H.B. No. 941
    1-1                                AN ACT
    1-2  relating to the authority and responsibility of the Texas Motor
    1-3  Vehicle Board of the Texas Department of Transportation.
    1-4        BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:
    1-5        SECTION 1.  Section 1.03, Texas Motor Vehicle Commission Code
    1-6  (Article 4413(36), Vernon's Texas Civil Statutes), is amended to
    1-7  read as follows:
    1-8        Sec. 1.03.  Definitions.  In this Act:
    1-9              (1)  "Motor vehicle" means:
   1-10                    (A)  every fully self-propelled vehicle which has
   1-11  as its primary purpose the transport of a person or persons, or
   1-12  property, on a public highway, and having two or more wheels;
   1-13                    (B)  every two or more wheeled fully
   1-14  self-propelled, titled vehicle which has as its primary purpose the
   1-15  transport of a person or persons or property and is not
   1-16  manufactured for use on public streets, roads, or highways; or
   1-17                    (C)  an engine, transmission, or rear axle
   1-18  manufactured for installation in a vehicle having as its primary
   1-19  purpose the transport of a person or persons or property on a
   1-20  public highway and having a gross vehicle weight rating of more
   1-21  than 16,000 pounds, whether or not attached to a vehicle chassis.
   1-22              (2)  "New motor vehicle" means a motor vehicle which
   1-23  has not been the subject of a "retail sale" without regard to the
    2-1  mileage of the vehicle.
    2-2              (3)  "Person" means a natural person, partnership,
    2-3  corporation, association, trust, estate, or any other legal entity.
    2-4              (4)  "Dealer" means any person engaged in the business
    2-5  of buying, selling or exchanging new motor vehicles at an
    2-6  established and permanent place of business pursuant to a franchise
    2-7  in effect with a manufacturer or distributor.
    2-8              (5)  "Manufacturer" means any person who manufactures
    2-9  or assembles new motor vehicles either within or without this
   2-10  State.
   2-11              (6)  "Distributor" means any person who distributes
   2-12  and/or sells new motor vehicles to dealers and who is not a
   2-13  manufacturer.
   2-14              (7)  "Representative" means any person who is or acts
   2-15  as an agent, employee or representative of a manufacturer,
   2-16  distributor, or converter who performs any duties in this State
   2-17  relating to promoting the distribution and/or sale of new motor
   2-18  vehicles or contacts dealers in this State on behalf of a
   2-19  manufacturer, distributor, or converter.
   2-20              (8)  "Franchise" means one or more contracts between a
   2-21  dealer as franchisee, and either a manufacturer or a distributor as
   2-22  franchisor under which (A) the franchisee is granted the right to
   2-23  sell new motor vehicles manufactured or distributed by the
   2-24  franchisor; (B) the franchisee as an independent business is a
   2-25  component of franchisor's distribution system; (C) the franchisee
    3-1  is substantially associated with franchisor's trademark, tradename
    3-2  and commercial symbol; (D) the franchisee's business is
    3-3  substantially reliant on franchisor for a continued supply of motor
    3-4  vehicles, parts, and accessories for the conduct of its business;
    3-5  or (E) any right, duty, or obligation granted or imposed by this
    3-6  Act is affected.  The term includes a written communication from a
    3-7  franchisor to a franchisee by which a duty is imposed on the
    3-8  franchisee.
    3-9              (10)  "Broker" means a person who, for a fee,
   3-10  commission, or other valuable consideration, arranges or offers to
   3-11  arrange a transaction involving the sale, for purposes other than
   3-12  resale, of a new motor vehicle, and who is not:
   3-13                    (A)  a dealer or bona fide employee of a dealer
   3-14  when acting on behalf of a dealer;
   3-15                    (B)  a representative or bona fide employee of a
   3-16  representative when acting on behalf of a representative;
   3-17                    (C)  a distributor or bona fide employee of a
   3-18  distributor when acting on behalf of a distributor; or
   3-19                    (D)  at any point in the transaction the bona
   3-20  fide owner of the vehicle involved in the transaction.
