Exhibit 10.2 NewPage - Executed ABL Agreement

Effective Date by such secretary or assistant secretary as being in full force and effect without
modification or amendment; (iv) a good standing certificate from the applicable Governmental
Authority of such Credit Party’s jurisdiction of incorporation, organization or formation and in
each material jurisdiction in which it is qualified as a foreign corporation or other entity to do
business, each dated the Effective Date or a recent date prior thereto; and (v) signature and
incumbency certificates of one or more officers of Borrower who are authorized to execute this
Agreement and the other Credit Documents (the “Administrative Incumbency Certificate”).
(c) Organizational and Capital Structure. The organizational structure and
capital structure of Borrower and its Subsidiaries, after giving effect to the transactions
contemplated by this Agreement and the Related Agreements to occur on the Effective Date,
shall be as set forth on Schedule 4.01.
(d)
Bankruptcy Matters.
(i) All documents and agreements relating to the Reorganization Plan or
the consummation thereof (collectively, the “Plan Documents”) shall be in form and
substance reasonably satisfactory to each of the Arrangers (it being acknowledged by
each of the Arrangers that the draft Reorganization Plan delivered to the Arrangers on
October 28, 2012 at 3:50 p.m., New York City time, is satisfactory to each Arranger), and
no provision of the Reorganization Plan or any Plan Document shall have been waived,
amended, supplemented or otherwise modified in any respect that is materially adverse to
the rights and interest of any or all of the Arrangers, the Administrative Agent and the
Lenders and their respective affiliates (as determined in good faith by each of the
Arrangers) unless each of the Arrangers have so consented in writing; provided, however,
in order to pay the First Lien Notes Cash (as defined in the Reorganization Plan), the
Credit Parties shall have no less than $20,000,000 of Unrestricted Cash on hand (without
giving effect to any draw hereunder) after taking into consideration the funding of the
Term Loans under the Term Credit Agreement and the payment of such First Lien Notes
Cash.
(ii) The Bankruptcy Court shall have entered a final and non-appealable
order (the “Confirmation Order”) confirming the Reorganization Plan for Borrower and
the Guarantors that are Debtors, which Confirmation Order shall be in form and
substance reasonably acceptable to each of the Arrangers and shall not contain any terms
and conditions that are materially adverse to the rights and interest of any or all of the
Arrangers, the Administrative Agent, the Lenders and their respective affiliates (as
determined in good faith by each of the Arrangers) unless each of the Arrangers have so
consented in writing; provided, however, upon receipt of (i) a written request of the
Debtors and (ii) a certification, as of a specified time immediately prior to the effective
date of the Reorganization Plan, from the Debtors specifying whether any notice of
appeal in respect of the Confirmation Order has been filed and recorded on the docket of
the Bankruptcy Court (and, if applicable, describing any such notice of appeal that has
been filed and docketed), each of the Arrangers shall waive the condition precedent set
forth in this sentence unless they determine in their good faith discretion, and inform the
Borrower in writing, that the grant of any appeal that has been filed or could be filed with
respect to any objection asserted at the hearing on the confirmation of the Reorganization
CH\1416587.18
77