DEALER TERMS

2023 TUCSON GEM AND MINERAL SHOW®


TGMS produces the Annual Tucson Gem and Mineral Show® hereinafter referred to as “Show” or “TGMS Show.”  Dealer wishes to occupy and use a booth space at the 2023 TGMS Show.  In consideration of the mutual Agreements contained herein, THE PARTIES DO HEREBY AGREE AS FOLLOWS:

1. LICENSE FOR USE:

TGMS hereby grants to Dealer a license to occupy and use, subject to all terms and conditions of this Agreement, a booth space as defined and described herein. This Agreement is a license to occupy and use the space granted by TGMS and shall only be in effect during the setup hours, show hours and strike hours of the 2023 TGMS Show as defined herein. Such license to use space shall not be in effect for Dealer during any other time. TGMS reserves the right to assign location of booth as is set forth more fully herein.

2. PAYMENT:

Dealer shall pay the amount set forth on Exhibit A upon execution of the Agreement, to TGMS in U.S. funds according to the following, which may or may not include additional costs for corner or prime location:

Payments must be made on-line no later than December 4, 2022. Late payments will be assessed a late fee. Your booth must be paid in full by December 4, 2022 to be included in the TGMS Show program.

3. LATE PAYMENT:

Dealer acknowledges necessity of ensuring full utilization of all spaces in the Tucson Convention Center. If Dealer does not promptly pay according to the terms set forth herein, TGMS has the right to terminate this Agreement and the license for booth space immediately without prior written notice. A late payment is any payment made after December 4, 2022 for a single payment as outlined in paragraph 2. Further, if this Agreement terminates under this paragraph, TGMS shall have the right to retain the deposit as liquidated damages, which the parties acknowledge is a reasonable minimum estimate of the probable damages incurred by TGMS due to Dealer’s failure to timely pay all funds due.

4. DEFAULT:

Dealer agrees that Dealer’s failure to timely pay amount(s) due hereunder will automatically create a breach or failure to comply with the terms of this Agreement. And, at the discretion of TGMS, Dealer may be deemed to be in default of this Agreement. TGMS reserves the right to terminate this Agreement and license granted hereunder following any such default or breach of contract. Should such termination by TGMS occur, TGMS reserves the right to retain all payments made by Dealer hereunder as liquidated damages and not as a penalty. Further TGMS reserves the right to pursue any legal contractual remedy available.

5. SHOW HOURS AND LOCATION:

The parties acknowledge that the 2023 TGMS Show is scheduled to be held February 9 through 12, 2023 as follows:

General Retail, Mineral Retail, Fossil Dealers and Publishers are scheduled to be OPEN TO THE PUBLIC:

  • Thursday, February 9, 2023 from 10:00 a.m. to 6:00 p.m.
  • Friday, February 10, 2023 from 10:00 a.m. to 6:00 p.m.
    • School Visits Program begins at 9:00 a.m., Friday, February 10, 2023.
      (Please refer to Show Standards, number 10 and Dealer Information.)
  • Saturday, February 11, 2023 from 10:00 a.m. to 6:00 p.m.
  • Sunday, February 12, 2023 from 10:00 a.m. to 4:00 p.m.

The TGMS Show shall be held the Tucson Convention Center, 260 S. Church Avenue, Tucson, AZ 85701. TGMS reserves the right to change these dates and times. In the event that the 2023 TGMS Show does not open to the public by 12:00 Noon on Thursday, February 9, 2023, a prorated refund of one thirtieth (1/30th) of the fees paid will be refunded to Dealers for each full hour thereafter during scheduled Show hours (as stated above) that the 2023 Show does not open. All refunds due shall be paid as a credit towards Dealer’s fee charged for participation in the 2024 Show. Cash refunds will be available only to those Dealers who choose not to participate in the 2023 Show or who are not invited back.

6. DEALER REGISTRATION:

Registration shall occur on Tuesday, February 7, 2023, 1:00 p.m. to 4:00 p.m. in the east Galleria of the Tucson Convention Center.

It is important that you register, or this Agreement may be terminated pursuant to (paragraph 21, below.) At registration, you must pay all remaining costs, pick up your 2023 TGMS Show Identification and receive any last-minute information. If you are unable to register at this time, you must make alternate arrangements with your Dealer Chair.

7. SETUP/STRIKE HOURS:

The parties agree that the move in, setup and strike hours are scheduled to be as follows:

Move in/Setup:
Wednesday, February 8, 2023, from 10:00 a.m. to 6:00 p.m.

