DEALERSHIP PARTICIPATION AGREEMENT AND CHALLENGE RULES

Cash Bash Challenge

This Gulf States Toyota, Inc. (“GST”) 2026 Cash Bash Dealership Participation Agreement and Challenge Rules (“Cash Bash Participation Agreement”) is an agreement that each participating Toyota dealership (“Participating Dealership” or “Dealership”) is required to complete and execute if the Dealership chooses to participate in GST’s 2026 Cash Bash Challenge (“Challenge”).

Challenge Period & Entry Deadline

This Challenge is offered on a voluntary basis to all Toyota dealerships in the GST five (5) state region from 12:00 a.m. on September 1, 2026 to 11:59 p.m. on November 30, 2026 (“Challenge Period”) pursuant to the terms, conditions, and eligibility requirements outlined herein. The Challenge entry deadline is September 10, 2026. Dealership’s failure to return a signed Cash Bash Participation Agreement on or before the entry deadline results in forfeiture to participate in the Challenge. Each Participating Dealership must participate in the Challenge for the entire Challenge Period. If you have any questions regarding the Challenge, please reach out to the GST Incentives Team via e-mail: GSTCashBash@gstoyota.com.

Cash Bash Event

The 2026 Cash Bash event is scheduled to occur in Las Vegas, Nevada from Sunday, January 17, 2027 through Tuesday, January 19, 2027 (the “Cash Bash Event”). For each Dealership employee that attends the Cash Bash Event (“Participant”), the Cash Bash Event includes:

• Three (3) days and two (2) nights’ accommodations at a Las Vegas hotel (single room occupancy) (“Host”);
• Welcome reception;
• Cash Bash dinner;
• Airfare credit for one (1) person (Participant or Participant Guest (as defined below)) not to exceed $500 ¹ (which shall be credited to your Dealership parts statement); and
• Meal allowance to be provided upon arrival for one (1) Participant adult 21 years of age or older.

A Participant shall be permitted to bring one (1) guest to attend the Cash Bash Event (“Participant Guest”). For clarity, any costs associated with the optional Participant Guest, including whether to utilize airfare credit towards a Participant Guest’s travel expenses, shall be the sole responsibility of the Dealership. Please be advised that certain events will have attendance restrictions where a Participant Guest may not be allowed to attend.

¹All other airline costs incurred are the full responsibility of the Participating Dealership.

General Eligibility, Pulls, Drawings and Contribution Amount

During the Challenge Period, each Participating Dealership will be eligible for:

Participants must be employed by the same Dealership and active in Staffmaster at the time of the Cash Bash Event. All eligibility questions shall be directed to Participating Dealership’s District Sales Manager (DSM).

A “Pull” is an opportunity to “pull” and/or select an amount off of the GST Pull Board during the Cash Bash Event via an iPad or other means as determined by GST. Each Pull lists a cash prize, which will be tallied and paid out when the Participant has completed all eligible Pulls.

Beginning September 1, 2026, each Participating Dealership is required to make a non-refundable contribution in the amount of sixty dollars ($60.00) (“Contribution Amount”) per Eligible Vehicle Sale, as defined below and in the General Dealership Incentives Participation Terms (“Incentives Participation Terms”) during the Challenge Period. Regardless of eligibility for the Cash Bash Event, all Contribution Amounts will be retained by GST to be used in its sole discretion for the Challenge, Cash Bash Event and related expenses. Each Participating Dealership is entitled to automatic enrollment in various Cash Bash incentives as detailed herein and communicated to you via e-mail communication during the Challenge Period. Contribution amounts will be debited on the Participating Dealership parts statement at the end of the month.

Per the Incentives Participation Terms, Eligible Vehicle Sales are defined as follows:

• Selected new and unlicensed retail Toyota vehicles carried in Dealership inventory that are sold or leased (sold or leased, reported, and delivered from dealer’s stock) to the ultimate retail consumer during the incentive program period and registered with the appropriate state motor vehicle department, except those defined as ineligible. Fleet purchasers are excluded.
• Selected new and unlicensed retail Toyota vehicles in Dealership inventory that are sold to a leasing company and leased to an ultimate consumer within the incentive program period will be eligible. To be eligible, the Dealership must be able to provide satisfactory documentation (e.g., customer lease contract or when lessee is a business, an official lessee document confirming leasing entity name, the lease contract and terms of the agreement) as requested as well as other verification documentation requested by GST.

