Exhibit 10.2 NewPage - Executed ABL Agreement
Exhibit 10.2 NewPage - Executed ABL Agreement
Exhibit 10.2 NewPage - Executed ABL Agreement
Create successful ePaper yourself
Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.
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