Exhibit 10.2 NewPage - Executed ABL Agreement
Exhibit 10.2 NewPage - Executed ABL Agreement
Exhibit 10.2 NewPage - Executed ABL Agreement
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(b) No portion of the proceeds of any Loan shall be used in any manner,<br />
whether directly or indirectly, that causes or could reasonably be expected to cause, such Loan<br />
or the application of such proceeds to violate Regulation T, Regulation U or Regulation X of<br />
the Board of Governors or any other regulation thereof.<br />
SECTION 4.18 Employee Matters. Neither Holdings nor any of its Subsidiaries is<br />
engaged in any unfair labor practice that could reasonably be expected to have a Material<br />
Adverse Effect. There is (a) no unfair labor practice complaint pending against Holdings or any<br />
of its Subsidiaries, or to the best knowledge of Holdings and Borrower, threatened against any of<br />
them before the National Labor Relations Board and no grievance or arbitration proceeding<br />
arising out of or under any collective bargaining agreement that is so pending against Holdings<br />
or any of its Subsidiaries or to the best knowledge of Holdings and Borrower, threatened against<br />
any of them, (b) no strike or work stoppage in existence or threatened involving Holdings or any<br />
of its Subsidiaries, and (c) to the best knowledge of Holdings and Borrower, no union<br />
representation question existing with respect to the employees of Holdings or any of its<br />
Subsidiaries and, to the best knowledge of Holdings and Borrower, no union organization<br />
activity that is taking place, except (with respect to any matter specified in clause (a), (b) or (c)<br />
above, either individually or in the aggregate) such as is not reasonably likely to have a Material<br />
Adverse Effect.<br />
SECTION 4.19 Employee Benefit Plans. Except as would not reasonably be<br />
expected to have a Material Adverse Effect, Holdings and each of its ERISA Affiliates are in<br />
compliance with all applicable provisions and requirements of ERISA and the Internal Revenue<br />
Code and the regulations and published interpretations thereunder with respect to each Employee<br />
Benefit Plan, and have performed all their obligations under each Employee Benefit Plan. Each<br />
Employee Benefit Plan which is intended to qualify under Section 401(a) of the Internal Revenue<br />
Code has received a favorable determination letter or opinion letter from the Internal Revenue<br />
Service indicating that such Employee Benefit Plan is so qualified and nothing has occurred<br />
subsequent to the issuance of such determination letter which would cause such Employee<br />
Benefit Plan to lose its qualified status. Except as would not reasonably be expected to have a<br />
Material Adverse Effect, no liability to the PBGC (other than required premium payments), the<br />
Internal Revenue Service, any Employee Benefit Plan or any trust established under Title IV of<br />
ERISA has been or is reasonably expected to be incurred by Holdings or any of its ERISA<br />
Affiliates. Except as could not reasonably be expected to have a Material Adverse Effect, no<br />
ERISA Event has occurred or is reasonably expected to occur. Except to the extent required<br />
under Section 4980B of the Internal Revenue Code or similar state laws, no Employee Benefit<br />
Plan provides health or welfare benefits (through the purchase of insurance or otherwise) for any<br />
retired or former employee of Holdings or any of its ERISA Affiliates. The present value of the<br />
aggregate benefit liabilities under each Pension Plan sponsored, maintained or contributed to by<br />
Holdings or any of its ERISA Affiliates (determined as of the end of the most recent plan year on<br />
the basis of the actuarial assumptions specified for funding purposes in the most recent actuarial<br />
valuation for such Pension Plan) have not resulted in, and could not reasonably be expected to<br />
result in, a Material Adverse Effect. As of the most recent valuation date for each<br />
Multiemployer Plan for which the actuarial report is available, the potential liability of Holdings<br />
and its ERISA Affiliates for a complete withdrawal from such Multiemployer Plan (within the<br />
meaning of Section 4203 of ERISA), when aggregated with such potential liability for a<br />
complete withdrawal from all Multiemployer Plans, based on information available pursuant to<br />
CH\1416587.18<br />
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