Butler Amusements Agreement 2026

BUTLER AMUSEMENTS, INC 
P.O. Box 2210 
Fairfield, California 94533 
 
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BUTLER AMUSEMENTS, INC.  
        CLEANEST SHOW IN THE WEST 
        
          CONTRACT AND AGREEMENT 
 
THIS AGREEMENT, made and entered onto this  27th day of  August,  2025, by and between  
 
BUTLER AMUSEMENTS, INC., hereinafter termed “FIRST PARTY”,  and THE CITY OF EL MIRAGE, ARIZONA     
hereinafter termed “SECOND PARTY”. 
 
WHEREAS First Party is engaged in the business of producing shows, exhibitions, entertainment and amusement devices and desires 
that Second Party shall sponsor First Party and make suitable arrangements for First Party’s operations in or near the city of EL 
MIRAGE, ARIZONA. 
 
NOW, THEREFORE, in consideration of the covenants and conditions contained herein and other good and valuable consideration, 
the parties hereto agree as follows: 
 
1. Second Party agrees to sponsor First Party for a period commencing March 26, 2026 to and including March 29, 2026. It is also 
understood that the Second Party will arrange to have access to grounds for setup from March 23, 2026 to March 25, 2026 and for 
teardown Monday, March 30, 2026. Second Party agrees to furnish a suitable location and exhibition site located at “Gentry Park” 
located at or about 14010 El Mirage Road in the City of El Mirage, Arizona. 
 
2. Second Party shall waive any fees for all permits and licenses which First Party may be required to obtain for any and all of its 
operations in connection with the exhibition sponsored by Second Party. 
 
3.  First Party agrees to pay  to Second Party as follows:  Advance Sale: 20% of the gross sales.  
 
On Site Sales: 
15% of the first $20,000, 20% of the next $20,000 and 25% thereafter of the gross ride sales. PLUS $20 for each food and game 
concession operated by the First Party collectively "Payment to Second Party" vs. a rental fee of $5,000, whichever is greater. Plus, 
First Party will be required to provide Second Party with a $1,000 refundable security deposit. 
 
4.    In keeping with its title “Cleanest Show in the West,” First Party agrees to clean the portion of the grounds utilized by the First            
Party during the showing engagement and to leave said grounds clean at the conclusion of said agreement. 
 
5.    First Party shall have exclusive control of the operation of all shows, riding devices and concessions; the feature and character of  
which shall be satisfactory to Second Party. 
 
6.    Second Party agrees that it will not sponsor or book directly or indirectly any other show, amusement or attraction of a similar 
nature to First Party’s operations at any time prior to the date of the exhibition provided herein. 
 
7.    If First Party is prevented from exhibiting or operating any of its shows or attractions by Act of God, riot, strike, fire, war, lockout 
or blackout, or if by any law or act of the United States or the State of Arizona , or any political subdivision thereof, now, or 
hereafter to be passed or adopted, or if by any order or command of any of the Military or Naval Forces of the United States or said 
State, the regular ordinary course of business of First Party is curtailed, suspended, interrupted or interfered with and said party 
thereby prevented from carrying on its usual course of business in whole or part, then this Agreement, at the option of either party, 
shall become null and void and each party released therefrom and any deposit given by First Party to Second Party guaranteeing 
the faithful performance of any of the terms and provisions hereof shall forthwith be refunded and repaid to First Party. 
 
8.    All contracts must be verified and agreed by the City Manager of the City of El Mirage, Arizona and the Director or Officer for 
Butler Amusements, Inc.

BUTLER AMUSEMENTS, INC 
P.O. Box 2210 
Fairfield, California 94533 
 
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9.    All prior negotiations are merged into this agreement and same shall not be modified except in writing, signed by the manager of 
the First Party authorized thereto. 
 
10.  Independent Contractor Status 
 
It is expressly understood and agreed by both parties that First Party, while engaged in carrying out and complying with any of the 
terms and conditions of this agreement, is an independent contractor and not an agent of the Second Party. As an independent 
contractor, First Party is responsible for controlling the means and methods to complete the scope of work described in this 
agreement. First Party expressly warrants not to represent, at any time or in any manner, that First Party is an agent of the Second 
Party.   
 
 
 
 
 
 
11.  Advice and Status Reporting 
 
First Party shall provide the Second Party with timely reports, orally or in writing, of all significant developments arising during 
performance of its services hereunder and shall furnish to Second party such information as is necessary to enable Second Party to 
monitor the performance of this agreement. 
 
 
        
12.  Assignment of Personnel 
 
 First Party shall assign only competent personnel to perform services pursuant to this agreement. If Second Party asks First Party 
to remove a person assigned to the work called for under this agreement, First Party agrees to do so immediately, without requiring 
the City to process a reason or explanation for is request. 
 
