USG CORP Contracts & Agreements

2019 Annual Management Incentive Program of USG Corporation (Elected Officers Only) (Filed With SEC on February 14, 2019)

Form of USG Corporation 2019 Long-Term Cash Incentive Award Agreement (Filed With SEC on February 14, 2019)

Amendment No. 5 to Rights Agreement, dated as of November 13, 2018, between USG Corporation and Computershare Trust Company, N.A., as rights agent (successor-in-interest to... (Filed With SEC on November 13, 2018)

Form of Acknowledgment between USG Corporation and certain executive officers (Filed With SEC on November 13, 2018)

USG Corporation Dividend Make-Whole Amount Plan (Filed With SEC on July 25, 2018)

Agreement and Plan of Merger, dated June 10, 2018, by and among USG Corporation, Gebr. Knauf KG and World Cup Acquisition Corporation (Filed With SEC on June 11, 2018)

2018 Annual Management Incentive Program of USG Corporation (Executive Officers Only) (Filed With SEC on February 14, 2018)

First Amendment to USG Corporation Deferred Compensation Program for Non-Employee Directors (Filed With SEC on October 26, 2017)

USG CORPORATION SUPPLEMENTAL INDENTURE NO.7 4.875% Senior Notes due 2027 (Filed With SEC on May 15, 2017)

Year 2017 Annual Management Incentive Program (Executive Officers Only) USG Corporation PURPOSE (Filed With SEC on February 8, 2017)

USG CORPORATION RESTRICTED STOCK UNITS AGREEMENT (Filed With SEC on February 8, 2017)

USG CORPORATION MARKET SHARE UNITS AGREEMENT (Filed With SEC on February 8, 2017)

USG CORPORATION PERFORMANCE SHARES AGREEMENT (Filed With SEC on February 8, 2017)

Amendment No. 5 to USG Corporation Non-Employee Director Compensation Program (As Amended and Restated February 13, 2008 and amended November 12, 2010, November 10, 2011, November... (Filed With SEC on February 8, 2017)

CONFIDENTIAL TREATMENT REQUESTED BY USG CORPORATION CONFIDENTIAL PORTIONS OF THIS DOCUMENT, MARKED BY *****, HAVE BEEN REDACTED AND HAVE BEEN SEPARATELY FILED WITH THE SECURITIES... (Filed With SEC on November 1, 2016)

SALEAND PURCHASE AGREEMENT DATED AS OF AUGUST 27, 2016 BY ANDBETWEEN USG CORPORATION AND AMERICAN BUILDERS& CONTRACTORS SUPPLY CO., INC. TABLE OF CONTENTS (Filed With SEC on August 29, 2016)

COMMON STOCK (Filed With SEC on May 12, 2016)

Year 2016 Annual Management Incentive Program (Executive Officers Only) USG Corporation PURPOSE (Filed With SEC on February 10, 2016)

AMENDMENT NO. 4 TO RIGHTS AGREEMENT (Filed With SEC on November 16, 2015)

USG CORPORATION CHANGE IN CONTROL SEVERANCE AGREEMENT (Filed With SEC on October 22, 2015)

AGREEMENT AND GENERAL RELEASE (Filed With SEC on October 22, 2015)

USG CORPORATION EMPLOYMENT AGREEMENT (Filed With SEC on July 23, 2015)

USG CORPORATION SUPPLEMENTAL INDENTURE NO. 6 5.50% Senior Notes due 2025 (Filed With SEC on February 24, 2015)

IN THE UNITED STATES DISTRICT COURT FOR THE EASTERN DISTRICT OF PENNSYLVANIA (Filed With SEC on February 13, 2015)

USG CORPORATION EMPLOYMENT AGREEMENT (Filed With SEC on February 12, 2015)

Amendment No. 4 to USG Corporation Non-Employee Director Compensation Program (As Amended and Restated February 13, 2008 and amended November 12, 2010, November 10, 2011 and... (Filed With SEC on February 12, 2015)

[Remainder of page intentionally left blank] (Filed With SEC on February 12, 2015)

AMENDMENT NO. 3 TO RIGHTS AGREEMENT (Filed With SEC on February 11, 2015)

SECOND AMENDMENT OF USG CORPORATION DEFERRED COMPENSATION PLAN (Effective as of April 1, 2007) (Filed With SEC on October 23, 2014)

USG CORPORATION RESTRICTED STOCK UNITS AGREEMENT (Filed With SEC on July 24, 2014)

[Remainder of Page is Intentionally Blank] - S1 - (Filed With SEC on April 24, 2014)

Amendment No. 3 to USG Corporation Non-Employee Director Compensation Program (As Amended and Restated February 13, 2008 and amended November 12, 2010 and November 10, 2011) . (Filed With SEC on March 3, 2014)

USG CORPORATION RESTRICTED STOCK UNITS AGREEMENT (Filed With SEC on March 3, 2014)

[Remainder of Page is Intentionally Blank] - S1 - (Filed With SEC on March 3, 2014)

