"Performance“Performance of authorized post-saleReq. work pursuant to the warranty", as used herein, means the rendition of services which are required by the terms of the warranty that stands extended to the vehicle at the time of its sale and are to be made in accordance with the safety standards prescribed by the manufacturer.

TheNo. term includes premises or facilities at which a person engages only in the repair of motor vehicles if repairs are performed pursuant to the terms of a franchise and motor vehicle manufacturer's warranty.

For1702 thePage purpose2 ofpost-sale Sectionswork 561pursuant throughto 567,the 572,warranty”, 578.1,as 579,used andherein, 579.1means the rendition of thisservices title,which are required by the terms newof motorthe vehiclewarranty dealerthat andstands "newextended motorto the vehicle dealership"at shallthe time of its sale and are to be synonymous.made in accordance with the safety standards prescribed by the manufacturer.

The term includes premises or facilities at which a person engages only in the repair of motor vehicles if repairs are performed pursuant to the terms of a franchise and motor vehicle manufacturer’s warranty.

For the purpose of Sections 561 through 567, 572, 578.1, 579, and 579.1 of this title, the terms new motor vehicle dealer and “new motor vehicle dealership” shall be synonymous.

ENR.a.

S.

B.

NO.

604 Page 2 a.

"Motor“Motor vehicle salesperson"salesperson” "Salesperson" means any person, resident or nonresident, who, for gain or compensation of any kind, either directlyReq. or indirectly, regularly or occasionally, by any form of agreement or arrangement, sells or negotiates for the sale, lease, or conveyance or arranges the financing of any new motor vehicle or powersports vehicle as an employee for any new motor vehicle dealer or powersports vehicle dealer to any one or more third parties;

No.

1702 Page 3 directly or indirectly, regularly or occasionally, by any form of agreement or arrangement, sells or negotiates for the sale, lease, or conveyance or arranges the financing of any new motor vehicle or powersports vehicle as an employee for any new motor vehicle dealer or powersports dealer to any one or more third parties;

"Commission"“Commission” means the Oklahoma New Motor Vehicle Commission;

"Manufacturer"“Manufacturer” means any person, firm, association, corporation, or partnership, trust, joint venture, or common entity thereof, resident or nonresident, that manufactures or assembles new and unused motor vehicles or new and unused powersport vehicles or that engages in the fabrication or assembly of motorized vehicles of a type required to be registered in this state;

"Distributor"“Distributor” means any person, firm, association, corporation, or partnership, trust, joint venture, or common entity thereof, resident or nonresident, that, being authorized by the original manufacturer, in whole or in part sells or distributes new and unused motor vehicles to new motor vehicle dealers or new and unused powersport vehicles to powersport vehicle dealers, or that maintains distributor representatives;

ENR.7.

S.“Factory branch” means any branch office maintained by a person, firm, association, corporation, or partnership, trust, joint venture, or common entity thereof that manufactures or assembles motor vehicles or powersport vehicles for the sale of motor vehicles or powersport vehicles to distributors, or for the sale of motor Req.

B.No.

NO.1702 Page 4 vehicles to new motor vehicle dealers, or for the sale of powersport vehicles to new powersport vehicle dealers, or for directing or supervising, in whole or in part, its representatives;

604 Page 3 7.

"Factory branch" means any branch office maintained by a person, firm, association, corporation, partnership, trust, joint venture, or common entity thereof that manufactures or assembles motor vehicles or powersport vehicles for the sale of motor vehicles or powersport vehicles to distributors, or for the sale of motor vehicles to new motor vehicle dealers, or for the sale of powersport vehicles to new powersport vehicle dealers, or for directing or supervising, in whole or in part, its representatives;

"Distributor“Distributor branch"branch” means any branch office similarly maintained by a distributor for the same purposes a factory branch is maintained;

"Factory“Factory representative"representative” means any officer or, agent, employee or personagent engaged as a representative of a manufacturer of motor vehicles or powersport vehicles or by a factory branch, for the purpose of making or promoting the sale of its motor vehicles or powersport vehicles, or for supervising or contacting its dealers or prospective dealers;

"Distributor“Distributor representative"representative” means any person, firm, association, corporation, or partnership, trust, joint venture, or common entity thereof, and each officer and,and agent, or employee thereof engaged as a representative of a distributor or distributor branch of motor vehicles or powersport vehicles, for the purpose of making or promoting the sale of its motor vehicles or powersport vehicles, or for supervising or contacting its dealers or prospective dealers;

"Franchise"“Franchise” means any contract or agreement between a new motor vehicle dealer or a powersports vehicle dealer and a manufacturer of a new motor vehicle or powersports vehicle or its distributor or factory branch by which the new motor vehicle dealer or new powersports vehicle dealer is authorized to engage in the activitiesReq. of a new motor vehicle dealer or new powersports vehicle dealer as defined by this section;

No.

1702 Page 5 activities of a new motor vehicle dealer or new powersports vehicle dealer as defined by this section;

"New“New or unused motor vehicle"vehicle” means a vehicle which is in the possession of the manufacturer or distributor or has been sold only to the holder of a valid franchise granted by the manufacturer or distributor for the sale of that make of new vehicle so long as the manufacturer'smanufacturer’s statement of origin has not been assigned to ENR.anyone other than a licensed franchised new motor vehicle dealer of the same line-make;

S.

B.

NO.

604 Page 4 anyone other than a licensed franchised new motor vehicle dealer of the same line-make;

"Area“Area of responsibility"responsibility” means the geographical area, as designated by the manufacturer, factory branch, factory representative, distributor, distributor branch, or distributor representative, in which the new motor vehicle dealer or powersports dealer is held responsible for the promotion and development of sales and rendering of service for the make of motor vehicle or powersports vehicle for which the new motor vehicle dealer or new powersports vehicle dealer holds a franchise or selling agreement;

"Off“Off premises"premises” means at a location other than the address designated on the new motor vehicle dealer'sdealer’s or new powersports vehicle dealer'sdealer’s license;

"Sponsoring“Sponsoring entity"entity” means any person, firm, association, corporation, or trust which has control, either permanently or temporarily, over the real property upon which the off-premises sale or display is conducted;

16.Req.

"Product"No. means new motor vehicles and new motor vehicle parts or new powersports vehicle and new powersports vehicle parts;

1702 Page 6 16.

“Product” means new motor vehicles and new motor vehicle parts or new powersports vehicle and new powersports vehicle parts;

"Service"“Service” means motor vehicle or powersports vehicle warranty repairs including both parts and labor;

"Lead"“Lead” means a consumer contact in response to a factory program designed to generate interest in purchasing or leasing a new motor vehicle or new powersports vehicle;

"Sell"“Sell” or "sale"“sale” means to sell or lease;

"Factory"“Factory” means a manufacturer, distributor, factory branch, distributor branch;branch,;

or any common entity of a manufacturer, distributor, factory branchbranch, or distributor branch;

or factory representative, or distributor representative, which manufactures or distributes vehicle products,products; motor vehicles or powersports vehicles, or that maintains factory representatives;

"Powersports“Powersports vehicle"vehicle” means any new or unused motorcycles, scooters, mopeds, all-terrain vehicles, and utility vehicles ENR.required to be registered under the Oklahoma Vehicle License and Registration Act, with the exception of all-terrain vehicles, utility vehicles, and motorcycles used exclusively for off-road use which are sold by a retail implement dealer;

S.

B.

NO.

604 Page 5 required to be registered under the Oklahoma Vehicle License and Registration Act, with the exception of all-terrain vehicles, utility vehicles, and motorcycles used exclusively for off-road use which are sold by a retail implement dealer;

"Powersports“Powersports vehicle dealer"dealer” means any person, firm, or corporation, resident or nonresident, that is in the business of selling any new powersports vehicles except for retail implement dealers;

23.Req.

