5.4

The Exhibitor agrees and covenants not to seek any damages, compensation or loss as against the Organiser for any change or restriction in the position or dimensions of the Stand allotted to the Exhibitor, or for the postponement, cancellation or delay in opening or premature closing of the Event, changes in the hours of opening of the Event, the failure of light and or power or other services or amenities to the Event where the action or inaction of the Organiser is not the cause of such damages, compensation or loss, to the fullest extent permissible under the Applicable Laws.

7.1

The Exhibitor agrees to comply with the reasonable directions of the Organiser and its authorised staff regarding the hours of access to the Stand and the Event, and the hours during which the Event will be open.

7.2

The Exhibitor agrees to comply with the reasonable directions of the Organiser during the Onsite Period.

8.1

Any breach of this Agreement will result in the Organiser taking appropriate action against the Exhibitor, including but not limited to prohibiting, in whole or in part, or rejecting the Exhibitor, its servants, agents, contractors, or employees from participating in the Event.

8.2

Failure by the Exhibitor to comply with this Agreement will result in damages, including but not limited to the forfeiture of all Payments made to the Organiser.

8.3

The Exhibitor agrees to pay interest to the Organiser at the rate of ten percent (10%) per annum or the percentage prescribed by the Supreme Court of Queensland as a liquidated debt for all monies overdue and unpaid during the period of default.

8.4

The Exhibitor agrees to pay the Organiser any expenses reasonably incurred in enforcing its rights against the Exhibitor under this Agreement, including but not limited to legal expenses.

8.5

Upon termination of this Agreement by either Party, the Exhibitor remains responsible for any liabilities incurred prior to termination.

8.6

Subject to the above subclauses, the Organiser reserves its rights in their entirety.

9.1

The Exhibitor must not assign any of its rights to the Stand or allow any other person, company, or entity to exhibit or display in the Stand without prior written consent obtained from the Organiser.

10.1

The Exhibitor must, at their own expense, effect and keep current throughout the Onsite Period and the Event a public risk and property damage insurance policy for an insured sum not less than 20 million dollars in respect of its Stand.

10.2

The Exhibitor must provide the Organiser with a Certificate of Insurance no later than two weeks prior to the event.

11.1

The Organiser reserves the right to cancel the Event if it receives an insufficient number of registrations or on any other reasonable grounds, as determined by the Organiser.

11.2

If the Event is cancelled in accordance with clause 11.1, and subject to Applicable Laws, the maximum liability of the Organiser is limited to a refund of any Payments made under this Agreement.

11.3

The Organiser will not be liable for any damage, loss, or additional costs incurred by the Exhibitor arising from the cancellation, including but not limited to travel costs, hotel expenses, or other costs or expenses whatsoever.

11.4

The Organiser may agree to a cancellation of this Agreement with the Exhibitor if all of the following conditions are met:

• A written request is received by the Organiser on or before the close of business on the Cancellation Date.
• The Organiser successfully re-lets the cancelled space in its entirety.
• The reason given for the cancellation request is, in the opinion of the Organiser, reasonable and well-founded.

11.5

If the conditions in clause 11.4 are met, the following liquidated damages will be retained by the Organiser:

• Fifty percent (50%) of the Event Fee if the cancellation request is made in writing three weeks before the event.
• Seventy-five percent (75%) of the Event Fee if the cancellation request is made in writing two weeks before the event.
• One hundred percent (100%) of the Event Fee if the notice of cancellation is given after the Cancellation Date.

11.6

The Exhibitor agrees not to claim a refund of Payments unless notice of cancellation is given by the Organiser, subject to the conditions outlined in the preceding sub-clauses.

12.1

The Organiser reserves the right in its absolute discretion to deny entry and/or terminate the registration of any Registrant, representative of an Exhibitor, or other person who demonstrates behaviour or acts in a way that it deems to be inappropriate or presents a reasonable risk to the health, safety and wellbeing of others.

12.2

In the event of a termination of a registration under clause 12.1 prior to the Commencement Date, the cost of the registration will be refunded to the Registrant, but the Organiser will not be liable for any additional expenses or costs, whether direct or indirect, arising from a termination incurred under this sub-clause.

12.3

If a termination under clause 12.1 occurs during the Onsite Period or the Event, then the Organiser reserves the right not to provide any refund of any registration fees and the Organiser will not be liable for any additional expenses or costs, whether direct or indirect, arising from a termination incurred under this sub-clause.

13.1

The Organiser will not be liable to the Exhibitor for any loss suffered, nor be in default under this Agreement for any delay, failure or interruption resulting directly or indirectly from industrial action, blackouts, fire, war, terrorism, civil or military unrest, explosions, earthquakes, floods, labour disputes, acts of God or any other event or cause beyond the control of the Organiser, or if the attendance at the Event is adversely impacted by any of the causes nominated by this clause. In all such circumstances the Organiser shall be entitled to retain all Payments paid by the Exhibitor.

13.2

An event under clause 13.1 will not affect or prejudice the right of the Organiser to pursue outstanding Payments owed to the Organiser by the Exhibitor.

