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TRUECAR TERMS OF SERVICE

CONTACT
 * TrueCar, Inc.
 * 1401 Ocean Avenue, Suite 200
 * Santa Monica, CA 90401
 * 1-888-TRUECAR

By accessing or using this website, any of its pages and/or any of the services
referenced herein, you accept and agree to be bound by the Terms of Service set
forth below.

1. ARBITRATION AGREEMENT AND WAIVER OF RIGHT TO BRING COLLECTIVE ACTION.
You and TrueCar agree to final and binding arbitration of all Claims (as defined
in the Arbitration Agreement) before the American Arbitration Association
pursuant to the written Arbitration Agreement (the “Arbitration Agreement”).
PLEASE READ THE ARBITRATION AGREEMENT CAREFULLY. IT AFFECTS YOUR RIGHTS, AND
THOSE TO WHOM YOU PROVIDE ACCESS TO YOUR ACCOUNT. THE AGREEMENT TO ARBITRATE ALL
CLAIMS IS A CONDITION OF YOUR USE OF THE TRUECAR WEBSITE AND/OR ANY OF THE
SERVICES REFERENCED HEREIN.

2. CHOICE OF LAW.
Except as otherwise expressly provided in the TrueCar Arbitration Agreement
(which applies the Federal Arbitration Act), the relationship between you and
TrueCar are governed by the laws of the State of California without regard to
its conflict/choice of law provisions.

3. ACCEPTANCE OF TERMS.
TrueCar, Inc. (“TrueCar,” “we,” “us,” or “our”) provides users with an online
automotive information and communications platform, as well as related services
that can be accessed from or through this website (collectively, “Services”).
Please carefully read these Terms of Service before using the Services. By
accessing or using the Services, including this website, you accept and agree to
be bound by these Terms of Service (“Terms of Service”) and all applicable laws,
rules, and regulations associated with your use of the Services. If you do not
agree to the Terms of Service, you are not authorized to use this website or the
Services. These Terms of Service also apply to any co-branded or framed version
of this website.

Your use of certain materials and features of this website and/or the Services
may be subject to additional terms and conditions which are incorporated herein
by reference and become part of the Terms of Service. By using those materials
and features, you also agree to be bound by such additional terms and
conditions. Unless explicitly stated otherwise, any new features that augment or
enhance the current Services shall be subject to the Terms of Service.

This website is controlled and operated by TrueCar from its offices within the
United States. TrueCar makes no representation that information or materials
available on this website are appropriate or available for use in other
locations, and access to this website from territories where its contents are
illegal is prohibited. Those who choose to access this website from other
locations do so at their own initiative and are responsible for compliance with
applicable local laws.

4. USER CONDUCT
You are authorized by TrueCar to access and use the Services, including the
information on this website, solely for your personal, non-commercial use
provided that you are at least 18 years of age. The information and materials
displayed on this website may not otherwise be copied, transmitted, displayed,
distributed, downloaded, licensed, modified, published, posted, reproduced,
used, sold, transmitted, used to create a derivative work, or otherwise used for
commercial or public purposes without TrueCar’s express prior written consent.
Any use of data mining, robots or similar data gathering or extraction tools or
processes in connection with this website, and any reproduction or circumvention
of the navigational structure or presentation of this website or its content, is
strictly prohibited. You agree not to use the Services, including this website,
for any unlawful purpose.

In order to access certain features of this website you may be required to
register. You are responsible for maintaining the confidentiality of your
password and account and are fully responsible for all activities that occur
under your password or account. You agree to immediately notify TrueCar in
writing of any unauthorized use of your password or account or any other breach
of security, and ensure that you exit from your account at the end of each
session. TrueCar is not liable for any loss or damage arising from your failure
to comply with this section. You agree not to modify the Services or use
modified versions of the Services (except if modified by TrueCar), including for
the purpose of obtaining unauthorized access to the Services. You agree not to
access the Services by any means other than through the interface that is
provided by TrueCar for use in accessing the Services.

