0001193125-08-027998 Sample Contracts

AMENDMENT NO. 1 TO AGREEMENT OF PURCHASE AND SALE
Agreement of Purchase and Sale • February 13th, 2008 • Verso Paper Corp. • Paper mills • New York

This Amendment No. 1 is made and entered into effective as of August 1, 2006 (this “Amendment”) and amends the Agreement of Purchase and Sale, dated as of June 4, 2006 (the “Agreement”), by and among International Paper Company, a corporation organized under the laws of the State of New York (“Seller”), CMP Investments LP, a limited partnership organized under the laws of the State of Delaware (“Parent”), and CMP Holdings LLC, a limited liability company organized under the laws of the State of Delaware and an indirect, wholly-owned subsidiary of Parent (“Buyer” and, together with Parent, the “Acquirors”). Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.

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AMENDMENT NO. 2 TO AGREEMENT OF PURCHASE AND SALE
Agreement of Purchase and Sale • February 13th, 2008 • Verso Paper Corp. • Paper mills

This Amendment No. 2 to Agreement of Purchase and Sale (this “Amendment”) is made and entered into effective as of May 31, 2007, by and among International Paper Company, a New York corporation (“Seller”), Verso Paper Investments LP, a Delaware limited partnership (“Parent”), and Verso Paper LLC, a Delaware limited liability company and an indirect, wholly-owned subsidiary of Parent (“Buyer”).

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