Strike:
Sunday, February 12, 2023, from 4:30 p.m. to 8:00 p.m.

TGMS will confirm Setup and Strike times at registration, but TGMS reserves the right to change these dates and times even after registration. In the event that TGMS changes the move in, setup, or strike dates or times, Dealer will be provided with substantially the same duration of time for move in, setup, and strike as is represented above. Dealers shall strictly adhere to any established setup and strike hours. Dealer shall be liable for and shall pay promptly to TGMS any additional costs incurred by TGMS as a result of Dealers noncompliance with said hours. All materials, equipment, displays and other objects belonging to Dealers shall enter and leave the Tucson Convention Center through Dealer’s assigned loading or unloading area.

8. LOCATION OF SPACE:

The space shall be determined by TGMS in its sole discretion. A floor plan showing the currently anticipated location of Dealer’s assigned space is enclosed with this Agreement. However, TGMS reserves the right to reassign the location of Dealer space as TGMS deems necessary in the best interest of the Show. Dealer shall not be entitled to any refund or to cancel this Agreement if Dealer is not satisfied with the precise location of its assigned space.

9. RELATIONSHIP BETWEEN TGMS AND DEALER:

Notwithstanding anything to the contrary contained herein, this Agreement shall not be construed to create any relationship between the parties as principal and agent, landlord and tenant, partnership, joint venture and anything other than licenser and licensee.

10. TGMS SHOW STANDARDS:

This Show is held for the primary purpose of displaying and selling materials and equipment directly related to mineral, gem, lapidary, fossil and jewelry trades or related lapidary arts and earth sciences. Dealer shall not display or sell any materials or equipment, which are not related to the mineral, gem, lapidary, fossil and jewelry trades or related lapidary arts and earth sciences. Dealer shall not offer for sale any mineral specimens, gem, fossil or lapidary material that are altered, repaired, or man-made, unless clearly labeled as such. TGMS shall have the right to require Dealer to immediately remove any materials or equipment or other items which TGMS deems inappropriate, a nuisance or a safety issue and which do not comply with the general intent, stated herein.

TGMS further may, at its sole discretion, require a Dealer to immediately cease any activity or practice that TGMS deems not in accordance with criteria stated in this paragraph. Dealer agrees that all merchandise for sale will be properly labeled and priced. Dealer agrees that selling fake or fraudulently labeled materials shall be grounds for immediate termination of this Agreement and for forfeiture of all booth license fees and deposits and immediate removal of Dealer from the Show.

  1. Dealer agrees that no clothing (including hats, shirts, belts, purses etc.) may be offered for sale or be displayed.
  2. Dealer agrees that no candy or gum may be offered for sale, given away or displayed.
  3. Dealer agrees that no laser pointers may be offered for sale, displayed or used.
  4. Dealer agrees that no posters may be offered for sale.
  5. Dealer agrees that no flutes or cricket magnets may be offered for sale.
  6. Dealer agrees that no animal skins, pelts, skeletons, skulls, etc. other than fossilized animal bones, may be offered for sale or displayed
  7. Dealer acknowledges that there are contractual prohibitions against alcohol being brought into the TCC other than that sold by the authorized TCC vendor. Dealer shall not do so, nor permit others to bring alcohol into their booth, other than that purchased from the authorized TCC vendor.
  8. Dealer agrees to the following standards for sales stock:
    1. General Retail Dealer sales stock must be comprised of: A minimum of 80% gem, lapidary, jewelry and related lapidary arts and not more than 20% minerals, fossils or related earth sciences.
    2. Mineral Retail Dealer sales stock must be comprised of: A minimum of 80% mineral specimens and not more than 20% gem, lapidary, fossil, jewelry or related lapidary arts and earth sciences.
    3. Fossil Retail Dealer sales stock must be comprised of: A minimum of 80% fossil specimens and not more than 20% mineral, gem, lapidary, jewelry or related lapidary arts and earth sciences.
    4. Publishers sales stock must be comprised of: A minimum of 80% publications and educational material related to mineral, gem, lapidary, fossil, jewelry trade or lapidary arts and 20% publications and educational material related to earth sciences.
  9. Dealer agrees that booth and exhibit case lighting will be as uniform in color temperature and intensity as possible and will not artificially enhance display materials. Acceptable lighting using LED’s, CFL’s, standard tungsten, clear halogen, inside frosted or white-coated lamps or standard fluorescent lamps will be permitted. Dealer agrees that fixtures housing the lamps will not have filters or reflectors, which alter the characteristics of the radiated light. Filtered ultraviolet light used to demonstrate the phenomena of fluorescence in suitable darkened environments is the only exception to this rule. All lighting must conform to electrical codes as stated in paragraph 12 of this Agreement.
  10. All General Retail Dealers, Mineral Retail Dealers, Fossil Retail Dealers and Publishers agree that they must be present and open for business at 9:00 a.m., Friday, February 10, 2023 for the school children visits.

