THE HOME DEPOT, INC.

Supplier Buying Agreement

About this Contract

Home Depot’s Supplier Buying Agreement governs vendors of building
materials, tools, appliances, and home goods sold in stores and via
homedepot.com.

Supplier Buying Agreement

This Agreement (the “Agreement”) is entered into as of [EFFECTIVE
DATE] (the “Effective Date”) by and between:

HOME DEPOT U.S.A., INC., a Delaware corporation, 2455 Paces Ferry Road NW,
Atlanta, GA 30339 (“Home Depot”), and [SUPPLIER]
(“Supplier”).

Each a “Party” and collectively the “Parties”.

RECITALS

WHEREAS, Home Depot operates retail stores serving DIY and Pro customers;
Supplier wishes to sell certain products to Home Depot.

NOW, THEREFORE, in consideration of the mutual covenants contained herein
and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties agree as follows:

1. Purchase Orders

Each PO is governed by these terms and Home Depot’s Supplier Reference
Guide. EDI required (832, 850, 855, 856, 810).

2. Pricing

MFN clause. Cost change requests require 90 days’ notice and supporting
cost evidence.

3. Compliance

Supplier must comply with the Home Depot Standards of Vendor Conduct,
anti-bribery laws, the Lacey Act (wood products), CARB/EPA emissions, and
Prop 65.

4. Pro Brand and Exclusive SKUs

Where Supplier manufactures Home Depot exclusive SKUs (HDX, Husky, Glacier
Bay), Home Depot owns the brand IP and Supplier may not sell identical SKUs
to other retailers.

5. Delivery

FOB Destination to RDCs or stores. OTIF requirements. Backhaul program
available.

6. Payment

Net 60. Cash discount programs available (2/10 Net 60).

7. Warranty / Returns

Lifetime/limited warranties as stated on packaging. Vendor pays for
defective returns and customer service (‘VOC’) failures over 1.0%.

8. Indemnification

Standard indemnification for product liability, IP, recalls, and compliance
violations.

9. Insurance

$5M CGL, products liability, workers’ comp, auto.

10. Term/Termination

Evergreen with 60-day termination for convenience; immediate termination for
cause.

11. General

Georgia law. Arbitration in Atlanta. Confidentiality. No assignment.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the
Effective Date.

THE HOME DEPOT, INC.: By: ____________________________ Name: __________________________ Title: ___________________________ Date: ___________________________

COUNTERPARTY: By: ____________________________ Name: __________________________ Title: ___________________________ Date: ___________________________