 
  
 
 
 
 
 
 
 
 
 
  
13.  Assignment and Subcontracting 
 
It is recognized by the parties hereto that a substantial inducement to Second Party for entering into this agreement was, and is, the 
professional reputation and competence of First Party. Neither this agreement nor any interest therein may be assigned by First 
Party without the prior written approval of Second Party’s authorized representative. First Party shall not subcontract any portion 
of the performance contemplated and provided for herein, without prior written approval of the Second Party’s authorized 
representative. 
 
14.  Insurance 
  
On or before beginning any of the services or work called for by any term of this agreement, First Party, at its own cost and expense, 
shall carry, maintain for the duration of the agreement, and provide proof thereof that is acceptable to the Second Party the insurance 
specified in subsections (a) through (c) below with insurers and under forms of insurance satisfactory in all respects to the Second 
Party. First Party shall not allow any subcontractor to commence work on any subcontract until all insurance required of the First 
Party has also been obtained for the subcontractor. Verification of this insurance shall be submitted and made part of this agreement 
prior to execution. 
 
(a) 
Workers’ Compensation.  First Party shall, at First Party’s sole cost and expense, maintain Statutory Workers’ 
Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or 
indirectly by First Party. Said Statutory Workers’ Compensation Insurance and Employer’s Liability 
Insurance shall be provided with limits of not less than one million dollars. In the alternative, First Party may 
rely on a self-insurance program to meet these requirements provided that the program of self-insurance 
complies fully with the provisions of the Arizona Labor Code. The insurer, if insurance is provided, or the 
First Party, if a program of self-insurance is provided, shall waive all rights of subrogation against the Second 
Party for loss arising from work performed under this agreement. 
(b) 
Commercial General and Automobile Liability Insurance.  First Party, at First Party’s own cost and expense, 
shall maintain commercial general and automobile liability insurance for the period covered by this 
agreement in an amount not less than: 
 
 
I. Automobile Liability Insurance with limits of not less than $1,000,000 combined single limit and

BUTLER AMUSEMENTS, INC 
P.O. Box 2210 
Fairfield, California 94533 
 
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II. Commercial General Liability Insurance with limits of not less than $5,000,000 per occurrence 
and not less than $10,000,000 in the aggregate. The aggregate limits for such Commercial General 
Liability Insurance may be provided via primary coverage or in a combination of primary and 
umbrella/excess coverage. Second Party shall require Operator to provide endorsements to such 
Commercial General Liability Insurance. 
 
 
If Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate 
limit is used, either the general aggregate limit shall apply separately to the work to be performed under this 
agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall 
include but shall not be limited to, protection against claims arising from bodily and personal injury, including 
death resulting therefrom, and damage to property resulting from activities contemplated under this agreement, 
including the use of owned and non-owned automobiles. 
 
 
Coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form 
CG 0001(ed. 11/88) and Insurance Services Office Automobile Liability form CA 0001(ed. 12/90) Code 1 (any 
auto). 
 
 
Each of the following shall be included in the insurance coverage or added as an endorsement to the policy: 
 
 
(i) 
Second Party, its officers, employees, agents, and volunteers are to be covered as insured with 
 
respect to each of the following: liability arising out of activities performed by or on behalf of First 
Party, including the insider’s general supervision of First Party; products and completed operations 
of First Party; premises owned, occupied or used by First Party. The coverage shall contain no 
special limitations on the scope of protection afforded to Second Party, its officers, employees, 
agents, or volunteers. 
 
 
       (ii)          The insurance shall cover on an occurrence or an accident basis, and not on a claim made basis. 
 
 
 
(iii) 
An endorsement must state that coverage is primary insurance and that no other insurance affected 
 
 
 
 by the Second Party will be called upon to contribute to a loss under the coverage. 
 
 
 
(iv) 
Any failure of First Party to comply with reporting provisions of the policy shall not affect 
 
 
 
 coverage provided to Second Party and its officers, employees, agents and volunteers. 
 
 
 
(v) 
Insurance is to be placed with Arizona-admitted insurers with a Best’s rating of no less than A:- 
 
 
 
VII. 
 
 
 
(vi) 
Notice of cancellation or non-renewal must be received by Second Party at least thirty days prior 
 
 
 
 to such change. 
 
       (c) 
Deductibles and Self-Insured Retentions. 
First Party shall disclose the self-insured retentions and 
deductibles before beginning any of the services or work called for by any term of this agreement. During 
the period covered by this agreement, upon express written authorization of the Second Party’s authorized 
representative, First Party may increase such deductibles or self-insured retentions with respect to Second 
Party, its officers, employees, agents, and volunteers. 
 
