0001193125-08-229765 Sample Contracts

INTERNATIONAL PAPER COMPANY LONG-TERM INCENTIVE COMPENSATION PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • November 7th, 2008 • International Paper Co /New/ • Paper mills • New York

The International Paper Company Long-Term Incentive Compensation Plan, amended and restated as of February 7, 2005 (the “Plan”), provides in Section 18 for the award of restricted stock units (“RSU’s”), which are a derivative security based on shares of common stock of International Paper Company, a New York corporation (the “Company”), under the terms of the Plan. The terms and provisions of the Plan are incorporated by reference herein.

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INTERNATIONAL PAPER COMPANY LONG-TERM INCENTIVE COMPENSATION PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • November 7th, 2008 • International Paper Co /New/ • Paper mills • New York

The International Paper Company Long-Term Incentive Compensation Plan, amended and restated as of February 7, 2005 (the “Plan”), provides in Section 18 for the award of restricted stock units(“RSU’s”), which are a derivative security based on shares of common stock of International Paper Company, a New York corporation (the “Company”), under the terms of the Plan. The terms and provisions of the Plan are incorporated by reference herein.

Contract
Credit Agreement • November 7th, 2008 • International Paper Co /New/ • Paper mills • New York

AMENDMENT NO. 1, dated as of July 31, 2008 (this “Amendment”), among INTERNATIONAL PAPER COMPANY, a New York corporation (the “Borrower”), and the Lenders listed on the signature pages hereto, to the Credit Agreement dated as of June 16, 2008 (the “Credit Agreement”) among the Borrower, the Guarantors, the Lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Credit Agreement.

AMENDMENT #1 TO RECEIVABLES SALE AND CONTRIBUTION AGREEMENT
Receivables Sale and Contribution Agreement • November 7th, 2008 • International Paper Co /New/ • Paper mills • New York

THIS AMENDMENT #1 RECEIVABLES SALE AND CONTRIBUTION AGREEMENT (this “Amendment”) is entered into as of August 29, 2008, by and between INTERNATIONAL PAPER COMPANY, a New York corporation (“IPCO”), and RED BIRD RECEIVABLES, LLC, a Delaware limited liability company formerly known as Red Bird Receivables, Inc. (“Buyer”), and pertains to the Receivables Sale and Contribution Agreement between IPCO and Buyer dated as of March 13, 2008 (the “Existing Agreement”). Capitalized terms used and not otherwise defined herein are used with the meanings attributed thereto in the Existing Agreement.

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