Howard Lumber & Hardware, Inc., Mulherin Lumber Company, LLC and their affiliates (“Interchangeably referred to as Seller”) will extend 30 day open account credit terms NET 10th to customers (“Buyer”) who qualify with a good credit and payment history and sufficient financial net worth. Credit applications must be completed and approved prior to authorizing credit. Seller reserves the right to request a current Financial Statement or proof of collateral when opening a new account or at any time Seller considers it necessary. Seller also reserves the right to approve or deny credit.

In consideration of credit being extended by Seller, the undersigned expressly acknowledge (1) that it will be paying a Time Price as defined below, (2) that the information contained in this credit application being relied upon by Seller for the extension of credit, (3) that the information stated above by the undersigned is true and correct, (4) that the undersigned agree to make payment by the 10 th of the month following the date of purchase.

The initial maximum credit limit provided by Seller totals the amount as stated in this agreement. Seller may make adjustments to Buyer’s maximum credit limit at any time and at Seller’s sole discretion. Said adjustments will become effective immediately. If charges issued exceed Buyer’s maximum credit limit in effect, Seller may demand that the difference be immediately paid to Seller. Buyer shall remain responsible for the total charges issued notwithstanding the fact that Buyer may have exceeded its credit limit.

If Buyer wishes to authorize others to charge to Buyer’s account, it must be stated on the credit application or authorized by Buyer per telephone conversation with the credit manager. To withdraw an authorization the same must be done. (If authorized by telephone, the time, date, and person with whom the authorization was discussed will be so noted in your credit file.)

If Seller elects to extend Buyer credit, all invoices are due and payable on or before the 10th of the month of purchase. A late payment of 1-1/2% interest (18% annually) will be added to all past due amounts or balance over 30 days old. In case Buyer becomes, or is, insolvent, bankrupt or any proceeding materially affecting his business or property is instituted against Buyer, or Buyer fails to pay Seller's invoices when due, Seller shall, at its option, be free to curtail or discontinue its sales or deliveries for so long as such conditions shall continue. In addition, Buyer shall be responsible and obligated to pay all court costs, reasonable attorney's fees (as defined in the Past Due Accounts provision of this agreement contained hereinbelow), and other expenses incurred by Seller in collection and liquidation of Buyer's past due charges.

If Buyer’s account becomes past due, Buyer will not be allowed to make additional charges until the account is paid. If circumstances should arise that prevent Buyer from paying the account off by the date due, Seller’s credit manager must be notified. Arrangements will then be made for payment of the account. The account will be subject to a late payment of 1½ % per month (18% annually), which will be added to all past due amounts or balances over 30 days old. Should it become necessary for Seller to employ an attorney to enforce any of the conditions or covenants hereof, including the collection of payment, Buyer agrees to pay all expenses so incurred, including reasonable attorneys' fee pursuant to O.C.G.A. § 13-1-11 in an amount equal to 15% of all amounts owed pursuant to this agreement.

Buyer acknowledges, consents, and agrees that any proceedings to enforce this agreement or related rights shall be brought in the State Court or Superior Court of Bulloch County, Georgia, unless the proceeding involves a matter of exclusive federal jurisdiction in which case such proceeding shall be brought in the United States District Court for the Southern District of Georgia, Statesboro Division. Buyer consents to personal jurisdiction, proper venue, and forum of such courts. Buyer further agrees to and does hereby irrevocably waive the defense of inconvenient forum. Any controversy, dispute, claim, or complaint of whatever nature arising out of, in connection with, or in relation to the interpretation, performance, or breach of this agreement, including any claim based in contract, tort, or statute, shall be brought in the State Court or Superior Court of Bulloch County, Georgia or, for matters of exclusive federal jurisdiction, in the United States District Court for the Southern District of Georgia, Statesboro Division. Any action to enforce this agreement shall be governed by the laws of the State of Georgia.