   3-21              (11)  "Motor home" means a motor vehicle which is
   3-22  designed to provide temporary living quarters and which:
   3-23                    (A)  is built onto as an integral part of, or is
   3-24  permanently attached to, a motor vehicle chassis; and
   3-25                    (B)  contains at least four of the following
    4-1  independent life support systems if each is permanently installed
    4-2  and designed to be removed only for purposes of repair or
    4-3  replacement and meets the standards of the American National
    4-4  Standards Institute, Standards for Recreational Vehicles:
    4-5                          (i)  a cooking facility with an on-board
    4-6  fuel source;
    4-7                          (ii)  a gas or electric refrigerator;
    4-8                          (iii)  a toilet with exterior evacuation;
    4-9                          (iv)  a heating or air conditioning system
   4-10  with an on-board power or fuel source separate from the vehicle
   4-11  engine;
   4-12                          (v)  a potable water supply system that
   4-13  includes at least a sink, a faucet, and a water tank with an
   4-14  exterior service supply connection;
   4-15                          (vi)  a 110-125 volt electric power supply.
   4-16              (12)  "Conversion" means a motor vehicle, other than a
   4-17  motor home, which has been substantially modified by a person other
   4-18  than the manufacturer or distributor of the chassis of the motor
   4-19  vehicle and which has not been the subject of a retail sale.
   4-20              (13)  "Motor home manufacturer" means a person other
   4-21  than the manufacturer of the chassis of a motor vehicle who, prior
   4-22  to the retail sale of the motor vehicle, performs modifications on
   4-23  the chassis that result in the finished product being classified as
   4-24  a motor home.
   4-25              (14)  "Chassis manufacturer" means a person who
    5-1  manufactures and produces the frame upon which is mounted the body
    5-2  of a motor vehicle.
    5-3              (15)  "Converter" means a person who prior to the
    5-4  retail sale of a motor vehicle, assembles, installs, or affixes a
    5-5  body, cab, or special equipment to a chassis, or who substantially
    5-6  adds, subtracts from, or modifies a previously assembled or
    5-7  manufactured motor vehicle.
    5-8              (16)  "Rule" means a statement by the Commission of
    5-9  general and future applicability that implements, interprets, or
   5-10  prescribes law or policy or describes the organization or
   5-11  procedural practice requirements of the Commission.  The term
   5-12  includes the amendment or repeal of a prior rule, but does not
   5-13  include statements concerning only the internal management of the
   5-14  Commission which do not affect the rights of a person not connected
   5-15  with the Commission.
   5-16              (17)  "Party" means each person or agency named or
   5-17  admitted as a party and whose legal rights, duties, or privileges
   5-18  are to be determined by the Commission after an opportunity for
   5-19  adjudicative hearing.
   5-20              (18)  "Relocation" means the transfer of an existing
   5-21  dealership operation to facilities at a different location,
   5-22  including a transfer which results in a consolidation or dualing of
   5-23  an existing dealer's operation.
   5-24              (19)  "Retail sale" means the sale of a motor vehicle
   5-25  except:
    6-1                    (A)  a sale in which the purchaser acquires a
    6-2  vehicle for the purpose of resale; or
    6-3                    (B)  a sale of a vehicle that is operated under
    6-4  and in accordance with Article 6686, Revised Statutes.
    6-5              (20)  "Warranty work" means parts, labor, and any other
    6-6  expenses incurred by a dealer in complying with the terms of a
    6-7  manufacturer's or distributor's warranty.
    6-8              (21)  "Department" means the Texas Department of
    6-9  Transportation.
   6-10        (22)  "Transportation Commission" means the Texas
   6-11  Transportation Commission of the Texas Department of
   6-12  Transportation.
   6-13        SECTION 2.  Section 1.04, Texas Motor Vehicle Commission Code
   6-14  (Article 4413(36), Vernon's Texas Civil Statutes), is amended to
   6-15  read as follows:
   6-16        Sec. 1.04.  Construction and severability.  This Act shall be
   6-17  liberally construed so as to effectuate its purposes.  The
   6-18  provisions of this Act are severable and if any phrase, clause,
   6-19  sentence, or provision of this Act is declared to be contrary to
   6-20  the constitution of this state, or of the United States or the
   6-21  applicability thereof to any person or circumstance is held
   6-22  invalid, the validity of the remainder of this Act and the
   6-23  applicability thereof to any person or circumstance is not affected
   6-24  thereby.  An agreement to waive the terms of this Act is void and
   6-25  unenforceable.
    7-1        SECTION 3.  Subsection (c), Section 2.01, Texas Motor Vehicle
    7-2  Commission Code (Article 4413(36), Vernon's Texas Civil Statutes),
    7-3  is amended to read as follows:
    7-4        (c)  A reference in this Act to the "Executive Director" or
    7-5  the Executive Director of the Texas Motor Vehicle Commission means
    7-6  the Director of the Motor Vehicle Division of the Texas Department
    7-7  of Transportation.  A reference in other law, rule or regulation to
    7-8  the Executive Director of the Texas Motor Vehicle Commission
    7-9  <Board> means the Director of the Motor Vehicle Division of the
   7-10  Texas Department of Transportation.
