TERMS & CONDITIONS

1. DEFINITIONS

1.1 In these Terms the following words will have the following meanings: “Exhibitor Application Form”
means this online application form; “Exhibition” means Taipei Dangdai taking place January 17-20, 2019,
held at Taipei Nangang Exhibition Centre, Taipei; “Exhibition Manual” means the handbook to be
produced by the Organiser containing such regulations as may deem reasonable to the Organiser relating to
the Exhibition, the Venue and the Exhibitor’s attendance and conduct at the Exhibition; “Fee” means the
aggregate amount to be paid by the Exhibitor to the Organiser for the Space as shown overleaf;
“Organiser” means Taipei Dangdai Limited and its successors and assigns; “Space” means the area of the
floor space at the Exhibition licensed by the Organiser to the Exhibitor. “Booth” means any structure,
platform or other erection located in the Space for the Exhibitor’s purpose at all locations; “Terms” means
these terms and conditions together with the contents of the Exhibition Manual; and “Venue” means the
events location where the Exhibition takes place.

2. AGREEMENT

2.1 These terms shall govern the provision of the Space by the Organiser to the Exhibitor to the exclusion
of any other terms and conditions.
2.2 A binding contract shall come into existence between the Exhibitor and the Organiser on acceptance of
the Booking Form and in writing by the Organiser.
2.3 No changes to these terms shall be valid unless in writing and signed on behalf of the authorized
representatives of both the Exhibitor and the Organiser.

3. FEE

3.1 The Exhibitor shall promptly pay for the Fee by installments (if any) as shown on the Exhibitor
Application Form.
3.2 The Exhibitor shall, in addition to the Fee, promptly pay for all amounts of charges relating to the
Exhibitor’s participation in the Exhibition in accordance with the Exhibition Manual or in respect to of all
goods and services supplied at the request of the Exhibitor.
3.3 The Fee is payable without any deduction, withholding or set-off whatsoever.
3.4 If the Fee is not paid when due in accordance with the terms outlined in the Exhibitor Application
Form, then without prejudice to the Organiser’s other rights or remedies:
3.4.1 the Exhibitor shall be liable to pay interest on the overdue amount at an annual rate of 4% above the
best lending rate adopted by Hong Kong & Shanghai Banking Corporation Ltd from time to time, such
interest to accrue on a daily basis from the date on which payment becomes overdue until the date the
payment is made; and
3.4.2 the Exhibitor shall be liable for the Organiser’s incidental costs of collection and recovery of
amounts due, including but not limited to solicitor’s costs and disbursements on a full indemnity basis
before and after commencement of legal proceedings.

4. CANCELLATION AND REDUCTION OF SPACE

4.1 Subject to this Clause, the Exhibitor may, by notice in writing delivered to the Organiser by recorded
delivery (“the Cancellation Notice”), cancel its booking and liquidated damages (and not penalty) by way
of cancellation fees shall be payable by the Exhibitor in accordance with Clause 4.4.
4.2 Subject to this Clause, the Exhibitor may, by notice in writing delivered to the Organiser by recorded
delivery (“the Reduction Notice”), apply to reduce the size of the Space. The Organiser shall in its sole
discretion and without assigning any reason, elect whether or not to accept the Reduction Notice.
4.3 In the event that the Organiser accepts the Reduction Notice, the booking of such Space which forms
the subject of the Reduction Notice shall be deemed to be cancelled and liquidated damages (and not
penalty) by way of cancellation fees shall be payable by the Exhibitor in accordance with Clause 4.4
4.4 Upon cancellation in accordance with Clause 4.1 or reduction of the Space in accordance with Clause
4.2, the cancellation fee payable by the Exhibitor to the Organiser will be as follows: Cancellation Date
Cancellation Fee: Before or on 24 Sept 2018, 75% of the Fee. On or after 25 Sept 2018, 100% of the Fee.
4.5 Upon accepting the Cancellation Notice or Reduction Notice, the Organiser may resell or reallocate the
cancelled Space, without any obligation to refund any cancellation fees or account to the Exhibitor for
income from reselling or reallocating the cancelled Space.