Preliminary Liens, Notices to Contractors and/or Material man’s Liens may be filed on construction jobs to protect Seller’s interest. All Buyer jobs must be indicated on each ticket with a full name, address, or lot number of the property being improved or a purchase order number, if required by your company. This will help Buyer and Seller keep a correct record of Buyer’s purchases by jobs. If requested, Buyer is obligated to furnish Seller with all necessary information to perfect a preliminary or Mechanic’s Lien.

Buyer, as an inducement to Seller to sell and deliver the items agreed upon, hereby expressly represents to Seller that Buyer has not done and will not do, either directly or indirectly, anything whatsoever which has, or will have, the effect of releasing, waiving, or surrendering, the Mechanic’s Lien Rights of Seller to the property improved. No Waivers of Lien for materials shall be required of Seller until the same shall have been paid in full. Upon demand of Seller, Buyer shall be obligated to immediately furnish Seller with all information necessary for Seller to perfect the Mechanic’s Liens. Buyer agrees to pay for all court costs, recording fees, reasonable attorney's fees (as defined in the Past Due Accounts provision of this agreement contained hereinabove), and other expenses incurred by Seller in securing Seller’s Mechanic’s Liens in the event of default by the Buyer to pay according to the terms of this agreement.

If the merchandise is returned in good, salable condition, including packaging, and if a receipt is provided, full credit will be allowed. If the merchandise is returned in good, salable condition with no receipt, then the Buyer’s account history is reviewed for date of purchase, quantity purchased, and price. Store charge customers will receive credit to their account. No credit will be given for any Special Order or Custom Merchandise. This includes all items not normally stocked by Seller. Merchandise that is picked up by Seller’s trucks and/or employees from a job site will be assessed a 15% restocking fee. Building material that is returned to the yard by Buyer will be charged a 10% restocking fee. Merchandise that is damaged or returned unsalable will not be accepted for return, excluding manufacturer’s defects. Should a vendor of Seller accept a return on a special order, any restocking fee assessed by our Vendors will be passed along to Buyer.

Our goal is to satisfy you, the customer. If you have a problem with any products or billing errors, please contact the manager or a Seller representative.

Title to the material shall pass from Seller to Buyer upon delivery thereof to Buyer or its agent and thereafter shall be Buyer’s risk. Claims for shortages, breakages, or for any nonconformance with the terms and conditions of the order shall be noted on Seller’s delivery receipt by Buyer at the time of delivery; otherwise, Seller shall not be responsible for any such claims. If the delivery is by common carrier, delivery by Seller to the carrier at point of origin shall constitute delivery to Buyer and thereafter the shipment shall be at Buyer’s risk, and claims for loss or damage must be filed by Buyer against the carrier. Title to goods loaded onto Buyer’s conveyance at Seller’s warehouse passes to Buyer at the Seller’s loading dock. If, upon delivery at job site, there is not present at the job site an employee of Buyer authorized to accept delivery and sign a delivery document evidencing delivery of material as listed on the delivery slip or invoice document, then Seller reserves the right to deposit material at the delivery area previously designated by Buyer without obtaining a signed receipt therefore, and Buyer agrees to liability of payment of this invoice as if it were signed by an authorized employee of Buyer, unless Buyer has previously instructed Seller not to deposit material at the designated delivery area without obtaining a signed delivery receipt from an authorized employee of Buyer.

Buyer authorizes purchases and deliveries to be made without signature. Buyer shall have an agent supply him with a receipt for all materials. In case of agent’s absence, Seller, may, at its option, deliver the same, and the driver’s signature and statement in writing as to articles so delivered shall be conclusive evidence of delivery of said articles. All materials when delivered and receipted for shall become the sole responsibility of Buyer thereafter and all risks of loss shall be transferred to Buyer. Seller shall not be liable and shall have no responsibility in connection with goods or materials placed in or upon Buyer's vehicle, even if Seller loads or helps load materials upon Buyer’s vehicle. Buyer hereby waives any and all claims, demands, or rights in connection with losses or liabilities that may arise out of loading or unloading materials in or upon Buyer’s vehicles.

