NON-COMPETITION AGREEMENT

EXHIBIT 10.22

NON-COMPETITION AGREEMENT

THIS NON-COMPETITION AGREEMENT (the “ Non-Competition Agreement ”), effective as of January 1, 2009, is entered into by and between International Paper Company, a New York corporation (together with its subsidiaries and affiliates, “ International Paper ”), and the undersigned employee of International Paper to protect the valuable competitive information and business relationships of International Paper.

1. Acknowledgements.

I acknowledge and agree that:

a. In the course and scope of my employment with International Paper, I have developed or will develop unique relationships with customers and suppliers of International Paper;

b. As a key employee of International Paper, I perform unique and valuable services to International Paper of an intellectual character and that my services will be difficult for International Paper to replace;

c. International Paper has provided or will provide me with unique knowledge and training about its Confidential Information. Confidential Information , as used in this Non-Competition Agreement, includes, but is not limited to, any information possessed or owned by International Paper which is not generally known to the public, especially if such information gives International Paper a competitive advantage or its disclosure would harm International Paper. It includes, but is not limited to, trade secrets, proprietary information and all other information, documents or materials, owned, developed or possessed by International Paper or any employee or consultant of International Paper, whether tangible or intangible, relating in any way to International Paper’s business and operations, research and development, customers, prospective customers, business plans, business relationships, products or processes, costs or profit information or data from which that information could be derived, human resources (including internal evaluations of the performance, capability and potential of any International Paper employee), business methods, databases and computer programs;

d. The business of International Paper and its customers is worldwide in scope, that International Paper’s competitors and customers are located throughout the world, that International Paper’s strategic planning and research and development activities have application throughout the world and are for the benefit of International Paper’s business and customers throughout the world, that unauthorized use or disclosure of Confidential Information or prohibited competition will irreparably injure International Paper, that this restriction is reasonably necessary for the protection of International Paper’s legitimate business interests; and,

e. I am entering into this Non-Competition Agreement in conjunction with my participation in the International Paper Performance Share Plan and that this provides adequate and significant consideration for my willingness to enter into this Non-Competition Agreement.

2. Non-Compete Provisions.

a. For the purpose of this Non-Competition Agreement, Competitive Activities are:

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any product, process, or service that is competitive with those products, processes, or services of International Paper, whether existing or contemplated for the future, concerning which I have in any manner acquired knowledge, trade secrets or confidential information during the twenty-four (24) months preceding termination of my employment.

b. While an employee of International Paper, I agree not to engage in any Competitive Activities or prepare to engage in any Competitive Activities in any manner, either directly or indirectly, whether for compensation or otherwise, with International Paper, or to assist any other person or entity to compete or to prepare to compete with International Paper.

c. I agree that for twelve (12) months after the date of termination by either party of the employment for any reason (the “ Non-Compete Period ”), I shall not, directly or indirectly, commit, participate in or facilitate any of the Competitive Activities for any entity that is competitive with International Paper.

d. I shall not assist others in engaging in activities that I am not permitted to undertake.

3. Confidentiality.

I agree that at all times, both during and after my employment with International Paper, I shall not directly or indirectly use or disclose any Confidential Information to any third person or entity outside International Paper, except (i) as may be necessary in the good faith performance of my duties for International Paper and only in compliance with International Paper’s policies for making such use or disclosure, or (ii) as I am required to disclose under any applicable laws, regulations or directives of a governmental entity having jurisdiction in the matter or under subpoena or other process of law, provided that I shall promptly notify the Company in writing of any such requests for disclosure.

4. Common Law Duties.

I acknowledge and agree that I owe fiduciary and common law duties to International Paper, in addition to the covenants set forth above, prohibiting the misuse or disclosure of trade secrets or confidential information and the unlawful interference with International Paper’s business, customer relationships and corporate opportunities.

5. Duty to Show Non-Competition Agreement to Prospective Employers.

During my employment with International Paper and for twelve (12) months thereafter, I shall, prior to accepting other employment, provide a copy of this Non-Competition Agreement to any recruiter who assists me in locating employment other than with International Paper and