"RetailNo. implement dealer" means a business engaged primarily in the sale of farm tractors as defined in Section 1-118 of this title or implements of husbandry as defined in Section 1-125 of this title or a combination thereof and is exempt from licensing by the Commission for the sale of all-terrain vehicles, utility vehicles, and motorcycles used exclusively for off-road use;

1702 Page 7 23.

“Retail implement dealer” means a business engaged primarily in the sale of farm tractors as defined in Section 1-118 of this title or implements of husbandry as defined in Section 1-125 of this title or a combination thereof and is exempt from licensing by the Commission for the sale of all-terrain vehicles, utility vehicles, and motorcycles used exclusively for off-road use;

"Consumer“Consumer data"data” means nonpublic personal information as defined in 15 U.S.C., Section 6809(4) as it existed on January 1, 2023, that is:

The term shall not include the same or similar data obtained by a manufacturer from any source other than the new motor vehicle dealer or new motor vehicle dealer'sdealer’s data management system;

and 25.

"Fleet“Fleet vehicle"vehicle” means a new motor vehicle sold and titled or registered to a business and used for business purposes only;

"Common“Common entity"entity” means any person, firm, association, corporation, partnership, trust, or joint venture actingwhich: as a new motor vehicle dealer as defined by paragraph 20 2 of this section:

(1) which is directly or indirectly controlled by or has more than thirty percent (30%) of its equity interest directly or indirectly owned, ENR.Req.

S.No.

B.1702 Page 8 beneficially or of record, through any form of ownership structure, by a factory, manufacturer, manufacturer branch, distributor, or distributor branch, or (2) has more than thirty percent (30%) of its equity interest directly or indirectly controlled or owned, beneficially or of record, through any form of ownership structure, by one or more persons who also directly or indirectly control or own, beneficially or of record, more than thirty percent (30%) of the equity interests of the factory, manufacturer, manufacturer branch, distributor, or distributor branch.

NO.

604 Page 6 beneficially or of record, through any form of ownership structure, by a factory, manufacturer, manufacturer branch, distributor, or distributor branch, or (2) which has more than thirty percent (30%) of its equity interest directly or indirectly controlled or owned, beneficially or of record, through any form of ownership structure, by one or more persons who also directly or indirectly control or own, beneficially or of record, more than thirty percent (30%) of the equity interests of a factory, manufacturer, manufacturer branch, distributor, or distributor branch.

NotwithstandingAn subdivision (1) or (2) of subparagraph a of this paragraph, an entity that would otherwise be considered a common entity of a distributor underas subdivisionprovided (1)in division 1 or (2)2 of subparagraph a of this paragraph because of its relation to a distributor is not considered a common entity of that distributor if:

(1) the distributor to which the entity is related was a licensed distributor on March 1, 2025, (2) the entity is not a common entity of a manufacturer or an importer, and (3)Req. the distributor to which the entity is related is not, and has never been, a common entity of a manufacturer or an importer.

No.

1702 Page 9 (3) the distributor to which the entity is related is not, and has never been, a common entity of a manufacturer or an importer.

2021, Section 565.2,564, as last amended by Section 2,4, Chapter 145,240, O.S.L.

2025,2024, Section 565.2),564), is amended to read as follows:

Section 565.2.564.

IrrespectiveIt ofshall thebe terms,unlawful provisions,for orany conditionsperson, offirm, anyassociation, franchise,corporation, or thepartnership, termstrust, orjoint provisionsventure, ofor anycommon waiver,entity nothereof, manufacturerto shallengage terminate,in cancel,business as, or failserve toin renewthe anycapacity franchiseof, withor aact licensedas a new motor vehicle dealerdealer, powersports dealer, or manufacturer or distributor of new motor vehicles or powersports vehiclevehicles, dealeror unlessfactory thebranch, manufacturerdistributor hasbranch satisfiedor thefactory noticerepresentative requirementsor distributor representative, as provideddefined in Section 562 of this sectiontitle, andin hasthis goodstate causewithout ENR.first obtaining a license therefor as provided for by law.

S.Any person, firm, association, corporation, or partnership, trust, joint venture, or common entity thereof, engaging in more than one of such capacities or having more than one place where such business is carried on or conducted in this state shall be required to obtain and hold a current license for each thereof.

Provided that, a new motor vehicle dealer’s license shall authorize one person to sell in the event such person shall be the owner of a proprietorship, or the person designated as principal in the dealer’s franchise or the managing officer or one partner if no principal person is named in Req.

No.

1702 Page 10 the franchise.

It is further provided that a factory or an entity affiliated by any ownership or control by the factory shall not be permitted to engage in the activities of a new motor vehicle dealer as defined in Section 562 of this title or be licensed as a new motor vehicle dealer in this state, except as provided by subparagraph b of paragraph 12 of Section 565 of this title.

NO.Applications for licenses required to be obtained under the provisions of Section 561 et seq.

604of Pagethis 7title forshall cancellation,be termination,verified by the oath or nonrenewal.affirmation of the applicant and shall be on forms prescribed by the Oklahoma New Motor Vehicle Commission and furnished to the applicants, and shall contain information as the Commission deems necessary to enable it to fully determine the qualifications and eligibility of the several applicants to receive the license or licenses applied for.

The manufacturerCommission shall notrequire attemptin tosuch cancelapplication, or failotherwise, information relating to renewthe applicant’s current financial standing, the franchiseapplicant’s agreementbusiness integrity, whether the applicant has an established place of abusiness newand motoris vehicleprimarily dealerengaged in thisthe statepursuit, unfairlyavocation, andor withoutbusiness justfor provocationwhich a license, or withoutlicenses, dueare regardapplied tofor, and whether the equitiesapplicant ofis able to properly conduct the dealerbusiness for which a license, or withoutlicenses, goodare faithapplied asfor, definedand herein.such other pertinent information consistent with the safeguarding of the public interest and the public welfare.

AsAll usedapplications herein,for "goodlicense faith"or meanslicenses theshall dutybe ofaccompanied eachby partythe toappropriate anyfee franchise agreement to act in a fair and equitable manner toward each other, with freedom from coercion or intimidationfees orReq. threats thereof from each other.

B.No.

Irrespective1702 ofPage the11 terms,therefor provisions,in oraccordance conditionswith of any franchise, or the termsschedule orthereof provisionshereinafter ofset anyout. waiver, good cause shall exist for the purpose of a termination, cancellation, or nonrenewal when:

1.In the event any application is denied and the license applied for is not issued, the entire license fee shall be returned to the applicant.

TheAll newlicenses motorissued vehicleunder dealer or new powersports vehicle dealer has failed to comply with a provision of the franchise,provisions which provision is both reasonable and of materialSection significance561 toet theseq. franchise relationship, or the new motor vehicle dealer or new powersports vehicle dealer has failed to comply with reasonable performance criteria for sales or service established by the manufacturer, and the new motor vehicle dealer or new powersports vehicle dealer has been notified by written notice from the manufacturer;

of this title shall expire on June 30, following the date of issue and 2.shall be nontransferable.

TheAll newapplications motorfor vehiclerenewal dealer or new powersports vehicle dealer has received written notification of failurea tolicense complyfor witha thenew manufacturer'smotor reasonablevehicle salesdealer, performancepowersports standards,dealer, capitalizationmanufacturer, requirements,distributor, facilityor commitments,manufacturer’s business-related equipment acquisitions, or otherdistributor’s suchrepresentative remediableshall failingsbe exclusivesubmitted ofby thoseJune reasons enumerated in paragraph 1 of subsectioneach Cyear, of this section, and thesuch newlicense motor vehicle dealer or newlicenses powersportswill vehiclebe dealerissued hasby beenJuly afforded1. a reasonable opportunity of not less than six (6) months to comply with such a provision or criteria.

If applications have not been made for renewal of licenses at the times described in this subsection, it shall be illegal for any person to represent himself or herself and act as a dealer, manufacturer, distributor, or manufacturer’s or distributor’s representative.

Service Oklahoma and licensed operators will be notified not to accept such dealers’ titles until such time as licenses have been issued by the Commission.