5. OCCUPATION OF SPACE

5.1 The Exhibitor shall occupy the whole of its allocated Space at the commencement of the Exhibition
and for the entire duration of the opening hours of the Exhibition.
5.2 The Exhibitor shall not sub-let, share or part with occupation of the Space or any part of it.
5.3 The Exhibitor shall occupy the Space as the Organiser’s licensee and shall not obtain any right of
exclusive possession or occupation of or any proprietary interest in the Space.
5.4 The Exhibitor’s Booth shall be constructed in accordance with the regulations set out in the Exhibition
Manual. The Exhibitor shall comply with all instructions of the Organiser and/or its agents in respect of the
construction of the Booth.
5.5 The Organiser shall supply the Exhibitor a standardised Booth package in order to participate in the
Exhibition with items included as follows:
5.5.1 At a minimum, 30% of the Exhibitor’s Space will be supplied in linear meters of wall for the Booth
construction. Walling supplied will be no less than 3.5m in height.
5.5.2 At a minimum, the Exhibitor’s Booth will be supplied with one standard package light per three
linear meters of supplied walling.
5.6 The Exhibitor acknowledges that Booth options listed in the Exhibitor Application Form are provided
as a general guide. As such, the Exhibitor acknowledges that Space may vary no more than plus 5 sq.m. or
minus 5 sq.m. from their Booth preference indicated on the Exhibitor Application Form. The Exhibitor
acknowledges that the Fee shall reflect the final Space supplied by the Organiser and not the Booth
preference indicated on the Exhibitor Application Form.
5.7 The location of the Space shall be provisional and subject to change prior to the Exhibition. The
Organiser shall be entitled to relocate the Exhibitor’s Space at any time prior to the Exhibition and, if
necessary, reduce the Space allocated provided that a rebate of the Fee is granted to the Exhibitor pro rata
to the reduction of the Space.

5.8 The Exhibitor shall vacate the Space at the end of the period of the Exhibition or otherwise in
accordance with the Organiser’s request. In the event that the Exhibitor fails to vacate the Space, it shall
indemnify and keep indemnified the Organiser against any losses, costs incurred as a result of the
Exhibitor’s failure to vacate.

6. EXHIBITOR’S OBLIGATIONS

6.1 The Exhibitor shall not supply from the Booth or elsewhere at the Exhibition any food, drink or
tobacco.
6.2 At the Exhibition the Exhibitor shall only conduct its business from the Booth and may not display or
distribute its promotional publication or article of any kind other than from the Booth.
6.3 The Exhibitor shall observe and comply with the Exhibitor Manual at all times.
6.4 The Exhibitor shall comply with all requirements of law, regulations and codes of practice applicable
to it and ensure that it does not infringe the rights of any third party in its activities and shall comply with
the laws and regulations of Taiwan, especially The Criminal Act, The Protection of Children and Youths
Welfare and Rights Act and Social Order Maintenance Act.
6.5 The Exhibitor shall indemnify the Organiser and hold the Organiser harmless against all loss, damages
claim and costs resulting from the Exhibitor’s use of the Space and the acts and omissions committed by
the Exhibitor and its employees, agents, contractors and invitees.

7. ATTENDANCE

7.1 The Exhibitor/Sponsor acknowledges that the Organiser shall not be held responsible for the failure of
all or any other contracted Exhibitor/Sponsors to attend the Exhibition/Event or the failure of any number
of attendees to attend the Exhibition/ Event for any reasons.
7.2 Any Exhibition/Event Display Space/Sponsorship Contract or any acceptance thereof by the Organiser
shall not be conditional on the presence or location of any other exhibitor at the Exhibition/Event or any
other Exhibition/Event.

8. LIABILITY AND INSURANCE

8.1 The Organiser shall not be responsible for:
8.1.1 the theft, damage and safety of all goods, decorations and other items brought into the Venue by the
Exhibitor, its agents, employees or sub-contractors; or
8.1.2 the supply to the Exhibitor of any goods or services from any third parties at the Exhibition,
including the operator and owner of the Venue, designated contractors and the Organiser’s contractors.
8.2 Although all reasonable precautions shall be taken, the Organiser’s liability shall be limited as follows:
8.2.1 the Organiser’s maximum aggregate liability under or in connection with these Terms shall not
exceed the total amount of the Fee actually paid by the Exhibitor; and
8.2.2 the Organiser shall not be liable for any loss of income or profits, loss of contracts or for any indirect
or consequential loss or damage of any kind howsoever arising.
8.3 Nothing in these Terms shall exclude or in any way limit the liability of the Organiser for fraud or for
death or personal injury caused by its negligence or for any other liability to the extent that the same may
not be excluded or limited as a matter of law.
8.4 The Organiser shall not be liable for any delay or damage or loss caused by any act of God, terrorist
activity, political unrest, riots or other event, fact or circumstance beyond the Organiser’s reasonable
control.
8.5 The Exhibitor shall take out and maintain adequate insurance and the Exhibitor shall on demand
provide sufficient evidence of such insurance to the Organiser. Without prejudice to the foregoing
provisions in this Clause 8, in the event of the Organiser having any liability, the claimant shall first of all
recover or procure to be recovered the money payable by the insurers under the insurance policies between
the insurers and/or the relevant parties relating to the subject matter or event from which the Organiser’s
liability arises and the claimant’s claim against the Organiser is limited to the extent that the money paid
and/or payable by the insurer under such insurance policies is not sufficient to reasonably compensate the
claimant.

