Primary Contact Person: Telephone Number:

Email Address:

Secondary Contact Person: Telephone Number:

Email Address: Enrollment Fee: $1,250.00 WAIVED Subscription Fee: $650.00 per calendar month Date of Agreement: Amount Due at Signup: $

1. Enrollment. Upon enrolling with LM’s proprietary Integrated Marketing Platform (the “Platform”), we will gather relevant information from you about your business and its operations and load it into the Platform. We will also establish a connection between your Dealer Management System (“DMS”) (or other software system, to the extent such system can reasonably be connected to our Platform) and our Platform in order to allow the continuous data integration and monitoring that is at the core of our Live Marketing initiative. This will allow you to begin utilizing the Platform to better track the needs of, and market to, your customers. You will access the Platform through a web portal specifically created for you (the “Portal”). You will be provided with login information for the Portal. You will be responsible for maintaining control of your login information and will be responsible for any access to your Portal, authorized or not, by any person who obtains your login information, properly or improperly, from you.

2. Data Integration and Actionable Data. During your enrollment with our Platform, we will gather relevant data from your DMS/ OR OTHER SOFTWARE in order to provide actionable data from your sale and service history. We will also integrate your DMS Data/ OR OTHER SOFTWARE with proprietary LM Data to calculate equity positions for your sales and service customers. You will then be in a better position to market directly to those customers based on the most current information available. You will be provided with your own Platform Portal (the “Portal”) to allow you to view the results of the data integration.

3. Concierge. During your enrollment with our Platform, we will provide you with a Dealer Concierge, available during regular business hours Monday through Friday. Your Concierge is available to assist you in creating and implementing marketing strategies through the Platform. Your Concierge will also be able to answer questions about the Platform and to assist with any orders. If needed, we can also provide concierge services at other hours, for an additional fee.

4. Marketing Materials. In addition to the data integration and tracking provided by our Platform, you will also be able to order marketing materials from us through your Portal. The products and services are as described in the Portal and may change from time to time. Your cost for these marketing materials will be as set forth in the Portal at the time of your order. If you require quantities or products other than those set forth in the Portal, we will provide you with a custom quote to meet your needs.

5. Custom Products and Services. We can provide you with custom products and services designed to meet your needs. Upon receiving a request from you for custom products or services, we will endeavor to provide you with a timely quote for the product or service. If you wish to proceed with the product or service, after quote, it will be subject to payment, as provided below.

6. Enrollment Fee. The Enrollment Fee is due upon execution of this Agreement. The Enrollment Fee covers the initial gathering of information about you as well as other setup costs and is therefore nonrefundable. We may assess an additional enrollment fee if you add or open additional locations, lines of business, and the like and will advise you if an additional enrollment fee will be required.

7. Subscription Fee. The Subscription Fee is due for each calendar month on the same day each month. We may change the Subscription Fee from time to time, but in no event more than once per year. If the Subscription Fee changes, we will provide you with notice of the new Subscription Fee. If you object to the new Subscription Fee, you may provide us with written notice terminating this Agreement, in which case the Agreement will terminate thirty (30) days thereafter, but provided that Subscription Fees at the prior rate shall be due until termination.

8. Payment for Other Products and Services. You agree to pay for any products or services ordered by you from us, including marketing materials through your Portal, at the rate published by us at the time of the order or at the quoted price (provided you proceed with the order after we have quoted it to you). Prepayment is required for all other products or services ordered by you from us. You will have the option to prepay either by credit card, bank draft, or invoice. You understand that in the event of invoice, delivery of the services will not commence until after payment and that this may result in a delay of the deliverable.

9. DMS Data. In order to be able to provide you with the data integration and tracking described above, we require access to your DMS Data (as defined below) / OR OTHER SOFTWARE. You will provide us with access to your DMS Data/ OR OTHER SOFTWARE in a usable format. In the event that the DMS Data is unusable for any reason, you will correct the issue, or allow us to correct the issue, in which case you will pay us for this work at our then prevailing market rates for the work done by us. You represent and warrant to us that you are authorized to have and share the DMS Data/ OR OTHER SOFTWARE with us and to authorize us to use the DMS Data / OR OTHER SOFTWARE in connection with this Agreement. We will not use or share the DMS Data/ OR OTHER SOFTWARE other than in connection with this Agreement. We will not sell or resell the DMS Data/ OR OTHER SOFTWARE to any third party. As used herein, “DMS Data/ OR OTHER SOFTWARE” shall include all data maintained by you in any Dealer Management System or other database to which you provide us access in connection with this Agreement. DMS Data/ OR OTHER SOFTWARE may include, as appropriate, customer data, vehicle purchase data, and vehicle service data.