Cash Bash Entry

In order to be eligible to participate in the Challenge, this Cash Bash Participation Agreement must be signed electronically by the Dealer Principal or General Manager of the Participating Dealership and returned to GST via Adobe Sign no later than September 10, 2026. There will be no exceptions or extensions to this entry deadline. Submission of a valid Cash Bash Participation Agreement is an acknowledgment and consent to allow GST to make debits to the Participating Dealership’s parts statement for the Contribution Amount and to make payments and provide gifts to a Participating Dealership’s employees and acceptance of the Cash Bash terms and conditions as outlined herein and as communicated to the Participating Dealership during the Challenge Period.

Cash Bash Enrollment & Incentives Participation Terms

In addition to the Cash Bash Participation Agreement, each Participating Dealership has received the Incentives Participation Terms, which also govern important aspects of the Challenge. In the event of a conflict between the terms and conditions outlined herein and the Incentives Participation Terms, this Cash Bash Participation Agreement shall govern. Further, to be eligible for the Challenge, each Participating Dealership must be in complete compliance and maintain such compliance in all material respects with both the Incentives Participation Terms and this Cash Bash Participation Agreement. GST reserves the right to additionally qualify eligibility based on compliance with the Toyota Dealer Agreement.

General Challenge Rules

Should GST, at its sole election, add additional activities and/or contest opportunities, this Cash Bash Participation Agreement shall govern any ancillary and/or associated Cash Bash events. Any person or entity who enters, attempts to enter, or in any way participates or attempts to participate in any contest conducted by GST agrees to be bound by the terms and conditions provided in this Cash Bash Participation Agreement, as well as by GST’s interpretations of this Cash Bash Participation Agreement. Any such person or entity acknowledges that GST decisions are final and binding in all matters relating to any contest or Challenge.

Initial Dealership Eligibility to Attend the Cash Bash Event and Participate in Pulls

To be eligible to attend the Cash Bash Event and participate in Pulls, each Participating Dealership must achieve 105% of its combined sales objective for the Challenge Period.

Sales Consultant Eligibility and Certification Requirement

To attend the Cash Bash Event and participate in Pulls, Sales Consultants must achieve at least the base-level (Foundations) certification by the conclusion of the Challenge Period. For the avoidance of doubt, Sales Consultants may work towards the certification during the Challenge Period. Any failure to complete this required certification by the Challenge Period deadline may result in disqualification of a Sales Consultant to attend the Cash Bash Event and participate in Pulls.

Additional Pull Opportunities ²

Once a Participating Dealership satisfies the initial eligibility threshold, the Participating Dealership will be eligible to earn the following:

Additional Pull opportunities may be earned by achieving a 90% or greater penetration rate in any of these individual Monthly locally installed option (“LIO”) Bonuses:

• LIO Catalytic Converter Shield Challenge
• LIO Protection Package Challenge
• LIO Cargo Organizer Challenge
• LIO Connectivity Challenge
• LIO Blackout Package Challenge

For each additional Monthly LIO Challenge achieved, a Participating Dealership may receive additional Pulls in accordance with the multipliers listed in the following chart:

For example, if a small Dealership achieved two LIO Bonus challenges, they would receive two additional Pulls (2 x 1 = 2). If a medium Dealership achieved two LIO Bonus challenges, they would receive four additional Pulls (2 x 2 = 4). If a large Dealership achieved two LIO Bonus challenges, they would receive eight additional Pulls (2 x 4 = 8).

²GST reserves the right, at its sole discretion, to add additional Pull opportunities during the Challenge Period.

GSFSGroup® Vehicle Service Contract (VSC) Sales Pull and Event Trip Opportunities

GSFSGroup® Vehicle Service Contract (VSC) Sales Pull opportunities may be earned by achieving the following Gulf States Financial Services, Inc. (“GSFSGroup”) VSC Sales Challenge contract sales:

• Achieve sales equal to or greater than the assigned Cash Bash GSFSGroup VSC sales objective (September 1 through November 30): Participating Dealerships will be provided with their program objective. A Participating Dealership will earn Pulls based on achievement of the Cash Bash GSFSGroup VSC sales objective at the conclusion of the program (objectives and VSC sales will be determined by GSFSGroup and calculated as shown in GSFSGroup’s systems). A minimum objective of ninety (90) VSC sales over Challenge Period is required.
• Pulls: Participating Dealerships will be eligible for one (1) Pull for every forty (40) VSC sales (sales will not be rounded up).
• Participants: Dealer will be eligible for one (1) Participant for every four hundred (400) VSC sales (sales will not be rounded up).
• Participation Cost: All Participating Dealerships will be charged thirty dollars ($30.00) per GSFSGroup VSC contract sale during the Challenge Period to contribute to the program costs (“VSC Contribution Amount”). The VSC Contribution Amount shall be debited on the Participating Dealership’s parts statement.
• VSC Contract Eligibility: TEC VSAs for Retail new, used and program as well as TEC Lease and SecureNet or other dealer/group branded GSFS VSCs including all standard VSCs (including Retail new, used and program as well as Lease), EV VSCs, Commercial VSCs, and Essentials. Tech VSC contracts are NOT eligible.