5. TELEPHONIC COMMUNICATIONS WITH TRUECAR, TRUECAR CERTIFIED DEALERS, TRUECAR
PARTICIPATING LENDERS AND THIRD PARTY PARTNERS
You acknowledge that telephone calls to or from TrueCar, TrueCar Certified
Dealers, TrueCar Participating Lenders, and/or third party partners (“TrueCar
Parties”) may be monitored and recorded and you agree to such monitoring and
recording. If you select the “text only” option when submitting your telephone
number to a TrueCar Certified Dealer, your number will be hidden from the
dealer. TrueCar will have access to your text communications with the dealer
using our services to help resolve any disputes, enforce rules to respect your
privacy, and better tailor our services to you.

You verify that any contact information provided to TrueCar Parties, including,
but not limited to, your name, mailing address, email address, your residential
telephone number, and/or your mobile telephone number, is true and accurate. You
verify that you are the current subscriber or owner of any telephone number that
you provide. You are strictly prohibited from providing a phone number that is
not your own. If we discover that any information provided in connection with
your account registration is false or inaccurate, we may suspend or terminate
your account at any time. Should any of your contact information change,
including ownership of your telephone number(s), you agree to immediately notify
us by texting STOP to any text message or calling us, in accordance with the
instructions below.

You agree to indemnify, defend and hold the TrueCar Parties harmless from and
against any and all claims, losses, liability, costs and expenses (including
reasonable attorneys’ fees), including, but not limited to, claims under the
Federal Telephone Consumer Protection Act or its state law equivalent, and
including claims arising from your voluntary provision of contact information
(including a telephone number) that is not your own, your failure to notify us
of any changes to your contact information, including telephone number, and/or
from your violation of any federal, state or local law, regulation or ordinance.
We shall have the exclusive right to choose counsel, at your expense, to defend
any such claims.

You acknowledge that by voluntarily providing your telephone number(s) to
TrueCar Parties, you expressly agree to receive prerecorded voice messages
and/or autodialed calls or text messages related to pricing and offers, vehicle
financing and loans, your account, any transaction, and/or your relationship
with TrueCar Parties. This does not mean that all calls or text messages to you
will be sent through automated means. You also agree to be contacted at email
and mailing addresses provided by you. Consent to receive automated marketing
calls/texts is not a condition of any purchase, lease, financing or loan. Calls
or text messages may be sent by TrueCar Parties even if your telephone number is
registered on any state or federal Do Not Call list. You acknowledge that we may
add to or withdraw dealers, lenders, or third party partners from our
participating partner list at any time, and you consent to be contacted, as
explained above, by these dealers, lenders or third party partners
notwithstanding the date of the start of your relationship with TrueCar. Your
consent to be contacted applies to participating dealers, lenders or third party
partners that may have existed at the start of your relationship with TrueCar
and that may thereafter be added to TrueCar’s participating partner list. You
acknowledge that you may incur a charge for calls or text messages by your
telephone carrier and that TrueCar Parties are not responsible for these
charges.

Your consent to receive automated calls and texts is completely voluntary. You
may opt-out of automated calls or text messages at any time. To opt-out of text
messages, reply STOP to any text message you receive or follow other opt-out
instructions included with the text message. You acknowledge and agree that you
may receive a text message confirming your opt-out. We may use different
shortcodes or phone numbers for different purposes to better serve you. Texting
STOP to one shortcode or phone number does not effectuate a stop request for all
shortcodes or phone numbers to which you are subscribed. If you would like to
stop messages from multiple shortcodes or phone numbers, text STOP to each
shortcode or each phone number to which you would like to unsubscribe.

To opt-out of automated telephone calls from TrueCar (but not text messages),
call (888)-TRUECAR. It is your sole responsibility to notify us if you no longer
want to receive automated calls or text messages. To opt-out of receiving
automated telephone calls or texts from participating dealers, lenders, or third
party partners, please contact the dealer, lender or third party partner
directly. We are not responsible for unwanted contact from third parties. You
waive any rights to bring claims for unauthorized or undesired calls or text
messages by failing to opt out immediately or by failing to follow these
instructions. Please allow up to thirty (30) days to process any opt-out
request. Please note that if you opt out of automated calls, TrueCar Parties
reserve their right to make non-automated calls to you relating to your account,
any transaction, or their relationship with you. Your obligations under this
Section shall survive termination of these Terms of Service.

You are responsible for obtaining and maintaining all telephone devices and
other equipment and software, and all internet service provider, mobile service,
and other services needed to receive calls and text messages. Text messaging may
only be available with select carriers with compatible handsets.

