25 LC 39 4551
Senate Bill 81
By: Senators Brass of the 6th, Walker III of the 20th, Summers of the 13th, Kennedy of the
18th, Jones II of the 22nd and others
A BILL TO BE ENTITLED
AN ACT
To amend Article 22 of Chapter 1 of Title 10 of the Official Code of Georgia Annotated,
1
relating to motor vehicle franchise practices, so as provide for protection of consumer data2
in motor vehicle sales or lease transactions by affiliates of franchisors, manufacturers, and3
distributors; to provide for procedures, conditions, and limitations on the use of motor4
vehicle dealer data; to provide for standards for access and integration of data collected and5
maintained by dealers and by third parties on behalf of dealers; to provide for applicability;6
to provide for requirements of franchisors, manufacturers, and distributors in relation to7
dealers; to provide for additional unlawful activities by franchisors; to revise legislative8
findings; to provide for definitions; to amend Code Section 40-2-39 of the Official Code of9
Georgia Annotated, relating to registration and licensing of new motor vehicle dealers,10
temporary site permits, administrative fines, and penalty, so as to provide for activities which11
qualify as activity as a new motor vehicle dealer; to provide for related matters; to repeal12
conflicting laws; and for other purposes.13
BE IT ENACTED BY THE GENERAL ASSEMBLY OF GEORGIA:14
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SECTION 1.
15
Article 22 of Chapter 1 of Title 10 of the Official Code of Georgia Annotated, relating to16
motor vehicle franchise practices, is amended by revising Code Section 10-1-621, relating17
to legislative findings, as follows:18
"10-1-621.19
The General Assembly finds and declares that:20
(1) The distribution and sale of motor vehicles within this state are vital to the general21
economy of this state and to the public interest and public welfare;22
(2) The provision for warranty service, recall service,
and the repair of predelivery23
transportation damages to motor vehicles is of substantial concern to the people of this24
state;25
(3) Robust competition among dealers benefits consumers through competitive pricing,26
service, and convenient repair facilities, thus the The maintenance of full and fair27
inter-brand and intra-brand competition among dealers and others is in the public interest;28
and29
(4) The maintenance of strong and sound dealerships is essential to provide continuing30
and necessary reliable services to the consuming public in this state, to the introduction31
of new automotive technology and support and maintenance of such after a sale, to32
protect against the creation or perpetuation of monopolies and other practices that are33
detrimental to public welfare and local businesses, and to provide stable employment to34
the citizens of this state."35
SECTION 2.36
Said article is further amended by revising Code Section 10-1-632, relating to protection of37
consumer data in motor vehicle sales or lease transactions and burden of proof for violations,38
as follows:39
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"10-1-632.
40
(a) With respect to consumer data, a franchisor, manufacturer, distributor, or affiliate
41
thereof or a third party acting on behalf of a franchisor, manufacturer, or distributor, or42
affiliate thereof:43
(1) Shall comply with and shall not cause a dealer to violate any applicable restrictions44
on reuse or disclosure of the consumer data established by federal or state law;45
(2) Shall provide a written statement to the dealer upon request describing the established46
procedures adopted by such franchisor, manufacturer, distributor, or affiliate thereof or47
third party acting on behalf of the franchisor, manufacturer, or distributor which meet or48
exceed any federal or state requirements to safeguard the consumer data, including, but49
not limited to, those established in the federal Gramm-Leach-Bliley Act, 15 U.S.C.50
Section 6801, et seq.;51
(3) Shall, upon the written request of the dealer, provide a written list of the consumer52
data obtained from the dealer and all persons to whom any consumer data has been53
provided by the franchisor, manufacturer, distributor, or affiliate thereof or a third party54
acting on behalf of a franchisor, manufacturer, or distributor during the preceding six55
months. The dealer may make such a request no more than once every six months. The56
list must indicate the specific fields of consumer data which were provided to each57
person. Notwithstanding the foregoing, such a list shall not be required to include:58
(A) A person to whom consumer data was provided, or the specific consumer data59
provided to such person, if the person was, at the time such consumer data was60