*In order to qualify for GSFSGroup VSC Sales Pulls and Event Trips, the Participating Dealership must first meet the qualifications required by GST for Pull opportunities in terms of sales objectives percent of achievement, as detailed in Section III(B). Participating Dealerships and Participants not qualifying for GST Pulls will NOT qualify for GSFSGroup Sales Pulls and Event Trips.

Additional Terms and Conditions Regarding Pulls

Pulls cannot be purchased at all during the Challenge. Pulls, whether from GST or GSFSGroup, are earned and based strictly on successful completion of the above requirements. Pulls are awarded at the Dealership level and cannot be purchased, shared or transferred to another Dealership. Dealers and/or Participants have thirty (30) days following the Cash Bash Event to notify GST if any disputes regarding a Pull or award distribution remain (“Inquiry Period”). All winnings thereafter will automatically be awarded to the Dealership in the form of a check to be distributed by GST after the Inquiry Period by GST in its sole discretion.

The number of eligible Pulls may vary in accordance with Dealership Size, as outlined above. Participants must attend the Cash Bash Event in order to have the opportunity to action eligible Pulls in person. Participants MUST be present to make their Pulls: GST will NOT make Pulls during the Cash Bash Event on behalf of any eligible Participant who is either unable to attend the Cash Bash Event or is not present when their Pulls are to be made. Any Pulls made by a Participant on behalf of any other Participants who are not present during the Cash Bash Event will be processed as a Dealership-level lump sum payment on the parts statement, and the Dealership will be solely responsible for payment distribution and tax documentation (1099s).

Age Requirement at Cash Bash Event

Cash Bash Event is limited to Participants and Participant Guests 21 years of age or older at the time of the event.

Challenge Funding

In the event a Participating Dealership does not achieve the performance necessary to receive a Pull or a drawing prize, no refund will be issued.

Challenge Administration

All decisions affecting the Challenge are made by GST and are done so in GST’s sole discretion. No purported verbal conversations or promises regarding the Challenge supersede this Cash Bash Participation Agreement and any such purported verbal conversations or promises will not be honored. Buy sell Dealerships cannot be added during the Challenge Period without written approval from GST. At the conclusion of the Challenge Period, Dealerships will have three (3) business days to review Your Dealership sales reporting (“Dealer Review Period”). Within thirty (30) days of the conclusion of the Dealer Review Period, Participating Dealerships will be able to view their final results on Dealer Daily and will also receive e-mail correspondence from the GST Incentives Team.

Confidentiality

GST will communicate any publicity restrictions regarding the Cash Bash Challenge to Participating Dealerships, and phone, social media and/or recording restrictions may apply.

Tax Status of Dealership and Associate Incentive Monies

Recipients of all Cash Bash awards and prizes are subject to applicable federal, state and local tax liabilities. Award amounts will be reported by GST and/or GSFSGroup on Form 1099 to the IRS if applicable. Any tax withholding or tax liability for federal, state or other taxes, including but not limited to FICA and income taxes, imposed on incentive monies received in a contest will be the responsibility of the Dealership and individual recipient, not Toyota Motor Sales, U.S.A., Inc., Toyota Motor North America, Inc., GST, or GSFSGroup. On any payments resulting in chargebacks to the Dealership, it is the Dealership’s and the Dealership employee’s responsibility to handle any and all tax related issues for the amount being collected. The participating Dealership should always consult with its own tax advisor and/or legal counsel as to reporting, withholding and similar issues related to the interpretation of tax laws or tax treatment.

Multiple Participating Dealerships

Multiple Participating Dealerships owned by the same individual(s) or legal entity will each be considered an individual Participating Dealership for the purposes of Cash Bash enrollment, Challenge administration and participation.

Participation Notice

Even if alleged to be caused by the sole or partial negligence of GST or GSFSGroup, neither GST nor GSFSGroup are responsible for any problems that affect, or result from, participation or attempted participation in the Challenge. This includes, but is not limited to, the following problems: incorrect, incomplete, or inaccurate entry information; human error; failures, omissions, interruptions, deletions, or defects of any wireless network, telephone network, internet service, computer systems, servers, utility providers, or software; tampering, destruction, or unauthorized access to, or alteration of, entries or computer data; network hackers or unauthorized access to GST’s computer network; data that is processed late or incorrectly or is incomplete or lost due to wireless network, telephone network, internet service, computer systems, servers, utility providers, or software; equipment malfunctions; and late, misdirected, lost, misplaced entries.