   7-11        SECTION 4.  Section 3.03, Texas Motor Vehicle Commission Code
   7-12  (Article 4413(36), Vernon's Texas Civil Statutes), is amended to
   7-13  read as follows:
   7-14        Sec. 3.03.  General commission powers.  (a)  The Commission
   7-15  shall have and may, in its discretion and notwithstanding any other
   7-16  provision of law that is inconsistent with this Act, exercise the
   7-17  powers set forth in this Act, and shall have all other powers
   7-18  necessary, incidental, or convenient to carry out its duties and
   7-19  effectuate its express powers and duties.  These powers and duties
   7-20  include the power to initiate and conduct proceedings,
   7-21  investigations, and hearings, administer oaths, receive evidence
   7-22  and pleadings, issue subpoenas to compel the attendance of any
   7-23  person, order the production of any tangible property, including
   7-24  papers, records, and documents, make findings of fact on all
   7-25  factual issues arising out of any proceeding initiated under this
    8-1  Act, specify, govern, and control appearance, practice, and
    8-2  procedure before the Commission, issue rules, conclusions of law,
    8-3  decisions, including declaratory decisions or orders, enter into
    8-4  contracts or execute instruments, retain counsel, utilize the
    8-5  services of the Attorney General of the State of Texas and
    8-6  thereafter institute and direct the conduct of legal proceedings in
    8-7  any forum or obtain other professional services as may be necessary
    8-8  and convenient, sanction for contempt, assess and collect fees and
    8-9  costs including attorney's fees, issue, suspend, and revoke
   8-10  licenses, prohibit and regulate acts and practices in connection
   8-11  with the distribution and sale of new motor vehicles and warranty
   8-12  performance obligations, issue cease and desist orders in the
   8-13  nature of temporary and permanent injunctions, and levy civil
   8-14  penalties.
   8-15        (b)  The commission may conduct hearings in contested cases
   8-16  brought pursuant to, and as provided by, Article 6686, Revised
   8-17  Statutes.  The procedures applicable to a hearing conducted under
   8-18  this Subsection, and the disposition of a final order after a
   8-19  hearing conducted under this Subsection, are those applicable to a
   8-20  hearing conducted as provided by Section 6.07(e)(2) of this Act.  A
   8-21  decision or final order issued under this Subsection is final, and
   8-22  no appeal may, as a matter of right, be made to the Texas
   8-23  Transportation Commission.  The department may adopt rules
   8-24  applicable to procedures, hearings, and enforcement proceedings in
   8-25  an action brought pursuant to this Subsection.
    9-1        SECTION 5.  Subsection (e), Section 4.05, Texas Motor Vehicle
    9-2  Commission Code (Article 4413(36), Vernon's Texas Civil Statutes),
    9-3  is amended to read as follows:
    9-4        (e)  The filing fees for a contested case or protest that
    9-5  involves a hearing are:
    9-6              (1)  for a complaint filed under Section 6.07 of this
    9-7  Act, $35 <$75>; and
    9-8              (2)  for all other complaints or protests, $200.
    9-9        SECTION 6.  Section 5.01, Texas Motor Vehicle Commission Code
   9-10  (Article 4413(36), Vernon's Texas Civil Statutes), is amended to
   9-11  read as follows:
   9-12        Sec. 5.01.  Dealers.  It shall be unlawful for any dealer to:
   9-13              (1)  Require a retail purchaser of a new motor vehicle
   9-14  as a condition of sale and delivery thereof to purchase special
   9-15  features, equipment, parts, or accessories not ordered or desired
   9-16  by the purchaser, provided such features, equipment, parts, or
   9-17  accessories are not already installed on the new motor vehicle at
   9-18  the time of sale.
   9-19              (2)  Use false, deceptive, or misleading advertising.
   9-20              (3)  Fail to perform the obligations placed on the
   9-21  selling dealer in connection with the delivery and preparation of a
   9-22  new motor vehicle for retail sale as provided in the manufacturer's
   9-23  preparation and delivery agreements on file with the Commission and
   9-24  applicable to such vehicle.
   9-25              (4)  Fail to perform the obligations placed on the
   10-1  dealer in connection with the manufacturer's warranty agreements on
   10-2  file with the Commission.
   10-3              (5)  Operate as a dealer without a currently valid
   10-4  license from the Commission or otherwise violate this Act or rules
   10-5  promulgated by the Commission hereunder.
