PURECARS BUICK ENCORE GX PLUS UP PROGRAM TERMS
August 3, 2026
These Buick Encore GX Plus Up Program Terms (these “Program Terms”) govern the provision by PureCars Technologies, LLC, a Delaware limited liability company, and/or its Affiliates (“PureCars”), of the paid digital advertising services described in Section 2 below (the “Program”) to the dealer identified in the online enrollment form referencing these Program Terms (“Dealer”). Capitalized terms used but not defined in these Program Terms have the meanings given to them in the PureCars Terms and Conditions available at www.purecars.com/terms-and-conditions---purecars, as updated by PureCars from time to time (the “Standard Terms”). The Dealer is the “Customer” for purposes of the Standard Terms.
1. INCORPORATION OF STANDARD TERMS; STRUCTURE OF AGREEMENT.
1.1 Order Form. These Program Terms, together with the online enrollment form completed and submitted by Dealer with respect to the Program (the “Enrollment Form”), constitute an “Order Form” under, and are governed by, the Standard Terms. The Enrollment Form, these Program Terms, and the Standard Terms are collectively referred to herein as the “Agreement.”
1.2 New Dealers. If, as of the date Dealer submits the Enrollment Form, Dealer is not already a party to the Standard Terms under a separate Order Form, then Dealer’s submission of the Enrollment Form, including Dealer’s affirmative acknowledgment on the enrollment site that it has read and agrees to these Program Terms, constitutes Dealer’s acceptance of, and agreement to be bound by, both these Program Terms and the Standard Terms, effective as of the date of that submission, in each case as though Dealer had separately executed an Order Form under the Standard Terms.
1.3 Existing Dealers. If Dealer is already a party to the Standard Terms under one or more existing Order Forms, these Program Terms constitute an additional, separate Order Form solely with respect to the Program. Nothing in these Program Terms amends, modifies, supersedes, or otherwise affects any other Order Form, service, or agreement between Dealer and PureCars.
1.4 Precedence. In the event of any conflict between these Program Terms and the Standard Terms, these Program Terms will control solely as to matters expressly addressed in Sections 2 through 9 of these Program Terms; the Standard Terms will control in all other respects.
2. THE PROGRAM; SERVICES AND PACKAGES.
2.1 Program. The Program is the PureCars Buick Encore GX “Plus Up” paid digital advertising initiative, offered in connection with General Motors (“GM”) and available solely to dealers enrolled in GM’s In Market Retail (“IMR”) program as of the applicable enrollment deadline. Subject to payment of the applicable Program Fees (defined in Section 5.1), PureCars will provide the Services corresponding to the package selected by Dealer on the Enrollment Form (each, a “Package”), targeting the following minimum monthly target spend levels (each, a “Budget”):
Package
Included Services
Minimum Monthly Budget*
CAPTURE
Paid Search advertising on Google, targeting proactive, high-intent audiences.
$1,500/month
CAPTURE & CONQUEST
Paid Search advertising on Google, plus Paid Social Carousel advertising (Facebook/Instagram), targeting proactive, high-intent audiences while conquesting competing-model intenders.
$2,500/month ($1,500 Search / $1,000 Social Carousel)
CAPTURE, CONQUEST & GENERATE
Paid Search advertising on Google, Paid Social Carousel advertising (Facebook/Instagram), and Google Demand Gen advertising (YouTube/Discover), targeting high-intent audiences, conquesting competing-model intenders, and building awareness at scale.
$4,000/month ($1,500 Search / $1,500 Social Carousel / $1,000 Demand Gen)
*Each Budget is a target amount; Dealer’s actual monthly payment obligation is the Program Fees described in Section 5.1, which will not exceed Dealer’s Budget for that month. Dealer may not set its Budget below the minimum monthly Budget applicable to its enrolled Package. See Section 4.
2.2 Eligibility; Enrollment Deadline. Only dealers enrolled in IMR are eligible to participate in the Program. Enrollment must be completed no later than November 25, 2026, or such other deadline as GM or PureCars specifies on the enrollment site.
2.3 Rolling Launch. The Program launches on a rolling basis as Dealers enroll and continues, with ongoing optimization, through the end of the Program Term.
3. TERM; TERMINATION.
3.1 Program Term. Notwithstanding Section 5.1 of the Standard Terms, the term of Dealer’s participation in the Program (the “Program Term”) begins on the date PureCars activates Dealer’s enrolled Services and continues on a month-to-month basis until terminated as provided in this Section 3. Regardless of the date of activation or any notice of termination, the Program Term will terminate in all cases no later than December 31, 2026.
3.2 Termination by Dealer. Dealer may terminate its participation in the Program at any time prior to December 31, 2026 by submitting written notice to EncoreGXPlusUp@purecars.com. Termination will be effective as follows:
(a) if Dealer’s notice is submitted on or before the 15th day of a calendar month, Dealer’s Services will terminate on the last day of that same calendar month; or
(b) if Dealer’s notice is submitted after the 15th day of a calendar month, Dealer’s Services will terminate on the last day of the following calendar month.
Regardless of when Dealer’s notice is submitted, Dealer’s Services will terminate no later than December 31, 2026.
3.3 Termination Related to GM. Dealer acknowledges that GM may cancel the Program, in whole or in part, at any time and for any reason. If GM cancels the Program, PureCars will provide written notice to Dealer, and Dealer’s Services will terminate as of the date specified in that notice. PureCars will have no liability to Dealer as a result of such cancellation.
3.4 Effect of Termination. Termination of Dealer’s participation in the Program will not relieve Dealer of any obligation to pay Program Fees for Services rendered prior to the termination date. Sections 3 through 9 of these Program Terms, and any provisions of the Standard Terms that by their terms survive termination, will survive termination of Dealer’s participation in the Program.