IrrespectiveThe ofschedule the terms, provisions, or conditions of anylicense franchisefees agreement prior to thebe termination,charged cancellation,and orreceived nonrenewalby of any franchise, the manufacturerCommission shallfor furnish notification of such termination, cancellation, or nonrenewal to the newlicenses motorissued vehiclehereunder dealershall orbe new powersports vehicle dealer and the Oklahoma New Motor Vehicle Commission as follows:

ENR.1.

S.For each factory branch or distributor branch, Four Hundred Dollars ($400.00) initial fee with annual renewal fee of Three Hundred Dollars ($300.00);

B.Req.

NO.No.

6041702 Page 812 1.2.

NotFor lesseach thanmanufacturer ninetyor (90)distributor daysof priornew tomotor thevehicles effectiveor datenew ofpowersport thevehicles, termination,Four cancellation,Hundred orDollars nonrenewal($400.00) unlessinitial forfee awith causeannual describedrenewal infee paragraphof 2Three ofHundred thisDollars subsection;($300.00);

3.

For each factory representative or distributor representative, One Hundred Dollars ($100.00) annually;

4.

For each new motor vehicle dealer, except powersports vehicle dealers, initial fee of Three Hundred Dollars ($300.00) per franchise sold at each location licensed, with an annual renewal fee of One Hundred Dollars ($100.00) per franchise sold at each location licensed per year;

and 5.

For each powersports vehicle dealer, initial fee of Three Hundred Dollars ($300.00) per manufacturer represented by the dealer at each location licensed, with an annual renewal fee of One Hundred Dollars ($100.00) per manufacturer represented by the dealer at each location licensed per year.

D.

The licenses issued to each new motor vehicle dealer, new powersports vehicle dealer, manufacturer, distributor, factory branch, or distributor branch shall specify the location of the factory, office, or branch thereof.

In case such location is changed, the Commission may endorse the change of location on the license without charge unless the change of address triggers a relocation of a new motor vehicle dealer or new powersports vehicle dealer pursuant to the provisions of Section 578.1 of this title.

Req.

No.

1702 Page 13 The licenses of each new vehicle dealer shall be posted in a conspicuous place in the dealer’s place or places of business.

Every motor vehicle factory representative or distributor representative shall physically possess the license when engaged in business and shall display such upon request.

The name of the employer of such factory representative or distributor representative shall be stated on the license.

E.

The new powersports dealer license shall only allow the sale of the specific types of powersports vehicles authorized by the manufacturer and agreed to by the powersports dealer.

SECTION 3.

AMENDATORY Section 1, Chapter 29, O.S.L.

2023 (47 O.S.

Supp.

2024, Section 564.3), is amended to read as follows:

Section 564.3.

A.

As used in this section:

1.

“Access fee” means a requirement to pay money for access to protected dealer data that is in addition to an amount specified in a written and executed contract for goods and services;

Not“Authorized lessintegrator” thanmeans fifteena (15)person dayswho priora todealer thehas effectivea datecontractual ofrelationship with or the termination,dealer cancellation,otherwise gives express written authorization to have access to protected dealer data stored on a dealer data system or nonrenewalto withwrite respectprotected dealer data to anythe dealer data system for the purpose of performing a specific function for the following:dealer;

Req.

No.

1702 Page 14 3.

“Dealer data system” means software, hardware, or firmware that a dealer leases or rents from a dealer management system provider for the purpose of storing protected dealer data;

4.

“Dealer management system provider” means a person who, for compensation, maintains and provides access to a dealer data system in which a dealer stores protected dealer data;

5.

“Protected dealer data” means:

insolvencyconsumer ofdata thethat newa motor vehicle dealer generated or newthat powersportsthe vehicleconsumer dealer,provided orto the filingdealer ofthat anyis petitionnot byotherwise orpublicly againstavailable and the newconsumer motorhas vehiclenot dealerotherwise orprovided newconsent powersportsor vehicleacknowledgment dealerto undershare anythe bankruptcyinformation, orand receivership law, b.

failureany ofother the new motor vehicle dealer ordata newin powersportsconnection vehiclewith dealerthe todealer’s conductdaily itsbusiness customary sales and service operations duringin itswhich customarya businessdealer hourshas forrights sevenin (7)a consecutivedealer businessdata days,system; provided that such failure to conduct business shall not be due to an act of God or circumstances beyond the direct control of the new motor vehicle dealer, or c.

convictionand of6. the new motor vehicle dealer or new powersports vehicle dealer of any felony which is punishable by imprisonment or a violation of the Federal Odometer Act;

Authorized integrator and dealer management system provider do not include:

a.

a manufacturer, distributor, importer, factory or any entity that is a subsidiary or affiliate of, or acts on behalf of, a manufacturer, distributor, or importer factory, or b.

a governmental body or other person that is acting in accordance with federal, state, or local law, or a valid court order.

Req.

No.

1702 Page 15 B.

A dealer management system provider may:

1.

Condition access and ability of a dealer or authorized integrator to receive, share, copy, use, write, or transmit protected dealer data from or to a dealer data system on the dealer’s or authorized integrator’s compliance with commercially reasonable data security standards;

2.

Require an authorized integrator to have express written authorization from a dealer before allowing the authorized integrator to gain access to, receive, share, copy, use, or transmit protected dealer data;

NotDeny lessaccess thanto onea hundreddealer eightydata (180)system daysto priora todealer if the effectivedealer datefails ofto thepay terminationan oramount cancellationdue whereto the manufacturerdealer management system provider under a lease, contract, or distributorother isagreement discontinuingconcerning the saledealer’s access to or use of the productdealer line.data system.

TheC. notification required by this subsection shall be by certified mail, return receipt requested, and shall contain a statement of intent to terminate, to cancel, or to not renew the franchise, a statement of the reasons for the termination, cancellation, or nonrenewal and the date the termination shall take effect.

Except as provided in subsection B of this section, a dealer management system provider shall not take any action that would limit or prohibit the ability of a dealer or an authorized integrator to receive, protect, store, copy, share, or use protected dealer data using means that include, but are not limited to:

1.

Imposing an access fee on a dealer or authorized integrator;

and 2.

Restricting a dealer or an authorized integrator from sharing protected dealer data or writing data or having access to a Req.

No.

1702 Page 16 dealer data system.

Prohibited restrictions pursuant to this paragraph include, but are not limited to:

a.

limits on the scope or nature of protected dealer data to which a dealer or authorized integrator has access or may share or write to a dealer data system, and b.

a requirement for a dealer or authorized integrator to provide sensitive or confidential business information or information that a dealer or authorized integrator uses for competitive purposes in return for access to protected dealer data or an authorization to share or write protected dealer data to a dealer data system.

UponExcept theas affectedotherwise newprovided motorin vehiclethis section, any term or newcondition powersportsof vehiclea dealer'scontract receiptwith ofa dealer management system provider that conflicts with the aforementionedrequirements noticeset forth in subsection C of ENR.this section is void and unenforceable to the extent of the conflict.

S.

B.

NO.

604 Page 9 termination, cancellation, or nonrenewal, the new motor vehicle dealer shall have the right to file a protest of such threatened termination, cancellation, or nonrenewal with the Commission within thirty (30) days and request a hearing.

The hearing shall be held within one hundred eighty (180) days of the date of the timely protest by the dealer and in accordance with the provisions of the Administrative Procedures Act, Sections 250 through 323 of Title 75 of the Oklahoma Statutes, to determine if the threatened cancellation, termination, or nonrenewal of the franchise has been for good cause and if the factory has complied with its obligations pursuant to subsections A, B, and C of this section and the factory shall have the burden of proof.

Either party may request an additional one-hundred-eighty-day extension of the hearing date from the Commission.

Approval of the requested extension may not be unreasonably withheld or delayed.

If the Commission finds that the threatened cancellation, termination, or nonrenewal of the franchise has not been for good cause or violates subsection A, B, or C of this section, then it shall issue a final order stating that the threatened termination is wrongful.

A factory shall have the right to appeal such order.

During the pendency of the hearing and after the decision, through any appeal, the franchise shall remain in full force and effect, including the right to transfer the franchise.

