USG CORPORATION. By: ------------------------------------- Name: Richard H. Fleming Title: Exexxxxxx Xxxx Xxxxxxent and Chief Financial Officer UNITED STATES GYPSUM COMPANY By: - ------------------------------------- Name: Richard H. Fleming Title: Vicx Xxxxxxxxx and Assistant Treasurer USG INTERIORS, INC. By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx and Assistant Treasurer L&W SUPPLY CORPORATION By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx and Assistant Treasurer USG INTERIORS INTERNATIONAL, INC. By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx LA MIRADA PRODUCTS CO., INC. By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx 224 BEADEX MANUFACTURING, LLC By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx xxx Xxeasurer B-R PIPELINE COMPANY By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx USG INDUSTRIES, INC. By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx USG PIPELINE COMPANY By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx STOCKING SPECIALISTS, INC. By: ------------------------------------ Name: Richard H. Fleming Title: Vicx Xxxxxxxxx GUARANTOR: USG FOREIGN INVESTMENTS, LTD. By: ------------------------------------ Name: Richard H. Fleming Title: Prexxxxxx 225 LENDERS: JPMORGAN CHASE BANK, Individually and as Administrative Agent By: ------------------------------------ Name: Title: CIT BUSINESS CREDIT By: ------------------------------------ Name: Title: GMAC COMMERCIAL CREDIT LLC By: ------------------------------------ Name: Title: FLEET CAPITAL CORPORATION By: ------------------------------------ Name: Title: FOOTHILL CAPITAL CORPORATION By: ------------------------------------ Name: Title: GENERAL ELECTRIC CAPITAL COMMERCIAL FINANCE By: ------------------------------------ Name: Title: 226 CONGRESS FINANCIAL CORPORATION By: ------------------------------------ Name: Title: BANK OF SCOTLAND By: ------------------------------------ Name: Title: BANK OF AMERICA, N. A. By: ------------------------------------ Name: Title: GUARANTY BUSINESS CREDIT CORPORATION By: ------------------------------------ Name: Title: TRANSAMERICA BUSINESS CAPITAL CORPORATION By: ------------------------------------ Name: Title: LASALLE BUSINESS CREDIT, INC. By: ----------------------...
USG CORPORATION. The undersigned Grantee hereby accepts the award of RSUs evidenced by this Restricted Stock Units Agreement on the terms and conditions set forth herein and in the Plan. Dated: [GRANTEE NAME]
USG CORPORATION. 2. Thickness: 5/8 inch.
USG CORPORATION. 2. Core: 5/8 inch, Type X.
USG CORPORATION. 2. Thickness: As indicated.
USG CORPORATION. The undersigned Grantee hereby accepts the award of Performance Shares evidenced by this Performance Shares Agreement on the terms and conditions set forth herein and in the Plan. Dated: [GRANTEE NAME]
USG CORPORATION. The undersigned Optionee hereby accepts the Option Rights evidenced by this Nonqualified Stock Option Agreement on the terms and conditions set forth herein and in the Plan. Dated: [OPTIONEE NAME]
USG CORPORATION. Name: --------------------------------- Title: -------------------------------- The undersigned Grantee hereby accepts the award of RSUs evidenced by this Restricted Stock Units Agreement on the terms and conditions set forth herein and in the Plan. Dated: __________________ _______________________________________ [GRANTEE NAME]
USG CORPORATION. Name: ---------------------------------- Title: --------------------------------- The undersigned Optionee hereby accepts the Option Rights evidenced by this Nonqualified Stock Option Agreement on the terms and conditions set forth herein and in the Plan. Dated: ------------------------------ ---------------------------------------- [OPTIONEE NAME]
USG CORPORATION. Xxxxxxx X. Xxxxx, Chairman and Chief Executive Officer Attest: ---------------------------- Xxxx X. Xxxxxxx, Corporate Secretary Exhibit B Form of Right Certificate Certificate No. R- Rights NOT EXERCISABLE AFTER MARCH 27, 2008, OR EARLIER IF REDEMPTION OR EXCHANGE OCCURS. THE RIGHTS ARE SUBJECT TO REDEMPTION AT $.01 PER RIGHT AND TO EXCHANGE ON THE TERMS SET FORTH IN THE RIGHTS AGREEMENT. Right Certificate USG CORPORATION This certifies that , or registered assigns, is the registered owner of the number of Rights set forth above, each of which entitles the owner thereof, subject to the terms, provisions and conditions of the Rights Agreement, dated as of March 28, 1998 (the "Rights Agreement"), between USG Corporation, a Delaware corporation (the "Company"), and Xxxxxx Trust and Savings Bank (the "Rights Agent"), to purchase from the Company at any time after the Distribution Date (as such term is defined in the Rights Agreement) and prior to 5:00 P.M., Chicago time, on March 27, 2008 at the principal office of the Rights Agent, or at the office of its successor as Rights Agent, one one-hundredth of a fully paid non-assessable share of Series D Junior Participating Preferred Stock, Series D, par value $1 per share (the "Preferred Shares"), of the Company, at a purchase price of $200 per one one-hundredth of a Preferred Share (the "Purchase Price"), upon presentation and surrender of this Right Certificate with the Form of Election to Purchase duly executed. The number of Rights evidenced by this Right Certificate (and the number of one one-hundredths of a Preferred Share which may be purchased upon exercise hereof) set forth above, and the Purchase Price set forth above, are the number and Purchase Price as of March 27, 1998, based on the Preferred Shares as constituted at such date. As provided in the Rights Agreement, the Purchase Price and the number of one one-hundredths of a Preferred Share which may be purchased upon the exercise of the Rights evidenced by this Right Certificate are subject to modification and adjustment upon the happening of certain events. This Right Certificate is subject to all of the terms, provisions and conditions of the Rights Agreement, which terms, provisions and conditions are hereby incorporated herein by reference and made a part hereof and to which Rights Agreement reference is hereby made for a full description of the rights, limitations of rights, obligations, duties and immunities hereunder of the Rights Agent, the ...