6. PRIVACY
TrueCar is committed to respecting your privacy and protecting your personally
identifiable information. Upon your request, TrueCar shares the information you
enter on this website with participating dealers and/or buyers in order to
provide you with the information you requested, and with other service providers
associated with the Services. TrueCar account data and certain other information
about you and that you enter and/or we collect through your use of this website
are subject to the TrueCar Privacy Policy. You understand that through your use
of the Services, including this website, you consent to the collection and use
(as set forth in the TrueCar Privacy Policy) of this information. Please review
our Privacy Policy for further information on our data collection and use
practices.

7. SERVICES
All information provided on this website is for informational purposes only.
Information displayed through the Services related to any virtual vehicle you
may configure, such as dealer cost, factory invoice, market average, MSRP,
TrueCar Average, TrueCar Estimate, or Estimated Savings off MSRP, either
reflects or is based on available data relevant to your virtual vehicle and does
not reflect a dealer's price for an actual vehicle consistent with your
preferences. Any savings information that you may receive from a selling dealer
or user, such as Estimated Member Savings, Estimated Member Price, Guaranteed
Savings, Member Savings, Certified Dealer MSRP Discount, Total Dealer Fees and
Accessories, Total Before Tax, or Estimated TrueCar Dealer Price is provided
directly to you by the selling dealer or user, and is not provided by TrueCar.
Any incentive offer that you may receive from vehicle manufacturers through your
use of the Services is provided directly to you by that vehicle manufacturer,
and is not provided by TrueCar. The terms and conditions of these incentive
offers are determined by the applicable vehicle manufacturer, and not by
TrueCar. TrueCar also provides you with valuable access to links to third party
sites where you can obtain financing and insurance. Information you may receive
from third parties is provided directly to you by that financial institution or
insurance provider, and is not provided by TrueCar.

Neither the accuracy of information provided on this website, nor the
availability, quality, or safety of vehicles, or any financing of or insurance
relevant to those vehicles, is guaranteed or controlled by TrueCar, and TrueCar
assumes no responsibility for the foregoing. You agree that any reliance on the
information on this website is at your own risk. Any discrepancies or mistakes
made regarding vehicle availability, condition, pricing, financing, insurance
and the like are not the responsibility of TrueCar and should be directed to the
dealer or appropriate third party vendor. For example, vehicle history reports
and certain vehicle condition information has been provided by AutoCheck.
TrueCar is not responsible for any errors, discrepancies, or mistakes in reports
or information from that unaffiliated third party. You are encouraged to
thoroughly review any documents you are asked to sign at the time of purchase or
lease of a vehicle or of other products or services. We do invite you to bring
to our attention any material on our website that you believe to be inaccurate;
please forward a copy of such material and your reasons for your belief to
feedback@truecar.com.

By using the Services, you acknowledge and agree that participating dealers may
not have in inventory a new vehicle that exactly matches any virtual vehicle you
may configure on the website, and certain models or configurations may not be
available. Your dealer will confirm vehicle availability, including available
options and colors, from actual inventory. Each dealer sets and controls its own
pricing. You may negotiate the purchase price directly with the dealer, and
TrueCar plays no role in that negotiation. The savings information communicated
directly to you by a selling dealer for a vehicle consistent with the
preferences expressed in any virtual vehicle you may configure may change if the
actual in-stock vehicle that you choose to buy differs from the configuration of
your virtual vehicle. Used vehicles are subject to prior sale.

For the avoidance of doubt, TrueCar is solely a research and communications
platform. TrueCar is not a vehicle seller, dealer, broker or agent for vehicle
sellers or dealers, nor a provider of, or broker or agent for, other
automotive-related products or services offered by third parties. TrueCar
receives a fee from the participating dealers or third-party service providers
in connection with the Services.

8. NO COMMERCIAL USE OF SERVICES
You agree not to reproduce, duplicate, copy, sell, trade, resell or exploit for
any commercial purposes, any portion or use of, or access to, the Services.

9. RIGHT TO DENY ACCESS AND TO MODIFY THE SERVICES
TrueCar reserves the right to deny use of, or access to, the Services to you
and/or anyone for any or no reason. TrueCar also reserves the right at any time
and from time-to-time to modify or discontinue, temporarily or permanently, the
Services (or any part thereof) with or without notice. You agree that TrueCar
shall not be liable to you or to any third party for any modification,
suspension or discontinuance of the Services (or any part thereof).