If the Commission finds that the threatened cancellation, termination, or nonrenewal is for good cause and does not violate subsection A, B, or C of this section, the new motor vehicle or new powersports vehicle dealer shall have the right to an appeal.

During the pendency of the action, including the final decision or appeal, the franchise shall remain in full force and effect, including the right to transfer the franchise.

If the new motor vehicle dealer prevails in the threatened termination action, the Commission shall award to the new motor vehicle dealer the attorney fees and costs incurred to defend the action.

IfAn theauthorized factoryintegrator prevailsshall: in an action to terminate, cancel, or not renew any franchise, the new motor vehicle or new powersports vehicle dealer shall be allowed fair and reasonable compensation by the manufacturer for:

New,Obtain current,express andwritten previousauthorization model year vehicle inventory which has been acquired from thea manufacturer,dealer andbefore whichgaining isaccess unusedto, andreceiving, hassharing, notcopying, beenusing, damagedwriting, or alteredtransmitting whileprotected indealer thedata; new motor vehicle dealer's possession;

ENR.2.

S.Comply with security standards in gaining access to, receiving, sharing, copying, using, writing, or transmitting protected dealer data;

B.and Req.

NO.No.

6041702 Page 1017 2.3.

SuppliesAllow anda partsdealer whichto havewithdraw, beenrevoke, acquiredor fromamend the manufacturer, for the purpose of this section, limited to any andexpress allwritten suppliesauthorization and parts that are listed on the currentdealer partsprovides priceunder sheetparagraph available1 toof thethis newsubsection: motor vehicle dealer;

3.

Equipment and furnishings, provided the new motor vehicle dealer purchased them from the manufacturer or its approved sources;

and 4.

Special tools, with such fair and reasonable compensation to be paid by the manufacturer within ninety (90) days of the effective date of the termination, cancellation, or nonrenewal, provided the new motor vehicle dealer has clear title to the inventory and other items and is in a position to convey that title to the manufacturer.

Forat the purposessole ofdiscretion paragraph 1 of thisthe subsection,dealer, fairif and reasonable compensation shall be no less than the netdealer acquisitiongives pricea ofthirty-day theprior vehiclenotice paidto byan theauthorized newintegrator, motoror vehicleb. dealer.

b.immediately, for good cause.

For the purposes of paragraphs 2, 3, and 4 of this subsection, fair and reasonable compensation shall be the net acquisition price paid by the new motor vehicle dealer less a twenty-percent (20%) straight- line depreciation for each year following the dealer's acquisition of the supplies, parts, equipment, furnishings, and/or special tools.

IfThis asection factorydoes prevailsnot inprevent ana actiondealer, toa terminate,dealer cancel,management system provider, or notan renewauthorized anyintegrator franchisefrom anddischarging the newobligations motorof vehiclea dealer, dealer management system provider, or newof powersportsan vehicleauthorized dealerintegrator isunder leasingfederal, thestate, dealershipor facilities,local thelaw manufacturerto shallsecure payand aprevent reasonableunauthorized rentaccess to theprotected lessordealer indata, accordanceor withfrom andlimiting subjectthe toscope of the provisionsobligations, ofin thisaccordance subsection.with federal, state, or local law.

Nothing in this section shall be construed to relieve a new motor vehicle or new powersports vehicle dealer of its duty to mitigate damages.

Such reasonable rental value shall be paid only to the extent the dealership premises are recognized in the franchise and only if they are:

ENR.

S.

B.

NO.

604 Page 11 a.

used solely for performance in accordance with the franchise.

If the facility is used for the operation of more than one franchise, the reasonable rent shall be paid based upon the portion of the facility utilized by the franchise being terminated, canceled, or nonrenewed, and b.

not substantially in excess of facilities recommended by the manufacturer.

IfA thedealer facilitiesmanagement aresystem ownedprovider byis thenot newliable motorfor vehicleany oraction newthat powersportsa vehicledealer dealer,takes ordirectly awith relatedrespect entityto assecuring definedor inpreventing 26unauthorized U.S.C.A.,access Sectionto 267(b),protected ordealer adata, member, partner or shareholderfor ofactions thethat dealership,an withinauthorized ninetyintegrator (90)takes daysin appropriately following the effectivewritten dateinstructions of the termination,dealer cancellation,for securing or nonrenewal,preventing exceptunauthorized aaccess termination,to cancellation,protected ordealer nonrenewaldata, forto athe causeextent listedthat inthe paragraphactions 2prevent ofthe subsectiondealer Cmanagement ofsystem thisprovider section,from atmeeting thea dealerlegal orobligation relatedto entity'ssecure writtenor request,prevent theunauthorized manufactureraccess shallto either:protected dealer data.

a.Req.

locateNo. a qualified purchaser who will offer to purchase the dealership facilities at a reasonable price, b.

locate1702 aPage qualified18 lessee3. who will offer to lease the premises for the remaining lease term at the rent set forth in the lease, or c.

leaseA thedealer dealershipis facilitiesnot atliable afor reasonableany rentalaction valuethat an authorized integrator takes directly with respect to securing or preventing unauthorized access to protected dealer data, or for actions that the portionauthorized integrator takes in appropriately following the written instructions of the facilitydealer thatfor issecuring recognizedor inpreventing unauthorized access to protected dealer data, to the franchiseextent agreementthat forthe oneactions andprevent one-the halfdealer (1.5)from years,meeting a legal obligation to secure or d.prevent unauthorized access to protected dealer data.

purchase the dealer's existing dealership facility and real estate at its fair market value.

If the factory and dealer cannot agree on the fair market value of the terminated franchise or agree to a process to determine the fair market value, then the factory and dealer shall utilize the process described in paragraph 6 of subsection G of this section.

If a manufacturer or distributor purchases a dealership facility and real estate, then it shall be entitled to sole ownership, possession, use, and control of any ENR.

S.

B.

NO.

604 Page 12 items, buildings, or property that were included in the contract to purchase.

3.

If the facilities are leased by the new motor vehicle or new powersports vehicle dealer from an entity other than a related entity as defined in 26 U.S.C.A., Section 267(b), or a member, partner, or shareholder of the dealership, within ninety (90) days following the effective date of the termination, cancellation, or nonrenewal the manufacturer will either:

a.

locate a tenant or tenants satisfactory to the lessor, who will sublet or assume the balance of the lease, b.

arrange with the lessor for the cancellation of the lease without penalty to the new motor vehicle dealer, or c.

failing the foregoing, lease the dealership facilities at a reasonable rent for the portion of the facility that is recognized in the franchise agreement for one (1) year or the remainder of the lease, whichever is less.

TheAn manufacturerauthorized shallintegrator is not beliable obligatedfor any action that a dealer takes directly with respect to providesecuring assistanceor underpreventing thisunauthorized sectionaccess ifto protected dealer data, or for actions that the newdealer motortakes vehiclein appropriately following the written instructions of the authorized integrator for securing or newpreventing powersportsunauthorized vehicleaccess dealer:to protected dealer data, to the extent that the actions prevent the authorized integrator from meeting a legal obligation to secure or prevent unauthorized access to protected dealer data.

a.

fails to accept a bona fide offer from a prospective purchaser, sublessee, or assignee, b.

refuses to execute a settlement agreement with the manufacturer or lessor if such agreement with the manufacturer or lessor would be without cost to the new motor vehicle dealer, or c.

fails to make written request for assistance under this section within ninety (90) days after the effective date of the termination, cancellation, or nonrenewal.

TheA manufacturermanufacturer, shalldistributor, beimporter, entitledfactory toor occupyany andentity usethat is a subsidiary or affiliate of, or acts on behalf of, a manufacturer, distributor, or importer factory is not liable for any spaceaction that a dealer, dealer management system provider, authorized integrator, or other third party, except for whicha itthird paysparty rentwho requiredthe bymanufacturer has provided the data to as provided for in paragraph 7 of this section.subsection, takes directly with respect to securing or preventing unauthorized access to protected dealer data or for Req.

ENR.No.

S.1702 Page 19 actions that an authorized integrator, dealer management system provider, or other third party takes in appropriately following the written instructions of the dealer for securing or preventing unauthorized access to protected dealer data.

