US LBM HOLDINGS, LLC

WEBSITE TERMS OF USE

Last updated and effective as of May 23, 2017

BACKGROUND

Welcome to the US LBM family of websites (collectively, the “Websites”)! You have landed at this page because you visited one of our Websites and clicked the “Terms of Use” link. The Websites are owned, directly or indirectly, by US LBM Holdings, LLC. (“US LBM,” “Company,” “we,” or “us”).

The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these "Terms of Use"), govern your access to and use of the Websites, including any content, functionality and services offered on or through the Websites, whether as a guest or a registered user. You can view a list of all Websites to which this Terms of Use applies, here.

ACCEPTANCE OF THESE TERMS OF USE

Please read these Terms of Use carefully before you start to use the Website. BY USING THE WEBSITES,

YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS OF USE AND THE PRIVACY NOTICE (AVAILABLE HERE), INCORPORATED HEREIN BY REFERENCE, INCLUDING THE MANDATORY ARBITRATION PROVISION IN SECTION 15.If you do not want to agree to these Terms of Use or the Privacy Notice, you must not access or use the Websites.

The Websites are offered and available to users who are 18 years of age or older (or 13 years of age or older and with consent of a parent or guardian to these Terms of Use and the Privacy Notice). By using the Websites, you represent and warrant that you are of legal age to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Websites.

1.CHANGES TO THESE TERMS OF USE

We may change or revise and update these Terms of Use from time to time in our sole discretion, and modifications are effective upon being posted at this URL. All changes are effective immediately when we post them, and apply to all access to and use of the Websites thereafter. However, any changes to the dispute resolution provisions set forth in Governing Law and Jurisdiction will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on the Websites. Your continued use of any of the Websites after we make changes is deemed to be acceptance of those changes, so please check these Terms of Use periodically for updates.

2.APPLICATION OF THESE TERMS OF USE

These Terms of Use apply to your use of any of the Websites, including in e-mail, text and other electronic messages between you and any of the Websites (including when you submit forms or documents through the Websites). These Terms of Use do not apply to your use of any other website operated by any third party.

These Terms of Use apply to all of the US LBM family of websites. See below for a list of the Websites.

uslbm.com

lampertlumber.com

scottslumber.com

coastalroofingsupply.com

poulinlumber.com

keenelumber.com

cust.uslbm.com

 

 

desertcompanieslv.com

buildingsupplyassociation.com

ridoutlumber.com

directcabinetsales.com

darbydoors.com

store.ridoutlumber.com

ehbuilders.com

loumac.com

rbsc.net

feldmanlumber.com

brittonhomecenter.com

raymonddesignstudio.com

gbsbuilding.com

truss-pros.com

designstudiobyraymond.com

hinessupply.com

americanlumberonline.com

thefastenerpros.com/index.php

jhmson.com

bcfast.com/index.html

bolandmaloney.com

joneslumber.us

csibuilding.com

bsabuildingsupply.com

ki-lumber.com

seifer.com

sites.google.com/a/trantows.com/www/

 

 

home

lbrspec.com

beartruss.net

 

lymanlumber.com

richardsongypsum.com

 

musselmanlumber.com

 

 

parkersbuildingsupply.com

americanmasonsct.com

 

rosenmaterials.com

hhlumber.com

 

standardcompanies.com

elevationsbyabc.com

 

universalsupply.com

elevationsbymyers.com

 

wallboardsupplyco.com

elevationsbyshellys.com

 

bellevuebuilders.com

elevationsbyki.com

 

shellyssupply.com

elevationsbybellevue.com

 

wibuildingsupply.com

elevationsbygbs.com

 

Additionally, these Terms of Use apply to any other internet properties, including social media sites, owned or controlled by US LBM, and other URLs that redirect to uslbm.com or one of the other sites listed above. If you have been directed to these Terms of Use by clicking a link on a website, you should assume these Terms of Use apply to such website.

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3.ACCESSING THE WEBSITES AND ACCOUNT SECURITY

We reserve the right to withdraw or amend the Websites, and any service or material we provide on the Websites, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Websites is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Websites, or an entire website from the US LBM family of websites, to users, including registered users.

You are responsible for:

Making all arrangements necessary for you to have access to the Websites.

Ensuring that all persons who access the Websites through your internet connection are aware of these Terms of Use and Privacy Policy and comply with them.

To access the Websites or some of the resources they offer, you may be asked to provide certain registration details or other information. It is a condition of your use of the Websites that all the information you provide on the Website is correct, current and complete. You agree that all information you provide to register with the Websites or otherwise, including but not limited to through the use of any interactive features on the Websites, is governed by our Privacy Notice, and you consent to all actions we take with respect to your information consistent with our Privacy Notice.