Year 2014 Annual Management Incentive Program (Executive Officers Only) USG Corporation PURPOSE (Filed With SEC on February 13, 2014)

USG CORPORATION MARKET SHARE UNITS AGREEMENT (Filed With SEC on February 13, 2014)

USG CORPORATION PERFORMANCE SHARES AGREEMENT (Filed With SEC on February 13, 2014)

USG CORPORATION SUPPLEMENTAL INDENTURE NO. 5 5.875% Senior Notes due 2021 (Filed With SEC on October 31, 2013)

Page 2 (Filed With SEC on October 16, 2013)

Meaning (Filed With SEC on October 16, 2013)

AMENDMENT NO. 2 TO RIGHTS AGREEMENT (Filed With SEC on March 22, 2013)

Year 2013 Annual Management Incentive Program (Executive Officers Only) USG Corporation PURPOSE (Filed With SEC on February 15, 2013)

USG CORPORATION MARKET SHARE UNITS AGREEMENT (Filed With SEC on February 15, 2013)

USG CORPORATION PERFORMANCE SHARES AGREEMENT (Filed With SEC on February 15, 2013)

EXECUTION VERSION SHARE AND ASSET PURCHASE AGREEMENT BY AND AMONG USG FOREIGN INVESTMENTS, LTD. USG (U.K.) LTD. USG CORPORATION AND KNAUF INTERNATIONAL GMBH KNAUF AMF CEILINGS... (Filed With SEC on October 26, 2012)

USG CORPORATION PERFORMANCE BASED RESTRICTED STOCK UNITS AGREEMENT (Filed With SEC on October 26, 2012)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on June 26, 2012)

USG CORPORATION SUPPLEMENTAL INDENTURE NO. 4 7.875% Senior Notes due 2020 (Filed With SEC on April 12, 2012)

USG CORPORATION EMPLOYMENT AGREEMENT (Filed With SEC on March 26, 2012)

USG CORPORATION CHANGE IN CONTROL SEVERANCE AGREEMENT (Filed With SEC on March 26, 2012)

GUARANTY AGREEMENT (Filed With SEC on February 14, 2012)

Amendment No. 2 to USG Corporation Non-Employee Director Compensation Program (As Amended and Restated February 13, 2008 and amended November 12, 2010) (Filed With SEC on February 14, 2012)

[Signature Pages Follow] (Filed With SEC on February 14, 2012)

INFORMATION OF USG INTERIORS, LLC (Filed With SEC on February 14, 2012)

Year 2012 Annual Management Incentive Program (Executive Officers Only) USG Corporation PURPOSE (Filed With SEC on February 14, 2012)

USG CORPORATION Annual BaseSalaries of Current Named Executive Officers (effective March 1, 2012) (Filed With SEC on February 14, 2012)

USG CORPORATION AMENDED AND RESTATED PERFORMANCE BASED RESTRICTED STOCK UNITS AGREEMENT (Filed With SEC on February 14, 2012)

AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on February 14, 2012)

AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on February 3, 2012)

EX-101 INSTANCE DOCUMENT (Filed With SEC on October 31, 2011)

EX-101 INSTANCE DOCUMENT (Filed With SEC on August 3, 2011)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on June 24, 2011)

EX-101 INSTANCE DOCUMENT (Filed With SEC on February 11, 2011)

THIRD AMENDED AND RESTATED CREDIT AGREEMENT dated as of December 21, 2010, among USG CORPORATION, as Borrower, The Lenders Party Hereto, JPMORGAN CHASE BANK, N.A., as... (Filed With SEC on December 23, 2010)

USG CORPORATION (Filed With SEC on November 9, 2010)

EX-101 INSTANCE DOCUMENT (Filed With SEC on October 29, 2010)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on September 14, 2010)

residential and nonresidential repair and remodel activity generated about 54% of volume demand for gypsum wallboard (Filed With SEC on February 12, 2010)

USG CORPORATION (Filed With SEC on August 5, 2009)

CGC INC. as Borrower - and - THE TORONTO-DOMINION BANK as Lender CREDIT AGREEMENT Dated as of June 30, 2009 (Filed With SEC on July 7, 2009)

Three Months Ended March 31 (Filed With SEC on May 4, 2009)

Year 2009 Annual Management Incentive Program (Executive Officers Only) USG Corporation (Filed With SEC on March 12, 2009)

Residential and nonresidential repair and remodel activity generated about 48% of volume demand for gypsum wallboard (Filed With SEC on February 20, 2009)

[Remainder of page intentionally left blank] (Filed With SEC on January 12, 2009)

GUARANTEE AGREEMENT dated as of January 7, 2009 among USG CORPORATION, THE SUBSIDIARIES OF USG CORPORATION IDENTIFIED HEREIN and JPMORGAN CHASE BANK, N.A., as Administrative Agent (Filed With SEC on January 12, 2009)

PLEDGE AND SECURITY AGREEMENT (Filed With SEC on January 12, 2009)