provided, a service provider, subcontractor, or consultant acting in the course of61
performance of services on behalf of or for the benefit of the dealer, franchisor,62
manufacturer, distributor, third party, or dealer affiliate, provided that the dealer,63
franchisor, manufacturer, distributor, third party, or dealer affiliate has entered into an64
agreement with such person requiring that such person comply with the safeguard65
requirements of applicable state and federal law, including, but not limited to, those66
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established in the federal Gramm-Leach-Bliley Act, 15 U.S.C. Section 6801, et seq.;67
and68
(B) A person to whom consumer data was provided, or the specific consumer data69
provided to such person, if the dealer has previously consented in writing to such70
person receiving such consumer data and the dealer has not withdrawn such consent in71
writing;72
(4) May not require that a dealer grant the franchisor, manufacturer, distributor, or73
affiliate thereof or a third party acting on behalf of a franchisor, manufacturer, or74
distributor direct or indirect access to such dealer's data management system to obtain75
consumer data. A franchisor, manufacturer, distributor, affiliate, or a third party acting76
on behalf of a franchisor, manufacturer, or distributor must shall permit a dealer to77
furnish consumer data in a widely accepted file format, such as comma delimited, and78
through a third-party vendor selected by the dealer.; provided, however, that However,79
a franchisor, manufacturer, or distributor, or affiliate thereof or a third party acting on80
behalf of a franchisor, manufacturer, or distributor may access or obtain consumer data81
directly from a dealer's data management system with the express consent of the dealer. 82
Such consent shall The consent must be in the form of a written document that is separate83
from the parties' franchise agreement, is executed by the dealer, and may be withdrawn84
allow for withdrawal by the dealer upon 30 days' written notice to the franchisor,85
manufacturer, or distributor as applicable. For incentive programs beginning on or after86
July 1, 2019, such consent shall not be required as a condition to a motor vehicle dealer's87
participation in an incentive program unless such consent is necessary to obtain consumer88
data to implement the program; and89
(5) Shall indemnify the dealer for any third-party claims asserted against or damages90
incurred by the dealer to the extent caused by access to, use of, or disclosure of consumer91
data in violation of this Code section by the franchisor, manufacturer, distributor, or92
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affiliate thereof or a third party to whom the franchisor, manufacturer, or distributor has93
provided consumer data.94
(b) Nothing contained in this Code section shall limit the ability of the a franchisor, the95
manufacturer, or distributor, to require that the dealer provide, or use in accordance with96
the law, such customer information related solely to such manufacturer's or distributor's97
own vehicle makes to the extent necessary to do any of the following:98
(1) Satisfy any safety or recall notice obligations or other legal notice obligations on the99
part of the manufacturer;100
(2) Complete the sale and delivery of a new motor vehicle to a customer;101
(3) Validate and pay customer or dealer incentives;102
(4) Submit to the franchisor, manufacturer, or distributor claims for any services supplied103
by the dealer for any claim for warranty parts or repairs;104
(5) Market analysis;105
(6) Evaluate sales and service customer satisfaction with the dealer, including surveys;106
or107
(7) Reasonable marketing purposes that benefit the dealer.108
(c) In any cause of action against a franchisor, manufacturer, or distributor, or affiliate109
thereof for a violation of this Code section, the party bringing the action shall have the110
burden of proof."111
SECTION 3.112
Said article is further amended by adding a new Code section to read as follows:113
"10-1-633.114
(a) As used in this Code section, the term:115
(1) 'Authorized integrator' means a third party with whom a dealer has entered into a116
written contract to perform a specific function which requires such third party to access117
protected dealer data or write data to a dealer data system or both.118
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(2) 'Data access overcharge' means any charge to a dealer or person authorized to119
perform integration that is greater than an amount which reimburses direct costs incurred120
by a dealer data systems vendor for integration. When a dealer data systems vendor fails121
to disclose the direct costs of integration and provide documentation of such costs, any122