If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Websites or portions of them using your user name, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password or other identifier, whether chosen by you or by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.

USERS OUTSIDE THE UNITED STATES

These Terms of Use and the Privacy Notice are governed by United States law (see Section 14 GOVERNING LAW AND JURSIDICTION for Website-specific information), and we make no representation that the Websites are appropriate or available for use in locations outside of the United States.

4.INTELLECTUAL PROPERTY RIGHTS

The Websites and their entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by the Company, its licensors or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

These Terms of Use permit you to use the Websites for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any of the material on the Websites, except as follows below:

Your computer or web browser may temporarily store or cache copies of such materials in RAM incidental to your accessing and viewing those materials.

You may print or download one copy of a reasonable number of pages of the Website for your own personal use and in no event may you otherwise reproduce, publish or distribute the contents of the Website.

If we provide desktop, mobile or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.

If we provide social media features with certain content, you may take such actions as are enabled by such features.

You must not:

Modify copies of any materials from the Websites (including deleting any copyright, trademark or proprietary rights notices) or use any content thereof separately from the accompanying text.

US LBM Holdings, LLC and all names, logos, product and service names, designs and slogans related to US LBM Holdings, LLC or its subsidiaries or affiliates are trademarks of the Company, its subsidiaries or its or their affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs and slogans on the Websites are the trademarks of their respective owners.

If you wish to make any use of material on the Websites other than that set out in this section, please address your request to: assist@uslbm.com.

If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Websites in breach of these Terms of Use, in addition to any other remedies we have (all of which are expressly reserved),your right to use the Websites will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Websites or any content on the Websites is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Websites not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

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5.PROHIBITED USES

You may use the Websites only for lawful purposes and in accordance with these Terms of Use. See below for specifically prohibited uses of the Websites.

You agree not to use the Websites:

In any way that violates any applicable federal, state, local or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries).

For the purpose of exploiting, harming or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information or otherwise.

To send, knowingly receive, upload, download, use or re-use any material which does not comply with the Content Standards here in Section 6 of these Terms of Use.

To transmit, or procure the sending of, any advertising or promotional material without our prior written consent, including any "junk mail", "chain letter" or "spam" or any other similar solicitation.

To impersonate or attempt to impersonate the Company, a Company employee, another user or any other person or entity (including, without limitation, by using e-mail addresses or screen names associated with any of the foregoing) or to provide misleading or false information to the Company.

To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Websites, or which, as determined by us, may harm the Company or users of the Websites or expose them to liability.

Additionally, you agree not to:

Use the Websites in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Websites, including their ability to engage in real time activities through the Websites.

Use any robot, spider or other automatic device, process or means to access the Websites for any purpose, including monitoring or copying any of the material on the Websites.

Use any manual process to monitor or copy any of the material on the Websites or for any other unauthorized purpose other than as permitted by these Terms of Use.

Use any device, software or routine that interferes with the proper working of the Websites.

Introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful.

Attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Websites, the server on which the Websites are stored, or any server, computer or database connected to the Websites.

Attack the Websites via a denial-of-service attack or a distributed denial-of-service attack.

Otherwise attempt to interfere with the proper working of the Websites.

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6.USER CONTRIBUTIONS AND SUBMISSIONS

The Websites may provide you with the ability to interact with other users and post or submit content published directly to a website (e.g., user forums, reviews and other interactive features (collectively, "Interactive Services") that allow users to post, submit, publish, display or transmit to other users or other persons (hereinafter, "post") content or materials (collectively, "User Contributions and Submissions") on or through the Websites.

Any User Contribution and Submission you post to the site will be considered non-confidential and non- proprietary. By providing any User Contribution and Submission on the Websites, you grant us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns the unlimited, perpetual, assignable, sublicensable, royalty-free, fully-paid-up right to make, have made, use, reproduce, modify, perform, display, distribute disclose to third parties or otherwise use any such material for any purpose.

You represent and warrant that:

You own or control all rights in and to the User Contributions and Submissions and have the right to grant the license granted above to us and our affiliates and service providers, and each of their and our respective licensees, successors and assigns.

All of your User Contributions and Submissions do and will comply with these Terms of Use.

You understand and acknowledge that you are responsible for any User Contributions and Submissions you submit or contribute, and you, not the Company, have fully responsibility for such content, including its legality, reliability, accuracy and appropriateness.

We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions and Submissions posted by you or any other user of the Websites.

All User Contributions and Submissions must comply with the Content Standards set out below.

