Acknowledgement and Agreement

Acknowledgment and Agreement - wiTECH System

Chrysler Group LLC ("Chrysler") makes the wiTECH System available to participating dealers of Chrysler ("Dealers"). Access and use of the wiTECH System is governed by the Software License, Data Exchange and Electronic Commerce Agreement between the Dealer and Chrysler ("E-Commerce Agreement").

"Authorized User" means an individual who is an employee or contractor of Dealer and is acting within the scope of the individual's employment or contractor relationship with Dealer and who agrees to be bound by this Acknowledgment and Agreement by clicking "Accept" below or accessing the wiTECH System.

"UI" means the user interface display and usability platform of the wiTECH System for computers, tablets, mobile devices, or other hardware used to access the wiTECH System. It includes, but is not limited to, the layout, color scheme, HTML pages and the like, including the underlying software code.

I am an Authorized User of Dealer and acknowledge and agree that:

1. Access and use of the wiTECH System is limited to performing service lane management and other business functions for Dealer that the wiTECH System is intended to provide, and in accordance with the terms and conditions of the E-Commerce Agreement.

2. The UI can be used only on computers, tablets, mobile devices or other hardware that Dealer owns or leases and that are authorized by Chrysler for use with wiTECH System.

3. All intellectual property rights, including without limitation copyright, to the wiTECH System are owned by Chrysler or its vendors, as applicable, and they retain all right, title and interest therein.

4. I cannot, in whole or in part, alter, copy, derive source code from, disassemble, decompile or create derivative works of the wiTECH System including its software and any associated documentation (on-line or otherwise), remove any copyright or proprietary notices from any part of the wiTECH System, or use any trademarks, service marks or trade names of Chrysler or any of its affiliates without Chrysler's prior written consent.

5. I cannot not loan, rent, lease or otherwise provide the wiTECH System (or any part of it), or access to it, to any third party.

6. I cannot export the wiTECH System (or any part of it) to any person, entity, or destination, which the United States government, at the time of export requires an export license or other governmental approval without first obtaining such license or approval. This compliance obligation survives termination or expiration of this Agreement.

7. Other than as may be provided in the E-Commerce Agreement:

8. CHRYSLER PROVIDES THE wiTECH SYSTEM "AS IS" WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, THAT THE wiTECH SYSTEM IS ERROR FREE, OR THAT IT IS FREE FROM INFRINGEMENT; and

9. In no event will Chrysler or its affiliates be liable for any direct, indirect, special, incidental, economic, cover, or consequential damages arising out of the use or inability to use the wiTECH System or associated documentation, including, without limitations, damages or costs relating to the loss of profits, business, goodwill, data, or computer programs, business interruptions, or to other pecuniary loss, even if advised of the possibility of such damages.

10. This Acknowledgment and Agreement is governed by the laws of the State of Michigan, United States of America, as if to be fully performed therein and without reference to conflict of law principles. The provisions of the United Nations Conventions on the Internal Sale of Goods will not apply to this Acknowledgment and Agreement.

11. Dealer will comply with its privacy policy when using the wiTECH System.

12. Chrysler's Privacy Statement applies.