   10-6              (6)  Operate without appropriate signs readily and
   10-7  easily visible to the public, identifying the dealer's place of
   10-8  business and the products the dealer offers for sale.  In the event
   10-9  of a conflict with another law or ordinance, this Subdivision
  10-10  prevails, and in the event of a dispute, the Board has exclusive
  10-11  jurisdiction to determine whether a sign or signs are in compliance
  10-12  with the terms of this Subdivision.  In the event of a dispute, the
  10-13  Board shall uphold local ordinances of a home-rule city and protect
  10-14  dealers from retribution by manufacturers for having complied with
  10-15  local ordinances.
  10-16        SECTION 7.  Section 5.02, Texas Motor Vehicle Commission Code
  10-17  (Article 4413(36), Vernon's Texas Civil Statutes), is amended to
  10-18  read as follows:
  10-19        Sec. 5.02.  Manufacturers; Distributors; Representatives.  It
  10-20  shall be unlawful for any manufacturer, distributor, or
  10-21  representative to:
  10-22              (1)  Require or attempt to require any dealer to order,
  10-23  accept delivery of or pay anything of value, directly or
  10-24  indirectly, for any motor vehicle, appliance, part, accessory or
  10-25  any other commodity unless voluntarily ordered or contracted for by
   11-1  such dealer.
   11-2              (2)  Refuse or fail to deliver, in reasonable
   11-3  quantities and within a reasonable time, to <after receipt of an
   11-4  order from> a dealer having a franchise agreement for the retail
   11-5  sale of any motor vehicles sold or distributed by such
   11-6  manufacturer, distributor, or representative, any new motor vehicle
   11-7  or parts or accessories to new motor vehicles as are covered by
   11-8  such franchise if such vehicle, parts or accessories are publicly
   11-9  advertised as being available for delivery or are actually being
  11-10  delivered; provided, however, this provision is not violated if
  11-11  such failure is caused by acts of God, work stoppage or delays due
  11-12  to strikes or labor disputes, freight embargoes or other causes
  11-13  beyond the control of the manufacturer, distributor, or
  11-14  representative.
  11-15              (3)  Notwithstanding the terms of any franchise
  11-16  agreement:
  11-17                    (A)  Terminate or refuse to continue any
  11-18  franchise with a dealer unless all of the following conditions are
  11-19  met:
  11-20                          (i)  the dealer and the Commission have
  11-21  received written notice by registered or certified mail from the
  11-22  manufacturer, distributor, or representative not less than 60 days
  11-23  before the effective date of termination or noncontinuance setting
  11-24  forth the specific grounds for termination or noncontinuance; and
  11-25                          (ii)  the written notice contains on the
   12-1  first page thereof a conspicuous statement which reads as follows:
   12-2  "NOTICE TO DEALER:  YOU MAY BE ENTITLED TO FILE A PROTEST WITH THE
   12-3  TEXAS MOTOR VEHICLE COMMISSION IN AUSTIN, TEXAS, AND HAVE A HEARING
   12-4  IN WHICH YOU MAY PROTEST THE PROPOSED TERMINATION OR NONCONTINUANCE
   12-5  OF YOUR FRANCHISE UNDER THE TERMS OF THE TEXAS MOTOR VEHICLE
   12-6  COMMISSION CODE IF YOU OPPOSE THIS ACTION."; and
   12-7                          (iii)  the manufacturer, distributor, or
   12-8  representative has received the informed, written consent of the
   12-9  affected dealer or the appropriate period for the affected dealer
  12-10  to protest the proposed franchise termination or noncontinuance has
  12-11  lapsed; or
  12-12                          (iv)  if the affected dealer files a
  12-13  protest with the Commission within the greater of (1) 60 days after
  12-14  receiving its 60-day notice of proposed termination or
  12-15  noncontinuance or (2) the time specified in such notice, the
  12-16  Commission determines that the party seeking to terminate or not
  12-17  continue a dealer's franchise has established by a preponderance of
  12-18  the evidence, at a hearing called by the Commission, that there is
  12-19  good cause for the proposed termination or noncontinuance.
  12-20                          (v)  Notwithstanding Subdivisions (3)(A)(i)
  12-21  and (3)(A)(iv) of this section, notice may be made not less than 15
  12-22  days prior to the effective date of termination or noncontinuance
  12-23  if a licensed dealer fails to conduct its customary sales and
  12-24  service operations during its customary business hours for seven
  12-25  consecutive business days unless such failure is caused by an act
   13-1  of God, work stoppage or delays due to strikes or labor disputes,
   13-2  an order of the Commission, or other causes beyond the control of
   13-3  the dealer.
