Exhibit 10.1
AMENDMENT 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
AMENDMENT 1 TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this
"Amendment"), dated as of January 23, 2003 between Booth Creek Ski Group, Inc.,
a Delaware corporation ("Parent"), Booth Creek Ski Holdings, Inc., a Delaware
corporation ("Holdings") and Xxxxxxxxxxx X. Xxxxx ("Executive", and together
with Parent and Holdings, the "Parties").
WHEREAS, the Parties are parties to the Amended and Restated Employment
Agreement dated as of May 1, 2000 (the "Employment Agreement"); and
WHEREAS, the Parties wish to amend the Employment Agreement as set forth
herein.
NOW, THEREFORE, in consideration for the foregoing and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Parties hereby covenant and agree as follows:
1. Amendment. Section 4(g) of the Employment Agreement shall be
amended as follows:
(a) the date "October 31, 2002" in the 5th line of such
provision shall be replaced with the date "October 31,
2003"; and
(b) the reference to "clause iii, iv, or v," in the 9th line of
such provision shall be deleted, with the resulting language
reading ". . ., either Company shall terminate the
Employment Term pursuant to Section 3.b, Holdings shall
instead pay to Executive, . . .".
It is hereby acknowledged and agreed that even in the event of
termination of Executive pursuant to Section 3.b(ii) after the
date of this Amendment, Executive shall continue to be entitled
to the benefits of Section 4(g) of the Employment Agreement.
2. Governing Law. This Amendment shall be construed in accordance
with, and governed for all purposes by, the laws of Colorado.
3. Authority. Each of the parties hereto represents and warrants
that it has all requisite authority to execute this Amendment.
4. Counterparts; Facsimile Transmission. This Amendment may be
executed by facsimile and/or in any number of counterparts, any
or all of which may contain the signatures of less than all the
parties, and all of which shall be construed together as but a
single instrument and shall be binding on the parties as though
originally executed on one originally executed document. All
facsimile counterparts shall be promptly followed with delivery
of original executed counterparts.
IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT 1 to
AMENDED AND RESTATED EMPLOYMENT AGREEMENT, either individually or by their duly
authorized agents.
BOOTH CREEK SKI GROUP, INC.
By:/s/ Xxxxxxxxx X. Xxxx
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Name:
Title:
BOOTH CREEK SKI HOLDINGS, INC.
By:/s/ Xxxxxxxxx X. Xxxx
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Name:
Title:
XXXXXXXXXXX X. XXXXX
By:/s/ Xxxxxxxxxxx X. Xxxxx
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