0001157523-08-002194 Sample Contracts

SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF VERSO PAPER MANAGEMENT LP February 26, 2008
Limited Partnership Agreement • March 12th, 2008 • Verso Paper Holdings LLC • Converted paper & paperboard prods (no contaners/boxes) • Delaware

THIS SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT (the “Agreement”) OF VERSO PAPER MANAGEMENT LP, formerly known as CMP Management LP (the “Partnership”), is made and entered into as of February 26, 2008, by and among Verso Paper Investments LP (formerly known as CMP Investments LP), a Delaware limited partnership (“Verso Paper Investments”), as the General Partner and as a Limited Partner, and the Management Limited Partners, each as a Limited Partner. Capitalized terms used in this Agreement shall have the meanings ascribed to them in Article II.

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AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF VERSO PAPER HOLDINGS LLC A Delaware Limited Liability Company
Limited Liability Company Agreement • March 12th, 2008 • Verso Paper Holdings LLC • Converted paper & paperboard prods (no contaners/boxes) • Delaware

This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of VERSO PAPER HOLDINGS LLC (the "Company") is effective as of January 25, 2007.

Executive Employees CONFIDENTIALITY AND NON-COMPETITION AGREEMENT
Confidentiality and Non-Competition Agreement • March 12th, 2008 • Verso Paper Holdings LLC • Converted paper & paperboard prods (no contaners/boxes) • Delaware

same; quality control procedures and equipment; identification, selection, generation and propagation of tree species having improved characteristics; forest resource management; innovation and improvement to manufacturing and converting processes such as shipping, pulping bleaching chemical recovery papermaking, coating and calendaring processes and in equipment for use in such processes; reduction and remediation of environmental discharges; minimization or elimination of solid and liquid waste; use and optimization of raw materials in manufacturing processes; recycling and manufacture paper products; recycling of other paper or pulp products; energy conservation; computer software and application of computer controls to manufacturing and quality control operations and to inventory control; radio frequency identification and its use in paper and packaging products; and product process improvement development or evaluation; and (iii) information about methods, techniques, products equ

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