   13-4                    (B)  Whenever a dealer files a timely protest to
   13-5  a proposed franchise termination or noncontinuance, the Commission
   13-6  shall notify the party seeking to terminate or to not continue the
   13-7  protesting dealer's franchise that a timely protest has been filed,
   13-8  that a hearing is required in accordance with this Act, and that
   13-9  the party who gave the dealer notice of termination or
  13-10  noncontinuance of the franchise may not terminate or refuse to
  13-11  continue the franchise until the Commission issues its final
  13-12  decision or order.
  13-13                    (C)  If a franchise is terminated or not
  13-14  continued, another franchise in the same line-make will be
  13-15  established within a reasonable time unless it is shown to the
  13-16  Commission by a preponderance of the evidence that the community or
  13-17  trade area cannot reasonably support such a dealership.  If this
  13-18  showing is made, no dealer license shall be thereafter issued in
  13-19  the same area unless a change in circumstances is established.
  13-20              (4)  Notwithstanding the terms of any franchise
  13-21  agreement, modify or replace a franchise with a succeeding
  13-22  franchise if the modification or replacement would adversely
  13-23  affect, to a substantial degree, the dealer's sales, investment, or
  13-24  obligations to provide service to the public, unless the
  13-25  manufacturer, distributor, or representative has first given the
   14-1  Commission and each affected dealer written notice by registered or
   14-2  certified mail of any such action 60 days in advance of the
   14-3  modification or replacement.  The written notice shall contain on
   14-4  the first page thereof a conspicuous statement which reads as
   14-5  follows:  "NOTICE TO DEALER:  YOU MAY BE ENTITLED TO FILE A PROTEST
   14-6  WITH THE TEXAS MOTOR VEHICLE COMMISSION IN AUSTIN, TEXAS, AND HAVE
   14-7  A HEARING IN WHICH YOU MAY PROTEST THE PROPOSED MODIFICATION OR
   14-8  REPLACEMENT OF YOUR FRANCHISE WITH A SUCCEEDING FRANCHISE UNDER THE
   14-9  TERMS OF THE TEXAS MOTOR VEHICLE COMMISSION CODE IF YOU OPPOSE THIS
  14-10  ACTION."  Within the greater of (1) 60 days after receipt of such
  14-11  notice or (2) the time specified in such notice, a dealer may file
  14-12  a protest with the Commission and the modification or replacement
  14-13  shall not become effective unless and until the Commission
  14-14  determines that the party seeking to modify or replace a franchise
  14-15  with a succeeding franchise has demonstrated by a preponderance of
  14-16  the evidence that there is good cause for the modification or
  14-17  replacement.  The prior franchise shall continue in effect until
  14-18  the protest is resolved by the Commission.
  14-19              (5)  Notwithstanding the terms of any franchise
  14-20  agreement, in determining whether good cause has been established
  14-21  for modifying, replacing, terminating, or refusing to continue a
  14-22  franchise, the Commission shall consider all the existing
  14-23  circumstances including, without limitation by the enumeration
  14-24  herein, all the following:
  14-25                    (A)  the dealer's sales in relation to the sales
   15-1  in the market;
   15-2                    (B)  the dealer's investment and obligations;
   15-3                    (C)  injury to the public welfare;
   15-4                    (D)  the adequacy of the dealer's service
   15-5  facilities, equipment, parts, and personnel in relation to those of
   15-6  other dealers of new motor vehicles of the same line-make;
   15-7                    (E)  whether warranties are being honored by the
   15-8  dealer;
   15-9                    (F)  the parties' compliance with their franchise
  15-10  agreement; and
  15-11                    (G)  the enforceability of the franchise
  15-12  agreement from a public policy standpoint, including, without
  15-13  limitation, issues of the reasonableness of the franchise
  15-14  agreement's terms, oppression, adhesion, and the relative
  15-15  bargaining power of the parties.
  15-16        Good cause shall not be shown solely by the desire of a
  15-17  manufacturer, distributor, or representative for market
  15-18  penetration.
  15-19              (6)  Use any false, deceptive or misleading
  15-20  advertising.
  15-21              (7)  Notwithstanding the terms of any franchise
  15-22  agreement, prevent any dealer from reasonably changing the capital
  15-23  structure of his dealership or the means by or through which he
  15-24  finances the operation thereof, provided that the dealer meets
  15-25  reasonable capital requirements.