10. INDEMNIFICATION
You will indemnify, defend and hold harmless TrueCar and its subsidiaries,
affiliates, partners, officers, directors, employees, and agents (collectively,
“TrueCar Entities”) from all claims, whether actual or alleged (collectively,
“Indemnified Claims”), that arise out of or in connection with a breach of these
Terms of Service, use of the Services, including any content you submit, post,
transmit, modify or otherwise make available through the Services, and/or any
violation of law and/or the rights of any third party. You are solely
responsible for defending any Indemnified Claim against a TrueCar Entity,
subject to such TrueCar Entity’s right to participate with counsel of its own
choosing, at its own expense, and for payment of all judgments, settlements,
damages, losses, liabilities, costs, and expenses, including reasonable
attorneys’ fees, resulting from all Indemnified Claims against a TrueCar Entity,
provided that you will not agree to any settlement that imposes any obligation
or liability on a TrueCar Entity without its prior express written consent.

11. DISCLAIMER OF WARRANTIES
THE SERVICES, INCLUDING ALL INFORMATION AND CONTENT ON OR OTHERWISE RELATED IN
ANY WAY TO THE SERVICES, THIS WEBSITE OR ANY THIRD-PARTY WEBSITE, PRODUCT, OR
SERVICE LINKED TO OR FROM THIS WEBSITE, ARE PROVIDED “AS IS” WITHOUT WARRANTY OF
ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TIMELINESS, AND
NONINFRINGEMENT. IN ADDITION, TRUECAR DOES NOT WARRANT AGAINST DEFECTS IN ANY
VEHICLE, AND DOES NOT MAKE ANY WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED,
INCLUDING REPRESENTATIONS, PROMISES, OR STATEMENTS AS TO THE CONDITION, FITNESS,
OR MERCHANTABILITY OF ANY VEHICLE OR SERVICE. NO ADVICE OR INFORMATION, WHETHER
ORAL OR WRITTEN, OBTAINED FROM TRUECAR OR THROUGH OR LINKED FROM THE SERVICES
SHALL CREATE ANY WARRANTY EXPRESS OR IMPLIED. TrueCar is not responsible for
making repairs to any vehicle. If you have complaints or concerns about defects
or repairs, please contact the dealer, seller, or manufacturer directly.

12. LIMITATION OF LIABILITY; WAIVER
IN NO EVENT SHALL THE TRUECAR ENTITIES BE LIABLE FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR
LOSS OF PROFITS, GOODWILL, USE OF DATA, INFORMATION, AND/OR CONTENT, OR OTHER
INTANGIBLE LOSSES ARISING OUT OF, OR IN CONNECTION WITH THE SERVICES, INCLUDING
ALL INFORMATION AND CONTENT ON OR OTHERWISE RELATED IN ANY WAY TO THIS WEBSITE
OR ANY THIRD-PARTY WEBSITE, PRODUCT, OR SERVICE LINKED TO OR FROM THIS WEBSITE,
OR ANY VEHICLE REFERENCED THEREIN. WITHOUT LIMITING THE FOREGOING, ANY
INFORMATION AND CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE
SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY
RESPONSIBLE FOR AND HEREBY WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH
RESPECT TO ANY DAMAGE TO YOUR COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR
DISPLAY DEVICE, OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH
INFORMATION AND CONTENT. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH
ANY SERVICE AND/OR THIS WEBSITE IS TO STOP USING THE SERVICE AND/OR WEBSITE.

YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM (WHETHER FOR INJURY, ILLNESS, DAMAGE,
LIABILITY AND/OR COST) AGAINST THE TRUECAR ENTITIES ARISING OUT OF YOUR USE OF
OR INABILITY TO USE, OR IN CONNECTION WITH, THE SERVICES, INCLUDING ANY
INFORMATION AND CONTENT ON THIS WEBSITE OR ANY THIRD-PARTY WEBSITE, PRODUCT, OR
SERVICE LINKED TO OR FROM THIS WEBSITE, INCLUDING ANY CONTENT YOU PROVIDE TO
THIRD PARTIES (INCLUDING PERSONALLY IDENTIFIABLE INFORMATION).

13. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES, OR
THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

14. NOTICE
TrueCar may provide you with notices by email, regular mail, SMS, MMS, text
message, postings on the Services/website, or other reasonable means now known
or hereafter developed. You acknowledge and agree that TrueCar will have no
liability associated with or arising from your failure to maintain and supply
TrueCar with accurate contact information about yourself, including your failure
to receive important information and updates about the Services or this website.

15. TRADEMARK INFORMATION AND INTELLECTUAL PROPERTY
You agree that all of TrueCar’s trademarks, trade names, service marks, logos,
brand features, and product and Service names are trademarks and the property of
TrueCar, and that you will not display or use any of the foregoing without
TrueCar's prior written approval in each instance.

You agree that the Services contain proprietary information protected by
applicable intellectual property and other laws in favor of TrueCar. You further
agree that content and information presented to you through the Services is
protected by copyrights, trademarks, service marks, patents and/or other
proprietary rights and laws.

16. COPYRIGHT OR INTELLECTUAL PROPERTY COMPLAINTS
TrueCar respects the intellectual property of others. If you believe that your
work has been copied in a way that constitutes copyright infringement, or your
intellectual property rights have been violated, please provide us with the
following information:

 * a physical signature of the person authorized to act on behalf of the owner
   of the copyright or other intellectual property right;
 * a description of the copyrighted work or other intellectual property that you
   claim has been infringed or violated;
 * a description of where the material that you claim is infringing is located
   on our website;
 * your address, telephone number, and email address;
 * a statement by you that you have a good faith belief that the disputed use is
   not authorized by the copyright or intellectual property owner, its agent, or
   the law;
 * a statement by you, made under penalty of perjury, that the above information
   in your notice is accurate and that you are the copyright or intellectual
   property owner or authorized to act on the copyright or intellectual property
   owner's behalf.

Please send the foregoing information to our agent for notice of claims of
copyright or other intellectual property infringement at:

Copyright Agent
TrueCar, Inc.
Attn: Legal Department
1401 Ocean Avenue, Suite 300
Santa Monica, California 90401

17. GENERAL INFORMATION
These Terms of Service may be amended from time to time without notice in
TrueCar’s sole discretion. Any changes to the Terms of Service will be effective
immediately upon the posting of the revised Terms of Service on this website.
The Terms of Service, including any agreements and terms incorporated by
reference herein, constitute the entire agreement between you and TrueCar and
govern your use of the Services, including this website, and supersede any prior
version of these Terms of Service between you and TrueCar with respect to the
Services. You agree that no agency relationship is created between you and
TrueCar as a result of these Terms of Service or your access to and/or use of
the Services. The failure of TrueCar to exercise or enforce any right or
provision of the Terms of Service shall not constitute a waiver of such right or
provision. If any provision of the Terms of Service is found by a court of
competent jurisdiction to be invalid, the parties nevertheless agree that the
court should endeavor to give effect to the parties' intentions as reflected in
the provision, and the other provisions of the Terms of Service remain in full
force and effect. You agree that, except as otherwise expressly provided in
these Terms of Service, there shall be no third-party beneficiaries to these
Terms of Service. The headings in these Terms of Service are for convenience
only and have no legal or contractual effect. As used in these Terms of Service,
the word “including” is a term of enlargement meaning “including without
limitation” and does not denote exclusivity, and the words “will,” “shall,” and
“must” are deemed to be equivalent and denote a mandatory obligation or
prohibition, as applicable. All definitions apply both to their singular and
plural forms, as the context may require. Please report any violations of the
Terms of Service to violations@truecar.com. Questions regarding these Terms of
Service should be sent to legal@truecar.com.

THE TRUECAR ENTITIES DO NOT MAKE ANY REPRESENTATION OR WARRANTY THAT YOU WILL
SELL YOUR VEHICLE, OBTAIN AN ACCEPTABLE PRICE FOR YOUR VEHICLE, RECEIVE
LEGITIMATE INQUIRIES OR SOLICITATIONS FROM QUALIFIED BUYERS, OR RECEIVE ANY
INQUIRIES REGARDING YOUR VEHICLE FOR SALE.

