Exhibit 10.1


 


AMENDMENT
TO CONTRACT


FOR SALE
(AND DELIVERY) OF FOREST PRODUCTS


 


This AMENDMENT TO CONTRACT FOR
SALE (AND DELIVERY) OF FOREST PRODUCTS is made and entered into as
of the 23rd day of May, 2006, by and between INTERNATIONAL
PAPER COMPANY, a New York corporation (“IP”) and BLUE RIDGE PAPER PRODUCTS, INC., a Delaware corporation
(“Blue Ridge Paper”).


 


WITNESSETH


 


WHEREAS, IP (as
successor in interest to Champion International Corporation) and Blue Ridge
Paper are parties to that certain Wood Chip Supply Agreement, dated May 14,
1999, as amended (the “Chip Agreement”), whereby IP agreed to sell and deliver
and Blue Ridge Paper agreed to purchase and receive at its Canton, North
Carolina Paper Mill (“Paper Mill”) certain hardwood chips and price chips (“Primary
Chips”) pursuant to terms and conditions thereof; and


 


WHEREAS, IP and Blue
Ridge Paper entered into that certain Contract for Sale (and Delivery) of
Forest Products, dated February 5, 2004, as amended (the “Residual Chip
Agreement,” and together with the Chip Agreement sometimes collectively
referred to herein as the “Agreements”), whereby IP agreed to sell and deliver
and Blue Ridge Paper agreed to purchase and receive at its Paper Mill certain
residual hardwood chips (“Residual Chips,” and together with the Primary Chips
sometimes collectively referred to herein as the “Chips”) pursuant to the terms
and conditions thereof; and


 


WHEREAS, the parties
hereto wish to further extend the term of the Agreements and to amend and
modify the Residual Chip Agreement as hereinafter set out.


 


NOW, THEREFORE, for
and in consideration of the premises and other good and valuable consideration,
the receipt and adequacy of which are herby acknowledged, the parties hereto
agree that the Residual Chip Agreement shall be amended and modified as
follows:


 


1.                                      Term.
The term of the Agreements shall continue indefinitely until terminated by
a party hereto upon thirty (30) days’ prior written notice to the other party.


 


2.                                      Residual
Chips. IP shall make a good faith effort to purchase an incremental
21,000 tons of Residual Chips yearly to be delivered to the Royal Blue Chip
Mill for shipment to Blue Ridge Paper’s Paper Mill. Said amount shall be over
and above the volume commitment of 265,000 tons of Primary Chips pursuant to
the Chip Agreement. Further, IP hereby grants to Blue Ridge Paper a right of
first refusal with respect to the first 21,000 tons of Residual Chips it
purchases and receives at its Royal Blue Chip Mill. IP will deliver said 21,000
tons of Residual Chips in increments of 400 – 500 tons (4 - 5 rail cars) per
week in each given year.


 

















 


3.                                      Storage,
Shipping and Title / Risk of Loss. IP shall no longer be required to
store the Residual Chips separately from the Primary Chips on IP’s pads at
its Royal Blue Chip Mill. Further, both the Residual Chips and the Primary
Chips may be loaded onto rail cars and shipped together to the Paper Mill
and, except as modified by the following sentences of this section, the
provisions of the Chip Agreement regarding the shipment of Chips shall remain
in full force and effect and govern said shipments.


 


4.                                      Pricing.
Pricing of all Chips delivered hereunder will be based on the blended
volume of Primary Chips and Residual Chips. The blended price will be
calculated by using a weighted average of the previous month’s average Residual
Chips’ delivered costs, including the current 1.4% calculation for
pre-screening loss, and the previous month’s average Primary Chips’ costs,
including their processing, overhead and procurement costs. Any adjustments for
price correction shall be made the last week of the month retroactively for the
first day of that month. A breakdown of the volume ratio and prices of Primary
Chips and Residual Chips will be made to Blue Ridge Paper upon requests.


 


5.                                      Additional
Provisions. The Agreements shall remain in full force and effect except
to the extent hereby modified and they are hereby ratified and confirmed by the
parties hereto.


 


This Amendment shall be binding on the parties hereto and their
respective successors and assigns.


 


Executed as of the date first hereinabove set out.


 


	
   

  	
  INTERNATIONAL PAPER COMPANY

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Jim Fitzgerald

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Its:

  	
  Region Manager

  	
   

  
	
   

  	
   

  
	
   

  	
  BLUE RIDGE PAPER PRODUCTS INC.