   16-1              (8)  Notwithstanding the terms of any franchise
   16-2  agreement, fail to give effect to or attempt to prevent any sale or
   16-3  transfer of a dealer, dealership or franchise or interest therein
   16-4  or management thereof unless, after complaint or protest, it is
   16-5  demonstrated to the Commission after hearing that the result of any
   16-6  such sale or transfer will be detrimental to the public or the
   16-7  representation of the manufacturer or distributor.
   16-8              (9)  Notwithstanding the terms of any franchise
   16-9  agreement, require or attempt to require that a dealer assign to or
  16-10  act as an agent for any manufacturer, distributor or representative
  16-11  in the securing of promissory notes and security agreements given
  16-12  in connection with the sale or purchase of new motor vehicles or
  16-13  the securing of policies of insurance on or having to do with the
  16-14  operation of vehicles sold.
  16-15              (10)  Notwithstanding the terms of any franchise
  16-16  agreement, fail or refuse, after complaint and hearing, to perform
  16-17  the obligations placed on the manufacturer in connection with the
  16-18  delivery, preparation and warranty of a new motor vehicle as
  16-19  provided in the manufacturer's warranty, preparation, and delivery
  16-20  agreements on file with the Commission.
  16-21              (11)  Notwithstanding the terms of any franchise
  16-22  agreement, fail to compensate its dealers for the work and services
  16-23  they are required to perform in connection with the dealer's
  16-24  delivery and preparation obligations according to the agreements on
  16-25  file with the Commission which must be found by the Commission to
   17-1  be reasonable, or fail to adequately and fairly compensate its
   17-2  dealers for labor, parts and other expenses incurred by such dealer
   17-3  to perform under and comply with a manufacturer's or a
   17-4  distributor's warranty agreement, or require, as a prerequisite to
   17-5  the manufacturer's or distributor's payment of a claim for
   17-6  reimbursement as required by this section, that a dealer file with
   17-7  the manufacturer or distributor the actual time spent in the
   17-8  performance of labor unless actual time is the basis for
   17-9  reimbursement.  In no event shall any manufacturer or distributor
  17-10  pay its dealers an amount of money for warranty work that is less
  17-11  than that charged by the dealer to the retail customers of the
  17-12  dealer for nonwarranty work of like kind.  All claims made by
  17-13  dealers for compensation for delivery, preparation, and warranty
  17-14  work shall be paid within 30 days after approval and shall be
  17-15  approved or disapproved within 30 days after receipt.  When any
  17-16  claim is disapproved, the dealer shall be notified in writing of
  17-17  the grounds for disapproval.  No claim which has been approved and
  17-18  paid may be charged back to the dealer unless it can be shown that
  17-19  the claim was false or fraudulent, that the repairs were not
  17-20  properly made or were unnecessary to correct the defective
  17-21  condition, or that the dealer failed to reasonably substantiate the
  17-22  claim in accordance with reasonable <the> written requirements of
  17-23  the manufacturer or distributor, if the dealer has been notified of
  17-24  the requirements prior to the time the claim arose, and if the
  17-25  requirements were in effect at the time the claim arose.  A
   18-1  manufacturer or distributor may not audit a claim after the
   18-2  expiration of two years following the submission of the claim
   18-3  unless the manufacturer or distributor has reasonable grounds to
   18-4  suspect that a claim was fraudulent.  Notwithstanding the terms of
   18-5  a franchise agreement or provision of law in conflict with this
   18-6  section, the dealer's delivery, preparation, and warranty
   18-7  obligations as filed with the Commission shall constitute the
   18-8  dealer's sole responsibility for product liability as between the
   18-9  dealer and manufacturer or distributor, and, except for a loss
  18-10  caused by the dealer's failure to adhere to these obligations, a
  18-11  loss caused by the dealer's negligence or intentional misconduct,
  18-12  or a loss caused by the dealer's modification of a product without
  18-13  manufacturer or distributor authorization, the manufacturer or
  18-14  distributor shall reimburse the dealer for all loss incurred by the
  18-15  dealer, including legal fees, court costs, and damages, as a result
  18-16  of the dealer having been named a party in a product liability
  18-17  action.
  18-18              (12)  Operate as a manufacturer, distributor, or
  18-19  representative without a currently valid license from the
  18-20  Commission or otherwise violate this Act or rules promulgated by
  18-21  the Commission hereunder.
  18-22              (13)  Notwithstanding the terms of any franchise
  18-23  agreement, to prevent or refuse to honor the succession to a
  18-24  dealership by any legal heir or devisee under the will of a dealer
  18-25  or under the laws of descent and distribution of this State unless
   19-1  it is shown to the Commission, after notice and hearing, that the
   19-2  result of such succession will be detrimental to the public
   19-3  interest and to the representation of the manufacturer or
   19-4  distributor; provided, however, nothing herein shall prevent a
   19-5  dealer, during his lifetime, from designating any person as his
   19-6  successor dealer, by written instrument filed with the manufacturer
   19-7  or distributor.
