Effective Date: October 1, 2026 | Version 1.0

1. Application of These Terms. These Terms and Conditions of Sale (the “Terms”) govern every
sale of goods and related services by Roadside Lumber & Hardware, LLC (“Seller”) to any buyer
or account holder (“Buyer”). They are incorporated into Seller’s credit application, and into each
order, quotation, invoice, and delivery ticket, whether an order is placed in person, by telephone,
or by written or electronic purchase order. The version of these Terms in effect on the date an
order is placed governs that order. Seller may revise these Terms prospectively by posting an
updated version; revisions do not affect orders already placed. These Terms prevail over any
conflicting or additional terms in Buyer’s purchase order or other document, and no such term
binds Seller unless accepted by Seller in a signed writing.

2. Credit and Payment. Unless otherwise agreed in writing, all amounts are due in full on the
10th day of the month following the date of purchase (net 10th prox.). Time is of the essence.
Acceptable payment methods are cash, check, money order, cashier’s check, and construction
voucher; where card payment is accepted, a surcharge may apply as disclosed at the point of sale.
Seller may reduce, suspend, condition, or revoke credit, or require payment in advance or on
delivery, at any time in its sole discretion.

3. Finance Charge on Past-Due Balances. Any amount not paid when due bears a finance charge
of 1.50% per month (an annual rate of 18%), or the maximum rate permitted by applicable law
if that is less, from the due date until paid. This charge is a time-price differential that is part of the
price of the credit sale of goods, and is not interest on a loan or forbearance of money. Buyer’s
payments are applied first to costs and finance charges, then to the oldest unpaid invoices, unless
Seller elects otherwise.

4. Disputed Invoices. Buyer must notify Seller in writing of any disputed charge within five (5)
days after the invoice date. Charges not disputed within that period are deemed correct and
accepted. Buyer may not withhold payment of undisputed amounts.

5. Delivery, Title, Risk of Loss, and Security Interest. Delivery dates are estimates only, and
Seller is not liable for delays or shortages beyond its reasonable control. Unless otherwise agreed,
deliveries are curbside only; Buyer is responsible for confirming safe access and for safely
receiving and offloading the goods, and Buyer assumes all risk of loss or damage to persons or
property arising beyond the curb. Wait-time or standby charges may apply if Buyer is not ready to
receive a scheduled delivery. Title and risk of loss pass to Buyer on delivery to Buyer or its carrier
or, for will-call, on Buyer’s or its agent’s taking possession. Seller retains a purchase-money
security interest in all goods until paid in full, and Buyer authorizes Seller to file financing
statements to perfect it. If Buyer fails to pay any amount when due, Seller may, in addition to all
other remedies, take possession of any unpaid goods that have not been incorporated into a work
of improvement, and Buyer grants Seller and its agents a license and irrevocable right to enter,
during normal business hours, any premises or job site owned or controlled by Buyer where the
goods are located, in order to inspect, mark, or repossess them, provided the entry and taking can

be accomplished without breach of the peace. Buyer will obtain any consent of the project owner,
general contractor, or other party in possession that is necessary for such entry, and Buyer waives
any claim for trespass, conversion, or damages arising out of a repossession made in accordance
with this Section. Seller’s exercise of this right is not an election of remedies and does not waive
or reduce Seller’s mechanic’s lien, stop-payment-notice, payment-bond, guaranty, account, or
other rights, except to the extent of the value actually realized from goods recovered.

6. Preliminary Notice and Lien Rights. Buyer will, before or promptly upon placing an order
for a specific project, provide the project owner’s name, the job-site address, the general contractor,
and any construction-lender information so that Seller may serve a preliminary notice and preserve
its mechanic’s lien, stop-payment-notice, and payment-bond rights under California law. Seller
expressly reserves all such rights. Nothing in these Terms waives any lien, bond, or stop-notice
right, and Seller’s finance charges, late charges, and collection costs are recoverable as account
and contract obligations independent of the amount recoverable by lien.

7. Returns. All sales are final. Returns require Seller’s prior written authorization and may be
subject to a restocking fee. Special-order and custom-fabricated goods (including trusses and other
made-to-order items) are not returnable. Returned checks and returned electronic payments are
subject to a service charge of $25.00 for the first returned item and $35.00 for each subsequent
returned item, as permitted by California Civil Code section 1719, plus any other amount allowed
by law.

8. Limited Warranty; Disclaimer. Seller warrants only that goods will conform to the
description on the invoice or, for fabricated goods, to the approved shop drawings and applicable
industry design standards. EXCEPT FOR THE EXPRESS WARRANTY ABOVE, SELLER
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE
IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE. Goods manufactured by others carry only the manufacturer’s
warranty, which Seller assigns or passes through to Buyer to the extent assignable; Seller makes
no warranty of its own as to those goods, and Seller’s express warranty above extends only to
conformity with the invoice description or, for fabricated goods, the approved shop drawings.
Where a separate signed contract for a specific project exists, its warranty terms control for that
project.