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Robert M. Shanahan

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Its:

  	
  VP Manufacturing

  	
   

  



 

















 





 


	
  Jim Fitzgerald

  	
  1515 Bourne Street

  
	
  Region Manager

  	
  Georgetown, SC

  
	
   

  	
  29440

  
	
   

  	
  PHONE 843 520 5600

  
	
   

  	
  FAX 843 527 1583

  



 


 


May 23, 2006


 


Dear Jerry:


 


Based on several discussions, the following is a summary of issues that
International Paper and Blue Ridge Paper discussed and agreed to implement.
These operational processes will become effective with our signatures
acknowledging this agreement.


 


AGREEMENT OF PROVISIONS FROM FEBRUARY, 2006


 


1.               IP agrees to
maintain a minimum on-hand inventory of chip tons as follows:


 


(a)     At the Royal Blue Chip Mill,
IP will maintain an inventory of Hardwood Chip tons of not less than the
quantity specified below for each corresponding month:


 


	
  Month

  	
   

  	
  Hardwood Chip Tons

  	
   

  
	
  January

  	
   

  	
  18,000

  	
   

  
	
  February

  	
   

  	
  16,000

  	
   

  
	
  March

  	
   

  	
  14,000

  	
   

  
	
  April

  	
   

  	
  12,000

  	
   

  
	
  May

  	
   

  	
  12,000

  	
   

  
	
  June

  	
   

  	
  10,000

  	
   

  
	
  July

  	
   

  	
  10,000

  	
   

  
	
  August

  	
   

  	
  12,000

  	
   

  
	
  September

  	
   

  	
  14,000

  	
   

  
	
  October

  	
   

  	
  16,000

  	
   

  
	
  November

  	
   

  	
  19,000

  	
   

  
	
  December

  	
   

  	
  20,000

  	
   

  



 


(b)    At the Silverstreet Chip Mill,
IP will maintain an inventory of Pine Chip tons of not less than the quantity
specified below for the corresponding month:


 


	
  Month

  	
   

  	
  Hardwood Chip Tons

  	
   

  
	
  January

  	
   

  	
  24,000

  	
   

  
	
  February

  	
   

  	
  23,000

  	
   

  
	
  March

  	
   

  	
  19,000

  	
   

  
	
  April

  	
   

  	
  15,000

  	
   

  
	
  May

  	
   

  	
  12,000

  	
   

  
	
  June

  	
   

  	
  12,000

  	
   

  



 

















 


	
  July

  	
   

  	
  12,000

  	
   

  
	
  August

  	
   

  	
  12,000

  	
   

  
	
  September

  	
   

  	
  13,000

  	
   

  
	
  October

  	
   

  	
  18,000

  	
   

  
	
  November

  	
   

  	
  24,000

  	
   

  
	
  December

  	
   

  	
  24,000

  	
   

  



 


IP and Blue Ridge Paper agree that the inventory may be stored in
both roundwood and chip form. Additionally, both parties agree that deviations from this
schedule may be necessary from time to time and are acceptable if
agreed to by both parties.


 


2.               IP will make every
reasonable effort to offer substitute chips from other IP chipping locations
for any shortfall of normal orders at Silverstreet or Royal Blue chip mills.


 


3.               IP will modify
month end invoices to eliminate “partial week billings” for in-transit loads
after the January 2006 invoice.


 


4.               Blue Ridge Paper
further agrees to comply with the payment terms of the Wood Chip Supply
Agreement dated May 14, 1999 and shall make payment to IP within seven
days of the date of invoice. IP shall invoice Blue Ridge Paper weekly.


 


 


	
   

  	
  With Regards

  
	
   

  	
   

  
	
   

  	
  /s/ Jim Fitzgerald

  	
   

  
	
   

  	
  Jim Fitzgerald

  
	
   

  	
  Region Manager

  



 


 


	
  AGREED TO AND ACCEPTED

  
	
  BY:

  
	
   

  
	
  BLUE RIDGE PAPER PRODUCTS, INC.

  
	
   

  
	
   

  
	
  By:

  	
  /s/ Robert M. Shanahan

  	
   

  
	
   

  	
   

  
	
  Its:

  	
  VP Manufacturing

  	
   

  
	
   

  	
   

  
	
  Date:

  	
  7/12/06