0001193125-09-129427 Sample Contracts

11 1/2 % Senior Secured Notes due 2014
Indenture • June 11th, 2009 • Verso Paper Corp. • Paper mills • New York

INDENTURE dated as of June 11, 2009 among VERSO PAPER HOLDINGS LLC, a Delaware limited liability company (the “Company”), VERSO PAPER INC., a Delaware corporation (“Finance Co.” and, together with the Company, the “Issuer” and each an “Issuer”), the Guarantors (as defined herein) and WILMINGTON TRUST FSB, a federal savings bank, as trustee (the “Trustee”).

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REGISTRATION RIGHTS AGREEMENT by and among Verso Paper Holdings LLC Verso Paper Inc. the subsidiaries of Verso Paper Holdings LLC party hereto and Credit Suisse Securities (USA) LLC Citigroup Global Markets Inc. Dated as of June 11, 2009
Registration Rights Agreement • June 11th, 2009 • Verso Paper Corp. • Paper mills • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 11, 2009, by and among Verso Paper Holdings LLC, a Delaware limited liability company (the “Company”), Verso Paper Inc., a Delaware corporation (the “Co-Issuer”), the subsidiaries of the Company listed on Schedule A hereto (collectively, the “Guarantors”), Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc. (collectively, the “Initial Purchasers”), each of whom has agreed to purchase, pursuant to the Purchase Agreement (as defined below), the 11.5% Senior Secured Notes due 2014 (the “Initial Notes”) issued by the Company and the Co-Issuer and fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”

AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT Dated as of June 11, 2009, (originally dated August 1, 2006) among VERSO PAPER FINANCE HOLDINGS LLC VERSO PAPER HOLDINGS LLC, as Company, each other PLEDGOR identified herein, CREDIT SUISSE,...
Guarantee and Collateral Agreement • June 11th, 2009 • Verso Paper Corp. • Paper mills • New York

AMENDED AND RESTATED GUARANTEE AND COLLATERAL AGREEMENT dated as of June 11, 2009 (this “Agreement”), among VERSO PAPER FINANCE HOLDINGS LLC, a Delaware limited liability company (“Holdings”), VERSO PAPER HOLDINGS LLC, a Delaware limited liability company (the “Company”) each Subsidiary of Holdings and the Company identified on Schedule I or otherwise identified herein as a party (each, a “Subsidiary Party”), CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as Administrative Agent (in such capacity, together with any successor administrative agent, the “Administrative Agent”) for the Secured Parties (as defined below), CREDIT SUISSE, CAYMAN ISLANDS BRANCH, as administrative agent under the Credit Agreement (in such capacity, together with any successor administrative agent, the “Credit Agreement Authorized Representative”), WILMINGTON TRUST FSB, as trustee under the Indenture (in such capacity, together with any successor trustee, the “Note Authorized Representative”), and each other AUTHORIZED R

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