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EXHIBIT 10.25
FIRST AMENDMENT TO
THE STOCK PURCHASE AGREEMENT
This FIRST AMENDMENT TO THE STOCK PURCHASE AGREEMENT dated as of December 20,
1996 ("First Amendment") is made by and among Vail Resorts, Inc., a Delaware
corporation ("Vail"), Xxxxxxx Foods, Inc., a Nevada corporation ("Foods"), and
Xxxxxxx Resorts Inc., a Colorado corporation ("Xxxxxxx"), amending certain
provisions of the Stock Purchase Agreement dated as of July 22, 1996 (the
"Purchase Agreement"), by and among Vail, Foods and Xxxxxxx. Terms not
otherwise defined herein which are defined in the Purchase Agreement shall have
the same respective meanings herein as therein.
WHEREAS, Vail, Foods and Xxxxxxx have agreed to modify certain terms and
conditions of the Purchase Agreement as specifically set forth in this First
Amendment.
NOW, THEREFORE, in consideration of the premises and mutual agreements
contained herein and for other good and valuable consideration the receipt and
sufficiency of which are hereby acknowledged, the parties hereto hereby agree
as follows:
ARTICLE I
AMENDMENTS TO PURCHASE AGREEMENT
1.1 Section 11.3 of the Purchase Agreement is amended in its entirety
to read as follows:
11.3 Final Closing Date. This Agreement will terminate if the Closing
has not taken place on or before January 10, 1997.
ARTICLE II
PROVISIONS OF GENERAL APPLICATION
2.1 Except as otherwise expressly provided by this First Amendment,
all of the terms, conditions and provisions to the Purchase
Agreement remain unaltered. The Purchase Agreement and this First
Amendment shall be read and construed as one agreement.
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2.2 If any of the terms of this First Amendment shall conflict in any
respect
with any of the terms of the Purchase Agreement, the terms of the
First Amendment shall be controlling.
IN WITNESS WHEREOF, the parties hereto have caused this First Amendment
to be executed by their duly authorized officers all as of the day and
year first above written.
VAIL RESORTS, INC.
By:
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Name: Xxxxx Xxxxxx
Title: Senior Vice President
XXXXXXX FOODS, INC.
By:
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Name: Xxx X. Xxxxxxxxxx
Title: Chief Executive Officer
XXXXXXX RESORTS, INC.
By:
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Name: Xxx X. Xxxxxxxxxx
Title: Chief Executive Officer