9. TERMINATION

9.1 The Organiser may terminate this agreement forthwith by notice in writing to the Exhibitor or exclude
the Exhibitor from the Exhibition, if the Exhibitor:
9.1.1 commits a material or persistent breach(es) of any these Terms and, having received from the
Organiser a notice giving full particulars of the breach(es) and requesting that the same be remedied, has
failed to remedy such breach(es);
9.12 becomes insolvent, enters into liquidation or bankruptcy, passes a resolution for its winding up, has a
receiver or administrator appointed over the whole or any part of its assets, makes any composition or
arrangement with its creditors or takes or suffers any similar action in consequence of its debt, or
9.1.3 ceases, or threatens to cease, to carry on business; and
9.1.4 in the course of preparation for the Exhibition or during the Exhibition, acts in violation of law,
including but not limited to performing any act or committing any omission which is or is likely to infringe
the rights of any third party.
9.2 In the event that the Organiser exercises its right to terminate this agreement, the licence by the
Exhibitor over the Space will cease and the Exhibitor shall pay to the Organiser liquidated damages (and
not as penalty) as follows: Date of Termination Liquidated Damages Amount Before or on 24 Sept 2018
75% of the Fee. On or after 25 Sept 2018 100% of the Fee
9.3 In the event that the Exhibitor fails to pay any part of the Fee pursuant to and in accordance with these
Terms then the Exhibitor shall be liable for all legal costs incurred by the Organiser in relation to such
non-payment.
9.4 The Organiser shall be entitled to remove any person or thing or exclude the Exhibitor from the Venue
in the event that the Organiser considers such removal or exclusion to be in the interests of the Exhibition,
the Venue or the other exhibitors or visitors at the Exhibition. In such event, the Fee shall be forfeited to
the Organiser as liquidated damages and not as penalty).

10. COMPLIANCE WITH LAWS AND REGULATIONS

10.1 The Exhibitor shall comply with all applicable laws, regulations and codes of practice relating to the
Exhibition and the Exhibitor’s attendance at the Exhibition, including without limitation, all fire and health
and safety regulations, The Criminal Act of Taiwan, The Protection of Children and Youths Welfare and
Rights Act of Taiwan and Social Order Maintenance Act of Taiwan, the rules and regulations set out in the
Exhibition Manual and any additional rules imposed by the operator or owner of the Venue or the
government from time to time.
10.2 Any materials used for building, decorating and covering the Booth or forming part of the Booth must
be inflammable.
10.3 No explosives, detonating or fulminating compounds or other dangerous materials shall be brought
into the Exhibition by or on behalf of the Exhibitor.

11. LAW AND JURISDICTION

11.1 These Terms shall be governed in all respects by the Laws of Taiwan and the courts of Taiwan shall
have exclusive jurisdiction to deliberate any disputes between the parties.

12. NOTICES

12.1 Save in relation to Clause 4, all notices and other communications served pursuant to or in connection
with these Terms shall be sent by first class post, airmail, courier or fax to the address as specified overleaf
for each party or to such other address as either party may notify for such purpose.
12.2 Subject to Clause 4, notices shall be deemed served in accordance with the following:
12.2.1 if sent by first class post to an address within Taiwan two working days after posting and if sent
elsewhere, seven working days after posting:
12.2.2 if sent by courier, on confirmed delivery; or
12.2.3 if sent by fax, on confirmation of transmission.

13. GENERAL

13.1 The failure of either party to enforce any terms of or right arising pursuant to these Terms does not
constitute a waiver of such form or right and shall in no way affect that party’s right later to enforce or
exercise the term or right.
13.2 The invalidity or unenforceability of any term of or right arising pursuant to those Terms shall not
adversely affect the validity or enforceability of the remaining terms and rights.
13.3 These Terms constitute the entire agreement and understanding between the parties with respect to its
subject matter and supersedes any prior agreement, understanding or arrangement between the parties,
whether oral or in writing, with respect to the same. No representation, undertaking or promise whether,
without limitation, relating to location of the Space, visitor or exhibitor attendance figures or otherwise,
shall be taken to have been given or be implied from anything said or written in communications between
the parties prior to these Terms, except as set out herein. Neither party shall have any remedy in respect of
any untrue statement made to it upon which it has relied in entering into these Terms (unless such untrue
statement was made fraudulently) and that party’s only remedies shall be for breach of contract as
provided in these Terms.
13.4 Subject to the definition of “Organiser” (pursuant to which it is intended to confer a benefit on the
named third parties), nothing in these Terms shall confer on any third party any benefit or right to enforce
any of the Terms whether pursuant to any statute or otherwise.