B.6.

NO.Notwithstanding any other agreement, an authorized integrator shall indemnify and hold the new motor vehicle dealer harmless from any third-party claims asserted against or damages incurred by the new motor vehicle dealer to the extent caused by access to, use of, or disclosure of consumer data in violation of this section.

6047. Page 13 G.

InNotwithstanding additionany toother theagreement, repurchasea requirementsmanufacturer, setdistributor, forthimporter, infactory subsectionsor Eany andentity Fthat ofis thisa section,subsidiary inor affiliate of, or acts on behalf of, a manufacturer, distributor, or importer factory shall indemnify the eventdealer for any third-party claims asserted against or damages incurred by the termination,dealer cancellation,to the extent the claims or nonrenewaldamages isare caused by the resultaccess to and unlawful disclosure of protected dealer data resulting from a discontinuancebreach ofcaused by the manufacturer or distributor or a productthird line,party to which the manufacturer or distributor shallhas compensateprovided the newprotected motordealer vehicledata in violation of this section, the written consent granted by the dealer, or newother powersportsapplicable vehiclestate dealeror asfederal follows:law.

G.

A factory or any entity that acts on behalf of a factory shall not prohibit an authorized integrator that has satisfied, or is compliant with, commercially reasonable data security standards Req.

No.

1702 Page 20 and that the dealer has identified as one of its authorized integrators from integrating into the dealer’s dealer data system or place an unreasonable restriction on integration by an authorized integrator or other third party that the dealer wishes to be an authorized integrator.

For the purposes of this subsection, “unreasonable restriction” includes:

InImposing an amountaccess equivalentfee toon thea fairdealer market value of the terminated franchise as of the date immediately preceding the manufacturer's or distributor'sauthorized announcementintegrator; or provide the new motor vehicle dealer with a replacement franchise on substantially similar terms and conditions as those offered to other same line- make dealers;

however, a franchisor or third party may charge a franchise or authorized integrator for actual costs associated with modifications to a franchisor’s electronic systems to enable a secure interface with the authorized integrator’s system and software;

IfAn theunreasonable facilitieslimitation are owned by the new motor vehicle or newcondition powersportson vehicle dealer or a related entity as defined in 26 U.S.C.A., Section 267(b), or a member, partner, or shareholder of the dealership,scope and the owner has not sold the existing dealership facility and real estate within the later of one hundred eighty (180) days of listing the property for sale or ninetynature (90) days after the effective date of the termination,data then,that uponis theshared writtenwith requestan ofauthorized theintegrator; dealer, the manufacturer or distributor shall purchase the dealer's existing dealership facility and real estate.

The facility and real estate shall be valued as if a new motor vehicle or new powersports vehicle dealership continues to operate on the property.

If the factory and dealer cannot agree on the value of the terminated franchise or agree to a process to determine the value, then the factory and dealer shall utilize the process described in paragraph 6 of this subsection.

If a manufacturer or distributor purchases a dealership facility and real estate, then it shall be entitled to sole ownership, possession, use, and control of any items, buildings, or property that were included in the contract to purchase;

IfAn theunreasonable facilitieslimitation areon leased by the newability motor vehicle or new powersports vehicle dealer from an entity other than a related entity as defined in 26 U.S.C.A., Section 267(b), or a member, partner or shareholder of the dealership,authorized leaseintegrator theto dealershipwrite facilitiesdata atto a reasonabledealer rentdata forsystem; the remainder of the lease;

AnyAn amountunreasonable oflimitation pecuniaryor losscondition toon thean newauthorized motorintegrator vehiclethat accesses or newshares powersportsprotected vehicledealer dealershipdata proximatelyor causedthat bywrites thedata ENR.to a dealer data system;

S.and 5.

B.Requiring unreasonable access to an authorized integrator’s sensitive, competitive, or other confidential business information as a condition for accessing protected dealer data or sharing protected dealer data with an authorized integrator.

NO.Req.

604No. Page 14 discontinuation of a product line, including, but not limited to, the cost of terminating services such as the dealership management system contract;

5.1702 Page 21 SECTION 4.

TheAMENDATORY new47 motorO.S. vehicle or new powersports vehicle dealer may immediately request payment under this section following the announcement in exchange for canceling any further franchise rights, except payments owed to the new motor vehicle or new powersports vehicle dealer in the ordinary course of business, or may request payment under this section upon the final termination, cancellation, or nonrenewal of the franchise.

In2021, eitherSection case,565, paymentas underlast thisamended sectionby shallSection be7, madeChapter not240, laterO.S.L. than ninety (90) days after the fair market value is determined, or the lease agreement is provided and other reasonable documentation is provided to the manufacturer or distributor sufficient to establish other pecuniary losses, whichever is later;

and 6.

If the factory and new motor vehicle or new powersports vehicle dealer cannot agree on the value of the terminated franchise or real estate, or agree to a process to determine the value, then, within thirty (30) days of a written request by dealer, the factory shall select one appraiser, and the dealer shall select one appraiser who shall make an independent appraisal.

The appraisers will be state-certified general real estate appraisers and be in good standing with the Oklahoma Real Estate Appraisal Board.

Before entering upon their duties, such appraisers shall take and subscribe an oath, before a notary public or some other person authorized to administer oaths, that they will perform their duties faithfully and impartially to the best of their ability.

If the appraisals are within ten percent (10%) of each other, the average of the two appraisals shall constitute the value.

If the two appraisals differ by more than ten percent (10%), the two appraisers may appoint a third appraiser who shall review the two appraisals.

The third appraisal, when taken with the first two appraisals and averaged among the three, shall establish the value.

The cost of the third appraiser shall be shared equally by the factory and dealer.

The appraisers shall make a valuation and determine the amount of compensation to be paid by the factory to the dealer.

The factory will then have ninety (90) days to complete the transaction, unless otherwise agreed to by the parties.

The factory and the dealer shall each be responsible for the appraiser it retains.

ENR.

S.

B.

NO.

604 Page 15 SECTION 3.

REPEALER 47 O.S.

2021, Section 562, as last amended by Section 2, Chapter 448, O.S.L.

2025 (47 O.S.

Supp.

2025, Section 562), is hereby repealed.

SECTION 4.

REPEALER 47 O.S.

2021, Section 565.2, as last amended by Section 9, Chapter 240, O.S.L.

2025,2024, Section 565.2),565), is herebyamended repealed.to read as follows:

SECTIONSection 5.565.

ThisA. act shall become effective November 1, 2026.

ENR.The Oklahoma New Motor Vehicle Commission may deny an application for a license, revoke or suspend a license, or impose a fine against any person or entity, not to exceed Ten Thousand Dollars ($10,000.00) per occurrence, that violates any provision of Sections 561 through 567, 572, 578.1, 579, and 579.1 of this title or for any of the following reasons:

S.1.

On satisfactory proof of unfitness of the applicant in any application for any license under the provisions of Section 561 et seq.

of this title;

2.

For any material misstatement made by an applicant in any application for any license under the provisions of Section 561 et seq.

of this title;

3.

For any failure to comply with any provision of Section 561 et seq.

of this title or any rule promulgated by the Commission under authority vested in it by Section 561 et seq.

of this title;

4.

A change of condition after license is granted resulting in failure to maintain the qualifications for license;

5.

Being a new motor vehicle dealer or new powersports vehicle dealer who:

a.

has required a purchaser of a new motor vehicle or new powersports vehicle, as a condition of sale and Req.

No.

1702 Page 22 delivery thereof, to also purchase special features, appliances, accessories, or equipment not desired or requested by the purchaser and installed by the new motor vehicle dealer or new powersports vehicle dealer, b.

uses any false or misleading advertising in connection with business as a new motor vehicle dealer or new powersports vehicle dealer, c.

has committed any unlawful act which resulted in the revocation of any similar license in another state, d.

has failed or refused to perform any written agreement with any retail buyer involving the sale of a motor vehicle or powersports vehicle, e.

has been convicted of a felony crime that substantially relates to the occupation of a new motor vehicle dealer or new powersports vehicle dealer and poses a reasonable threat to public safety, f.

has committed a fraudulent act in selling, purchasing, or otherwise dealing in new motor vehicles or new powersports vehicles or has misrepresented the terms and conditions of a sale, purchase or contract for sale or purchase of a new motor vehicle or new powersports vehicle or any interest therein including an option to purchase such vehicle, Req.

