9.1. Assignment.
Licensee may not assign, sublicense, or transfer Licensee’s rights or delegate its obligations under this Agreement without Licensor’s prior written consent, which will not be unreasonably withheld. This Agreement shall be binding upon the successors and assigns of the parties to this Agreement.
9.2. Entire Agreement.
This Agreement, along with the Exhibits attached and referenced in this Agreement, constitutes the final and complete understanding between the parties, and replaces and supersedes all previous oral or written agreements, understandings, or arrangements between the parties with respect to the subject matter contained in this Agreement.
9.3. Waiver.
This Agreement may not be modified or amended except in a writing signed by an authorized officer of each party. The failure of either party to enforce any provision of this Agreement shall not be deemed a waiver of the provisions or of the right of such party thereafter to enforce that or any other provision.
9.4. Notices.
Except as otherwise provided in this Agreement, notices required to be given pursuant to this Agreement shall be effective when received, and shall be sufficient if given in writing, hand-delivered, sent by facsimile with confirmation of receipt, sent by First Class Mail, return receipt requested (for all types of correspondence), postage prepaid, or sent by overnight courier service and addressed as follows:
To Licensor: 1590 Berryessa Road, San Jose, CA 95133
Attn: Jeffrey B. Farrell Fax no.: (408) 437-9011
To Licensee, at your last known address on file with licensor.
9.5. Publicity.
Without the prior written consent of the other party, neither party shall disclose the terms and conditions of this Agreement, except disclosure may be made as is reasonably necessary to the disclosing party’s bankers, attorneys, or accountants or except as may be required by law.
9.6. Independent Contractor.
This Agreement shall be governed by and construed in accordance with the laws of the State of California.
9.7. Governing Law and Jurisdiction.
Without the prior written consent of the other party, neither party shall disclose the terms and conditions of this Agreement, except disclosure may be made as is reasonably necessary to the disclosing party’s bankers, attorneys, or accountants or except as may be required by law.
9.8. Severability.
In case any provision of this Agreement is held to be invalid, unenforceable, or illegal, the provision will be severed from this Agreement, and such invalidity, unenforceability, or illegality will not affect any other provisions of this Agreement.
9.9. Arbitration.
In the event of any dispute between the parties arising out of this Agreement, the dispute shall be resolved by arbitration under the rules of the American Arbitration Association by an arbitrator agreed upon in writing by the parties. In the event the parties cannot agree upon the choice of an arbitrator, each party shall appoint one individual representative and the two party representatives shall, between themselves, chose an arbitrator.
9.10. Attorney’s Fees.
In the event of any dispute between the parties arising out of this Agreement, the prevailing party shall be entitled, in addition to any other rights and remedies it may have, to recover its reasonable attorney’s fees and costs.
9.11. Effective Date.
The effective date of this Agreement shall be upon execution of the trade-in partner agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the date written above.
9.12. DOJ REPORTING.
BicycleBlueBook.com complies with the Secondhand Dealer Laws of the State of California by submitting details of all transactions to the California Department of Justice through the DOJ's online portal located at
https://capss.doj.ca.gov/login/auth.To the extent that California DOJ reporting does not satisfy your local jurisdictional requirements for these types of transactions, You remain responsible for any state and local jurisdictional licensing, reporting and other requirements.