Release of Liability, Assumption of Risk, Waiver of Claims, and Indemnity Agreement

As consideration for participating in or attempting to participate in this Challenge, all Participants, Participant Guests, and Participating Dealerships agree to release, discharge, and covenant not to sue GST, GSFSGroup, Toyota Motor Sales, U.S.A., Inc., Toyota Motor North America, Inc., and their respective direct and indirect affiliates, divisions, parent and subsidiary companies, officers, employees, shareholders, representatives, managers, members, directors, owners, agents, insurers, attorneys, predecessors, successors, subcontractors, Bellagio, LLC and assigns thereof (collectively, the “Released Parties”) from and against all claims, damages, charges, injuries, losses, proceedings, suits, actions (including but not limited to tort actions, product liability actions, wrongful death actions, warranty actions, breach of contract actions, privacy and defamation actions, misappropriation of likeness actions, identity theft, loss of consortium claims), expenses and attorney fees that they or anyone on their behalf (including but not limited to their heirs, representatives or next of kin) have or might have for any death, injury, damage or claimed injury or damage arising out of, involving or relating in any manner to their participation in the Challenge, including, but not limited to, any claim that the act or omission complained of was caused in whole or in part by the strict liability or negligence in any form of the Released Parties.

Additionally, as consideration for entering the Challenge, all Participants and Participant Guests agree to INDEMNIFY, HOLD HARMLESS, AND DEFEND the Released Parties in any action or proceeding from and against all claims, damages, charges, injuries, losses, proceedings, suits, actions (including but not limited to tort actions, product liability actions, wrongful death actions, warranty actions, breach of contract actions, privacy and defamation actions, misappropriation of likeness actions, identity theft, loss of consortium claims), expenses and attorney fees that they or anyone on their behalf (including but not limited to their heirs, representatives or next of kin) have or might have for any death, injury, damage or claimed injury or damage arising out of, involving or relating in any manner to their participation in the Challenge or for their failure to comply with the terms of the above release provision. This agreement to indemnify, hold harmless and defend applies even if the act or omission complained of was allegedly caused in whole or in part by the strict liability or negligence in any form of the Released Parties.

Personal Responsibility

The Participant and/or Participant Guest certifies that Participant and/or Participant Guest is at least 21 years of age and has no physical or mental condition that precludes him/her from participating in the activities and that Participant and/or Participant Guest is not participating against medical advice. The Participant and/or Participant Guest understands that Participant’s and/or Participant Guest participation in the activities is voluntary. The Participant and/or Participant Guest understands that Participant and/or Participant Guests is obligated to follow the rules of the activities and that Participant and/or Participant Guest can minimize Participant and/or Participant Guest risk of injury by doing so and through the exercise of good judgment and/or common sense and by being aware of his/her surroundings. GST reserves the right to limit phone and recording device use during the Cash Bash Event. Participant and/or Participant Guest agrees to not disparage, damage or injure the Released Parties in any way, including being subjected to public disrepute, ridicule, contempt, or scandal, or is likely to injure the Released Parties’ image, reputation, or goodwill. If, while participating in the activities, the Participant and/or Participant Guest observes any unusual hazard or condition, which they believe jeopardizes Participant’s and/or Participant Guest’s personal safety or that of others, Participant and/or Participant Guest will remove Participant and/or Participant Guest from participation in the activities and immediately bring said hazard or condition to the attention of the Host.

Audit

GST reserves the right to audit and verify the validity of any of Participating Dealership's sales records in connection with this Challenge. All Incentive Program records must be retained and available for a period of twelve (12) months following the conclusion of the Challenge Period. GST may suspend or terminate Challenge participation at any time and for any reason. Challenge eligibility may be forfeited if Participating Dealership is unable to furnish satisfactory documentation and information required to substantiate and/or verify such claim.

Applicable Law

The Challenge is subject to and governed by applicable federal, state, and local laws and regulations. Participation in this Challenge is void where prohibited or otherwise restricted by law. The Challenge shall be governed by and construed in accordance with the laws of the State of Texas, without reference to its conflict of laws principles. By entering the Challenge, Participants hereby submit to the jurisdiction and venue of the federal and state courts of Texas and waive the right to have disputes arising out of the subject matter hereof adjudicated in any other forum. In no event, will any Participant be entitled to injunctive relief or equitable relief of any kind, or restrain the continuation of any Challenge.

Challenge Cancellation or Suspension

GST reserves the right to cancel, terminate, modify, reschedule or suspend the Challenge if the Challenge is not capable of being completed as planned for any reason, including, but not limited to, weather, civil turmoil, bomb threats, active shooter(s), natural disasters, epidemics, pandemics, outbreaks, contagions, or acts of God, including theft of Participant property. The decision of GST to cancel, terminate, modify, reschedule or suspend the Challenge shall be final in all respects.