CONTENT STANDARDS

These content standards apply to any and all User Contributions and Submissions and use of Interactive Services. User Contributions and Submissions must in their entirety comply with all applicable federal, state, local and international laws and regulations. Without limiting the foregoing, User Contributions and Submissions must not:

Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.

Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.

Infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person.

Violate the legal rights (including the rights of publicity, privacy and confidentiality) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Notice.

Be likely to deceive any person.

Promote any illegal activity, or advocate, promote or assist any unlawful act.

Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.

Impersonate any person, or misrepresent your identity or affiliation with any person or organization.

Involve commercial activities or sales, such as contests, sweepstakes and other sales promotions, barter or advertising.

Give the impression that they emanate from or are endorsed by us or any other person or entity, if this is not the case.

CLAIMS OF COPYRIGHT INFRINGEMENT - DMCA

We respect the intellectual property rights of others, and we ask those using our websites to do the same. Anyone who believes that their work has been reproduced on the Websites in a way that constitutes copyright infringement may notify US LBM’s copyright agent in accordance with Title 17, United States Code, Section 512(c)(2), by providing the following information:

Identification of the copyrighted work that you claim has been infringed;

Identification of the material that you claim is infringing and needs to be removed, including a description of where it is located on the Services so that the copyright agent can locate it;

Your address, telephone number, and, if available, e-mail address, so that the copyright agent may contact you about your complaint; and

A signed statement that the above information is accurate; that you have a good faith belief that the identified use of the material is not authorized by the copyright owner, its agent, or the law; and, under penalty of perjury, that you are the copyright owner or are authorized to act on the copyright owner's behalf in this situation.

Notices of copyright infringement claims should be sent as follows:

Legal Department

US LBM Holdings, LLC

1000 Corporate Grove Drive

Buffalo Grove, IL 60089

dmca@uslbm.com

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7.MONITORING AND ENFORCEMENT; TERMINATION We have the right to:

Remove or refuse to post any User Contributions and Submissions for any or no reason in our sole discretion.

Take any action with respect to any User Contribution and Submissions that we deem necessary or appropriate in our sole discretion, including if we believe that such User Contribution and Submission violates these Terms of Use, including the Content Standards, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Websites or the public or could create liability for the Company.

Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Websites.

Terminate or suspend your access to all or part of the Websites for any or no reason, including without limitation, any violation of these Terms of Use.

Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Websites. YOU WAIVE AND HOLD HARMLESS THE COMPANY AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY THE ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.

However, we may not undertake to review all material before it is posted on the Websites, and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.

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8.INFORMATION ON THE WEBSITES

The information presented on or through the Websites is made available solely for general information purposes. We do not warrant the accuracy, completeness or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Websites, or by anyone who may be informed of any of its contents.

The Websites may include content and/or services provided by third parties, including materials provided by other users, bloggers and third-party licensors, syndicators, aggregators and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

CHANGES TO THE WEBSITES

We may update the content on the Websites from time to time, but their content is not necessarily complete or up-to-date. Any of the material on the Websites may be out of date at any given time, and we are under no obligation to update such material.

INFORMATION ABOUT YOU AND YOUR VISITS TO THE WEBSITES

All information we collect on the Websites is subject to our Privacy Notice. By using the Websites, you consent to all actions taken by us with respect to your information in compliance with the Privacy Notice.

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9.VERIFICATION CHECKS, ONLINE PURCHASES AND OTHER TERMS AND CONDITIONS

With respect to Websites that provide you with the opportunity to apply for employment or credit, or the ability to purchase goods and services, we may utilize third-parties to check and verify your background or credit as is customary in such industry. For more information, see Section 5 of the Privacy Notice. All sales or other transactions conducted via the Websites are governed by these Terms of Use, but may also be subject to additional terms and conditions, which are hereby incorporated into these Terms of Use. Additional terms and conditions may also apply to specific portions, services or features of the Websites. All such additional terms and conditions are hereby incorporated by this reference into these Terms of Use. To the extent there is any conflict between these Terms of Use and such additional terms and conditions, such additional terms and conditions shall prevail.

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10.LINKING TO AND FROM THE WEBSITES, SOCIAL MEDIA FEATURES AND MOBILE APPLICATIONS

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part without our express written consent.

Our Websites may engage with guests on multiple social media platforms (e.g., Facebook, Twitter, YouTube, LinkedIn, and Pinterest). See below to learn more about what the Websites may provide certain social media features to enable you to do.

The Websites may provide certain social media features that enable you to:

Link from your own or certain third-party websites to certain content on the Website.

Send e-mails or other communications with certain content, or links to certain content, on the Websites.