direct costs sought to be reimbursed shall be considered a data access overcharge.123
(3) 'Dealer data system' means any software or hardware provided by a third party and124
used by a dealer in its business operations to store, process, or maintain protected dealer125
data.126
(4) 'Dealer data systems vendor' means any third party that stores protected dealer data127
pursuant to written contract with a dealer and shall include a dealer management system128
or customer relations management system provided by a third party. Such term shall not129
include a manufacturer, distributor, or affiliate subject to Code Section 10-1-632.130
(5) 'Integration' means access by an authorized integrator to protected dealer data which131
does not require access to any copyright protected material but allows for access to all132
protected dealer data and which can be accomplished by any commercially reasonable133
means not otherwise in violation of this Code section.134
(6) 'Prior express written consent' means written consent provided by the dealer that is135
contained in a document separate from any other consent, contract, franchise agreement,136
or other writing and that specifically outlines a dealer's consent for an authorized137
integrator to obtain protected dealer data, including the scope and duration of such138
consent, and may be unilaterally revoked by the dealer upon 30 days' notice without139
cause and immediately with cause.140
(7) 'Protected dealer data' means any of the following data that is stored in a dealer data141
system:142
(A) Personal, financial, or other data pertaining to a consumer that is provided to a143
dealer by a consumer;144
(B) Motor vehicle diagnostic data; or145
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(C) Any other data relating to the business operations of a dealer stored or maintained146
within a dealer data system.147
(8) 'Secure open application programming interface' or 'secure open API' means an148
application programming interface that allows an authorized integrator to integrate with149
a dealer data system remotely and securely.150
(9) 'STAR standards' means standards for the automotive retail industry established by151
the Standards for Technology in Automotive Retail organization.152
(10) 'Third party' includes service providers, vendors, including dealer data systems153
vendors and authorized integrators, and any other individual or entity other than a dealer. 154
Such term shall not include any manufacturer; distributor; affiliate of a manufacturer or155
distributor; a third party acting on behalf of or engaged contractually or by other156
agreement with a manufacturer or distributor; any governmental entity acting pursuant157
to federal, state, or local law; or any third party acting pursuant to a valid court order.158
(b) It shall be unlawful for a third party to:159
(1) Access, share, sell, copy, use, or transmit protected dealer data from a dealer data160
system without the prior express written consent of a dealer;161
(2) Take any action, by contract, technical means, or otherwise, that would prohibit or162
limit a dealer's ability to protect, store, copy, share, or use any protected dealer data,163
including, but not limited to:164
(A) Imposing any data access overcharges or other restrictions of any kind on the165
dealer or any authorized integrator for integration;166
(B) Prohibiting an authorized integrator or any third party identified by a dealer as an167
authorized integrator that has satisfied or is compliant with the STAR standards, or a168
standard compatible with such standards, from performing integration or placing169
unreasonable restrictions on integration, which shall include, but not be limited to:170
(i) Unreasonable restrictions on the scope or nature of the data shared with an171
authorized integrator;172
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(ii) Unreasonable restrictions on the ability of an authorized integrator to write data173
to a dealer data system;174
(iii) Unreasonable restrictions or conditions on a third party accessing or sharing175
protected dealer data or writing data to a dealer data system; and176
(iv) Requiring unreasonable access to sensitive, competitive, or other confidential177
business information of a third party as a condition for access to protected dealer data178
or as a condition to share protected dealer data with an authorized integrator;179
(C) Prohibiting or limiting a dealer's ability to store, copy, securely share, or use180
protected dealer data outside the dealer data system in any manner and for any reason;181
or182
(D) Permitting access to or accessing protected dealer data without prior express183
written consent by the dealer.184
(c)(1) A secure open application programming interface shall:185
(A) Be made available by a dealer data systems vendor to any authorized integrator186
