TERMS AND CONDITIONS AGREEMENT

These Terms and Conditions Agreement (the “Agreement”) are entered into between Black Sheep Construction
LLC (“Contractor”) and the recipient of the attached Estimate (“Client”), collectively referred to as the
“Parties.” This Agreement applies to and governs all work performed by Contractor for Client in connection
with the attached Estimate. By accepting the Estimate, signing a contract, or allowing work to commence,
Client agrees to the following terms:

1. Scope of Work & Estimates
2. Contractor agrees to provide construction services as described in the attached Estimate (the
   “Project”).
3. The Estimate is an approximation of costs and is subject to change based on material pricing.
   Unforeseen conditions, or changes requested by the Client, or if changes are required by code or
   the building inspector.
4. Client agrees that additional work not specified in the Estimate shall be subject to a separate
   Change Order, which must be approved in writing and paid for in full before work begins.
5. Payment Terms
6. Deposit & Payment Schedule:
7. A deposit is required before work begins. Deposit will be determined on a job-by-job basis.
8. Client shall pay for materials when ordered by Contractor.
9. A payment schedule will be provided upon deposit payment.
10. No more than a 5% final holdback shall apply to a job or be due upon completion of work.
11. The client is responsible for any fees associated with online payment processing.
12. Late Payments & Work Stoppage:
13. Payments not received within 7 days of the invoice date may result in a work stoppage.
14. Payments overdue by 30 days shall accrue 8% annual interest (or the maximum legal rate).
15. Client shall pay all collection costs, legal fees, and related expenses incurred by Contractor.
16. Permits & Regulatory Compliance
17. The client is responsible for obtaining all necessary permits unless explicitly agreed otherwise in
    writing.
18. If Client fails to obtain required permits, Contractor shall not be liable for any resulting fines,
    delays, or project issues.
19. If work is stopped or delayed due to lack of permits, Client remains responsible for all costs
    incurred.
20. Warranties & Limitations of Liability
21. Limited One-Year Warranty:
22. Covers workmanship and or manufacturer-confirmed material defects for one year from the
    completion date, with workmanship issues determined or agreed upon solely by Black
    Sheep Construction LLC
23. Warranty is void if the work is modified, misused, or repaired by others.

Black Sheep Construction, LLC,
Phone: (919) 510-2657
350 Raleigh St, Holly Springs, NC 27540

3. Client must notify Contractor in writing within 10 days of discovering any defect.
4. The contractor must be given the first opportunity to repair any defect at no cost.
5. No Liability for Consequential Damages:
6. Contractor is not responsible for incidental, indirect, or consequential damages arising from
   construction work, defects, or delays.
7. Worksite Conditions & Responsibilities
8. Client shall provide access to the property and ensure all necessary utilities are available.
9. Client is responsible for ensuring that all pets are removed or securely caged for the duration of
   the project to maintain a safe work environment.
10. Contractor is not responsible for pre-existing conditions or unforeseen structural issues.
11. Any hazardous materials (e.g., asbestos, lead paint) discovered during work will be Client’s
    responsibility to remediate at their expense or will result in a change order.
12. No children under the age of 18 are to be left unsupervised at the jobsite, as the contractor is not
    responsible for and will not supervise any children.
13. The client is responsible for ensuring that the jobsite is empty and clear of any belongings prior to
    the contractor starting work unless otherwise agreed upon in writing. If the contractor is required
    to move any client belongings, a change order will be issued, and additional charges will apply.
14. The client shall at all times have access to the property and the right to inspect the work;
    However, if the client enters upon the jobsite during the course of construction, it is understood
    that they do so at their own risk, and client herby indemnify and hold contractor harmless from
    any and all claims for injury or damages to their person or property and to the person or property
    of any agent, employee, family member, guest or invitee of the client or of any other person
    accompanying client.
15. Client shall not interfere with work or progress of the jobsite.
16. Client will NOT communicate directly with the contractor’s workman/ crews, on-site
    employees or subcontractors regarding the means, method or manner in which they are to
    perform their work, nor to add or remove anything from the project scope. If client delays
    the progress of the work by speaking to the contractor’s workman/ crews, on-site
    employees or subcontractors, causing loss to the contractor, the client will reimburse the
    contractor for such loss.
17. If work is stopped by the Client or due to the Client’s actions, without just cause, the
    Contractor reserves the right to charge a work stoppage fee of $300 per day to cover costs
    associated with delays, rescheduling, and lost productivity.
18. “Just cause” is strictly limited to safety-related concerns. Any other reason for work
    stoppage shall only be deemed justified if mutually agreed upon in writing by both the
    Client and the Contractor.
19. Subcontractors
20. Contractor has complete discretion to subcontract any or all work.
21. All subcontractors will be appropriately licensed and insured as required.