No.

1702 Page 23 g.

has failed to meet or maintain the conditions and requirements necessary to qualify for the issuance of a license, or h.

completes any sale or transaction of an extended service contract, extended maintenance plan, or similar product using contract forms that do not conspicuously disclose the identity of the service contract provider;

6.

Being a new motor vehicle salesperson who is not employed as such by a licensed new motor vehicle dealer;

7.

Being a new motor vehicle dealer or new powersports vehicle dealer who:

a.

does not have an established place of business, b.

does not provide for a suitable repair shop separate from the display room with ample space to repair or recondition one or more vehicles at the same time, and which is staffed with properly trained and qualified repair technicians and is equipped with such parts, tools, and equipment as may be requisite for the servicing of motor vehicles in such a manner as to make them comply with the safety laws of this state and to properly fulfill the dealer’s or manufacturer’s warranty obligation, Req.

No.

1702 Page 24 c.

does not hold a franchise in effect with a manufacturer or distributor of new or unused vehicles for the sale of the same and is not authorized by the manufacturer or distributor to render predelivery preparation of such vehicles sold to purchasers and to perform any authorized post-sale work pursuant to the manufacturer’s or distributor’s warranty, d.

employs or utilizes the services of used motor vehicle lots or dealers or other unlicensed persons or unregistered persons in connection with the sale of new vehicles, e.

does not properly service a new motor vehicle or new powersports vehicle before delivery of same to the original purchaser thereof, or f.

fails to order and stock a reasonable number of new motor vehicles necessary to meet consumer demand for each of the new motor vehicles included in the new motor vehicle dealer’s franchise agreement, unless the new motor vehicles are not readily available from the manufacturer or distributor due to limited production;

8.

Being a factory that has:

a.

either induced or attempted to induce by means of coercion or intimidation, any new motor vehicle dealer or powersports vehicle dealer:

Req.

No.

1702 Page 25 (1) to accept delivery of any vehicle or vehicles, parts, or accessories therefor, or any other commodities including advertising material which shall not have been ordered by the new motor vehicle dealer, (2) to order or accept delivery of any motor vehicle or powersports vehicle with special features, appliances, accessories, or equipment not included in the list price of the vehicles as publicly advertised by the manufacturer thereof, or (3) to order or accept delivery of any parts, accessories, equipment, machinery, tools, appliances, or any commodity whatsoever, b.

induced under threat or discrimination by the withholding from delivery to a new motor vehicle dealer or new powersports vehicle dealer certain models of motor vehicles, changing or amending unilaterally the new motor vehicle dealer’s allotment of motor vehicles, and/or withholding and delaying delivery of the vehicles out of the ordinary course of business, in order to induce by such coercion any new motor vehicle dealer or new powersports vehicle dealer to participate or contribute to any local or national Req.

No.

1702 Page 26 advertising fund controlled directly or indirectly by the factory or for any other purposes such as contest, “giveaways”, or other so-called sales promotional devices, and/or change of quotas in any sales contest;

or has required new motor vehicle dealers, as a condition to receiving their vehicle allotment, to order a certain percentage of the vehicles with optional equipment not specified by the dealer;

however, nothing in this section shall prohibit a factory from supporting an advertising association which is open to all new motor vehicle dealers or new powersports vehicle dealers on the same basis, c.

used a performance standard, sales objective, or program for measuring dealer performance that may have a material effect on a right of the dealer to vehicle allocation;

or payment under any incentive or reimbursement program that is unfair, unreasonable, inequitable, and not based on accurate information, d.

used a performance standard for measuring sales or service performance of, or which results in penalizing or withholding a benefit from, any new motor vehicle dealer or new powersports vehicle dealer under the terms of the franchise agreement which:

Req.

No.

1702 Page 27 (1) is unfair, unreasonable, arbitrary, or inequitable, and (2) does not consider the relevant and material local and state or regional criteria, including prevailing economic conditions affecting the sales or service performance of a vehicle dealer or and any relevant and material data and facts presented by the dealer in writing within thirty (30) days of the written notice of the manufacturer to the dealer of its intention to cancel, terminate, or not renew the dealer’s franchise agreement, and (3) does not consider the actual vehicle allocation offered or otherwise made available to the dealer by the manufacturer or distributor, as well as the dealer’s inventory levels relevant to achieve any minimum performance standards to which the manufacturer or distributor holds the dealer accountable, e.

failed or refused to sell, or offer for sale, new motor vehicles to all of its authorized same line-make franchised new motor vehicle dealers or new powersports vehicle dealers at the same price for a comparably equipped motor vehicle, on the same terms, Req.

No.

1702 Page 28 with no differential in functionally available discount, allowance, credit, or bonus, except as provided in subparagraph e of paragraph 9 of this subsection, f.

failed to provide reasonable compensation to a new motor vehicle dealer substantially equivalent to the actual cost of providing a manufacturer required loaner or rental vehicle to any consumer who is having a vehicle serviced at the dealership.

For purposes of this paragraph, actual cost is the average cost in the new motor vehicle dealer’s region for the rental of a substantially similar make and model as the vehicle being serviced, or g.

failed to make available to its new motor vehicle dealers a fair and proportional share of all new vehicles distributed to same line-make dealers in this state, subject to the same reasonable terms, including any vehicles distributed from a common new vehicle inventory pool outside of the factory’s ordinary allocation process such as any vehicles the factory reserves to distribute on a discretionary basis;

9.

Being a factory that:

a.

has attempted to coerce or has coerced any new motor vehicle dealer or new powersports vehicle dealer to Req.

No.

1702 Page 29 enter into any agreement or to cancel any agreement;

has failed to act in good faith and in a fair, equitable, and nondiscriminatory manner;

has directly or indirectly coerced, intimidated, threatened, or restrained any new motor vehicle dealer;

has acted dishonestly;

or has failed to act in accordance with the reasonable standards of fair dealing, b.

has failed to compensate its dealers for the work and services they are required to perform in connection with the dealer’s delivery and preparation obligations according to the agreements on file with the Commission which must be found by the Commission to be reasonable, or has failed to adequately and fairly compensate its dealers for labor, parts, and other expenses incurred by the dealer to perform under and comply with manufacturer’s warranty agreements and recall repairs which shall include diagnostic work as applicable and assistance requested by a consumer whose vehicle was subjected to an over-the-air or remote change, repair, or update to any part, system, accessory, or function by the manufacturer and performed by the dealer in order to satisfy the consumer.

Time allowances for the diagnosis and performance of repair work shall be reasonable and Req.

No.

1702 Page 30 adequate for the work to be performed.

Adequate and fair compensation, which under this provision shall be no less than the rates customarily charged for retail consumer repairs as calculated herein, for parts and labor for warranty and recall repairs shall, at the option of the new motor vehicle dealer, be established by the new motor vehicle dealer submitting to the manufacturer or distributor one hundred sequential nonwarranty consumer-paid service repair orders which contain warranty-like repairs, or ninety (90) consecutive days of nonwarranty consumer-paid service repair orders which contain warranty-like repairs, whichever is less, covering repairs made no more than one hundred eighty (180) days before the submission and declaring the average percentage labor rate and/or markup rate.

A motor vehicle dealer may not submit a request to establish its retail rates more than once in a twelve-month period.

That request may establish a parts markup rate, labor rate, or both.

The new motor vehicle dealer or new powersports vehicle dealer shall calculate its retail parts rate by determining the total charges for parts from the qualified repair orders submitted, dividing that amount by the new motor vehicle dealer’s total cost of the purchase of Req.

No.

