0000812011-08-000026 Sample Contracts

VAIL RESORTS, INC. FORM OF RESTRICTED SHARE [UNIT] AGREEMENT
] Agreement • September 25th, 2008 • Vail Resorts Inc • Services-miscellaneous amusement & recreation • Colorado

THIS AGREEMENT, dated as of [date], is between Vail Resorts, Inc., a Delaware corporation (the “Company”), and [name of employee] (the “Employee”).

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FORM OF SHARE APPRECIATION RIGHTS AGREEMENT
Share Appreciation Rights Agreement • September 25th, 2008 • Vail Resorts Inc • Services-miscellaneous amusement & recreation • Colorado

Vail Resorts, Inc. (the “Company”) is pleased to confirm that you were granted an award of Share Appreciation Rights on [date] (the “Grant Date”) on the terms set forth herein and pursuant to the Company’s Amended and Restated 2002 Long Term Incentive and Share Award Plan (the “Plan”), the terms of which are incorporated herein by reference. Capitalized terms used and not defined herein have the meanings set forth in the Plan.

EMPLOYMENT AGREEMENT
Employment Agreement • September 25th, 2008 • Vail Resorts Inc • Services-miscellaneous amusement & recreation • Nevada

EMPLOYMENT AGREEMENT dated as of July 23, 2002 by and between Heavenly Valley, Limited Partnership, a Nevada limited partnership ("Heavenly") and Blaise Carrig (hereinafter referred to as "Executive").

EMPLOYMENT AGREEMENT
Employment Agreement • September 25th, 2008 • Vail Resorts Inc • Services-miscellaneous amusement & recreation • Colorado

EMPLOYMENT AGREEMENT dated as of May 17, 1999 by and between VAIL ASSOCIATES INC., a Colorado corporation (“VA”) and John McD. Garnsey (hereinafter referred to as “Executive”).

ADDENDUM
Vail Resorts Inc • September 25th, 2008 • Services-miscellaneous amusement & recreation

This Addendum is dated as of September 1, 2002 by the between heavenly Valley, Limited Partnership (“HEAVENLY”) and Blaise Carrig (“Executive”).

RESTATED FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
Employment Agreement • September 25th, 2008 • Vail Resorts Inc • Services-miscellaneous amusement & recreation • Colorado

This RESTATED FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Amendment”), is made and entered into as of September 18, 2008, by and between VAIL RESORTS, INC. (“VRI”), and Jeffrey W. Jones (“Executive”).

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