Securities Purchase Agreement (Filed With SEC on November 26, 2008)

USG CORPORATION (Filed With SEC on November 26, 2008)

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (Filed With SEC on November 26, 2008)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on November 26, 2008)

DATED 21 October 2008 GYPSUM TRANSPORTATION LIMITED (as borrower) - and - DVB BANK SE and others (as lenders) - and - DVB BANK SE (as agent and security trustee) US$90,000,000... (Filed With SEC on October 27, 2008)

DATED 21 October 2008 USG CORPORATION - to - DVB BANK SE GUARANTEE AND INDEMNITY STEPHENSON HARWOOD One, St. Pauls Churchyard London EC4M 8SH Tel: 020 7329 4422 Fax: 020 7329 7100... (Filed With SEC on October 27, 2008)

DATED 2008 GYPSUM TRANSPORTATION LIMITED - and - DVB BANK SE DEED OF COVENANTS m.v. GYPSUM CENTENNIAL STEPHENSON HARWOOD One St. Pauls Churchyard London EC4M 8SH Tel: +44... (Filed With SEC on October 27, 2008)

DATED 2008 GYPSUM TRANSPORTATION LIMITED - to - DVB BANK SE DEED OF ASSIGNMENT m.v. GYPSUM CENTENNIAL STEPHENSON HARWOOD One, St. Pauls Churchyard London EC4M 8SH Tel: 020 7329... (Filed With SEC on October 27, 2008)

USG CORPORATION (Filed With SEC on October 2, 2008)

USG CORPORATION CHANGE IN CONTROL SEVERANCE AGREEMENT (Filed With SEC on October 2, 2008)

USG CORPORATION (Filed With SEC on October 2, 2008)

Annual Base Salaries of Named Executive Officers (Filed With SEC on April 30, 2008)

Form of Indemnification Agreement (Filed With SEC on February 15, 2008)

Non-Employee Director Compensation Program (Filed With SEC on February 15, 2008)

Amendment to the Credit Agreement (Filed With SEC on February 15, 2008)

2008 Annual Management Incentive Program (Filed With SEC on February 15, 2008)

Underwriting Agreement (Filed With SEC on September 26, 2007)

No. R-1 U.S.$500,000,000 CUSIP No.: 903293 AS 7 ISIN No.: US903293 AS 74 (Filed With SEC on September 26, 2007)

Form of Nonqualified Stock Option Agreement (Filed With SEC on March 28, 2007)

Form of Restricted Stock Units Agreement (Filed With SEC on March 28, 2007)

Form of Performance Shares Agreement (Filed With SEC on March 28, 2007)

USG Corporation Common Stock, $0.10 par value Underwriting Agreement (Filed With SEC on March 19, 2007)

EQUITY PURCHASE AGREEMENT By and Among L&W SUPPLY CORPORATION, JOSEPH GEORGE ZUCCHERO, JCSG HOLDINGS CORPORATION, THE JOSEPH G. ZUCCHERO FAMILY TRUST DATED SEPTEMBER 12, 1988, and... (Filed With SEC on February 27, 2007)

Year 2007 Annual Management Incentive Program USG Corporation (Filed With SEC on February 20, 2007)

USG CORPORATION (Filed With SEC on November 20, 2006)

USG CORPORATION SUPPLEMENTAL INDENTURE NO. 1 6.30% Senior Notes due 2016 (Filed With SEC on November 20, 2006)

USG Corporation 6.30% Senior Notes due 2016 (Filed With SEC on November 20, 2006)

FORM OF RIGHTS AGENT AGREEMENT (Filed With SEC on June 27, 2006)

First Amended Joint Plan of Reorganization (Filed With SEC on June 21, 2006)

Order Confirming First Amended Joint Plan of Reorganization (Filed With SEC on June 21, 2006)

AMENDMENT NO. 1 TO EQUITY COMMITMENT AGREEMENT (Filed With SEC on February 28, 2006)

Annual Management Incentive Program (Filed With SEC on February 13, 2006)

SETTLEMENT TERM SHEET (Filed With SEC on January 30, 2006)

EQUITY COMMITMENT AGREEMENT (Filed With SEC on January 30, 2006)

SHAREHOLDERS AGREEMENT (Filed With SEC on January 30, 2006)

REGISTRATION RIGHTS AGREEMENT (Filed With SEC on January 30, 2006)

2006 Annual Management Incentive Program (Filed With SEC on November 14, 2005)

Stock Compensation Program for Non-Employee Directors (Filed With SEC on November 14, 2005)

Audit Committee/Pre-Approval Policy/Non-Audit Services (Filed With SEC on November 14, 2005)

2005 Annual Management Incentive Program (Filed With SEC on February 15, 2005)

2005 Annual Management Incentive Program (Filed With SEC on November 17, 2004)

Fourth Amendment to Retirement Plan (Filed With SEC on November 17, 2004)

Sixth Amendment to Supplemental Retirement Plan (Filed With SEC on November 17, 2004)

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USG CORP Contracts & Agreements