Exhibit 99.5(c)

Authorization ID: HOL405601	

Contact ID:	VAIL_ASSOCIATES	FS-2700-23 (4/97)

		OMB No. 0596-0082

 

U. S. DEPARTMENT OF AGRICULTURE

Forest Service

 

AMENDMENT

FOR

SPECIAL USE AUTHORIZATION

AMENDMENT NUMBER: 2

 

 

This amendment is attached to and made a part of the special use authorization (indicated 

above) issued to VAIL ASSOCIATES on 11/23/1993, which is hereby amended as follows:

Remove clauses AA - H of Section "VI FEES" and replace with the following clauses:

A-9. 	Ski Area Permit Fees. The Forest Service shall adjust and calculate permit fees authorized by this permit to reflect any revisions to permit fee provisions in 16 U.S.C. 497c or to comply with any new permit fee system based on fair market value that may be adopted by statute or otherwise after issuance of this permit.
A.	Fee Calculation. The annual fee due the United States for the activities authorized by this permit shall be calculated using the following formula:

 

 

		SAPF	=	(.015 x AGR in bracket 1) + (.025 x AGR in bracket 2) +

			

				(.0275 x AGR in bracket 3) + (.04 x AGR in bracket 4)

		Where:

		AGR 	=	[(LT + SS) x (proration %)] + GRAF

 

AGR
is
adjusted gross revenue;
LT
is
revenue from sales of alpine and nordic lift tickets and passes;
GRAF
is
gross year-round revenue from ancillary facilities;
Proration %
is
the factor to apportion revenue attributable to use of National Forest System lands;
SAPF
is
the ski area permit fee for use of National Forest System lands; and
SS
is
revenue from alpine and nordic ski school operations.

 

 

1.		SAPF shall be calculated by summing the results of multiplying the indicated percentage rates by the amount of the holder's adjusted gross revenue (AGR), which falls into each of the four brackets. Follow direction in paragraph 2 to determine AGR. The permit fee shall be calculated based on the holder's fiscal year, unless mutually agreed otherwise by the holder and the authorized officer.

		The four revenue brackets shall be adjusted annually by the consumer price index issued in FSH 2709.11, chapter 30. The revenue brackets shall be indexed for the previous calendar year. The holder's AGR for any fiscal year shall not be split into more than one set of indexed brackets. Only the levels of AGR defined in each bracket are updated annually. The percentage rates do not change.

	The revenue brackets and percentages displayed in Exhibit 01 shall be used as shown in the preceding formula to calculate the permit fee.

 

Exhibit 01

	Adjusted Gross Revenue (AGR) Brackets and Associated Percentage Rates

	for Use in Determining Ski Area Permit Fee (SAPF)

	____________________________________________________________________________

Revenue Brackets (updated annually by CPI*)and Percentage Rates

	

Holder FY
Bracket 1
Bracket 2
Bracket 3
Bracket 4 
(1.5%)
(2.5%)
(2.75%)
(4%)
FY 1996 CPI: N/A
All revenue below $3,000,000
$ 3,000,000 to <$15,000,000
$15,000,000 to $50,000,000
All revenue over $50,000,000
FY 1997 CPI: 1.030
All revenue below $3,090,000
$3,090,000 to <$15,450,000
$15,450,000 to $51,500,000
All revenue over $51,500,000
FY 1998 CPI: 1.022
All revenue below $3,158,000
$3,158,000 to <$15,790,000
$15,790,000 to  $52,633,000
All revenue over $52,633,000
FY 1999 CPI: 1.017
All revenue below $3,212,000
$3,212,000 to <$16,058,000
$16,058,000 to $53,528,000
All revenue over $53,528,000
FY 2000 and beyond
BRACKETS WILL BE UPDATED ANNUALLY BY CPI*

 

*The authorized officer shall notify the holder of the updated revenue 

	brackets based on the Consumer Price Index (CPI) which is revised and 

	issued annually in FSH 2709.11, chapter 30.

				

 

 

				

	2.	AGR shall be calculated by summing the revenue from lift 

tickets and ski school operations prorated for use of National Forest 

System lands and from ancillary facility operations conducted on National Forest System lands.

 

Revenue inclusions shall be income from sales of alpine and nordic 

tickets and ski area passes; alpine and nordic ski school operations; 

gross revenue from ancillary facilities; the value of bartered goods and complimentary lift tickets (such as lift tickets provided free of charge 

to the holder's friends or relatives); and special event revenue. 

Discriminatory pricing, a rate based solely on race, color, religion, 

sex, national origin, age, disability, or place of residence, is not 

allowed, but if it occurs, include the amount that would have been 

received had the discriminatory pricing transaction been made at the 

market price, the price generally available to an informed public, 

excluding special promotions.

 

Revenue exclusions shall be income from sales of operating equipment; 

refunds; rent paid to the holder by subholders; sponsor contributions to 

special events; any amount attributable to employee gratuities or 

employee lift tickets; discounts; ski area tickets or passes provided for 

a public safety or public service purpose (such as for National Ski 

Patrol or for volunteers to assist on the slope in the Special Olympics); 

and other goods or services (except for bartered goods and complimentary 

lift tickets) for which the holder does not receive money.

Include the following in AGR:

a.		Revenue from sales of year-round alpine and nordic ski area passes and tickets and revenue from alpine and nordic ski school operations prorated according to the percentage of use between National Forest System lands and private land in the ski area;

b.		Gross year-round revenue from temporary and permanent ancillary facilities located on National Forest System lands; 

c.		The value of bartered goods and complimentary lift tickets, which are goods, services, or privileges that are not available to the general public (except for employee gratuities, employee lift tickets, and discounts, and except for ski area tickets and passes provided for a public safety or public service purpose) and that are donated or provided without charge in exchange for something of value to organizations or individuals (for example, ski area product discounts, service discounts, or lift tickets that are provided free of charge in exchange for advertising).

	Bartered goods and complimentary lift tickets (except for employee gratuities, employee lift tickets, discounts, and except for ski area tickets and passes provided for a public safety or public service purpose) valued at market price shall be included in the AGR formula as revenue under LT, SS, or GRAF, depending on the type of goods, services, or privileges donated or bartered; and

 d.	Special event revenue from events, such as food festivals, foot races, and concerts. Special event revenue shall be included in the AGR formula as revenue under LT, SS, or GRAF, as ap-plicable. Prorate revenue according to the percentage of use between National Forest System lands and private land as described in the following paragraphs 5 and 6.

	3.	LT is the revenue from sales of alpine and nordic lift 

tickets and passes purchased for the purpose of using a ski area during 

any time of the year, including revenue that is generated on private land 

(such as from tickets sold on private land).

	4.	SS is the revenue from lessons provided to teach alpine or 

nordic skiing or other winter sports activities, such as racing, 

snowboarding, or snowshoeing, including revenue that is generated on 

private land (such as from tickets sold on private land).

	5.	Proration % is the method used to prorate revenue from the 

sale of ski area passes and lift tickets and revenue from ski school 

operations between National Forest System lands and private land in the 

ski area. Separately prorate alpine and nordic revenue with an 

appropriate proration factor. Add prorated revenues altogether; then sum 

them with GRAF to arrive at AGR. Use one or both of the following 

methods, as appropriate:

	a.	STFP shall be the method used to prorate alpine revenue. The STFP direction contained in FSM 2715.11c effective in 1992 shall be used. Include in the calculation only uphill devices (lifts, tows, and 

	tramways) that are fundamental to the winter sports operation (usually those located on both Federal and private land). Do not include people movers whose primary purpose is to shuttle people between parking areas 

	or between parking areas and lodges and offices.

b.	Nordic trail length is the method used to prorate nordic revenue. Use the percentage of trail length on National Forest System lands to total trail length.

	6.	GRAF is the revenue from ancillary facilities, including all 

of the holder's or subholder's lodging, food service, rental shops, 

parking, and other ancillary operations located on National Forest System 

lands. Do not include revenue that is generated on private land. For 

facilities that are partially located on National Forest System lands, 

calculate the ratio of the facility square footage located on National 

Forest System lands to the total facility square footage. Special event 

revenue allocatable to GRAF shall be prorated by the ratio of use on National Forest System lands to the total use.