   19-8              (14)  Notwithstanding the terms of any franchise
   19-9  agreement, require that a dealer pay or assume, directly or
  19-10  indirectly, any part of any refund, rebate, discount, or other
  19-11  financial adjustment made by the manufacturer, distributor, or
  19-12  representative to, or in favor of, any customer of a dealer, unless
  19-13  voluntarily agreed to by such dealer.
  19-14              (15)  Notwithstanding the terms of any franchise
  19-15  agreement, deny or withhold approval of a written application to
  19-16  relocate a franchise unless (A) the applicant has received written
  19-17  notice of the denial or withholding of approval within 90 days
  19-18  after receipt of the application containing information reasonably
  19-19  necessary to enable the manufacturer or distributor to adequately
  19-20  evaluate the application, and if (B) the applicant files a protest
  19-21  with the Commission and establishes by a preponderance of the
  19-22  evidence at a hearing called by the Commission that the grounds
  19-23  for, and distance of, the relocation are reasonable.
  19-24              (16)  Notwithstanding the terms of any franchise
  19-25  agreement, fail to pay to a dealer or any lienholder in accordance
   20-1  with their respective interest after the termination of a
   20-2  franchise:
   20-3                    (A)  the dealer cost of each new motor vehicle in
   20-4  the dealer's inventory with mileage of 6,000 miles or less, reduced
   20-5  by the net discount value of each, where "net discount value" is
   20-6  determined according the following formula:  net cost multiplied by
   20-7  total mileage divided by 100,000, and where "net cost" equals the
   20-8  dealer cost plus any charges by the manufacturer, distributor, or
   20-9  representative for distribution, delivery, and taxes, less all
  20-10  allowances paid to the dealer by the manufacturer, distributor, or
  20-11  representative for new, unsold, undamaged, and complete motor
  20-12  vehicles of current model year or one year prior model year in the
  20-13  dealer's inventory, except that if a vehicle cannot be reduced by
  20-14  the net discount value, the manufacturer or distributor shall pay
  20-15  the dealer the net cost of the vehicle;
  20-16                    (B)  the dealer cost of each new, unused,
  20-17  undamaged, and unsold part or accessory if the part or accessory is
  20-18  in the current parts catalogue and is still in the original,
  20-19  resalable merchandising package and in unbroken lots, except that
  20-20  in the case of sheet metal, a comparable substitute for the
  20-21  original package may be used, and if the part or accessory was
  20-22  purchased by the dealer either directly from the manufacturer or
  20-23  distributor or from an outgoing authorized dealer as a part of the
  20-24  dealer's initial inventory;
  20-25                    (C)  the fair market value of each undamaged sign
   21-1  owned by the dealer which bears a trademark or tradename used or
   21-2  claimed by the manufacturer, distributor, or representative if the
   21-3  sign was purchased from or purchased at the request of the
   21-4  manufacturer, distributor, or representative;
   21-5                    (D)  the fair market value of all special tools,
   21-6  data processing equipment, and automotive service equipment owned
   21-7  by the dealer which were recommended in writing and designated as
   21-8  special tools and equipment and purchased from or purchased at the
   21-9  request of the manufacturer, distributor, or representative, if the
  21-10  tools and equipment are in usable and good condition except for
  21-11  reasonable wear and tear;
  21-12                    (E)  the cost of transporting, handling, packing,
  21-13  storing, and loading of any property subject to repurchase under
  21-14  this section;
  21-15                    (F)  except as provided by this subdivision, any
  21-16  sums due as provided by Paragraph (A) of this subdivision within 60
  21-17  days after termination of a franchise and any sums due as provided
  21-18  by Paragraphs (B) through (E) of this subdivision within 90 days
  21-19  after termination of a franchise.  As a condition of payment, the
  21-20  dealer is to comply with reasonable requirements with respect to
  21-21  the return of inventory as are set out in the terms of the
  21-22  franchise agreement.  A manufacturer or distributor shall reimburse
  21-23  a dealer for the dealer's cost for storing any property covered by
  21-24  this subdivision beginning 90 days following termination.  A
  21-25  manufacturer or distributor shall reimburse a dealer for the
   22-1  dealer's cost of storing any property covered by this subdivision
   22-2  before the expiration of 90 days from the date of termination if
   22-3  the dealer notifies the manufacturer or distributor of the
   22-4  commencement of storage charges within that period.  On receipt of
   22-5  notice of the commencement of storage charges, a manufacturer or
   22-6  distributor may immediately take possession of the property in
   22-7  question by repurchasing the property as provided by this
   22-8  subdivision.  A manufacturer, distributor, or representative who
   22-9  fails to pay those sums within the prescribed time or at such time
  22-10  as the dealer and lienholder, if any, proffer good title prior to
  22-11  the prescribed time for payment, is liable to the dealer for:
  22-12                          (1)  the greatest of dealer cost, fair
  22-13  market value, or current price of the inventory;
  22-14                          (2)  interest on the amount due calculated
  22-15  at the rate applicable to a judgment of a court; and
  22-16                          (3)  reasonable attorney's fees and costs.
