LEGAL TERMS

1a Price: Customer agrees to pay CertainTeed for its services and materials the price(s) set forth in CertainTeed’s accepted order confirmation. In addition to the Deposit (as defined in Section 2.c), CertainTeed agrees to bill Customer upon completion of contracted work or the termination of this Quote or accepted order.

1b. The price provided for in the accepted order confirmation shall apply to all work of CertainTeed in connection with the Project. CertainTeed shall not be entitled to charge for extra work or material or price increases, nor shall Customer be entitled to receive extra work or material or price reductions, unless agreed to in writing and signed and dated by the parties hereto. Notwithstanding the foregoing, CertainTeed shall be entitled to adjust the price to account for added costs which CertainTeed reasonably incurs in carrying out a Project due to (i) Customer’s order to suspend work or (ii) Customer’s (or its subcontractor’s) delay, and which CertainTeed would not have incurred absent the order or delay. In addition, CertainTeed shall have the exclusive right to adjust the price of or cancel any order due to delay caused by Customer (or its subcontractors) which extends beyond four (4) months. In the event of such repricing, Customer may elect to cancel the Project. When such delay results in a cancelation of the Project (either by CertainTeed or by Customer), CertainTeed shall be entitled to partial payment by Customer of work completed, including design, engineering, project management, material purchases, manufacturing, and/or on-site work.

2a. Quotes are based on the information (2d CAD drawings, 3d CAD drawings, etc.) provided by Customer to CertainTeed. Any errors or omissions in such information may affect the price and schedule as solely determined by CertainTeed.

2b. Quotes are subject to credit approval, and additional deposits and/or progressive billing may be required for credit purposes. To initiate the order and secure the design and engineering efforts for the Project, a non-refundable cash payment may be required.

2c. Upon issuing an order acknowledgment and receipt of a non-refundable payment (the “Deposit”) from Customer, CertainTeed shall schedule two design review meetings with Customer for the purpose of finalizing the design for the subsequent phase of the Project. Any additional design review meetings shall be subject to an increase in order value as well as immediate payment for completed design services. CertainTeed agrees to perform the work in a diligent manner. If the outcome of these design review meetings increases the size, scope, or specification of the Project in a way that will cause increase costs or schedule delays, CertainTeed will notify Customer and, if the changes remain, CertainTeed has the right to adjust the work schedule and value set forth in the order acknowledgement. In the event of such schedule change or repricing, Customer may elect to cancel the Project and CertainTeed shall be entitled to partial payment by Customer of design, engineering, and/or project management work completed. If a Project is not completed within the designated, mutually agreed-upon written work schedule and not caused by Customer (or its subcontractors) Customer may pursue any remedy provided under this Quote and applicable law.

2d. Any modifications requested by Customer after the designated design freeze date (as set forth by CertainTeed) and consented to by CertainTeed, which such consent may be granted or withheld in its

sole discretion, may result in additional charges or schedule extensions. CertainTeed shall notify Customer of such additional charges or schedule extensions and shall not implement such requested modifications without Customer’s consent.

2e. All sales are final upon CertainTeed’s written order confirmation and may not be canceled or reduced in scope without written approval of CertainTeed, in which such approval may be granted or withheld in its sole discretion. In the event of a CertainTeed-accepted order cancellation, Customer shall be responsible for paying CertainTeed for all work completed directly related to the order, including but not limited to, materials and labor, fees charged by third parties, as well as any cancellation fees.

3. Site Condition: Customer shall provide CertainTeed clear access to a safe and clean job site and any materials and work completed at the job site that are required for the execution of the scope of work in the Quote. Failure to do so will be considered a delay by the Customer and may cause a delay in CertainTeed’s performance, and CertainTeed shall be entitled to a commensurate extension of time to complete performance, as well as other rights set forth in this Quote.

4. Safety: CertainTeed agrees to work in a safe manner. All of CertainTeed’s safety procedures shall be in accordance with current OSHA guidelines related to CertainTeed’s specific trade. Customer shall ensure that the job site is safe and complies with all applicable laws and require all of the subcontractors on the job site to work in a safe manner, in accordance with all applicable laws. Customer will suspend all work that is unrelated to CertainTeed’s scope on the job site during the timeline of CertainTeed’s work on the jobsite.

5. Unknown Site Conditions: If there are concealed subsurface, soils, or other physical conditions at the Project site, whether natural or as-built, which differ materially from those indicated in the Quote or separate information the Customer provided to CertainTeed, CertainTeed shall be permitted to revise the price and job schedule to reasonably address such differing site conditions. If such conditions will increase the price by more than 15%, Customer has the right to cancel the Project but must pay CertainTeed for all work completed and Project-specific materials purchased prior to the cancellation.

6. Payment: Based upon the Customer’s accepted Quote and CertainTeed’s submitted invoices, the Customer shall pay CertainTeed in accordance with the timeline stated in the accepted order confirmation.