While Seller will make every effort to insure that the transfer of title and acceptance of goods is maintained in accordance with the Delivery and Acceptance of Title of Goods policy above, Seller reserves the right to not accept responsibility for any materials bought (either in full, partial payment and/or on account) that have not been picked up from Seller’s warehouse or delivered to Buyer more than 60 days after the date of the first sale or transaction.

Buyer shall pay to Seller the amount of any and all taxes, excises, or other charges which Seller may be required to pay or to collect for any government, national, state, or local, or upon or measured by the production, sales, transportation, delivery, or use of the merchandise sold hereunder.

Delay in delivery or non-delivery in whole and/or part by Seller shall not be a breach of the sale if performance is made impractical by the occurrence of any one or more of the following contingencies, the non-occurrence of which is basic assumption on which the agreement is made: (a) Fires, Floods, or other casualties: (b) Wars, Riots, Civil Commotion, Embargoes, governmental regulations or martial law, (c) Seller’s inability to obtain necessary materials (finished or otherwise) from its usual sources of supply; (d) Shortage of cars or trucks or delays in transit; (e) Existing or future strikes or other labor troubles affecting production or shipment, weather involving employees of Seller or employees of others, and regardless of responsibility or fault on the part of the employer, and (f) other contingencies of manufacture or shipments, whether or not of a class or kind mentioned herein and not reasonably with Seller’s control.

An estimate is designed solely to provide Buyer with a rough estimate of the amount of material used in the given project. The material estimate will be based upon calculations or data provided by Buyer and such estimate assumes, among other things, normal and typical building and construction techniques. The actual amount of material used may vary from the material estimate due to a number of factors. Consequently, no representation or warranty has been made that the actual amount of material used will not vary from any estimate.

In consideration of the extension of credit granted by Seller, the undersigned does hereby unconditionally guarantee payment of whatever amount shall at any time be owing to an account of goods and materials hereafter delivered, furnished, or supplied, whether said indebtedness in the form of note, bills, or open account. This shall be an open and continuing guaranty and shall continue in force notwithstanding any changes in the form of such indebtedness or renewals or extensions granted by the Buyer, without obtaining any consent thereto, and until expressly revoked by written notice from me to you and such revocation shall not in any manner affect my liability as to any indebtedness contracted for prior thereto. The undersigned Guarantor(s) further agrees to pay all expenses including court costs, reasonable attorney's fees (as defined in the Past Due Accounts provision of this agreement contained hereinabove) paid or incurred by Seller in collection of any or all amounts owed Seller by Buyer or in enforcing this guaranty agreement. This guaranty shall be a continuing, absolute and unconditional guaranty and shall by enforceable by Seller. All diligence in collection or protection and all presentment, demand, protest and/or notice as to anyone or everyone, of dishonor and default and of nonpayment and the creation and existence of any and all guaranteed debts and of any and all extensions of credit and indulgence hereunder, are expressly waived. The liability of the undersigned Guarantor(s) shall be joint and several. Payment from the Guarantor(s) of monies due and owing as a result of this guaranty agreement shall be due upon demand of Seller.

Furthermore, by signing below, I agree to pay my account balance in full upon receipt of the monthly statement. Any unpaid balance at the end of the month will be considered overdue and I agree to pay 1 1/2% per month late fee on the unpaid balance. This agreement does not create a line of credit. By signing below, I/we acknowledge and agree that all information provided in or in connection with this credit application and agreement is true and correct as of the date submitted; that I am responsible for any loss or damage incurred by Seller due to reliance upon any misrepresentation or inaccuracy I have made; that Seller is authorized to verify and reverify any information contained in this agreement either directly by contacting a named reference or source, or by using a third party such as a credit reporting agency; that Seller may request my credit report (including any individual owner or officer of Buyer or guarantor); and at my request Seller will inform me whether a credit report was ordered and if so, the name and address of the consumer reporting agency that furnished the report. Without prior notice Seller may order subsequent credit reports or contact any source or reference to update, renew, or extend terms of Buyer’s credit with Seller. (The undersigned hereby knowingly consents to the use of such credit report consistent with the Federal Fair Credit Reporting Act as contained in 15 U.S.C. § 1861 et seq.)