18. ADDITIONAL TERMS FOR THE “SELL YOUR CAR” AND TRADE

TrueCar offers additional services whereby you may request (i) conditional
offers to purchase your used motor vehicle (excluding certain types of vehicles)
(each offer, a “True Cash Offer”) using the “Sell Your Car” service, and/or (ii)
an estimated trade-in value for your used motor vehicle (excluding certain types
of vehicles) (each estimate, a “True Cash Estimate”) using the Trade service. If
you use or participate in these services, the following additional terms apply:
In order to request a True Cash Offer or True Cash Estimate, you must have
possession of the actual vehicle, with the ability to transfer valid title as
set forth herein. You are required to provide certain identifying and contact
information, which must accurately identify yourself so dealers can communicate
directly with you. By using these services, you represent, warrant, and covenant
that you are not: (i) a motor vehicle dealer or (ii) listing a vehicle for sale
in your capacity as an owner, employee, or representative of a motor vehicle
dealer. For clarity, if you are a motor vehicle dealer, you may not use these
services to obtain a True Cash Offer or True Cash Estimate on behalf of a
customer.

True Cash Offers and True Cash Estimates are not available in all areas, and not
all vehicles are eligible. These services may not be used to sell or to trade-in
certain categories of vehicles, including commercial vehicles; vehicles with a
government, police, fire or livery history; motorcycles; recreational vehicles;
reconstructed or salvage vehicles; vehicles without a valid VIN; “grey market”
vehicles; vehicles older than seventeen (17) model years; vehicles with altered
drivelines or bodies or illegal or non-functioning emissions equipment; flood,
hail or fire damaged vehicles; vehicles with substantial mechanical or
electrical damage; vehicles registered at an auto auction or offered for sale on
a wholesale website within forty five (45) days prior to submitting your
request; vehicles that are valued at less than $1,000; and any other category of
vehicle that we, in our sole discretion, believe may adversely impact the
operation of these services (each, a “Restricted Vehicle”).

By requesting a True Cash Offer or True Cash Estimate, you agree that TrueCar,
its service providers, Participating Dealers, and/or affinity partners may use
the personal contact information you provided, including your telephone number
and email address, to communicate with you about the products and services that
may be of interest to you. By requesting a True Cash Offer or True Cash
Estimate, you agree to use the email address or any other contact information of
the Participating Dealer(s) only for purposes of communicating with them about
the potential sale of that vehicle.

“Sell Your Car” service
Through TrueCar’s “Sell Your Car” service, upon providing the requisite
information, you can request conditional offers from dealers to purchase your
used motor vehicle, known as True Cash Offers. All True Cash Offers are subject
to inspection and verification of the vehicle by, or on behalf of, the
purchasing dealer, as well as the terms of, and your full compliance with, these
Terms of Service and any other applicable terms. A participating dealer that may
make a True Cash Offer is referred to in these additional terms as a
“Participating Dealer.” In certain situations, however, you may instead receive
a True Cash Offer from TrueCar Wholesale Solutions, Inc. (“TCWS”), in which case
TCWS will also qualify as a “Participating Dealer” for purposes of these
additional terms.

The “Sell Your Car” service enables Participating Dealers to obtain information
about vehicles for which True Cash Offers have been requested and, if
applicable, to contact a seller to make a True Cash Offer. We are not a party
to, and do not otherwise guarantee the terms of, any True Cash Offer or any
transaction resulting therefrom. You alone are responsible for any transaction
you engage in resulting from a True Cash Offer from a Participating Dealer.
Although Participating Dealers have agreed to abide by certain customer service
standards, we are not responsible for any potential fraud or other misconduct by
a Participating Dealer in connection with the “Sell Your Car” service. As a
seller, you should exercise caution and good judgment when completing any
transaction, including those involving this service.

Vehicles with a True Cash Offer value greater than $75,000 may not be accepted
by every Participating Dealer and may require an additional inspection. If you
solicit True Cash Offers for any Restricted Vehicle using the “Sell Your Car”
service, you may not receive a True Cash Offer for such vehicle and, in the
event that you do receive a True Cash Offer for such vehicle, you acknowledge
and agree that such True Cash Offer may be invalidated and that no Participating
Dealer is required to purchase such vehicle from you.

You acknowledge that if you provide any false, incomplete, or inaccurate
information, including vehicle information or personal contact information, your
True Cash Offer may be invalidated by the Participating Dealer.

Before submitting a request to receive a True Cash Offer from Participating
Dealers, you may be able to view an estimated value associated with your
vehicle. For the avoidance of doubt, any estimated value shown during this
process is for informational purposes only and does not constitute, and should
not be construed as, a True Cash Offer or otherwise as an offer or conditional
offer by TrueCar, a dealer, or any third party to purchase your used motor
vehicle.

