br />

Section 2.18(b), such Banking Services Obligations and/or Designated Hedge Obligations will<br />

be placed.<br />

SECTION 2.23<br />

Extensions of Commitments.<br />

(a) Borrower may from time to time, pursuant to the provisions of this Section<br />

2.23, agree with one or more Lenders holding Commitments of any Class to extend the<br />

maturity date and to provide for other terms consistent with this Section 2.23 (each such<br />

modification, an “Extension”) pursuant to one or more written offers (each an “Extension<br />

Offer”) made from time to time by Borrower to all Lenders that is proposed to be extended<br />

under this Section 2.23, in each case on a pro rata basis (based on the relative Commitments of<br />

each Lender in such Class) and on the same terms to each such Lender. In connection with<br />

each Extension, Borrower will provide notification to the Administrative Agent (for<br />

distribution to the Lenders), no later than 30 days prior to the maturity of the applicable Class<br />

or Classes to be extended of the requested new single maturity date for the extended<br />

Commitments (an “Extended Maturity Date”) and the due date for Lender responses. In<br />

connection with any Extension, each Lender of the applicable Class wishing to participate in<br />

such Extension shall, prior to such due date, provide Administrative Agent with a written<br />

notice thereof in a form reasonably satisfactory to Administrative Agent. Any Lender that does<br />

not respond to an Extension Offer by the applicable due date shall be deemed to have rejected<br />

such Extension. In connection with any Extension, Borrower shall agree to such procedures, if<br />

any, as may be reasonably established by, or acceptable to, Administrative Agent to<br />

accomplish the purposes of this Section 2.23.<br />

(b) After giving effect to any Extension, the Commitments so extended shall<br />

cease to be a part of the Class that they were a part of immediately prior to the Extension and<br />

shall be a new Class hereunder; provided that at no time shall there be more than two different<br />

Classes of Commitments; provided further, (i) all borrowings and all prepayments of<br />

Revolving Loans shall continue to be made on a ratable basis among all Lenders, based on the<br />

relative amounts of their Commitments, until (A) with respect to borrowings, the relevant<br />

Maturity Date of the non-extended Commitments and (B) with respect to payments, the<br />

repayment of the Loans attributable to the non-extended Commitments on the relevant<br />

Maturity Date, (ii) the allocation of the participation exposure with respect to any then-existing<br />

CH\1416587.18<br />

73

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