Exhibit 10.2 NewPage - Executed ABL Agreement

Schedule 4.01, (b) has all requisite power and authority (i) to own and operate its properties, (ii)
to carry on its business as now conducted and as proposed to be conducted and (iii) to enter into
the Credit Documents to which it is a party and to carry out the transactions contemplated
thereby, and (c) is qualified to do business and in good standing in every jurisdiction where any
material portion of its assets are located and wherever such qualification is necessary to carry out
its business and operations, in each case (other than clause (a) with respect to Borrower and
Borrowing Base Guarantors and clause (b)(iii)), except where the failure to do so could not be
reasonably expected to have a Material Adverse Effect.
SECTION 4.02 Equity Interests and Ownership. The Equity Interests of each
Credit Party and its Subsidiaries and Unrestricted Subsidiaries have been duly authorized and
validly issued and are, to the extent such concept is applicable, fully paid and non-assessable.
Except as set forth on Schedule 4.02, as of the date hereof, there is no existing option, warrant,
call, right, commitment or other agreement to which any Credit Party or any of its Subsidiaries or
Unrestricted Subsidiaries is a party requiring, and there is no membership interest or other Equity
Interests of any Credit Party or any of its Subsidiaries or Unrestricted Subsidiaries outstanding
which upon conversion or exchange would require, the issuance by such Credit Party or such
Subsidiary or Unrestricted Subsidiary of any additional membership interests or other Equity
Interests of such Credit Party or such Subsidiary or Unrestricted Subsidiary or other Securities
convertible into, exchangeable for or evidencing the right to subscribe for or purchase, a
membership interest or other Equity Interests of any Credit Party or any of its Subsidiaries or
Unrestricted Subsidiaries. Schedule 4.02 correctly sets forth the ownership interest of such
Credit Party and each of its Subsidiaries in their respective Subsidiaries as of the Effective Date
both before and after giving effect the consummation of the transactions contemplated by this
Agreement and the Related Agreements to occur on the Effective Date.
SECTION 4.03 Due Authorization. The execution, delivery and performance of
the Credit Documents have been duly authorized by all necessary action on the part of each
Credit Party that is a party thereto.
SECTION 4.04 No Conflict. The execution, delivery and performance by each
Credit Party of the Credit Documents to which it is a party and the consummation of the
transactions contemplated by the Credit Documents do not and will not (a) violate (i) any
provision of any law or any governmental rule or regulation applicable to such Credit Party, (ii)
any of the Organizational Documents of such Credit Party, or (iii) any order, judgment or decree
of any court or other agency of government binding on such Credit Party, except with respect to
this clause (iii) to the extent that any such violation could not reasonably be expected to have a
Material Adverse Effect; (b) conflict with, result in a breach of or constitute (with due notice or
lapse of time or both) a default under any Contractual Obligation of such Credit Party except to
the extent such conflict, breach or default could not reasonably be expected to have a Material
Adverse Effect; (c) result in or require the creation or imposition of any Lien upon any of the
properties or assets of such Credit Party (other than any Liens created under any of the Credit
Documents in favor of the Administrative Agent, for the benefit of the Secured Parties or Liens
created under any of the Credit Documents (as defined in the Term Credit Agreement)); or (d)
require any approval of stockholders, members or partners or any approval or consent of any
Person under any Contractual Obligation of Holdings or any of its Subsidiaries, except for such
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