Cause limited portions of content on the Websites to be displayed or appear to be displayed on your own or certain third-party websites.

You may use these features solely as they are provided by us, and solely with respect to the content they are displayed with and otherwise in accordance with any additional terms and conditions we provide with respect to such features. Subject to the foregoing, you must not:

Establish a link from any website that is not owned by you.

Cause the Websites or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site.

Link to any part of the Websites other than the homepage.

Otherwise take any action with respect to the materials on the Websites that is inconsistent with any other provision of these Terms of Use.

We may disable all or any social media features and any links at any time without notice in our discretion.

The website from which you are linking, or on which you make certain content accessible, must comply in all respects with the Content Standards set out in these Terms of Use.

You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.

THIRD PARTY LINKS FROM THE WEBSITES

If the Websites contains links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to the Websites, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

MOBILE APPLICATIONS

We may provide you, whether on our Websites or otherwise, the option of downloading and using a mobile application (“Mobile App”) to facilitate your interaction with the services available via our Websites and streamline your experience. When you use a Mobile App, please know that these Terms of Use may be supplemented or replaced by additional terms of use and presented to you when you download, install, or access such Mobile App. We urge you to consult the terms of use specific to the Mobile App you wish to use, as well as any additional terms of use that are presented to you. Click here for more information found in Section 9 of our Privacy Notice.

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11.DISCLAIMER OF WARRANTIES

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Websites will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.

YOUR USE OF THE WEBSITES, THEIR CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES IS AT YOUR OWN RISK. THE WEBSITES, THEIR CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITES. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITES, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. NEITHER THE COMPANY NOR ANYONE ASSOCATIED WITH THE COMPANY MAKES ANY REPRESENTATION OR WARRANTY REGARDING ANY THIRD PARTY SERVICES UTILIZED BY THE WEBSITES INCLUDING BUT NOT LIMITED TO CLEARCOMPANY.

THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES SOLELY TO THE EXTENT SUCH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

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12.LIMITATION ON LIABILITY

IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITES OR SUCH OTHER WEBSITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY SOLELY TO THE EXTENT SUCH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

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13.INDEMNIFICATION

You agree to defend, indemnify and hold harmless the Company, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Websites, including, but not limited to, your User Contributions and Submissions, any use of the Websites’ content, services and products other than as expressly authorized in these Terms of Use or your use of any information obtained from the Websites.

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14.GOVERNING LAW AND JURISDICTION

By using the Websites, you signify your agreement to these Terms of Use. The Websites are controlled, operated and administered entirely within the United States. All matters relating to the Websites and these Terms of Use and any dispute or claim arising therefrom or related thereto (in each case, including non- contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State where the applicable Website’s operating company is headquartered without giving effect to any choice or conflict of law provision or rule, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Use in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts

15.ARBITRATION

AT COMPANY'S SOLE DISCRETION, IT MAY REQUIRE YOU TO SUBMIT ANY DISPUTES ARISING FROM THE USE OF THESE TERMS OF USE OR THE WEBSITES, INCLUDING DISPUTES ARISING FROM OR CONCERNING THEIR INTERPRETATION, VIOLATION, INVALIDITY, NON- PERFORMANCE, OR TERMINATION, TO FINAL AND BINDING ARBITRATION UNDER THE RULES OF ARBITRATION OF THE AMERICAN ARBITRATION ASSOCIATION APPLYING EACH APPLICABLE WEBSITE’S RESPECTIVE GOVERNING LAW (AVAILABLE HERE).

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

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16.WAIVER AND SEVERABILITY

No waiver of by the Company of any term or condition set forth in these Terms of Use shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

If any provision of these Terms of Use is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of these Terms of Use will continue in full force and effect.

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17.ENTIRE AGREEMENT

These Terms of Use and the Privacy Notice constitute the sole and entire agreement between you and US LBM with respect to the Websites and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Websites. In the event that any provision of these Terms of Use shall be determined to be illegal or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect. These Terms of Use and the Privacy Notice may be freely assigned by US LBM.

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18.COMMENTS AND CONCERNS

We welcome your questions, comments and all feedback pertaining to these Terms of Use or any other issue with regard to the Websites.

All notices of copyright infringement claims should be sent to the copyright agent as designated here in Section 6 of these Terms of Use.

All other feedback, comments, requests for technical support and other communications relating to the Websites should be directed to: assist@uslbm.com or by contacting us in writing at the address provided below:

Address:

Attn: Legal Department

US LBM Holdings, LLC

1000 Corporate Grove Drive

Buffalo Grove, IL 60089

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