10. Consumer Information Protection. We maintain, and will continue to maintain and periodically test the efficacy of, appropriate information security programs and measures designed to ensure the security and confidentiality of “Customer Information” (as defined in 16 CFR§ 314.2(b)). Such Customer Information security programs and measures include appropriate procedures designed to (a) protect the security and confidentiality of such Customer Information, (b) protect against anticipated threats or hazards to the security or integrity of such Customer Information, and (c) protect against unauthorized access to or use of such Customer Information that could result in substantial harm or inconvenience to any of your customers.

11. Logos and Other Information. You will also provide us with current and accurate copies of your logos as well as contact information, hours of operation (sales and service), service managers’ names and contact information, sales representatives’ information, and such other information as we may require from time to time in connection with providing the services under this Agreement. By providing us with your trademarks, logos and other pertinent information hereunder, you are granting us a license to use such trademarks, logos and other information in connection with this Agreement and agree that our use of the trademarks, logos and other information do not violate any rights of yours or of any third party.

12. LM Data. You understand and agree that your use of the LM Data (as defined below) is restricted to this Agreement and for no other purpose. You further understand and agree that you are not authorized to use the LM Data for any other purpose and that included in this restriction, you are not authorized to license, relicense, sublicense, publish, or republish the LM Data in any manner other than through this Agreement. As an example, and not as a limitation, you may not use LM Data in a self-published newsletter or similar publication not created by us pursuant to this Agreement. As used herein “LM Data” includes all data provided by us in connection with this Agreement, including all data obtained by us from any third party. It is intended that LM Data shall be broadly interpreted to include all data provided by us, whether in digital, printed or other format.

13. Presumed Approval. In order to expedite our marketing efforts on your behalf, we have implemented an expedited approval process that does not include a final proof review process. We will use your logo and other information as provided to us by you, including as to color, font, and sizing. Unless you notify us in writing of any changes or issues with your logo or other pertinent information, it will be presumed that you have approved the logo and other pertinent information as being used by us in connection with any services provided or materials printed or published.

14. Ordering Protocol. From time to time, we may adopt an Ordering Protocol, which will be published in the Platform. The Ordering Protocol will control all marketing materials ordered by you. The Ordering Protocol may be amended from time to time by publication of a new protocol, which shall control all orders placed after its publication.

15. Term and Termination. This Agreement shall commence on the date first set forth above and continue for a period of two (2) years. The Agreement will renew for additional periods of one (1) year each thereafter until terminated as set forth herein. Either you or we may terminate this Agreement at any time upon sixty (60) day advance notice to the other terminating this Agreement. Additionally, we may terminate this Agreement immediately in the event of misuse of the Platform, actual or reasonably foreseen misuse of any LM Data, or nonpayment of any amounts due hereunder. Upon termination of this Agreement, your access to the Portal and Platform will be immediately deactivated and your right to use any LM Data, including any data that integrates LM Data with any other data, will immediately end. Upon termination of this Agreement, you agree to immediately return to us any printed materials that contain any LM Data, including any data that integrates LM Data with any other data, and to immediately destroy any computer-stored information that contains LM Data, including any data that integrates LM Data with any other data. Upon request from us, you will certify to us in writing that you have fully complied with the preceding sentence.

16. Our Indemnification of You. We will indemnify, defend, and hold you (and your officers, directors, and agents) harmless from any claims, damages, liabilities, losses, lawsuits, expenses, or otherwise (collectively, “claims”), arising out of or related to any breach by us pursuant to this Agreement, except as such claim may have arisen or be related to a breach by you of this Agreement or of any representation or warranty contained herein.

17. You’re Indemnification of Us. You will indemnify, defend, and hold us (and our officers, directors, and agents) harmless from any claims, damages, liabilities, losses, lawsuits, expenses, or otherwise, arising out of or related to any breach by you pursuant to this Agreement, including any claims arising out of our use of DMS Data or any other logo, trademark or information provided by you to us in connection with this Agreement.

18. Intellectual Property Rights. We agree that you shall retain ownership of any intellectual property rights that are properly yours, including your logo and trademark. You agree that we shall retain ownership of any intellectual property rights that are properly ours, including of our trademarks, service marks, logos, the Platform, any code, and the BBLM Data. Further, any improvements made to any of our intellectual property, including the Platform, code, or otherwise, shall belong to us. Nothing in this Agreement shall be deemed to constitute a transfer, assignment, or conveyance by us to you of any rights or title in or to any of our intellectual property rights.

19. Limited License. To the extent that we include the names “Black Book®,” “Live Marketing” or any names reasonably related thereto in any marketing materials provided by us to you in connection with this Agreement, such inclusion will be by us in accordance with our license and other rights therein. You will not use, reuse, publish, republish, or copy any of the foregoing names, including by copying materials prepared by us, unless you have first received a written license to do so from the owner of the name.

20. No Franchise, Partnership or Agency. Nothing in this Agreement or in the transactions contemplated hereby creates (or is intended to create) any franchise, partnership, joint venture, principal/agent relationship, or any other relationship or combination which would create or impose liability on either you or us to any person not a signatory to this Agreement for the acts or conduct of the other.

21. Liability Limitation. The most that we shall be liable to you or any other person for any action arising out of or related to this Agreement, the Platform, or otherwise shall be a refund of amounts paid by you for the matter in question. Under no circumstances shall we be liable for consequential, special, incidental or punitive damages (including lost profits, lost business opportunity, or the like). We are not liable for delays or other conditions resulting from Acts of God or other conditions that are typically included in force majeure provisions.

22. Dispute Resolution. If a dispute arises regarding this Agreement or its breach (including, without limitation, its interpretation or enforcement), and the parties have not been successful in resolving such dispute through negotiation, the parties agree to attempt to resolve the dispute through nonbinding mediation by submitting the dispute to a sole mediator selected by the parties. Each party shall bear its own expenses and an equal share of the expenses of the mediator. In the event mediation is unsuccessful, then any such dispute shall be submitted to and finally determined by arbitration by one (1) arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Any arbitration shall be held in Hillsborough County, Florida.

23. Notice. Any notice required to be given pursuant to this Agreement shall be in writing and shall be hand delivered or sent via overnight carrier to the address set forth above for you or to us at our principal place of business as set forth on the Platform at the time of notice. Either party may change its address to receive notice by providing a new address pursuant to the terms of this section.

24. General Provisions. This Agreement: (a) is supported by sufficient consideration, (b) is subject to amendment only in writing signed by both parties, (c) shall be governed and interpreted under the laws of the State of Florida, and (d) shall not be construed more strictly against either party regardless of the party that prepared this Agreement. In the event any of the provisions of the Agreement is determined to be invalid or unenforceable, the same shall be deemed severable, and be so severed, from the remainder of the Agreement and shall not cause the invalidity or unenforceability of the remainder of the Agreement. You consent to jurisdiction over you by any court located in Florida and agree that venue of any action arising out of or related to this Agreement shall lie exclusively in Hillsborough County, Florida.

25. DATA Privacy and Security Compliance-

A LM shall not disclose any personally identifiable information of the

entity’s customers without written consent.

B LM shall comply with all applicable regulations and laws concerning the DMS

Data that may be transferred.

C LM to provide notice to _______ in the event any suspected breach of

security.

E All Data Housed at SAVVIS, A CENTURY LINK COMPANY (Audited

for suitability, design and effectiveness of controls)

26. Data Center Audit Report… Available yearly- Attached

The undersigned, who are duly authorized to execute this Agreement, have read the Agreement, fully

understand it, and intend to be legally bound by its terms, have signed this Agreement effective as of the date first set forth above. Silloet 1, LLC d/b/a LM By: Martin Saavedra, Jr. Its: President

Automobile Dealer Legal Name By: Printed Name

Its: