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Can I withdraw Contract due to Home foreclosure
CA - I signed a contract several weeks ago to attend a show as an exhibitor and paid the required balance. Last week, I requested to withdraw my application due to financial hardship (home foreclosure - need to move) and they told me, "I could NOT cancel from the show." They then sent me what's below. Can you please tell me if this in fact binds me to these shows or if I have other options?
We agree that we shall not, directly or indirectly, use any bride, bride-to-be or other Great Bridal Expo attendee Data, or any of the information contained therein, provided to us by The Great Bridal Expo Group (hereinafter referred to as GBE) (collectively, Data) other than for our own internal purposes and exclusive use. We agree not to, directly or indirectly, sell, transfer, trade for barter, or otherwise disclose any Data to any third party. Except as provided in this paragraph, we shall hold any Data in strict confidence, and shall take reasonable measures to protect the confidentiality and avoid the unauthorized use or disclosure of any Data. No copies or reproductions of any Data may be made unless approved in writing by GBE. We recognize that our violation of this paragraph could cause GBE irreparable harm and significant injury. Therefore, GBE shall have the right to apply to any court of competent jurisdiction for an order restraining any breach or threatened breach of this paragraph and for any other relief available to GBE. We further recognize that GBE will suffer damages as a result of any use or disclosure of any Data in violation of this Agreement, and that the exact amount of such damages is difficult to estimate. Therefore, we agree to pay GBE $1,500 for each unauthorized use or disclosure of any Data. We agree that such amount constitutes a reasonable estimate of the damages that GBE will suffer as a result of our unauthorized use or disclosure of any Data and is not in the nature of a penalty.
In view of the selective and unique tie-ins involved between the parties to this Agreement, we understand and agree that we may not amend this Agreement without the prior written consent of GBE, or terminate this Agreement other than for a material breach by GBE not cured within 30 days after notice thereof has been given to GBE. We understand that Expo show dates and locations, and our booth location at the Expo may be subject to change at the reasonable discretion of GBE, and that any such change shall not be considered a breach of this Agreement by GBE.
We understand and agree that in the event we fail to do anything we are required to do under this Agreement (such as the failure to make a payment to GBE within 10 days of its due date), GBE may, by notice of default, declare all amounts due and owing under this Agreement to be due and payable forthwith, whereupon the same shall immediately become due and payable and shall bear interest at the rate of the lesser of 18% per annum or the maximum per annum rate permitted by law, from the date of the failure until such amount is paid in full. In the event of such a failure, GBE shall be entitled to any applicable remedy provided by law or equity, including, but not limited to: (a) punitive, exemplary, indirect, special, incidental, and/or consequential damages, including lost profits, savings or revenue of any kind, whether or not such damages are foreseeable and/or we have been advised of the possibility of such damages; and (b) specific performance, injunction and/or court order. We agree to pay or reimburse GBE for all reasonable costs and expenses (including reasonable attorneys fees and expenses incurred) in connection with the enforcement of its rights, and the collection of amounts due, under this Agreement. We agree to hold harmless and indemnify GBE and its successors and assigns from, against and in respect of any and all losses, liabilities, penalties, fines, costs, damages and expenses (including reasonable attorneys fees and expenses incurred) whatsoever, contingent or otherwise, that may be suffered or incurred by any of them arising from or by reason of (a) any liability or obligation of ours, or claim against us, whether known or unknown or now existing or hereafter arising; and/or (b) any breach of any of our representations, warranties, or covenants contained in this Agreement.
This Agreement shall not be binding on GBE until it has been signed by an authorized officer of GBE. The effective date of this Agreement shall be the date it is signed by an authorized officer of GBE.
This Agreement shall be governed by and construed under the laws of the State of Florida, excluding any conflicts of laws rule or principle that might refer the governance or construction of the Agreement to the law of another jurisdiction.
Jurisdiction and venue for any suit between the parties hereto arising out of or connected with this Agreement shall lie only with the United States District Court for the Southern district of Florida state court in the county of Broward, Florida, as applicable, and each party irrevocably consents to the jurisdiction of and venue in these courts for all matters pertaining to or arising from this Agreement.
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