Although a Participating Dealer is not obligated to purchase your vehicle for
any price other than the amount of your True Cash Offer (subject to your
satisfaction of the requirements herein), you can try to negotiate a more
favorable price for your vehicle and, of course, you are always free to sell or
trade in your vehicle outside of the TrueCar platform. The sale price that you
could receive for your vehicle in the open market or from another source may be
higher than the amount of the True Cash Offer you receive.

To receive a True Cash Offer from a Participating Dealer: (1) your vehicle must
be located in a market in which the “Sell Your Car” service is offered and
registered in the same state as the location of the applicable Participating
Dealer, unless the applicable Participating Dealer is TCWS; (2) you must be the
registered owner of the vehicle; (3) you must possess a valid driver’s license
or other form of valid government-issued photo ID; (4) you must provide
accurate, complete, and truthful personal contact information and responses to
all questions included in the online questionnaire, including those relating to
the description and condition of your vehicle; and (5) you must deliver your
vehicle, with a valid registration and either clear and unencumbered title in
your name or complete documentation regarding any lease obligations or liens on
your vehicle (including, for example, contact information for your lender or
leasing company, relevant account information and the current loan payoff amount
or lease early termination fee for your vehicle), within 72 hours of the
issuance of your True Cash Offer, to the Participating Dealer, or its designated
location, for inspection by, or on behalf of, the Participating Dealer.

You are responsible for the information contained in the vehicle questionnaire,
the content of all communications you transmit through the “Sell Your Car”
service, and any other information you provide. We may perform random or
selective quality assurance tests to confirm that individuals who request a True
Cash Offer are not automobile dealers and are prepared to sell such vehicles
through the service. By using the “Sell Your Car” service, you agree to
cooperate in these quality assurance tests. If the tests reveal, or we otherwise
learn, that a seller is violating these Terms of Service or engaging in other
unfair or deceptive practices, TrueCar may, in its sole discretion, deny that
seller use of the “Sell Your Car” service or any other TrueCar services.
Following your delivery of the applicable vehicle to the designated location,
your Participating Dealer or its third-party designee will conduct a mandatory
vehicle inspection free of charge to confirm the vehicle description and
condition information that you provided as part of your request for a True Cash
Offer. This confirmation inspection may include a road test, a mechanical
inspection, a review of vehicle history reports and disclosure statements
regarding flood, salvage, and/or odometer discrepancies (including rollbacks),
and any other reasonable tests and/or inspections that the Participating Dealer
deems necessary or advisable. In the event that the inspection reveals
misrepresentations and/or inconsistencies in the vehicle condition identified by
you, the Participating Dealer may (1) refuse to purchase the vehicle or (2)
provide a revised True Cash Offer to you based on the actual condition of the
vehicle as determined through the inspection (for clarity, such revised True
Cash Offer shall invalidate and replace any prior True Cash Offers created prior
to the inspection). You acknowledge and agree that we have no involvement in, or
liability in connection with, the Participating Dealer or its third-party
designee’s inspection of your vehicle.

Upon the satisfactory inspection of your vehicle by or on behalf of the
Participating Dealer, and subject to any payments necessary to clear title as
set forth below, the Participating Dealer will make a payment to you by check or
ACH transfer in the amount of the valid True Cash Offer as reduced by such
payments as may be required to secure the release of all applicable liens and
lease obligations and the receipt of a clear and unencumbered vehicle title. The
Participating Dealer will have sole discretion to decide whether payments will
be available via check, ACH, or both. All payments will be made payable to the
vehicle owner(s) named on the vehicle title.
If you have negative equity in your vehicle (i.e., your outstanding loan balance
or lease payment obligation exceeds the amount of your True Cash Offer), you
will be responsible for paying the difference between the True Cash Offer price
and the amount needed to clear the title to your vehicle by certified check or
other form of payment acceptable to the Participating Dealer before your
transaction can be completed. If you have positive equity in your vehicle, the
Participating Dealer will issue you a check for the difference between the
amount needed to clear the title to your vehicle and the True Cash Offer price.
The Participating Dealer will assist you with processing of the paperwork and
payments necessary to settle your loan or lease obligations and to obtain a
clear title to your vehicle. The process of Participating Dealer issuing you a
check in connection with your positive equity in your vehicle typically takes 10
to 14 days following delivery of a vehicle to a Participating Dealer, but could
take longer in some circumstances.

