FIFTH SUPPLEMENTAL INDENTURE (this “*Fifth Supplemental Indenture*”), dated as of October 30,2009, among CASCADES INC. (the “*Company*”), Norampac Export Sales Corp., 7251637 Canada Inc. andCascades Tenderco Inc. (collectively, the “*New Subsidiary Guarantors*”), the existing SUBSIDIARYGUARANTORS under the Indenture referred to below (the “*Existing Subsidiary Guarantors*”), and THEBANK OF NOVA SCOTIA TRUST COMPANY OF NEW YORK, a New York trust company, as trustee under theIndenture referred to below (the “*Trustee*”).WITNESSETH:          WHEREAS, Norampac Inc., a Canadian corporation, as predecessor issuer, heretofore executed anddelivered to the Trustee an indenture, dated as of May 28, 2003, as amended by the FirstSupplemental Indenture, dated as of July 30, 2004, the Second Supplemental Indenture, dated as ofDecember 28, 2006, the Third Supplemental Indenture, dated as of December 28, 2006 and the FourthSupplemental Indenture, dated as of August 30, 2007 (as so amended, the “*Indenture*”), providing forthe issuance of the Company’s 63/4% Senior Notes due 2013 (the “*Notes*”);          WHEREAS, on December 28, 2006, pursuant to Section 5.01 of the Indenture, Norampac assignedand transferred all of its assets to Cascades and Cascades assumed all of Norampac’s liabilities,including the Notes issued pursuant to the Indenture;          WHEREAS, the Company has issued and outstanding $250,000,000 of Notes under the Indenture;          WHEREAS, Section 4.19 of the Indenture provides that the Company shall cause each person thatbecomes its Canadian or U.S. Restricted Subsidiary to execute and deliver to the Trustee aSubsidiary Guarantee at the time such person becomes a Canadian or U.S. Restricted Subsidiary;          WHEREAS, each of the New Subsidiary Guarantors is a Canadian or U.S. Restricted Subsidiary ofthe Company;          WHEREAS, Section 9.01 of the Indenture provides that the Company and the Trustee may amend orsupplement the Indenture without the consent of any holder of a Note to add additional SubsidiaryGuarantees with respect to the Notes as provided or permitted under the Indenture; and          WHEREAS, pursuant to Sections 4.19, 9.01, 9.06 and 10.03 of the Indenture, the Trustee, theCompany, the Existing Subsidiary Guarantors and the New Subsidiary Guarantors are authorized toexecute and deliver this Supplemental Indenture;          NOW THEREFORE, in consideration of the foregoing and for other good and valuableconsideration, the receipt of which is hereby acknowledged, the Company, the Existing SubsidiaryGuarantors, the New Subsidiary Guarantors, and the Trustee mutually covenant and agree for theequal and ratable benefit of the Holders of the Notes as follows:
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          1. Definitions. (a) Capitalized terms used herein without definition shall have themeanings assigned to them in the Indenture.          (b) For all purposes of this Fifth Supplemental Indenture, except as otherwise hereinexpressly provided or unless the context otherwise requires: (i) the terms and expressions usedherein shall have the same meanings as corresponding terms and expressions used in the Indenture;and (ii) the words “herein,” “hereof” and “hereby” and other words of similar import used in thisFifth Supplemental Indenture refer to this Fifth Supplemental Indenture as a whole and not to anyparticular section hereof.          2. Agreement to Guarantee. The New Subsidiary Guarantors hereby agree, jointly andseverally with the Existing Subsidiary Guarantors, to guarantee the Company’s obligations under theNotes on the terms and subject to the conditions set forth in Article 10 of the Indenture and to bebound by all other applicable provisions of the Indenture. From and after the date hereof, the NewSubsidiary Guarantors shall be Subsidiary Guarantors for all purposes under the Indenture and theNotes.          3. Ratification of Indenture; Fifth Supplemental Indenture Part of Indenture. Exceptas expressly amended hereby, the Indenture is, in all respects, ratified and confirmed and all theterms, conditions and provisions thereof shall remain in full force and effect. This FifthSupplemental Indenture shall form a part of the Indenture for all purposes, and every Holder ofNotes heretofore or hereafter authenticated and delivered shall be bound hereby.          4. Miscellaneous.          4.1 Governing Law. THIS FIFTH SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, ANDCONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK BUT WITHOUT GIVING EFFECT TOAPPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHERJURISDICTION WOULD BE REQUIRED THEREBY.          4.2 Trustee Makes No Representation. The Trustee makes no representation as to thevalidity or sufficiency of this Fifth Supplemental Indenture, or for or in respect of the recitalscontained herein.          4.3 Counterparts. The parties may sign any number of copies of this FifthSupplemental Indenture. Each signed copy shall be an original, but all of them together representthe same agreement.          4.4 Effect of Headings. The Article and Section headings herein are for convenienceonly and shall not affect the construction thereof.          4.5 Conflict with TIA. If any provision of this Fifth Supplemental Indenture limits,qualifies or conflicts with any provision of the TIA, that is required under the TIA to be part ofand govern any provision of this Fifth Supplemental Indenture, the provision of the TIA shallcontrol. If any provision of this Fifth Supplemental Indenture modifies or excludes any provisionof the TIA that may be so modified or excluded, the provisions of the TIA shall be
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deemed to apply to the Indenture as so modified or to be excluded by this Fifth SupplementalIndenture, as the case may be.          4.6 Severability. In case any provision of this Fifth Supplemental Indenture shall beinvalid, illegal or unenforceable, the validity, legality and enforceability of the remainingprovisions shall not in any way be affected or impaired thereby.          4.7 No Third Party Beneficiaries. Nothing in this Fifth Supplemental Indenture, theIndenture, or the Notes, express or implied, shall give to any Person, other than the partieshereto and thereto and their successors hereunder and thereunder, and the Holders of the Notes, anybenefit of any legal or equitable right, remedy or claim under the Indenture, this FifthSupplemental Indenture or the Notes.[*remainder of page left intentionally blank*]
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EXECUTION VERSION          IN WITNESS WHEREOF, the parties hereto have caused this Fifth Supplemental Indenture to beduly executed as of the date first above written.      Company: