REGISTRATION RIGHTS AGREEMENT Registration Rights Agreement dated as of August 31, 2001, among American Skiing Company, a Delaware corporation (the "Company"), Oak Hill Capital Partners, L.P., a Delaware limited partnership ("Oak Hill"), and the other...Registration Rights Agreement • September 4th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
FIRST LIEN CREDIT AGREEMENTCredit Agreement • December 15th, 2004 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
AmongCredit Agreement • October 22nd, 1999 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Massachusetts
SIXTH AMENDMENT AGREEMENT THIS SIXTH AMENDMENT AGREEMENT (this "Sixth Amendment Agreement"), dated as of August 29, 2002 among GRAND SUMMIT RESORT PROPERTIES, INC., a Maine corporation, (herein referred to as "GSRP"), the lenders listed on the...Loan and Security Agreement • October 11th, 2002 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Colorado
ARTICLE I DEFINITIONSCredit Agreement • June 12th, 2002 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Massachusetts
FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (the "Supplemental Indenture"), dated as of November 24, 2004, is entered into by and between American Skiing Company, a Delaware corporation (the "Company"), and Oak Hill Capital...Supplemental Indenture • December 1st, 2004 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
SECURITIES PURCHASE AGREEMENT ------------------------------------------------- -------------------------------Securities Purchase Agreement • July 16th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • December 12th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Vermont
Exhibit 10.90 NON-QUALIFIED STOCK OPTION AGREEMENT THIS AGREEMENT is made as of the 1st day of August, 1997 by and between ASC HOLDINGS, INC., a Maine corporation ("Company"), and ___________________ of __________________ ("Optionee"). W I T N E S S E...Non-Qualified Stock Option Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation
ARTICLE I DEFINITIONSCredit Agreement • December 12th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Massachusetts
TERMINATION AGREEMENT This Termination Agreement (the "Agreement") dated as of August 22, 2001, by and among American Skiing Company, a Delaware corporation (the "Company"), American Skiing Company Resort Properties, Inc., a Maine corporation and a...Termination Agreement • September 4th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
RECITALSAgreement and Plan of Merger • February 23rd, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Delaware
OFLimited Liability Company Agreement • June 9th, 2004 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Delaware
Exhibit 10.76 PROMISSORY NOTEPromissory Note • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation
FOR VALUE RECEIVED and pursuant to the terms of this Promissory Note (this "Note"), the undersigned, GRAND SUMMIT RESORT PROPERTIES, INC., a Maine corporation (the "Borrower"), promises to pay to the order of TEXTRON FINANCIAL CORPORATION (the "Lender") (the Lender and all subsequent holders of this Note being hereinafter referred to as the "Holder"), at 333 East River Drive, East Hartford, Connecticut or at such other place as the Holder hereof may designate in writing, the principal sum of up to THIRTY MILLION DOLLARS ($30,000,000), or so much thereof as shall be outstanding hereunder from time to time as a result of advances of principal by the Lender to the Borrower pursuant to that certain Loan and Security Agreement dated as of August 1, 1997 among the Borrower, the Lender, Green Tree Financial Servicing Corporation and Textron Financial Corporation, as Administrative Agent (as amended from time to time, the "LSA"), together with interest on the unpaid principal amount from time
EXHIBIT 10.43Employment Agreement • January 9th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Delaware
GUARANTYGuaranty • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • Utah
PURCHASE AGREEMENTPurchase Agreement • March 27th, 2002 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
EXHIBIT 10.74 PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • Utah
EXHIBIT 10.84 SECURITY AGREEMENT SECURITY AGREEMENT dated as of August 30, 1996 between SUGARLOAF MOUNTAIN CORPORATION, a Maine corporation, MOUNTAINSIDE, a Maine corporation, and SUGARTECH, a Maine corporation, (each a "Debtor" and collectively, the...Security Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • Massachusetts
RE:Loan and Security Agreement • June 9th, 1999 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Maine
EXHIBIT 1.1 __________ Shares ASC Holdings, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • New York
amongCredit Agreement • February 24th, 2003 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
W I T N E S S E T H: - - - - - - - - - -Credit Agreement • March 18th, 2002 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Massachusetts
EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT dated August 9, 2000 between American Skiing Company, a Maine company, with its chief executive offices in Newry, Maine (the "Company"), and Leslie B. Otten of Newry, Maine ("Executive"), effective as of...Employment Agreement • October 26th, 2000 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Maine
RECITALSExchange Agreement • December 8th, 2004 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
Madeleine LLC c/o Cerberus Partners 450 Park Avenue, 28th Floor New York, New York 10022Securities Purchase Agreement • November 5th, 1997 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • New York
AmongCredit Agreement • December 9th, 1998 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Georgia
iii) the termination of Executive's employment by Executive because of a material change in the duties of Executive from those described herein at the direction of the Company after written notice from Executive to the Company of the specific duties...Employment Agreement • October 26th, 2000 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Maine
ARTICLE IStockholders' Agreement • August 2nd, 2000 • American Skiing Co /Me • Services-miscellaneous amusement & recreation
WITNESSETH:Lease • January 9th, 2001 • American Skiing Co /Me • Services-miscellaneous amusement & recreation
ARTICLE IIndenture • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • New York
American Skiing Company P.O. Box 450 Bethel, Maine 04217 SECURITIES PURCHASE AGREEMENT Common Stock $0.01 Par Value Dated as of January 23, 1998Securities Purchase Agreement • January 30th, 1998 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Maine
RECITALS:Voting Agreement • December 11th, 2000 • American Skiing Co /Me • Services-miscellaneous amusement & recreation • Delaware
EXHIBIT 10.66 ASC Holdings, Inc. SECURITIES PURCHASE AGREEMENT Dated as of July 2, 1997Securities Purchase Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • New York
Exhibit 10.94 SUBORDINATION AGREEMENT SUBORDINATION AGREEMENT (as amended from time to time, "this Agreement"), made as of the 1st day of August, 1997, among GRAND SUMMIT RESORT PROPERTIES, INC., a Maine corporation (the "Borrower") and L.B.O....Subordination Agreement • October 1st, 1997 • Asc Holdings Inc • Services-miscellaneous amusement & recreation • Maine