7. Default and Termination: If a party is in default of this Quote or applicable accepted order, the non-defaulting party shall notify the defaulting party in writing of such default and if the defaulting party fails within ten (10) working days after written notice to begin to cure any such default and continue to satisfactorily correct such default with diligence and promptness, then the non-defaulting party shall have the right to terminate this Quote or accepted order. If this Quote or accepted order is terminated for any reason, CertainTeed shall submit an invoice to Customer for the work performed prior to such termination, which Customer shall pay invoice within sixty (60) days of the invoice date. In the event this Quote or accepted order is terminated by Customer for CertainTeed’s uncured default, and Customer must procure labor and materials necessary for the completion of CertainTeed’s work, Customer shall present CertainTeed with documentation evidencing such expense. CertainTeed shall reimburse Customer for such documented expenses for such labor or materials. Such reimbursed amount shall not exceed the difference between the contracted price of the work (plus 5%) and the amount of money

that CertainTeed is owed for work performed under such order. In such event, CertainTeed does not warrant or guarantee the materials or labor provided by a third party or Customer.

8. Delays: In addition to any rights the parties have under this Quote, accepted orders delayed for any reason caused by Customer (or its subcontractors) or Force Majeure Event are subject to a daily storage charge, charged weekly, and at a minimum of $25 per day and a maximum of $350 per day per 150 square yard of required storage space.

9. Warranty: CertainTeed agrees that all labor, materials, and all other applicable work, shall comply with the Quote and with all applicable laws, regulations, rules, codes, and ordinances. Notwithstanding the above, CertainTeed is not liable for the non-compliance of designs or specifications provided by Customer. CertainTeed agrees to and does hereby guarantee and warrant that all labor and material furnished shall be good and workmanlike and agrees to and does hereby guarantee and warrant the work against all defects in labor and materials furnished hereunder appearing within the greater of: (a) one (1) year or (b) the time period prescribed by applicable law, from the date the work was completed. Notwithstanding the above, CertainTeed will also transfer to Customer all warranties provided by the manufacturers or vendors of all included materials. In the event of warranty claim, as Customer’s sole remedy, CertainTeed agrees to promptly make repairs or replacements (in CertainTeed’s discretion) of defective labor or material as necessary to conform to the Quote at the sole cost of CertainTeed.

10. Force Majeure: Except as otherwise set forth in this Section, no party shall be liable or responsible to the other party, nor be deemed to have defaulted under or breached this Quote or accepted order, for any failure or delay in fulfilling or performing any term of the Quote or accepted order (except for any obligations to make previously owed payments to the other party) when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) reasonable control, including, without limitation, the following force majeure events (“Force Majeure Event(s)”) that frustrates the purpose of this Quote: (a) acts of God; (b) flood, fire, earthquake or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order or law; (e) actions, embargoes or blockades in effect on or after the date of this Quote; (f) action by any governmental authority; (g) national or regional emergency; (h) strikes, labor stoppages or slowdowns or other industrial disturbances; (i) epidemic or pandemic; and (j) state of emergency. In the event a Force Majeure Event extends beyond four (4) months, either party may elect to terminate the Project without liability to the other party provided, however, CertainTeed shall be entitled to partial payment by Customer of work completed prior to such Force Majeure Event, including design, engineering, project management, material purchases, manufacturing, and/or on-site work.

11. Indemnification: Customer agrees to indemnify, defend and hold harmless CertainTeed, its directors, officers, employees and agents, from and against all claims, demands, causes of action, liabilities, damages, costs and expenses (including reasonable attorney's fees and costs of defense) relating in any manner to any claim, demand, lawsuit or the like in connection with Customer’s breach of this Quote or accepted order.

12. Limitation of Liability: Except for Customer’s indemnity obligations for third party claims, and except for actions or claims arising from intentional or willful misconduct, a party’s total liability under this Quote or accepted order shall not exceed the total value hereof or thereof.

13. Entire Agreement: This Quote (including, but not limited to the Commercial Terms and Legal Terms), an accepted order confirmation, any agreed upon modification to either and the applicable plans and specifications shall constitute the entire agreement of the parties and supersede and nullify any prior verbal or written agreement between the parties pertaining to the work to be performed by CertainTeed. This Quote is non-assignable by Customer.

14. Governing Law: This Quote and related accepted order confirmation shall be governed by and construed in accordance with the laws of the state or commonwealth where the project is located, without reference to its conflicts of laws.

MEDIA RIGHTS TERMS

1. Customer grants CertainTeed non-revocable permission to capture the image and likeness of a project (which may incidentally include images of individuals) in photographs, videotapes, motion pictures, recordings, or any other media (collectively "Images"). Customer acknowledges that CertainTeed will own such Images and further grants CertainTeed permission to copyright, display, publish, distribute, use, modify, print and reprint such Images in any manner whatsoever related to CertainTeed's business, including without limitation, publications, advertisements, brochures, web site images, or other electronic displays and transmissions thereof. Customer further waives any right to inspect or approve the use of the Image by CertainTeed prior to its use, and will indemnify, defend and releases and holds CertainTeed harmless from any and all liability arising out of the use of the Images in any manner or media whatsoever, and waives any and all claims and causes of action relating to use of the Images, including without limitation, claims for invasion of privacy rights or publicity. CertainTeed will not publish any demographic information about the Customer, Customer’s client, or address of the project without consent from the Customer.