upon request by a dealer;187
(B) Include all relevant endpoints to allow for access to all protected dealer data or to188
integrate with protected dealer data; and189
(C) Provide granularity and control necessary for dealers and authorized integrators to190
integrate the data necessary pursuant to contract terms between the dealer and191
authorized integrator.192
(2) For purposes of this Code section, secure open application programming shall not193
require that an application programming interface be available to the public or at no cost194
to an authorized integrator, provided that no data access overcharge may be assessed in195
connection with a secure open API.196
(d)(1) A dealer data systems vendor shall adopt and make available a standardized197
integration framework that allows for integration through secure open APIs to authorized198
integrators. In the event that application programming interfaces are no longer the199
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reasonable commercial or technical standard for secure data integration, a similar open200
access integration method may be provided to the extent such method provides the same201
or better secure integration to dealers and authorized integrators as a secure open API. 202
Any dealer data systems vendor that utilizes STAR standards or a comparable system203
shall comply with the requirements of this subsection.204
(2) A dealer data systems vendor and authorized integrator:205
(A) Shall be authorized to integrate, or otherwise access, use, store, or share protected206
dealer data to the extent only outlined in and authorized by the dealer data systems207
vendor contract or authorized integrator contract;208
(B) Shall provide that any dealer data systems vendor contract or authorized integrator209
contract may be terminated upon no more than 90 days' notice from the dealer; and210
(C) Shall, in order to prevent any risk of consumer harm or inconvenience, ensure a211
secure transition of all protected dealer data to a successor dealer data systems vendor212
or authorized integrator upon notice of a dealer's intent to terminate a dealer data213
systems vendor contract or authorized integrator contract. The requirements of this214
subparagraph may be satisfied by taking any of the following actions:215
(i) Providing unrestricted access to all protected dealer data and all other data stored216
in the dealer data system within a commercially reasonable time and in a format that217
a successor dealer data systems vendor or authorized integrator is capable of218
accessing and using;219
(ii) Deleting or returning to the dealer all protected dealer data prior to termination220
of the contract pursuant to any written directions of the dealer;221
(iii) Providing a dealer, upon request, with a list of all entities with whom it is sharing222
or has shared protected dealer data or to whom it has allowed access to protected223
dealer data; and224
(iv) Allowing a dealer to audit access to and use of any protected dealer data by the225
dealer data systems vendor or authorized integrator access.226
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(3) Any dealer data systems vendor, authorized integrator, or third party acting227
pursuant to a written contract with or on behalf of a dealer shall indemnify the dealer228
for any third-party claims asserted against or damages incurred by the dealer from229
complaints, claims, or actions arising out of the willful, negligent, or impermissible use230
or disclosure of protected dealer data, customer data, or other sensitive information in231
a dealer data system by the dealer data system vendor, authorized integrator, or third232
party. Such indemnification shall include, but not be limited to, judgments, settlements,233
fines, penalties, litigation costs, defense costs, court costs, costs related to the disclosure234
of security breaches, and attorneys' fees arising out of complaints, claims, civil, or235
administrative actions.236
(e) A manufacturer, franchisor, distributor, or affiliate thereof, or any third party acting on237
behalf of a manufacturer, franchisor, distributor, or affiliate thereof; a data systems vendor;238
or dealer shall not prohibit a dealer from regularly and continually monitoring or auditing239
the specific data accessed from or written to a dealer data system or from complying with240
applicable state and federal laws or any rules or regulations promulgated thereunder. This241
subsection shall not impose an obligation on a manufacturer, franchisor, distributor, or242
affiliate thereof, a data systems vendor, or a third party to perform such monitoring or243
auditing.244
(f) A manufacturer, franchisor, distributor, data systems vendor or any third party acting245