11. BOOTH OPERATIONS/TERMS:

  1. Dealer agrees to operate a booth at the 2023 TGMS Show during the hours, dates and places set forth herein and shall display, demonstrate, promote, and sell materials and equipment related to the gem, mineral, lapidary, fossil and jewelry trades. Dealer agrees to keep booth open and to keep booth adequately attended for all hours of the Show as defined herein, to ensure safeguarding of the booth display and to promptly service customers. Dealer agrees that TGMS will not provide help to the Dealer for the operation of the booth.
  2. Dealer agrees that hand carts and other equipment used for loading/unloading are the responsibility of Dealer. TGMS or the Tucson Convention Center will not provide equipment. Arrangements for additional equipment or labor can be made in advance, at registration or during the Show through Arizona Cine Equipment. Additional equipment or labor ordered from companies other than Arizona Cine Equipment is prohibited (see paragraph 13, number 2), with the exception of display cases. Display cases may be ordered from the outside vendors that have been sanctioned by TGMS, but their delivery to your booth must be approved by TGMS and coordinated through Arizona Cine Equipment. If you own display cases and they are being delivered to you by an outside entity, their delivery to your booth must be authorized by TGMS and coordinated through Arizona Cine Equipment. Anything that you are having delivered to or picked up from your booth must be coordinated through Arizona Cine Equipment, (see paragraph 13, number 2). Please refer to the “Dealer Information” sheet regarding approved vendors and other information.
  3. Dealer agrees that, at all times during the TGMS Show, Dealer will maintain sufficient stock so that the booth is filled appropriately, and Dealer will maintain the area of the booth and display stock in an orderly fashion.
  4. Dealer agrees that selling is permitted from the booth only during TGMS Show hours.
  5. Dealer agrees that selling of any kind by the Dealer and/or by his agents outside the Tucson Convention Center building while on -Tucson Convention Center grounds is absolutely prohibited. Such prohibited selling includes, but is not limited to, selling from vehicles.
  6. Dealer agrees to cover materials on the booth tables(s) as soon as the booth is set up on Wednesday, February 8, 2023.
  7. Dealer agrees to confine all tables and display items to the booth size designated.
  8. Dealer shall comply with all requests, rules and regulations of Tucson Convention Center, TGMS, or other Authority as may have jurisdiction.

12. ELECTRICAL EQUIPMENT:

Dealer shall arrange electrical service under separate contract with the Tucson Convention Center electrical contractor – Commonwealth Electric. Dealer agrees to use electrical cords and fixtures that comply with UL or CSA standards, and any applicable Codes, and they shall be capable of passing inspection by the Tucson Fire Department. Dealer shall comply with all requests, rules and regulations of Tucson Convention Center, TGMS, Fire Marshal, Development Services or other Authority, as may have jurisdiction. Extension cords shall be double-insulted, heavy duty, 15-20 amp capacity, 3-wire grounded with molded plugs or better. A flat, 3-wire cord is considered to be single insulated and is not acceptable for use. Extension cords with a multi-plug (power strip) unit at one end shall conform to the above criteria and shall also be fused. Lamps with metal parts shall be grounded. Lights and stanchions must be in good condition.

  1. Side and front table lighting – lights should be slip-on, swing arm type, or on individual posts and UL approved, which are below the back drape height. Dealer agrees that all lighting framework, which is intended to hold lights above these tables shall be obtained through Arizona Cine Equipment. In order to keep the overall look of the Show consistent, requests for deviations in the lighting framework must be submitted by photo and receive approval from the Show Committee prior to the Show.
  2. Back table lighting – lights may not exceed the height of the back drape (eight feet). Lights and stanchions must be manufactured, and UL approved. Each light must have its own stanchion, thus avoiding constructing any framework to hold the lights. Stanchions must be slender enough so as not to significantly block the view or be distracting. Any homemade stanchion must be UL approved and receive prior approval from the TGMS Show Committee by submitting a photo of the light with stanchion prior to the Show. Lights, when in place, must point downward toward the back table.

13. BOOTH LAYOUT/DECORATING & SIGNS:

Dealer agrees that the floor plan for booth layout will meet any and all applicable Codes and Regulations and that Dealer’s booth will be maintained as set forth by TGMS.

  1. Booth inventory: Consists of eight-foot back drape and three-foot side drape. Tables and chairs are included (refer to “Dealer Information”). Front and back tables are topped and skirted with fire resistant material. Dealer may not use any covering or skirting that is not provided by or purchased from Arizona Cine Equipment and must be in compliance with TGMS Show colors.
  2. Additional equipment or labor: All additional equipment and labor must be rented through Arizona Cine Equipment. This includes functional items such as tables, counter tables, chairs, back drape, side drape, table topping, table skirting, counter table skirting, lighting frames etc. Fiber optic and LED display cases may be ordered from outside vendors that have been sanctioned by TGMS, but their delivery to your booth must be approved by TGMS and coordinated through Arizona Cine Equipment. No other cases may be provided by sanctioned vendors unless such cases are not carried by Arizona Cine Equipment or are out of stock with Arizona Cine Equipment. If you own display cases and they are being delivered to you by a sanctioned outside entity, their delivery to your booth must be authorized by TGMS and coordinated through Arizona Cine Equipment. Additional labor required for move-in and move-out of materials and equipment for your booth can be ordered only from Arizona Cine Equipment. No other company or companies are sanctioned to do so. Decorative items used in Dealers’ booths must be approved by the TGMS Show Committee prior to the Show. (Refer to “Dealer Information”.)
  3. Back drape: Under no circumstances may Dealer cover the back drapes either directly or indirectly through paneling, cloth or exhibit systems (modular displays, flat panel displays, pop-up displays or custom displays etc.), without receiving approval from the TGMS Show Committee prior to the Show. Nor shall anything be placed in the booth or on the back tables which projects above the back drapes (except back table lighting as described in paragraph 12 – number 2).
  4. Signs: Shall be provided for all Dealers. Said signs are the property of TGMS and may not be removed by Dealers. Only the sign provided by the TGMS Show Committee to the Dealer may be hung or placed in front of the back drape. No other identification signs/banners are permitted without the written permission of the TGMS Show Committee prior to the Show. If TGMS gives such permission, said signs/banners must not cover the existing TGMS sign and must also be lower than TGMS sign. Dealer agrees that TGMS may require that inappropriate and/or unauthorized signs be removed immediately. Dealers: your booth sign will be printed with your name as it is written in Exhibit A. If any Dealer wishes any changes in their booth sign, there will be an additional charge for a new sign.

14. TGMS Show Identification:

Dealer shall obtain and authorize TGMS Show identification for only those persons actually employed and working in the booth as a Dealer, as an employee, as Dealer’s agent, or as an independent contractor. TGMS will provide Dealer TGMS Show identification with the names of each individual actually working in your booth. Your 2023 TGMS Show Identification is non-transferable and the 2023 TGMS Show Identification worn by unauthorized persons may be confiscated at the discretion of TGMS. Dealer further agrees that such Show identification must be worn at all times while in the Tucson Convention Center by the parties to whom TGMS has issued the Show Identification. Only appropriate agents of TGMS shall have authority to issue and replace Show Identification. Lost Show identification must be reported immediately to TGMS. There will be a charge for replacement of Show Identification. TGMS shall supply 2023 TGMS Show identification for booth space as follows:

  • 10 – foot booth – 2 ID’s
  • 20 – foot booth – 4-ID’s
  • 30 – foot booth – 6 ID’s
  • 40 – foot booth – 8-ID’s
  • 50/60 – foot booth – 10 ID’s
  • 75 – foot booth – 10 ID’s
  • 100 – foot booth – 12 ID’s.

Dealer Helper badges are available by request for move in/setup only (Wednesday, February 8, 2023 from 10:00 a.m. to 6:00 p.m.) and for strike only (Sunday, February 12, 2023 from 4:30 p.m. to 8:00 p.m.) Request must be made to the appropriate Dealer Chair for Helper badges.

15. SECURITY:

TGMS shall provide general premises security. However, Dealer agrees to be responsible for arranging the adequate staffing of booth space to properly safeguard Dealer’s properties during hours open to the general public. TGMS assumes no responsibility or liability for any loss of any kind, which includes, but is not limited to any loss and/or damage to Dealer caused by an act of any person, by any natural disaster or by any other event. Dealer agrees to hold TGMS harmless from any losses that may occur at whatever time.

16. INSURANCE:

Dealer, at its sole expense, shall provide and maintain a liability insurance policy with the minimum limits of one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate coverage for bodily injury and property damage for any incident related to the activities contemplated by this Agreement. It is agreed that such coverage shall be and constitute primary coverage and be non-contributing to any coverage of TGMS and name TGMS and its officers, employees, agents, and representatives as additional insureds. Dealers, with employees, shall maintain workers’ compensation insurance with employers’ liability limits of at least one million dollars ($1,000,000). Both of the foregoing polices shall be effective at all times during the Agreement period and shall include a waiver of subrogation for the benefit of TGMS. Dealer shall provide TGMS with a Certificate of Insurance demonstrating the required coverage by December 1, 2022.

17. SECURE AREA/STOREROOM AGREEMENT:

Dealer acknowledges the option of removing valuables overnight during the Show or leaving them covered at the Dealer’s booth overnight. TGMS will provide a Secure Area/Storeroom for Dealers at their option. There will be no fee for these services. For Check-in and Check-out times, refer to the 2023 TGMS “Dealer Information” sheet. The Secure Area/Storeroom is located on the Tucson Convention Center premises between the Arena and Exhibition Hall and a security officer will be present in the Secure Area/Storeroom from check-in to check-out times. No security will be in place during other hours. No one will be allowed access to the Secure Area/Storeroom after check-in hours other than the security officers.

  1. Only the person who placed the materials with the Secure Area/Storeroom will be permitted to remove said items the following morning, unless other arrangements are made in writing prior to check-in with TGMS. Materials not removed timely during the check-out times are deemed abandoned at the close of the check-out time and will become the property of TGMS. The Secure Area/Storeroom’s log and claim check must be signed and completed, and the claim check must be shown in order to reclaim materials in the Secure Area/Storeroom. Goods delivered for storage by Dealer may be removed in only the same quantity as was delivered. No partial removals of Dealer’s property shall be permitted. Claim tickets shall be issued and will be required to reclaim stored items. Current valid picture ID will be required for check-in and check-out.
  2. No hazardous material may be stored, and Dealer/Agent warrants no such materials shall be offered for storing. Prior to acceptance for storage, Dealer shall notify TGMS in writing of characteristics of any Dealer’s products that may in any way be likely to cause harm or damage to the premises or to other storage goods. Dealer assumes full responsibility for damage or harm to the premises or the other stored goods.
  3. In the event materials tendered for storage do not conform to the description for same contained in the Secure Area/Storeroom log, TGMS, in its sole discretion, reserves the right to reject and refuse said materials.
  4. All goods for storage shall be marked and packaged for storage by Dealer. All materials necessary for the safe storage and handling of Dealer’s valuables shall be the responsibility of and be provided by Dealer prior to valuables being accepted for storage. Space is limited and TGMS reserves the right to limit the amount of space for each Dealer. No item or combination of items larger than 3’ x 3’ space shall be permitted. Space shall be determined by TGMS in its sole discretion. TGMS will not be held liable for loss of or injury to items so stored. TGMS assumes no liability and Dealer shall hold TGMS harmless for any injury to Dealer’s property or person TGMS shall not be liable for damages resulting from delays associated with the delivery of materials for storage or retrieval of materials in storage. When materials are ordered out of storage, TGMS shall be given reasonable time to coordinate the removal of goods by Dealer. If TGMS is unable to coordinate the removal of Dealer’s materials for any cause or reason beyond the control of TGMS or because of the loss or distribution of materials or because of any excuse provided by law, TGMS shall not be liable for failure to carry out such instructions. Dealer goods are not insured by TGMS against loss or injury however caused. TGMS assumes no responsibility for merchandise secured in the TGMS Secure Area/Storeroom. Dealers who choose to utilize the services of TGMS Secure Area/Storeroom assume all responsibility for any items placed in this area. TGMS provides no insurance for the Dealer or for the merchandise, and Dealer agrees to make no claim against TGMS or its agents for any loss resulting from theft, damage, disappearance or destruction of the merchandise placed in the Secure Area/Storeroom. Pursuant to this agreement, Dealers who wish to leave certain items in the Secure Area/Storeroom overnight and have read and understand the terms and conditions of this agreement and agrees thereto, may do so.

18. PUBLICITY:

TGMS agrees to furnish overall publicity and advertisement of the Show.

19. TERMS OF AGREEMENT:

Dealer agrees that this contract is for the year and dates set forth herein and that this contract is not transferable in the event of a change of ownership of Dealer, except as may be approved in writing by TGMS. Dealer further agrees that Dealer shall not sublet, share or assign any part of the booth without prior written consent of TGMS. Violation of this provision may result in termination of this agreement and the loss of any and all payments made. Participation in the 2023 Show does not entitle Dealer to booth space in future Shows. Dealers must request space for the 2024 Show via the form provided by TGMS at the close of the 2023 Show.

20. PERMITS AND LICENSES:

Dealer shall obtain all necessary permits and licenses from any governmental authority having jurisdiction over the Show or the parties hereto. Dealer shall pay all required taxes including, but not limited to, state and local taxes. Anything contained herein to the contrary notwithstanding this Agreement may be cancelled at any time by TGMS without cause, without prior notice and without penalty.

21. CANCELLATION BY DEALERS:

TGMS shall have the right to terminate this Agreement without notice and shall have the right to retain any and all payments made by Dealer to TGMS if:

  1. Dealer notifies TGMS that it will not attend the Show; or
  2. Dealer fails to attend the TGMS Show; or
  3. Dealer fails to register at the designated time and place; or
  4. Dealer fails to abide by the contract terms herein.

22. SHOW CANCELLATION BY TGMS:

TGMS shall use its best efforts to organize and hold the TGMS Show. However, in the event TGMS, in its sole discretion, determines that the TGMS Show shall not be possible, TGMS shall have the right to terminate this Agreement by giving verbal and/or written notice, as soon as practicable, to the Dealer of the cancellation to said TGMS Show and of the termination of this Agreement. TGMS shall refund all amounts paid by Dealer to TGMS under this Agreement except to the extent that TGMS has expended funds or incurred costs and expenses in its attempts to hold the TGMS Show in its ordinary course of business.

23. SMOKING:

Smoking will not be allowed in the -Tucson Convention Center. The Tucson Convention Center is a smoke free facility, including restrooms and loading docks.

24. SEVERABILITY:

Dealer agrees that should any provision of this Agreement be held or deemed to unenforceable, avoidable or void, the remaining provisions of this Agreement shall nevertheless be binding upon and enforceable against the parties, hereto, their successors in interest and assigns.

25. HEADINGS:

Dealer agrees the headings throughout this Agreement are for convenience and reference only. The words contained within such headings shall in no way be held to explain, modify, amplify or aid in the interpretation, construction or meaning of the provisions of this Agreement.

26. WAVIER:

Dealer agrees that the wavier of any provision of this Agreement shall not constitute wavier of any other provision nor shall such wavier affect the validity of the remaining provisions of this agreement.

27. MODIFICATIONS:

Dealers agrees that any modification or waiver of any of the terms of this Agreement, except as to those matters that may be modified by order of a court of competent jurisdiction, shall not be valid unless in writing and executed with the same formality as this Agreement. The failure of either party hereafter to require performance of any provision of this Agreement in accordance with its terms shall not be deemed a waiver.

28. JURISDICTION/DISPUTE:

Dealer agrees that this Agreement shall be construed and governed in accordance with the laws of the State of Arizona. Should a dispute arise between the parties in regard to the Agreement requiring the parties, whether one or both of them, to employ an attorney to enforce their rights, title and interests under this Agreement, the prevailing party shall be awarded reasonable attorney’s fees and costs incurred.

29. BINDING EFFECT:

Both Parties agree that this Agreement shall be binding upon and shall inure to the benefit of the successors in interest and assigns of the parties hereto, except as set forth in paragraph 19 herein.

30. INDEMNITY:

Both parties agree to conduct their activities so as to not endanger any person who is lawfully involved with the Show on any premises involved herein. Both parties agree to indemnify, defend, save and hold harmless the other party, each party’s employees, officers, officials, and insurance carriers, individually and collectively, from all losses, claims, suits, demands, expenses, subrogation, attorney’s fees or actions of any kind and nature resulting from the personal injury to any person (including bodily and death) or damages to any property, arising or alleged to have arisen out of one such party’s negligent performance of the terms of this Agreement, or by acts of omissions of such party.

31. ADDRESS:

Both parties agree that unless otherwise notified of a change of address, all notices, approvals, requests or other correspondence in connection with the Agreement shall be sent by regular mail and/or email to the parties at the following address:

Tucson Gem and Mineral Society
3727 E. Blacklidge Drive
Tucson, Arizona 85716
tgms@tgms.org

32. 2023 Tucson Gem and Mineral Show® AGREEMENT:

This Agreement constitutes the entire Agreement between the parties and supersedes any and all prior oral or written Agreements of the parties.