	7.	In cases when the holder has no AGR for a given fiscal year, the holder shall pay a permit fee of $2 per acre for National Forest 

System lands under permit or a percentage of the appraised value of 

National Forest System lands under permit, at the discretion of the 

authorized officer.

B.	Fee Payments. Reports and deposits shall be tendered in accordance 

with the following schedule. They shall be sent or delivered to the 

collection officer, USDA, Forest Service, at the address furnished by the authorized officer. Checks or money orders shall be made payable to:

USDA, Forest Service.

	1.	The holder shall calculate and submit an advance payment 

which is due by the beginning of the holder's payment cycle. The advance payment shall equal 20 percent of the holder's average permit fee for 3 operating year, when available. When past permit fee information is not available, the advance payment shall equal 20 percent of the permit fee, based on the prior holder's average fee or projected AGR. For ski areas 

not expected to generate AGR for a given payment cycle, advance payment 

of the permit fee as calculated in item A, paragraph 7 ($2 per acre for National Forest System lands under permit or a percentage of the 

appraised value of National Forest System lands under permit, at the discretion of the authorized officer) shall be made. The advance payment shall be credited (item B, paragraph 3) toward the total ski area permit fee for the payment cycle.

	2.	The holder shall report sales, calculate fees due based on a tentative percentage rate, and make interim payments each calendar 

[MONTH], except for periods in which no sales take 

place and the holder has notified the authorized officer that the 

operation has entered a seasonal shutdown for a specific period. Reports 

and payments shall be made by the end of the month following the end of 

each reportable period. Interim payments shall be credited (item B, paragraph 3) toward the total ski area permit fee for the payment cycle.

	3.	Within 90 days after the close of the ski area's payment 

cycle, the holder shall provide a financial statement, including a 

completed permit fee information form, Form FS-2700-91a, representing 

the ski area's financial condition at the close 

of its business year and an annual operating statement reporting the 

results of operations, including a final payment which includes year-end adjustments for the holder and each subholder for the same period. Any balance that exists may be credited and applied against the next payment 

due or refunded, at the discretion of the permit holder.

	4.	Within 30 days of receipt of a statement from the Forest 

Service, the holder shall make any additional payment required to ensure 

that the correct ski area permit fee is paid for the past year's 

operation.

	5.	Payments shall be credited on the date received by the 

designated collection officer. If the due date for the fee or fee 

calculation financial statement falls on a non-workday, the charges shall 

not accrue until the close of business on the next workday.

	6.	All permit fee calculations and records of sales are subject 

to review or periodic audit as determined by the authorized officer. 

Errors in calculation or payment shall be corrected as needed for 

conformance with those reviews or audits. In accordance with the 

Interest and Penalties clause contained in this authorization, interest 

and penalties shall be assessed on additional fees due as a result of 

reviews or audits.

	7.	Correction of errors includes any action necessary to 

calculate the holder's sales or slope transport fee percentage or to make 

any other determination required to calculate permit fees accurately. 

For fee calculation purposes, an error may include:

	a.	Misreporting or misrepresentation of amounts;

	b.	Arithmetic mistakes;

	c.	Typographic mistakes; or

	d.	Variation from generally accepted accounting principles (GAAP), when 

			such variations are inconsistent with the terms of this permit.

Correction of errors shall be made retroactively to the date the error 

was made or to the previous audit period, whichever is more recent, and 

past fees shall be adjusted accordingly.

 

 

 

 

 

 

This Amendment is accepted subject to the conditions set forth herein, and to conditions __N/A__ to __N/A__ attached hereto and made a part of this 

Amendment.

--------------------------------------------------------------------------------

 

	Holder: _THE VAIL CORPORATION _____	Authorized Officer: _/s/_________________
	Holder: _/s/ Martha Dugan Rehm, SVP	Title: _for Forest Supervisor____________
	Date: _November 14, 2001_________	Date: ___11/20/01________________________