on behalf of a manufacturer, franchisor, distributor, data systems vendor, or dealer shall not246
prohibit a dealer from copying, storing, or backing up data stored on its dealer data247
systems, or duplicating the critical components or functions thereof, for the purpose of248
allowing a dealer to restore business operations in the event of a security breach or other249
event that renders a dealer data system inoperable. This subsection shall not impose an250
obligation on a manufacturer, franchisor, distributor, data systems vendor, or third party251
to provide such capabilities. This subsection shall not relieve a dealer from any contractual252
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obligation relating to the safeguard, storage, copy, use, ownership, or sharing of or access253
to data.254
(g) A dealer data systems vendor or authorized integrator shall not be held responsible for255
any action taken directly by a dealer or for any appropriately taken action upon written256
request of a dealer to the extent that such action prevents such vendor or integrator from257
meeting any legal obligation regarding the protection of protected dealer data or results in258
any liability as a consequence of such actions by the dealer.259
(h) A dealer shall not be held responsible for any action taken directly by any of its dealer260
data systems vendors or authorized integrators or for any appropriately taken action upon261
written request of a dealer data systems vendor or authorized integrator to the extent that262
such action prevents such dealer from meeting any legal obligation regarding the protection263
of protected dealer data or results in any liability as a consequence of such actions by the264
dealer data systems vendor or authorized integrator.265
(i) The rights conferred on dealers in this Code section are not waivable and may not be266
reduced or otherwise modified by any contract, agreement, or incentive program.267
(j) Nothing in this Code section shall:268
(1) Be interpreted to prevent a dealer or third party from discharging its obligations or269
limiting responsibilities as a service provider to protect and secure protected dealer data270
under an agreement or as otherwise required pursuant to federal, state, or local law;271
(2) Give a new motor vehicle dealer any ownership or rights to share or use motor272
vehicle diagnostic data beyond what is necessary to fulfill a dealer's obligation to provide273
warranty, repair, or service work to its customers;274
(3) Govern, restrict, or apply to data that exists outside of a dealer data system; or275
(4) Relieve a manufacturer, franchisor, distributor, third party acting on behalf of a276
manufacturer, franchisor, distributor, or affiliate thereof from the requirements of Code277
Section 10-1-632."278
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SECTION 4.
279
Said article is further amended in Code Section 10-1-641, relating to requirements of280
franchisor, manufacturer, and distributor, reasonable compensation for parts and labor, recall281
notices, and stop-sales, by revising paragraph (1) of subsection (a) as follows:282
"(a)(1) Each franchisor, manufacturer, or distributor:283
(A) Shall specify in writing to each of its dealers in this state the dealer's obligations284
for predelivery preparation including the repair of damages incurred in the285
transportation of vehicles as set forth in Code Section 10-1-642, recall work, and286
warranty service on its products;287
(B) Shall, at the election of the dealer, reasonably compensate the dealer for parts and288
labor provided for such warranty service work as provided in paragraph (2) of this289
subsection;290
(C) Shall provide the dealer with a schedule of compensation to be paid such dealer for291
parts, work, and service in connection therewith; and
292
(D) Shall provide the dealer with a schedule of the time allowance for the performance293
of such work and service. Any such schedule of compensation shall include reasonable294
compensation for diagnostic work, repair service, and labor. Time allowances for the295
diagnosis and performance of such work and service shall be reasonable and adequate296
for the work to be performed; and297
(E) Shall provide compensation to the dealer for assistance provided to a retail buyer298
or lessee whose vehicle required a change, repair, or update by remote means to any299
part, system, or accessory or to any function of his or her vehicle by the vehicle300
manufacturer, franchisor, or distributor when such service was performed at the301
dealership or by dealership personnel at another location at the request of the customer302
or at the request of the manufacturer, franchisor, distributor on behalf of the customer."303
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SECTION 5.
