0001362310-08-005146 Sample Contracts

PLEDGE AND SECURITY AGREEMENT dated as of September 9, 2008, among USG CORPORATION, as Loan Party Representative, The Grantors Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent
Pledge and Security Agreement • September 15th, 2008 • Usg Corp • Concrete, gypsum & plaster products • New York

THIS PLEDGE AND SECURITY AGREEMENT (this “Agreement”) is entered into as of September 9, 2008, among USG Corporation, a Delaware corporation, in its capacity as the Loan Party Representative (the “Loan Party Representative”), each Subsidiary identified on Schedule I hereto and each other Subsidiary that becomes a party to this Security Agreement after the Effective Date pursuant to Section 8.15 hereof (each a “Grantor” and, collectively, the “Grantors”) and JPMorgan Chase Bank, N.A., in its capacity as administrative agent (the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below.

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CREDIT AGREEMENT dated as of September 9, 2008, among USG CORPORATION, as Parent Borrower and Loan Party Representative, The Subsidiary Borrowers Party Hereto, The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN...
Credit Agreement • September 15th, 2008 • Usg Corp • Concrete, gypsum & plaster products • New York

CREDIT AGREEMENT dated as of September 9, 2008 (as it may be amended or modified from time to time, this “Agreement”), among USG CORPORATION, a Delaware corporation, in its capacity as a Borrower (in such capacity, the “Parent Borrower”) and in its capacity as the Loan Party Representative (as such term is defined herein), L&W SUPPLY CORPORATION, a Delaware corporation, UNITED STATES GYPSUM COMPANY, a Delaware corporation, USG INTERIORS, INC., a Delaware corporation, CALIFORNIA WHOLESALE MATERIAL SUPPLY, LLC, a Delaware limited liability company, LIVONIA HOLDINGS, INC., a Delaware corporation, and each other Subsidiary Borrower from time to time party hereto, the Lenders party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

GUARANTEE AGREEMENT dated as of September 9, 2008, among USG CORPORATION, THE SUBSIDIARIES OF USG CORPORATION IDENTIFIED HEREIN and JPMORGAN CHASE BANK, N.A., as Administrative Agent
Guarantee Agreement • September 15th, 2008 • Usg Corp • Concrete, gypsum & plaster products • New York

GUARANTEE AGREEMENT dated as of September 9, 2008 (this “Agreement”), among USG CORPORATION, a Delaware corporation, in its capacity as a Guarantor (in such capacity, the “Parent Borrower”) and in its capacity as the Loan Party Representative (as such term is defined herein), each Subsidiary of the Parent Borrower from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.

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