  22-17              (17)  Notwithstanding the terms of any franchise
  22-18  agreement, change its distributor, its method of distribution of
  22-19  its products in this state, or its business structure or ownership
  22-20  in a manner that results in the termination or noncontinuance of a
  22-21  franchise without good cause.  The manufacturer, distributor, or
  22-22  representative shall issue the same notice to the dealer and to the
  22-23  Commission as is provided in Subdivisions (3)(A) and (B) of this
  22-24  section and said same procedures shall apply to the parties.
  22-25              (18)  Notwithstanding the terms of any franchise
   23-1  agreement, require a dealer to submit to arbitration on any issue
   23-2  unless the dealer and the manufacturer, distributor, or
   23-3  representative and their respective counsel agree to arbitrate
   23-4  after a controversy arises.  The arbitrator shall apply the
   23-5  provisions of this Act in resolving the pertinent controversy.
   23-6  Either party may appeal to the Commission a decision of an
   23-7  arbitrator on the ground that the arbitrator failed to apply this
   23-8  Act.
   23-9              (19)  Notwithstanding the terms of any franchise
  23-10  agreement, require that a dealer join, contribute to, or affiliate
  23-11  with, directly or indirectly, any advertising association.
  23-12              (20)  Notwithstanding the terms of a franchise
  23-13  agreement:<,>
  23-14                    (A)  require adherence to unreasonable sales or
  23-15  service standards;
  23-16                    (B)  directly or indirectly, discriminate against
  23-17  a dealer or otherwise treat dealers differently as a result of a
  23-18  formula or other calculation or process intended to gauge the
  23-19  performance of a dealership, except a sales contest or other
  23-20  recognition program based on reasonable sales and service criteria;
  23-21                    (C)  unreasonably require that a dealer purchase
  23-22  special tools or equipment; or
  23-23                    (D)  fail to compensate a dealer for all costs
  23-24  incurred by the dealer as required by the manufacturer in complying
  23-25  with the terms of a product recall by the manufacturer or
   24-1  distributor, including the costs, if any, incurred by the dealer in
   24-2  notifying vehicle owners of the existence of the recall.
   24-3              (21)  Discriminate unreasonably between or among
   24-4  franchisees in the sale of a motor vehicle owned by the
   24-5  manufacturer or distributor.
   24-6              (22)  Directly or indirectly, or through a subsidiary
   24-7  or agent, require, as a condition for obtaining financing for a
   24-8  motor vehicle, the purchaser of a vehicle to purchase any product
   24-9  other than the motor vehicle from the manufacturer or distributor,
  24-10  or from an entity owned or controlled by the manufacturer or
  24-11  distributor.
  24-12              (23)  Directly or indirectly, or through a subsidiary
  24-13  or agent, require, as a condition of its or its subsidiary's
  24-14  agreement to provide financing for a motor vehicle, that any
  24-15  insurance policy or service contract purchased by the motor vehicle
  24-16  purchaser be purchased from a specific source.
  24-17              (24)  Compel a dealer through a financing subsidiary of
  24-18  the manufacturer or distributor to agree to unreasonable operating
  24-19  requirements or directly or indirectly to terminate a dealer
  24-20  through the actions of a financing subsidiary of the manufacturer
  24-21  or distributor.  This subdivision does not limit the right of a
  24-22  financing entity to engage in business practices in accordance with
  24-23  the usage of trade in retail and wholesale motor vehicle financing.
  24-24        SECTION 8.  The importance of this legislation and the
  24-25  crowded condition of the calendars in both houses create an
   25-1  emergency and an imperative public necessity that the
   25-2  constitutional rule requiring bills to be read on three several
   25-3  days in each house be suspended, and this rule is hereby suspended,
   25-4  and that this Act take effect and be in force from and after its
   25-5  passage, and it is so enacted.