1702 Page 31 those parts, subtracting one (1), and multiplying by one hundred (100) to produce a percentage.

The new motor vehicle dealer or new powersports vehicle dealer shall calculate its retail labor rate by dividing the amount of the new vehicle dealer’s total labor sales from the qualified repair orders by the total labor hours charged for those sales.

When submitting repair orders to establish a retail parts and labor rate, a new motor vehicle dealer or new powersports vehicle dealer need not include repairs for:

(1) routine maintenance including but not limited to the replacement of bulbs, fluids, filters, batteries, and belts that are not provided in the course of and related to a repair, (2) factory special events, specials, or promotional discounts for retail consumer repairs, (3) parts sold or repairs performed at wholesale, (4) factory-approved goodwill or policy repairs or replacements, (5) repairs with aftermarket parts, when calculating the retail parts rate but not the retail labor rate, (6) repairs on aftermarket parts, Req.

No.

1702 Page 32 (7) replacement of or work on tires including front- end alignments and wheel or tire rotations, (8) repairs of vehicles owned by the new motor vehicle dealer or new powersports vehicle dealer or employee thereof at the time of the repair, (9) vehicle reconditioning, or (10) items that do not have individual part numbers including, but not limited to, nuts, bolts, and fasteners.

A manufacturer or distributor may, not later than forty-five (45) days after submission, rebut that declared retail parts and labor rate in writing by reasonably substantiating that the rate is not accurate or is incomplete pursuant to the provisions of this section.

If the manufacturer or distributor determines the set of repair orders submitted by the new motor vehicle dealer or new powersports vehicle dealer pursuant to this section for a retail labor rate or retail parts markup rate is substantially higher than the new vehicle dealer’s current warranty rates, the manufacturer or distributor may request, in writing, within forty-five (45) days after the manufacturer’s or distributor’s receipt of the new vehicle dealer’s initial submission, all repair orders Req.

No.

1702 Page 33 closed within the period of thirty (30) days immediately preceding, or thirty (30) days immediately following, the set of repair orders initially submitted by the new motor vehicle dealer.

All time periods under this section shall be suspended until the supplemental repair orders are provided.

If the manufacturer or distributor requests supplemental repair orders, the manufacturer or distributor may, within thirty (30) days after receiving the supplemental repair orders and in accordance with the formula described in this subsection, calculate a proposed adjusted retail labor rate or retail parts markup rate, as applicable, based upon any set of the qualified repair orders submitted by the franchisee and following the formula set forth herein to establish the rate.

The retail labor and parts rates shall go into effect thirty (30) days following the approval by the manufacturer or distributor.

If the declared rate is rebutted, the manufacturer or distributor shall provide written notice stating the reasons for the rebuttal, an explanation of the reasons for the rebuttal, and a copy of all calculations used by the franchisor in determining the manufacturer or distributor’s position and propose an Req.

No.

1702 Page 34 adjustment in writing of the average percentage markup or labor rate based on that rebuttal not later than forty-five (45) days after submission.

If the new motor vehicle dealer or new powersports vehicle dealer does not agree with the proposed average percentage markup or labor rate, the new vehicle dealer may file a protest with the Commission not later than thirty (30) days after receipt of that proposal by the manufacturer or distributor.

In the event a protest is filed, the manufacturer or distributor shall have the burden of proof to establish the new vehicle dealer’s submitted parts markup rate or labor rate was inaccurate or not complete pursuant to the provisions of this section.

A manufacturer or distributor may not retaliate against any new motor vehicle dealer or new powersports vehicle dealer seeking to exercise its rights under this section.

A manufacturer or distributor may require a dealer to submit repair orders in accordance with this section in order to validate the reasonableness of a dealer’s retail rate for parts or labor not more often than once every twelve (12) months.

A manufacturer or distributor may not otherwise recover its costs from new vehicle dealers within this state including a surcharge Req.

No.

1702 Page 35 imposed on a new motor vehicle dealer solely intended to recover the cost of reimbursing a dealer for parts and labor pursuant to this section;

provided, a manufacturer or distributor shall not be prohibited from increasing prices for vehicles or parts in the normal course of business or from auditing and charging back claims in accordance with this section.

All claims made by dealers for compensation for delivery, preparation, warranty, or recall repair work shall be paid within thirty (30) days after approval and shall be approved or disapproved within thirty (30) days after receipt.

When any claim is disapproved, the dealer shall be notified in writing of the grounds for disapproval.

The dealer’s delivery, preparation, and warranty obligations as filed with the Commission shall constitute the dealer’s sole responsibility for product liability as between the dealer and manufacturer.

A factory may reasonably and periodically audit a new motor vehicle dealer or new powersports vehicle dealer to determine the validity of paid claims for dealer compensation or any charge-backs for warranty parts or service compensation.

Except in cases of suspected fraud, audits of warranty payments shall only be for the one- Req.

No.

1702 Page 36 year period immediately following the date of the payment.

A manufacturer shall reserve the right to reasonable, periodic audits to determine the validity of paid claims for dealer compensation or any charge- backs for consumer or dealer incentives.

Except in cases of suspected fraud, audits of incentive payments shall only be for a one-year period immediately following the date of the payment.

A factory shall not deny a claim or charge a new motor vehicle dealer back subsequent to the payment of the claim unless the factory can show that the claim was false or fraudulent or that the new motor vehicle dealer or new powersports vehicle dealer failed to reasonably substantiate the claim by the written reasonable procedures of the factory.

A factory shall not deny a claim or implement a charge-back against a new vehicle dealer after payment of a claim in the event a purchaser of a new vehicle that is the subject of a claim fails to comply with titling or registration laws of this state and is not prevented from compliance by any action of the dealer;

provided, that the factory may require the dealer to provide, within thirty (30) days of notice of charge-back, withholding of payment, or denial of claim, the documentation to Req.

No.

1702 Page 37 demonstrate the vehicle sale, delivery, and customer qualification for an incentive as reported, including consumer name and address and written attestation signed by the dealer operator or general manager stating the consumer was not on the export control list and the dealer did not know or have reason to know the vehicle was being exported or resold.

The factory shall provide written notice to a dealer of a proposed charge-back that is the result of an audit along with the specific audit results and proposed charge-back amount.

A dealer that receives notice of a proposed charge-back pursuant to a factory’s audit has the right to file a protest with the Commission within thirty (30) days after receipt of the notice of the charge-back or audit results, whichever is later.

The factory is prohibited from implementing the charge-back or debiting the dealer’s account until either the time frame for filing a protest has passed or a final adjudication is rendered by the Commission, whichever is later, unless the dealer has agreed to the charge-back or charge-backs, c.

fails to compensate the new motor vehicle dealer for a used motor vehicle:

Req.

No.

1702 Page 38 (1) that is of the same make and model manufactured, imported, or distributed by the factory and is a line-make that the new motor vehicle dealer is franchised to sell or on which the new motor vehicle dealer is authorized to perform recall repairs, (2) that is subject to a stop-sale or do-not-drive order issued by the factory or an authorized governmental agency, (3) that is held by the new motor vehicle dealer in the dealer’s inventory at the time the stop-sale or do-not-drive order is issued or that is taken by the new motor vehicle dealer into the dealer’s inventory after the recall notice as a result of a retail consumer trade-in or a lease return to the dealer inventory in accordance with an applicable lease contract, (4) that cannot be repaired due to the unavailability, within thirty (30) days after issuance of the stop-sale or do-not-drive order, of a remedy or parts necessary for the new motor vehicle dealer to make the recall repair, and (5) that is not at least in the prorated amount of one percent (1.00%) of the value of the vehicle Req.

No.

1702 Page 39 per month beginning on the date that is thirty (30) days after the date on which the stop-sale order was provided to the new motor vehicle dealer until the earlier of either of the following:

(a) the date the recall remedy or parts are made available, or (b) the date the new motor vehicle dealer sells, trades, or otherwise disposes of the affected used motor vehicle.

For the purposes of division (5) of this subparagraph, the value of a used vehicle shall be the average Black Book value for the year, make, and model of the recalled vehicle.

