Customer’s use of the Cox Automotive Products listed in this Quote/Order Form is governed by the Master Subscription Terms and the Additional Product Terms for each Cox Automotive Product listed. The Master Subscription Terms and the Additional Product Terms (“Terms”) are located at https://www.coxautoinc.com/terms/usa/. By signing this Quote/Order Form, each entity listed herein (each a “Customer”) agrees to be bound by the Terms, as such terms may be updated/amended by Cox from time to time, with respect to the Cox Automotive Products listed for the term(s) and Fees indicated. Customer should carefully review the Terms from time to time as the Terms constitute a binding agreement, effective as of the date Customer signs this Quote/Order Form (the “Effective Date”). Except as otherwise defined herein, all capitalized terms used in this Quote/Order Form have the meanings attributed to them in the Terms. This Quote/Order Form and the Terms are sometimes hereinafter collectively referred to as the “Agreement”.

Customer agrees to pay all Fees noted herein, plus applicable taxes. Customer may receive a single invoice or multiple invoices for the Fees, and such invoice(s) may come from Cox, its Affiliates, and/or a third party. Unless otherwise noted, Fees and taxes are payable as follows: (i) monthly Fees and associated taxes are payable on the first day of each month of the Subscription Term; (ii) one-time Fees (including hourly and daily Fees) and associated taxes are payable on the first day of the month following the Activation Date for the applicable Cox Product, and (iii) transaction Fees and associated taxes are payable as incurred and invoiced.

For the avoidance of doubt, the terms and conditions of this Quote/Order Form (including, without limitation, the packaging and pricing set forth herein) are the Confidential Information of Cox.

If any of the Products listed above are replacing existing Products that Customer has previously purchased, such existing Products will be deactivated and removed from Customer’s recurring billing and replaced with the Products listed above upon first day of the month following (a) for individual Products, the Activation Date of the replacement Products, and (b) for Products that are part of a package, the Activation Date of the last Product in such package. Until the first day of the month following the Activation Date of the replacement Products or package of Products as outlined above, Customer will continue to be billed for the existing Products. Notwithstanding the foregoing, any advertising spend and/or any DMS Data Fees associated with a Product that is part of the package will be billed upon the Activation Date of such Product regardless of whether any other Products in such package have been activated.

If Customer is notified that any Products that are part of the package are ready for launch/installation, but such Products are not launched/installed due to Customer’s decision not to launch/Install such Product, a lack of response from Customer or any other reason, such Products shall be deemed accepted five (5) days after Cox sending such notice and billing shall commence in accordance with this Quote/Order Form. Cox reserves the right from time to time, upon notice to Customer, to modify the charges applicable to any Third-Party integration Fees (including, without limitation, DMS Data Fees).

By submission of this Quote/Order Form, Customer acknowledges and agrees that Customer’s use or access to any Product, or signing the Quote/Order Form or clicking the “submit”, “order”, “agree” or other similar acknowledgement to purchase or subscribe to any of the Products constitutes acceptance of the Terms.

Electronic Signatures: Customer acknowledges and agrees that the parties may, from time to time, find it expedient to utilize electronic signature(s), acknowledgement(s), consent(s), “click-through(s),” or other approval(s), direct or indirect, for access to documents or disclosures necessary or incidental to the transactions contemplated by this Quote/Order Form, whether online, in emails or otherwise. To that end, Customer agrees that any such forms of approval from Customer shall be effective and binding upon Customer, in the same manner as a handwritten signature, where circumstances indicate Customer’s intent to be bound. Customer further agrees that any electronic or digital signature affixed to this Quote/Order Form or such other document or instrument by Customer or any of its representatives shall constitute the valid signature of Customer and shall be deemed to satisfy all requirements imposed on electronic or digital signatures under the Electronic Signatures in Global and National Commerce Act (E- SIGN) and any other laws relating to the validity or enforceability of electronic or digital signatures. 

By and through the execution of this Quote/Order Form, Customer expressly acknowledges and agrees that it has received a copy of the Agreement, and has read, understands and agrees to be bound by the terms and conditions.