Black Sheep Construction, LLC,
Phone: (919) 510-2657
350 Raleigh St, Holly Springs, NC 27540

7. Dispute Resolution & Waivers
8. Mandatory Arbitration:
9. Any disputes arising from this Agreement must be resolved by binding arbitration under the
   Rules of the American Arbitration Association.
10. The arbitrator’s decision will be final and enforceable.
11. Waiver of Claims & Right to Sue:
12. Client waives all claims against Contractor for any issue beyond the one-year warranty
    period.
13. Client agrees not to sue, file complaints, or initiate legal actions against Contractor
    regarding workmanship, delays, or regulatory matters.
14. Indemnification:
15. Client agrees to indemnify and hold harmless Contractor from all third-party claims, fines,
    or disputes arising from the project.
16. Definition of Client(s): For purposes of this Agreement, “Client(s)” refers to any individual or
    entity entering into this Agreement, including but not limited to the property Client, lessor,
    lessee, tenant, or any authorized representative acting on their behalf. “Client” also includes any
    person residing at or otherwise occupying the property where the work is being performed, as
    well as any party benefiting from or making decisions regarding the work. The obligations, rights,
    and responsibilities outlined in this Agreement shall apply to all persons or entities falling within
    this definition.
17. Non-Disparagement & Confidentiality
18. Client agrees not to make or encourage any negative statements, complaints, or public reviews.
    (including social media) about Contractor.
19. Any violation shall result in liquidated damages OF THE GREATER OF:
20. $10,000 as a reasonable estimate of reputational and business harm;
21. 20% of the total contract price to compensate for anticipated losses due to defamation; or
22. The cost of lost business opportunities, calculated based on an average of the contractor’sThe
    last six months of revenue.
23. Termination & Default
24. Contractor’s right to Terminate or Cancel: Contractor may cancel or terminate this Agreement at
    any time for any reason, including but not limited to:
25. Non-payment by the Client,
26. Project delays caused by the Client,
27. Unsafe work conditions, as determined by Black Sheep Construction LLC
28. Regulatory or permit issues,
29. Any other reason deemed necessary by the Contractor
30. Payment obligations upon termination or cancellation: If the agreement is canceled or terminated,
    Client agrees to pay for:
31. All work performed up to the termination date,

Black Sheep Construction, LLC,
Phone: (919) 510-2657
350 Raleigh St, Holly Springs, NC 27540

2. Any ordered materials, whether installed or not,
3. Restocking fees for returned materials,
4. Other applicable project fees, including but not limited to costs incurred due to delays,
   permit issues, or legal expenses.
5. Consequences of Client Default: If the client fails to make timely payments or otherwise breaches this agreement, the contractor may:
6. Halt work immediately without further notice.
7. Pursue collection of unpaid amounts, including applicable attorney’s fees and costs,
8. Recover damages associated with delays, disputes, or legal actions resulting from the
   breach.
9. Force Majeure
10. Contractor shall not be liable for delays or non-performance due to acts of God, labor strikes,
    material shortages, or government regulations.
11. Legal Provisions
12. Severability: If any provision is found to be unenforceable, the rest of the Agreement remains in effect.
13. Governing Law: This Agreement is governed by the laws of North Carolina.
14. Attorney’s Fees: The prevailing party in any dispute shall be entitled to recover all legal costs.
15. Escalation Clause For Specified Building Materials
16. The contract price for this residential construction project has been calculated based on the
    current prices for the component building materials. However, the market for building materials
    is volatile, and sudden price increases could occur. The Contractor agrees to use his best efforts
    to obtain the lowest possible prices from available building material suppliers, but, should there
    be an increase in the prices of these specified materials that are purchased after execution ofthe
    contract for use in this construction project, the Client agrees to pay that cost increase to the
    Contractor. Any claim by the Contractor for payment of a cost increase, as provided above, shall
    require written notice delivered by the Contractor to the Client stating the increased cost, the
    building material or materials in question.
17. Special Circumstances – Right of Termination
18. Should there be a rise in the cost of any specified individual building material or materials,
    exclusive of any other price changes that would cause the total contract price to increase by
    more than 5(%), the Contractor shall, before making any additional purchases of specified
    material or materials, provide to the Client a written statement expressing the percentage
    increase of the contract price, the building material or materials in question, and the dollar
    amount of the price increase to be incurred. The Client may then, at his option, terminate the
    contract by providing, within five business days, a written notice of termination to the Contractor,
    and payment to the Contractor for all costs expended in performance of the contract to the date
    of termination, plus payment of a prorated percentage of the Contractor’s profits based on the
    percent of completion. Should both notice of termination and full payment not be forthcoming

Black Sheep Construction, LLC,
Phone: (919) 510-2657
350 Raleigh St, Holly Springs, NC 27540