Exhibit 10.2 NewPage - Executed ABL Agreement

all documents or instruments necessary to release all Liens securing Existing Indebtedness or
other obligations of Holdings and its Subsidiaries thereunder being repaid on the Effective Date,
and (iv) made arrangements reasonably satisfactory to the Administrative Agent with respect to
the cancellation of any letters of credit outstanding thereunder or the issuance of letters of credit
to support the obligations of Holdings and its Subsidiaries with respect thereto.
(g) Real Estate Assets. Subject to Section 5.18, in order to create in favor of
the Administrative Agent, for the benefit of Secured Parties, a valid and, subject to any filing
and/or recording referred to herein, perfected Second Priority security interest in certain Real
Estate Assets, the Administrative Agent shall have received from Borrower and each applicable
Guarantor:
(i) fully executed and notarized Mortgages, in proper form for recording
in all appropriate places in all applicable jurisdictions, encumbering each Real Estate
Asset listed in Schedule 3.01(g) (each, a “Effective Date Mortgaged Property”);
(ii) an opinion of counsel (which counsel shall be reasonably satisfactory
to the Administrative Agent) in each state in which an Effective Date Mortgaged
Property is located with respect to the enforceability of the form(s) of Mortgages to be
recorded in such state and such other matters as the Administrative Agent may
reasonably request, in each case in form and substance reasonably satisfactory to the
Administrative Agent;
(iii) ALTA mortgagee title insurance policies or unconditional
commitments therefor issued by one or more title companies reasonably satisfactory to
the Administrative Agent with respect to each Effective Date Mortgaged Property (each,
a “Title Policy”), in amounts not less than the fair market value of each Effective Date
Mortgaged Property, together with copies of all recorded documents listed as exceptions
to title or otherwise referred to therein, each in form and substance reasonably
satisfactory to the Administrative Agent and (B) evidence satisfactory to the
Administrative Agent that such Credit Party has paid to the title company or to the
appropriate Governmental Authorities all expenses and premiums of the title company
and all other sums required in connection with the issuance of each Title Policy and all
recording and stamp Taxes (including mortgage recording and intangible Taxes) payable
in connection with recording the Mortgages for each Effective Date Mortgaged Property
in the appropriate real estate records; and
(iv) (A) a completed Flood Certificate with respect to each Effective
Date Mortgaged Property, which Flood Certificate shall (x) be addressed to the
Administrative Agent and (y) otherwise comply with the Flood Program; (B) if such
Flood Certificate states that such Effective Date Mortgaged Property has improvements
located in a Flood Zone, the Borrower’s written acknowledgment of receipt of written
notification from the Administrative Agent (x) as to the existence of such Effective Date
Mortgaged Property and (y) as to whether the community in which each Effective Date
Mortgaged Property is located is participating in the Flood Program; and (C) if such
Effective Date Mortgaged Property has improvements located in a Flood Zone and is
located in a community that participates in the Flood Program, evidence that the
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