A factory may direct the manner and method in which a new motor vehicle dealer must demonstrate the inventory status of an affected used motor vehicle to determine eligibility under this subparagraph;

provided, that the manner and method may not be unduly burdensome and may not require information that is unduly burdensome to provide.

All reimbursement claims made by new motor vehicle dealers pursuant to this section for recall remedies or repairs, or for compensation where no part or repair is reasonably available and the vehicle is subject to Req.

No.

1702 Page 40 a stop-sale or do-not-drive order, shall be subject to the same limitations and requirements as a warranty reimbursement claim made under subparagraph b of this paragraph.

In the alternative, a manufacturer may compensate its franchised new motor vehicle dealers under a national recall compensation program;

provided, the compensation under the program is equal to or greater than that provided under division (5) of this subparagraph, or as the manufacturer and new motor vehicle dealer otherwise agree.

Nothing in this section shall require a factory to provide total compensation to a new motor vehicle dealer which would exceed the total average Black Book value of the affected used motor vehicle as originally determined under division (5) of this subparagraph.

Any remedy provided to a new motor vehicle dealer under this subparagraph is exclusive and may not be combined with any other state or federal compensation remedy, d.

unreasonably fails or refuses to offer to its same line-make franchised dealers a reasonable supply and mix of all models manufactured for that line-make, or unreasonably requires a dealer to pay any extra fee, purchase unreasonable advertising displays or other materials, or enter into a separate agreement which Req.

No.

1702 Page 41 adversely alters the rights or obligations contained within the dealer’s existing franchise agreement or which waives any right of the new motor vehicle dealer or new powersports vehicle dealer as protected by Section 561 et seq.

of this title, or remodel, renovate, or recondition the dealer’s existing facilities as a prerequisite to receiving a model or series of vehicles, except as may be necessary to sell or service the model or series of vehicles as provided by subparagraph e of this paragraph.

It shall be a violation of this section for new vehicle allocation to be withheld subject to any requirement to purchase or sell any number of used or off-lease vehicles.

The failure to deliver any such new motor vehicle shall not be considered a violation of the section if the failure is not arbitrary or is due to lack of manufacturing capacity or to a strike or labor difficulty, a shortage of materials, a freight embargo, or other cause over which the manufacturer has no control.

However, this subparagraph shall not apply to limited production model vehicles, a vehicle not advertised by the factory for sale in this state, vehicles that are subject to allocation affected by federal environmental laws or environmental laws of Req.

No.

1702 Page 42 this state, or vehicles allocated in response to an unforeseen event or circumstance, e.

except as necessary to comply with a health or safety law, or to comply with a technology requirement which is necessary to sell or service a vehicle that the franchised new motor vehicle dealer or new powersports vehicle dealer is authorized or licensed by the franchisor to sell or service, requires a dealer to construct a new facility or substantially renovate the dealer’s existing facility unless the facility construction or renovation is justified by the economic conditions existing at the time, as well as the reasonably foreseeable projections, in the new motor vehicle dealer’s market and in the automotive industry.

However, this subparagraph shall not apply if the new motor vehicle dealer or new powersports vehicle dealer voluntarily agrees to facility construction or renovation in exchange for money, credit, allowance, reimbursement, or additional vehicle allocation to a dealer from the factory to compensate the dealer for the cost of, or a portion of the cost of, the facility construction or renovation.

Except as necessary to comply with a health or safety law, or to comply with a technology or safety Req.

No.

1702 Page 43 requirement which is necessary to sell or service a motor vehicle or powersports vehicle that the franchised dealer is authorized or licensed by the franchisor to sell or service, a new vehicle dealer which completes a facility construction or renovation pursuant to factory requirements shall not be required to construct a new facility or renovate the existing facility if the same area of the facility or premises has been constructed or substantially altered within the last ten (10) years and the construction or alteration was approved by the manufacturer as a part of a facility upgrade program, standard, or policy.

For purposes of this subparagraph, “substantially altered” means to perform an alteration that substantially impacts the architectural features, characteristics, or integrity of a structure or lot.

The term shall not include routine maintenance reasonably necessary to maintain a dealership in attractive condition.

If a facility upgrade program, standard, or policy under which the dealer completed a facility construction or substantial alteration does not contain a specific time period during which the manufacturer or distributor shall provide payments or benefits to a participating dealer, or the time frame Req.

No.

1702 Page 44 specified under the program is reduced or canceled prematurely in the unilateral discretion of the manufacturer or distributor, the manufacturer or distributor shall not deny the participating dealer any payment or benefit under the terms of the program, standard, or policy as it existed when the dealer began to perform under the program, standard, or policy for the balance of the ten-year period, regardless of whether the manufacturer’s or distributor’s program, standard, or policy has been changed or canceled, unless the manufacturer and dealer agree, in writing, to the change in payment or benefit, f.

requires a new motor vehicle dealer or new powersports vehicle dealer to establish an exclusive facility, unless supported by reasonable business, market, and economic considerations;

provided, that this section shall not restrict the terms of any agreement for such exclusive facility voluntarily entered into and supported by valuable consideration separate from the new motor vehicle dealer’s right to sell and service motor vehicles for the franchisor, g.

requires a new motor vehicle dealer or new powersports vehicle dealer to enter into a site-control agreement Req.

No.

1702 Page 45 covering any or all of the new motor vehicle dealer’s facilities or premises;

provided, that this section shall not restrict the terms of any site-control agreement voluntarily entered into and supported by valuable consideration separate from the new motor vehicle dealer’s right to sell and service motor vehicles for the franchisor.

Notwithstanding the foregoing or the terms of any site-control agreement, a site-control agreement automatically extinguishes if all of the factory’s franchises that operated from the location that are the subject of the site-control agreement are terminated by the factory as part of the discontinuance of a product line, h.

refuses to pay, or claims reimbursement from, a new motor vehicle dealer or new powersports vehicle dealer for sales, incentives, or other payments related to a vehicle sold by the dealer because the purchaser of the new vehicle exported or resold the vehicle in violation of the policy of the factory unless the factory can show that, at the time of the sale, the new vehicle dealer knew or reasonably should have known of the purchaser’s intention to export or resell the vehicle.

There is a rebuttable presumption that the new vehicle dealer did not know or could not have Req.

No.

1702 Page 46 known that the vehicle would be exported if the vehicle is titled and registered in any state of the United States, or i.

(1) notwithstanding the terms of a franchise agreement or other agreement providing otherwise, requires a new motor vehicle dealer or new powersports vehicle dealer to purchase or utilize goods or services, or contract with any vendor, identified, selected, or designated by the factory for the:

(a) operation of the dealership, including electronic services such as websites, data management or storage systems, digital retail platforms, software, or other digital services or platforms, or (b) construction, renovation, or improvement of the new dealer’s facility from a vendor chosen by the factory if goods or services available from other sources a vendor that the new motor vehicle dealer chooses are of substantially similar quality and design and comply with all applicable laws;

provided, however, that such goods are not subject to the factory’s intellectual property or Req.

No.

1702 Page 47 trademark rights and the new vehicle dealer has received the factory’s approval, which approval may not be unreasonably withheld.

Nothing in this subparagraph may be construed to allow a new motor vehicle dealer or new powersports vehicle dealer to impair or eliminate a factory’s intellectual property, trademark rights, or trade dress usage guidelines.

Nothing in this section prohibits the enforcement of a voluntary agreement between the factory and the new vehicle dealer where separate and valuable consideration has been offered and accepted It is a violation of this division for a factory, or any entity that operates on behalf of a factory, to coerce a new motor vehicle dealer to purchase or utilize certain goods or services by the withholding of monetary incentives paid on a per vehicle basis and vehicle allocation that the new motor vehicle dealer is otherwise eligible to receive, and (2) for the purposes of this subparagraph, “goods and services” do not include:

(a) moveable displays, brochures, or promotional materials containing material subject to the Req.

No.

1702 Page 48 intellectual property rights of a factory or parts to be used in repairs under warranty obligations of a factory, or (b) special tools or training required by the factory to perform warranty or recall related repairs;