 
(d) 
Notice of Reduction in Coverage. In the event that any coverage required under subsections (a), (c), or (d) of 
this section of the agreement is reduced, limited, or materially affected in any other manner, First Party shall 
provide written notice to Second Party at First Party’s earlies possible opportunity and in no case later than 
five days after Second Party is notified of the change in coverage. 
 
 
(e) 
In addition to any other remedies Second Party may have if First Party fails to provide or maintain any 
insurance policies or policy endorsements to the extent and within the time herein required, First Party may, 
at its sole option:

BUTLER AMUSEMENTS, INC 
P.O. Box 2210 
Fairfield, California 94533 
 
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(i) 
Obtain such insurance and deduct and retain the amount of the premiums for such insurance from 
any sums due under the agreement. 
 
 
 
(ii) 
Order First Party to stop work under this agreement or withhold any payment which becomes due 
to First Party hereunder, or both stop work and withhold any payment, until First Party demonstrates 
compliance with the requirements hereof. 
 
 
 
(iii) 
Terminate this agreement. 
 
Exercise of any of the above remedies, however, is an alternative to other remedie4s Second Party may have and is not the 
exclusive remedy for First Party’s breach. 
 
15.  
Indemnification-First Party’s Responsibility 
 
As to the First Party’s work hereunder it is understood and agreed that (a) First Party has the professional skills necessary to 
perform the work, (b) Second Party relies upon the professional skills of First Party to perform the work in a skillful and 
professional manner, and (c) First Party thus agrees to so perform. 
 
Acceptance by Second Party of the work performed under this agreement does not operate as a release of said First Party from 
such professional responsibility for the work performed. It is further understood and agreed that First Party is apprised of the 
scope of the work to be performed under this agreement and First Party agrees that said work can and shall be performed in a 
fully competent manner in accordance with the standard of care applicable to First Party’s profession. 
 
First Party shall indemnify, defend, and hold Second Party, its officers, employees, agents, and volunteers harmless from and 
against all liability, claims, suites ,actions, damages, and causes of action arising out of any personal injury, bodily injury, loss 
of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused by 
willful misconduct or negligent acts or omissions of First Party, its employees, subcontractors, or agents, or on account of the 
performance or character of this work, except for any such claim arising out of the negligence or willful misconduct of the 
Second Party, its officers, employees, agents, or volunteers. Acceptance of insurance certificates and endorsements required 
under this agreement does not relieve First Party from liability under this indemnification and hold harmless clause. This 
indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be 
applicable to any of such damages or claims for damages. 
 
16.  
Licenses 
 
If a license of any kind, which term is intended to include evidence of registration, is required of First Party, its employees, 
agents, or subcontractors by federal or state law, First Party warrants that such license has been obtained, is valid and in good 
standing, and First Party shall keep it in effect at all times during the term of this agreement, and that any applicable bond has 
been posted in accordance with all applicable laws and regulations. 
 
17.  
Business Licenses 
 
First Party shall obtain and maintain a City of El Mirage Business License until all agreement services are rendered and accepted 
by the Second Party. 
 
18.  
First Party must abide by all conditions set forth by the City of El Mirage’s Temporary Use Permit (TUP) for the Special Event 
Permit. If any one of those conditions of approval set forth by the TUP is not fully satisfied, Second Party may deem First Party 
in breach of this agreement. 
 
19.  
This contract and agreement is not valid unless all copies are signed by both parties and one copy returned to the First Party by 
November 1, 2025. 
 
20.  
This agreement will also cover the years 2027,2028 and 2029 for the spring carnival event contingent upon mutually agreed 
upon dates. 
 
21.  
The cost for providing the following services to operate the carnival will be born in full by the First Party:

BUTLER AMUSEMENTS, INC 
P.O. Box 2210 
Fairfield, California 94533 
 
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a. Carnival Security (private) 
 
 
 
b. Portable toilet and wash stations 
 
 
 
c. Garbage and recycling dumpsters and disposal 
 
 
 
d. Diesel fuel & generators as needed for operation of carnival 
 
Executed in duplicate the day and year first herein above written. 
 
 
 
 
 
 
BUTLER AMUSEMENTS, INC 
 
 
 
BY______________________________________ 
 
 
 
 
 
 
 
 
 
 
Andrea Stillwell, Director  
 
 
 
 
 
 
 
 
 
 
 
 
 
FIRST PARTY  
 
 
 
 
 
 
 
 
 
 
 
Date:________________________ 
 
 
 
 
 
 
CITY OF EL MIRAGE, ARIZONA 
                                                     
 
                   
                                                                                                                    BY _____________________________________ 
 
 
 
                                                                                                SECOND PARTY 
                                                                                                                    Date:_____________________ 
 
APPROVED AS TO FORM 
 
 
By: _____________________________ 
Justin Pierce, City Attorney 
Date: ___________________________ 
 
9/10/2025