0000950123-11-033041 Sample Contracts

ABITIBIBOWATER. INC. SEVERANCE PAY PROGRAM PIERRE ROUGEAU WAIVER AND RELEASE AGREEMENT
Pierre Rougeau Waiver and Release Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills
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SEPARATION AGREEMENT
Separation Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills

THIS SEPARATION AGREEMENT (this “Agreement”) is made and entered into this 10th day of December, 2010, by and between DAVID J. PATERSON (“Executive”) and ABITIBIBOWATER INC., a Delaware corporation (“Company”). Executive and Company are sometimes hereinafter referred to together as the “Parties” and individually as a “Party.”

SECURED PROMISSORY NOTE
AbitibiBowater Inc. • April 5th, 2011 • Paper mills • New York

SECURED PROMISSORY NOTE (this “Note”), made as of January 14, 2011 (the “Effective Date”), is made by AUGUSTA NEWSPRINT COMPANY LLC, a Delaware limited liability company (the “Payor”), in favor of WOODBRIDGE INTERNATIONAL HOLDINGS LIMITED, an Ontario corporation (the “Noteholder”).

ABITIBIBOWATER INC. 2010 EQUITY INCENTIVE PLAN DIRECTOR RESTRICTED STOCK UNIT AGREEMENT
Equity Incentive Plan Director Restricted Stock Unit Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills • Delaware

THIS RESTRICTED STOCK UNIT AGREEMENT, dated as of the third trading day after the date the Company’s 2010 Form 10-K is filed with the Securities and Exchange Commission (the “Date of Grant”) is made by and between AbitibiBowater Inc., a Delaware corporation (the “Company”), and _______________ (“Participant”).

ENGLISH TRANSLATION OF FRENCH LANGUAGE ORIGINAL AGREEMENT CONCERNING THE PULP AND PAPER OPERATIONS OF ABITIBIBOW CANADA IN QUEBEC
AbitibiBowater Inc. • April 5th, 2011 • Paper mills

Whereas AbiBow Canada, as well as the group formed with its holding company AbitibiBowater Inc. (hereafter referred to as “AbiBow”), is affected as is the entire industry, notably as a result of the significant reduction in the demand for newsprint and of the economic context;

ABITIBIBOWATER INC. 2010 EQUITY INCENTIVE PLAN DIRECTOR DEFERRED STOCK UNIT AGREEMENT
Equity Incentive Plan Director Deferred Stock Unit Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills • Delaware

THIS DEFERRED STOCK UNIT AGREEMENT, dated as of the third trading day after the date the Company’s 2010 Form 10-K is filed with the Securities and Exchange Commission (the “Date of Grant”) is made by and between AbitibiBowater Inc., a Delaware corporation (the “Company”), and _______________ (“Participant”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills

THIS AGREEMENT, made as of the 1st day of January, 2011, by and between AbitibiBowater Inc., a Delaware corporation having a mailing address of 1155 Metcalfe Street, Suite 800, Montreal, Quebec H3B 5H2 (the “Corporation”), and Richard Garneau (the “Executive”).

AGREEMENT CONCERNING THE PULP AND PAPER OPERATIONS OF ABIBOW CANADA IN ONTARIO
Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills • Ontario

Whereas AbiBow Canada and the group formed with its holding company AbitibiBowater Inc. (hereafter referred to collectively as “AbiBow”), and the entire pulp and paper industry generally, have been affected by a significant reduction in demand for newsprint and by the general economic climate;

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills • Delaware

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of ______, 2010 by and between ABITIBIBOWATER INC., a Delaware corporation (the “Corporation”), and ______ (“Indemnitee”).

EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • April 5th, 2011 • AbitibiBowater Inc. • Paper mills • Quebec

WHEREAS the Corporation has offered employment to the Executive in the capacity of President and Chief Executive Officer and the Executive has accepted such offer of employment; and

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