4. PACKAGE AND BUDGET ADJUSTMENTS.
Dealer may request to change its enrolled Package or adjust its Budget by submitting a written request to EncoreGXPlusUp@purecars.com. Dealer may not adjust its Budget below the minimum monthly Budget applicable to its enrolled Package, as set forth in Section 2.1. PureCars will implement approved adjustments on the timeline communicated to Dealer following PureCars’ receipt of Dealer’s request.
5. BILLING.
5.1 Payment Obligation. Each month, Dealer is responsible for paying PureCars: (a) the actual amount PureCars deploys as media spend toward Dealer’s campaigns for that month (the “Ad Spend”); and (b) a service fee for the Services, equal to 22.5% of the Ad Spend actually deployed for that month (the “Service Fee”), which is payable in addition to, and is not included within, the Ad Spend. The Ad Spend and the corresponding Service Fee are together referred to as the “Program Fees.” PureCars will manage the amount of Ad Spend it deploys each month so that the resulting Program Fees do not exceed Dealer’s Budget for that month. In no event will Dealer be responsible for Program Fees, in any month, in excess of Dealer’s Budget for that month, as set forth in Section 2.1 or as subsequently increased by Dealer in writing under Section 4.
5.2 Turnkey Billing. Dealer authorizes PureCars to submit billing for the Program Fees through GM’s IMR DDS turnkey billing process on Dealer’s behalf. Except as set forth in Section 5.3, PureCars will not issue Dealer a direct invoice for the Program Fees; billing will be processed through the GM IMR turnkey process, as submitted by PureCars on Dealer’s behalf.
5.3 Direct Billing if Turnkey Does Not Pay.
(a) Cure for PureCars Errors. If the GM IMR turnkey process does not pay PureCars, in whole or in part, for Program Fees corresponding to Services PureCars has already provided, and the non-payment results from an error or omission by PureCars in submitting the billing, PureCars will have thirty (30) days from the date PureCars becomes aware of the error to correct and resubmit the billing through the GM IMR turnkey process and obtain payment. PureCars may not invoice Dealer directly for any such amount unless the applicable Program Fees remain unpaid at the end of that thirty (30) day period.
(b) Other Non-Payment. If the GM IMR turnkey process does not pay PureCars for any reason other than an error or omission by PureCars in submitting the billing, PureCars may invoice Dealer directly for the unreimbursed amount without first complying with Section 5.3(a).
(c) Any invoice issued under this Section 5.3 is subject in all cases to the cap in Section 5.1, and Dealer will pay any such invoice within ten (10) days of the invoice date, consistent with Section 4.1 of the Standard Terms.
6. AD APPROVALS.
Before any advertisement is published under the Program, PureCars will submit sample ads to Dealer for review. Dealer will promptly review such sample ads and either approve them or provide feedback to PureCars. Dealer acknowledges and agrees that time is of the essence with respect to Dealer’s review and approval of ad materials, and that Dealer’s failure to respond promptly may delay or otherwise impair the Services, without liability to PureCars. The creative, offers, and disclaimers used in the Services are provided and approved by GM; PureCars does not create or independently verify them and is not responsible for their content or compliance with Applicable Laws. As between PureCars and Dealer, Dealer is responsible for the advertisements it approves under this Section 6, and Dealer’s obligations under Section 2.3 and its indemnity under Section 9.2 of the Standard Terms apply to those advertisements.
7. GM PARTICIPATION; USE OF DEALER NAME AND WEBSITE.
7.1 Authorization. Dealer authorizes GM and PureCars, as GM’s selected vendor, to execute the Services on Dealer’s behalf from August 4, 2026 through December 31, 2026 (regardless of the date Dealer’s individual Program Term under Section 3.1 begins or ends), including the use of Dealer’s name paired with GM-approved creative assets to drive online traffic to Dealer’s GM-approved dealer website (“DWC Website”).
7.2 Tagging. Dealer authorizes PureCars to place advertising tracking tags on Dealer’s website solely for purposes of tracking and optimizing the Paid Search, Paid Social, and Demand Gen campaigns delivered under the Program.
7.3 Relationship to Standard Terms. This Section 7 supplements, and does not replace, Section 7.3 (Customer Marks) of the Standard Terms.
7.4 GM Not a Party. GM is not a party to, and has no obligations under, this Agreement. Nothing in this Agreement creates any contractual relationship, partnership, joint venture, or agency relationship between Dealer and GM. Dealer’s sole contractual counterparty under this Agreement is PureCars.
8. DEFINITIONS.
For purposes of these Program Terms: “Budget” means the target monthly spend amount corresponding to Dealer’s enrolled Package, as set forth in Section 2.1, as adjusted from time to time under Section 4. “Ad Spend,” “Service Fee,” and “Program Fees” have the meanings given in Section 5.1. “Services” has the meaning given in the Standard Terms, and, for purposes of the Program, means the Paid Search, Paid Social Carousel, and/or Google Demand Gen advertising services included in Dealer’s enrolled Package, as described in Section 2.1. Other capitalized terms not defined in these Program Terms have the meanings given in the Standard Terms.
9. MISCELLANEOUS.
9.1 Notices. Notices regarding cancellation and Package/budget adjustments under Sections 3 and 4 must be sent to EncoreGXPlusUp@purecars.com. All other notices will be given in accordance with Section 13.3 of the Standard Terms.
9.2 Entire Agreement. These Program Terms, together with the Enrollment Form and the Standard Terms, constitute the entire agreement between PureCars and Dealer with respect to the Program and supersede all prior or contemporaneous understandings regarding the Program. Except as expressly set forth in these Program Terms, the Standard Terms (including Section 13 thereof) apply to the Program in all respects.
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