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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 />

89

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