304
Said article is further amended in Code Section 10-1-662, relating to unlawful activities by305
franchisors, by revising paragraphs (1), (20), and (21) of and adding a new paragraph to306
subsection (a) to read as follows:307
"(1)(A)
To delay, refuse, or fail to deliver new motor vehicles or new motor vehicle308
parts or accessories in a reasonable time and in reasonable quantity if such vehicles,309
parts, or accessories are publicly advertised as being available for immediate delivery. 310
Upon written request of the dealer, the franchisor shall communicate its allocation311
process in writing in a clear and concise manner within 30 days from receipt of the312
dealer's request. For purposes of this paragraph, a reasonable quantity of vehicles:313
(i) Is fair and equitable to all line-make dealers in this state; and314
(ii) Does not unfairly discriminate among line-make dealers in its allocation process.315
(B) This paragraph is not violated, however, if such failure is caused by acts or causes316
the occurrence of temporary international, national, or regional product or services317
shortages resulting from natural disaster; unavailability or scarcity of parts or service;318
labor strikes; supply chain disruptions; product recalls; or other factors and events319
beyond the control of the franchisor that temporarily reduce the supply of a franchisor320
or if a state or federal law, rule, or regulation necessitates modification of the allocation.321
(C) Nothing contained in this paragraph shall relieve a manufacturer, franchise or322
distributor from its obligations under paragraph (9) of subsection (b) of Code323
Section 10-1-661;"324
"(20) To take any materially adverse action against a dealer, including a dealer's ability325
to participate in or receive a benefit or payment owed from any incentive or326
reimbursement program, based on criteria it has established, implemented, or enforced327
for measuring the performance, including, but not limited to, sales or service328
performance, of a dealer unless such criteria:329
(A) Is fair, reasonable, and equitable; and330
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(B) Is based on accurate and relevant information; or331
(21) To deny, delay payment for, restrict, or bill back a claim by a dealer for payment332
or reimbursement for incentives, hold-backs, sales or service promotion or other special333
program money, or any other amount owed to such dealer by the franchisor, if based334
solely on the dealer's compliance with a specific program requirement of the franchisor335
that would cause the dealer to violate a law or any properly promulgated rule or336
regulation of this state; or337
(22) To fail to provide to the dealer a written disclosure, which may be provided to a338
potential consumer of a new motor vehicle, of each accessory or function of the motor339
vehicle that may be initiated, updated, changed, or maintained by the manufacturer or340
distributor through remote means, and the charge to the consumer for the initiation,341
update, change, or maintenance that is known at the time of the transaction. A342
manufacturer or distributor may comply with this paragraph by notifying the dealer that343
the information is available on a public website or by other digital means."344
SECTION 6.345
Code Section 40-2-39 of the Official Code of Georgia Annotated, relating to registration and346
licensing of new motor vehicle dealers, temporary site permits, administrative fines, and347
penalty, is amended by revising paragraph (2) of subsection (b) as follows:348
"(2)(A) It shall be unlawful for any person to engage in any activity as a new motor349
vehicle dealer except at an established place of business which has been registered as350
such under this Code section and Code Section 40-2-38 or at a temporary site.351
(B) For purposes of this Code section, activity as a new motor vehicle dealer shall352
include:353
(i) Selling, leasing, offering to sell or lease, or negotiating binding terms with a retail354
consumer for the purchase or lease of a new motor vehicle;355
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(ii) Soliciting, accepting, or receiving a deposit or other payment for the retail356
purchase or lease of a new motor vehicle;357
(iii) Soliciting, accepting, or processing a reservation from a retail consumer for a358
specific motor vehicle; or359
(iv) Soliciting, accepting, offering, or negotiating with a retail consumer a binding360
value for a motor vehicle being traded in as part of the purchase or lease of a new361
motor vehicle.362
(C) For purposes of this Code section, activity as a new motor vehicle dealer shall not363
include:364
(i) Facilitating the receipt of a deposit or a payment under a retail installment sale365
contract or lease on behalf of a dealer;366
(ii) The disclosure of a manufacturer's suggested retail price;367
(iii) The display of new motor vehicles for information or demonstration purposes368
only;369
(iv) The operation of a public website or other means of electronic communication370
that identifies to a consumer any conditional prices or financing rates, available371
financing sources, add-on product prices, or conditional trade-in values that are not372
binding on a dealer; or373
(v) Sales, leasing, marketing, or advertising activities of manufacturers, franchisors,374
and distributors by or through their line-make dealers in accordance with Article 22375
of Chapter 1 of Title 10."376
SECTION 7.377
All laws and parts of laws in conflict with this Act are repealed.378
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