Natural Characteristics of Wood Products. Buyer acknowledges that lumber, plywood, timbers,
trusses, and other wood products may be delivered green, unseasoned, or with elevated moisture
content, and may shrink, check, split, twist, bow, cup, crook, warp, discolor, or develop surface
mold, mildew, or fungal staining as moisture conditions change. These are natural characteristics
of wood and are not defects unless the goods fail to conform to the description, grade, species, or
moisture designation applicable to the product sold. Buyer is responsible for scheduling delivery
for a time when the goods can be properly received, and for the storage, covering, ventilation,
drying, and protection of the goods after delivery. Seller is not liable for any condition arising from
Buyer’s storage or handling of the goods or from job-site conditions, or for mold, mildew, or fungal
growth, however arising.

Mold, Mildew, and Moisture (All Products). Buyer acknowledges that mold, mildew, fungal
growth, and related staining or odor can develop on virtually any building material (including
gypsum boards, insulation, paper and cellulose facings, wood and engineered wood, sheathing,

siding, roofing, flooring, and finished goods) when the material is exposed to moisture, humidity,
water intrusion, condensation, or inadequate ventilation. Such conditions typically arise after
delivery from storage, handling, installation, weather, or job-site conditions that are outside
Seller’s control. Seller does not warrant that any product is mold, mildew, or moisture-resistant,
proof, and any product marketed as mold- or moisture-resistant is warranted only by its
manufacturer and only to the extent, and subject to the conditions, stated in the manufacturer’s
written warranty. Buyer is responsible for keeping all goods dry and for their proper storage,
covering, ventilation, and protection before and after installation. To the fullest extent permitted
by law, Seller disclaims all liability for mold, mildew, or fungal growth on any product, however
arising, and for any resulting property damage, loss of use, remediation cost, personal injury, or
other loss; any such claim is subject to the warranty disclaimer in Section 8 and the limitation of
liability in Section 10.

9. Notice of Errors or Defects. Buyer must inspect the goods on delivery and give Seller written
notice of any shortage, shipping error, or visible defect or damage within five (5) calendar days
after delivery, and of any latent defect promptly after it reasonably should have been discovered.
Failure to give timely notice, or use or installation of the goods, constitutes acceptance to the extent
permitted by law. This Section does not shorten any non-waivable statutory notice or limitations
period.

10. Limitation of Liability. Seller’s total liability arising out of or relating to any goods or these
Terms will not exceed the price Buyer paid for the goods giving rise to the claim, and at Seller’s
option may be satisfied by repair, replacement, or credit. SELLER IS NOT LIABLE FOR ANY
INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING
LOST PROFITS, DELAY, OR LABOR COSTS, even if advised of the possibility. These
limitations do not apply to liability that cannot be limited under applicable law.

11. Indemnity. Buyer assumes all responsibility for the storage, handling, bracing, and
installation of the goods after delivery and, to the fullest extent permitted by law, will indemnify,
defend, and hold Seller harmless from claims for injury or damage arising out of Buyer’s storage,
handling, installation, or use of the goods, except to the extent caused by Seller’s own negligence
or willful misconduct.

12. Collection Costs and Attorneys’ Fees. If Seller refers any past-due amount to an attorney or
collection agency, Buyer will pay all costs of collection, including reasonable attorneys’ fees and
collection-agency fees, to the extent permitted by law. In any action to enforce a sale or these
Terms, the prevailing party is entitled to recover reasonable attorneys’ fees and costs.

13. Governing Law; Venue; Dispute Resolution. These Terms are governed by California law.
The parties consent to venue in the state courts located in the county of Seller’s principal place of
business, and each waives any objection to that venue. In the event Seller is required to foreclose
on a mechanic’s lien, venue may be in the county of the location of the work of improvement.

14. Change of Ownership. Buyer will notify Seller in writing at least thirty (30) days before any
change in Buyer’s ownership or the sale of its business, with a credit application for the successor.
If Buyer fails to do so, Buyer remains liable for all purchases made in its name, and Seller may
demand payment of all outstanding amounts and suspend further deliveries pending approval of
the successor’s credit.

15. Severability; Waiver; Assignment. These Terms, together with Seller’s credit application,
guaranty, and each invoice, are the entire agreement between the parties as to their subject matter
and supersede prior negotiations. If any provision is held unenforceable, the remainder stays in
effect and the provision is enforced to the maximum extent permitted. Seller’s failure to enforce
any provision is not a waiver. Buyer may not assign its account without Seller’s written consent.

16. Force Majeure. Seller is not liable for any delay, shortage, or failure to perform caused by
events beyond its reasonable control, including supplier or manufacturer shortages or allocation,
mill or production interruptions, transportation or fuel disruptions, labor disputes or shortages, fire,
flood, earthquake, severe weather, epidemic, acts of God, war, terrorism, civil unrest, government
action, tariffs or embargoes, utility or communications outages, and cyber incidents. During any
such event Seller may allocate available goods among its customers in any manner it considers
reasonable, and may reschedule or cancel affected orders without liability. Buyer’s obligation to
pay for goods already delivered is not excused or suspended by any such event.