As a continuing condition of the relationship between Summit Automotive, LLC (or one of its affiliates or subsidiaries) (“Summit Automotive”) and your company (the “Vendor”), you agree to these Summit Automotive Vendor Terms and Conditions (the “Agreement”). Notwithstanding any prior proposal, quotation or documentation furnished by Vendor to Summit Automotive, Vendor accepts this Agreement and agrees that no different or additional terms or conditions may be imposed. Any different or additional terms or conditions in Vendor’s acknowledgement, confirmation, invoice or other documentation are hereby objected to and shall be null and void.

If to Summit Automotive:
Summit Automotive, LLC
10301 E. Arapahoe Road, Suite 200
Centennial, CO 80112

Attn: Service Payables/Vendor Maintenance
With a copy to:
Summit Automotive, LLC
10301 E. Arapahoe Road
Suite 200
Centennial, CO 80112
Attn: Legal Department

If to Vendor: To the address noted on the Vendor’s W-9 and/or corresponding invoice

GOVERNING LAW AND DISPUTES. This Agreement shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to its conflicts of laws rules. The parties agree that any dispute arising out of or related in any way to this Agreement (each, a “Dispute”) shall be litigated exclusively in the United States District for Denver, Colorado (“District Court”) and any reviewing appellate court thereof. In the event that the District Court lacks subject matter jurisdiction over a Dispute, then, and only then, the parties agree that such Dispute shall be litigated exclusively in the Circuit Court of Denver, Colorado (“Circuit Court”) and any reviewing appellate court thereof.