14.1

The Exhibitor, to the fullest extent permissible under law, indemnifies and releases the Organiser, its employees, contractors and agents from and in relation to all actions, suits, proceedings, losses, claims, demands and costs which may be brought against the Organiser, its employees, contractors and agents by any person, firm or entity for all damage, loss, injury (including death), costs or expenses caused directly or indirectly to or suffered by any person, firm or entity as a result of or arising out of any breach of this Agreement or any actual or alleged default by the Exhibitor of the Agreement or resulting directly or indirectly from the Exhibitor’s use of the Stand or participation in the Event including travel to and from the Event.

14.2

The Organiser, to the fullest extent permissible under law, will not in any circumstances be liable for any loss, damage or injury which may occur to the Exhibitor, its employees, or any third party, or for any damage to property including damage to exhibits, plant, equipment, fixtures, fittings, display stock or other property whatsoever or for any loss of profits suffered however caused.

14.3

The indemnity contained in clauses 14.1 and 14.2 includes any costs incurred by the Organiser (including legal costs on a full indemnity solicitor/client basis) in defending any actions, proceedings, claims and demands or being represented at proceedings, inquiries or inquests.

15.1

The Exhibitor shall indemnify the Organiser from and against all claims, liabilities, losses (including fines and penalties), damages and reasonable costs arising from any claim, suit or action (including legal costs and expenses) arising from reliance on information provided by the Exhibitor for use by the Organiser or for any breaches of third party intellectual property.

16.1

The ACL provides consumers with certain consumer guarantees and rights in relation to certain transactions concerning goods and/or services, see www.consumerlaw.gov.au . Any rights an Exhibitor may have as a consumer under the ACL shall apply notwithstanding any inconsistent provisions in this Agreement which shall be read down to the extent necessary to comply with the ACL and this Agreement shall otherwise apply to the fullest extent legally permissible.

16.2

In the event any statute implies any term condition or warranty into this agreement which cannot be lawfully excluded, such terms will apply, save that the liability of the Organiser for breach of any such implied term will be limited to the fullest extent permissible under law including the ACL, at the option of the Organiser, to any one or more of the following:

16.2.1

The replacement of goods or re-supply of services to which the breach relates or the supply of equivalent goods or services;

16.2.2

The repair of such goods;

16.2.3

The payment of the cost of replacing the goods or of acquiring equivalent goods or having the services supplied again; or

16.2.4

The payment of the cost of having the goods repaired.

16.2.5

To the fullest extent permissible under law, the Organiser will not be liable for any indirect or consequential damages arising out of a breach of this Agreement or otherwise relating to or arising from the Event.

17.1

Any rights conferred upon the Exhibitor are deemed to have been conferred upon the Exhibitor and its employees, agents and contractors and any breach of this Agreement by any employee, contractor, licensee or invitee of the Exhibitor constitutes a breach of this Agreement by the Exhibitor.

17.1

Each Party covenants to, upon request of any other Party to this Agreement, give any consent, do anything or act and execute any document as may be reasonably necessary to give full effect to this Agreement and it is hereby agreed that none of the covenants or warranties contained in this Agreement shall merge on completion.

17.2

The person who signs the Exhibitor Booking Agreement (including these terms and conditions) (“Booking Agreement”) is authorised to sign on behalf of the Exhibitor. Should the contact person change prior to the event date, the Exhibitor must notify the Organiser. The Exhibitor will still be responsible for the management of the stand and is liable for the expense of the stand. Change of booking contact person is not a valid reason to void this agreement.

18.1

A Notice or other communication including but not limited to, a request, demand, consent or approval to be made or given to or by a party to this Agreement:

19.1

The Organiser may plead this Agreement in bar to any claim, action, proceeding or suit brought by the Exhibitor against the Organiser for any matter, circumstance or thing, concerning or in any way relating to this Agreement.

20.1

This Agreement shall be construed in accordance with and governed by the laws of Queensland and the Commonwealth of Australia and the parties submit to the jurisdiction of the courts referred to in Item 13 and the Commonwealth of Australia.

20.2

If any doubt, difficulty or dispute shall arise in respect of the interpretation, meaning or effect of this Agreement or any part thereof or of the respective rights and duties of the parties to the Agreement then the dispute shall be submitted to arbitration under the provisions of the Commercial Arbitration Act 2017 (ACT), save that the parties shall be entitled to legal representation.

21.1

This Agreement embodies the entire understanding of the parties and no representation, promise or term shall be deemed to form part of the agreement between the parties save to the extent that the same is embodied in this Agreement.

21.2

The Exhibitor is referred to and the Exhibitors’ Manual for additional venue rules and regulations in relation to food and beverage; displaying motor vehicles, use of balloons, raised event flooring, wheelchair access and other specific requirements, and any such further terms and warranties set out therein are deemed to be expressly incorporated into this Agreement.

22.1

No agreement as between the parties varying or amending this Agreement shall have any force or effect unless it is committed to writing and signed by the parties.

23.1

The parties agree that nothing in this Agreement shall constitute a partnership, agency, employer/employee relationship or joint venture arrangement between them.

24.1

If any clause or part thereof in this Agreement becomes invalid or is rendered unenforceable or prohibited then such clause(s), or part thereof, will be severable without invalidating or affecting the validity of the remainder of this Agreement, which shall continue in full force and effect.

25.1

All indemnities survive termination of this Agreement.