Common use of Cancellation, Withdrawal & Downsizing; Liquidated Damages Clause in Contracts

Cancellation, Withdrawal & Downsizing; Liquidated Damages. The parties agree that quantifying losses arising from Exhibitor’s cancellation or withdrawal is inherently difficult, as Shoppe Object shall incur expenses, allocate resources and take other actions in connection with the tasks necessary to facilitate and manage the Virtual Marketplace. Any cancellation, withdrawal or downsizing by Exhibitor shall entitle Shoppe Object to (1) a US$1,000 processing fee and (2) if such notice is within 45 days of the Virtual Marketplace launch, 100% of the original fee. If, at the Effective Date, Exhibitor has already paid fees in an amount greater than the liquidated damages amount owed, Shoppe Object shall refund the difference between the amount already paid and the liquidated damages amount to Exhibitor. The parties further agree that the agreed upon sum described in this Section 7 is not a penalty, but rather a reasonable measure of damages based upon the parties’ experience in the industry and the nature of the losses that may result from such cancellation or withdrawal from the Virtual Marketplace.

Cancellation, Withdrawal & Downsizing; Liquidated Damages. The parties agree that quantifying losses loss- es arising from Exhibitor’s cancellation or withdrawal is inherently difficult, as Shoppe Object shall incur expenses, allocate resources and take other actions in connection with the tasks necessary to facilitate and manage the Virtual Marketplace. Any cancellation, withdrawal or downsizing by Exhibitor shall entitle Shoppe Object to (1) a US$1,000 processing fee and (2) if such notice is within 45 days of the Virtual Marketplace launch, 100% of the original fee. If, at the Effective Date, Exhibitor has already paid fees in an amount greater than the liquidated damages amount owed, Shoppe Object shall refund the difference between the amount already paid and the liquidated damages amount to Exhibitor. The parties further agree that the agreed upon sum described in this Section 7 is not a penalty, but rather a reasonable measure of damages based upon the parties’ experience in the industry and the nature of the losses that may result from such cancellation or withdrawal from the Virtual Marketplace.