EXECUTION VERSION
THIRD
SUPPLEMENTAL INDENTURE (this "Supplemental Indenture") dated as of January 7, 2015, among NEWPAGE HOLDINGS INC. (the "New Guarantor"), a subsidiary of VERSO PAPER HOLDINGS LLC (or its successor), a Delaware
limited liability corporation (the "Company"), VERSO PAPER INC., a Delaware corporation ("Finance Co." and, together with the Company, the "Issuers") and WILMINGTON TRUST, NATIONAL ASSOCIATION, as
trustee under the Indenture referred to below (the "Trustee").
W I T N E S S E T H :
WHEREAS the Issuers and the existing Guarantors have heretofore executed and delivered to the Trustee an indenture (as amended,
supplemented or otherwise modified, the "Indenture") dated as of March 21, 2012, providing for the issuance of the Issuers’ 11.75% Senior Secured Notes due 2019 (the "Securities"), initially in the
aggregate principal amount of $345,000,000;
WHEREAS Section 4.11 of the Indenture provides that under certain circumstances
the Issuers are required to cause the New Guarantor to execute and deliver to the Trustee a supplemental indenture pursuant to which the New Guarantor shall unconditionally guarantee all the Issuers’ obligations under the Securities pursuant to