Trade service
Through TrueCar’s Trade service, upon providing the requisite information, you
can request that Participating Dealers present an estimated trade-in value for
your used motor vehicle, known as a True Cash Estimate. Each True Cash Estimate
is for informational purposes only and does not constitute, and should not be
construed as, a True Cash Offer or otherwise as an offer or conditional offer by
TrueCar, a dealer, or any third party to purchase your used motor vehicle.

You can try to negotiate a more favorable trade-in value for your vehicle and,
of course, you are always free to sell or trade in your vehicle outside of the
TrueCar platform. The sale price or trade-in value that you could receive for
your vehicle in the open market or from another source may be higher than the
amount of the True Cash Estimate you receive.

The Trade service enables Participating Dealers to obtain information about
vehicles for which True Cash Estimates have been requested and, if applicable,
to present a True Cash Estimate. We are not a party to any True Cash Estimate or
any potential related transaction that may eventually result therefrom. Although
Participating Dealers have agreed to abide by certain customer service
standards, we are not responsible for any potential fraud or other misconduct by
a Participating Dealer in connection with the Trade service, and you should
exercise caution and good judgment when completing any transaction, including
those relating to this service.

TRUECAR DOES NOT MAKE ANY REPRESENTATION OR WARRANTY THAT YOU WILL BE ABLE TO
SELL OR TRADE YOUR VEHICLE, OBTAIN AN ACCEPTABLE PRICE FOR YOUR VEHICLE, RECEIVE
ANY INQUIRIES OR SOLICITATIONS FROM POTENTIAL PARTICIPATING DEALERS, OR RECEIVE
ANY TRUE CASH ESTIMATE RELATING TO, OR TRUE CASH OFFER FOR, YOUR VEHICLE. IN THE
EVENT THAT ANY CLAIMS OR DISPUTES ARISE OUT OF AN ACTUAL OR POTENTIAL
TRANSACTION FOR YOUR VEHICLE, YOU AGREE TO LOOK SOLELY TO THE PARTICIPATING
DEALER FOR YOUR REMEDY AND NOT TO TRUECAR, ITS PARTNERS, OFFICERS, DIRECTORS,
EMPLOYEES, AGENTS, OR AFFILIATES (except in cases where TCWS was the applicable
Participating Dealer).

19. ADDITIONAL TERMS FOR PRE-QUALIFIED AUTO FINANCING WITH PARTICIPATING LENDERS
Prior to visiting a participating dealer, you may submit a request to a
participating lender listed below to see if you pre-qualify for auto financing
with no impact to your credit score. Eligibility for pre-qualification offers
from participating lenders is determined by the participating lender based on
the information you submitted. TrueCar does not play a role in that
determination. Pre-qualified auto financing terms are not guaranteed and subject
to change based on the lender’s evaluation of your credit application submitted
at the dealer and any required documents. You are encouraged to review the
lender’s website for additional information about the pre-qualification process.

Participating lenders provide financing for vehicles from participating dealers.
Participating dealers are subject to change. You are encouraged to verify the
accuracy of any third party information on your own.

Participating Lenders:

 * Westlake Financial Services
 * Capital One, National Association
 * Carvana, LLC

THE TRUECAR ENTITIES DO NOT MAKE ANY REPRESENTATION OR WARRANTY THAT YOU WILL BE
ABLE TO OBTAIN PRE-QUALIFICATION OFFERS FROM POTENTIAL PARTICIPATING LENDERS OR
OBTAIN FINANCING IN CONNECTION WITH A VEHICLE. IN THE EVENT THAT ANY CLAIMS OR
DISPUTES ARISE OUT OF AN ACTUAL OR POTENTIAL TRANSACTION INVOLVING THE
PRE-QUALIFICATION SERVICE, YOU AGREE TO LOOK SOLELY TO THE PARTICIPATING LENDER
FOR YOUR REMEDY AND NOT TO THE TRUECAR ENTITIES.

Last updated on and effective as of April 27, 2023

 * TrueCar, Inc.
 * 1401 Ocean Avenue, Suite 200
 * Santa Monica, CA 90401
 * 1-888-TRUECAR



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