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Exhibit 10.19
IRREVOCABLE STANDBY LETTER OF CREDIT
April 17, 2006
Beneficiary:
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Letter of Credit No. 1109600324
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UMB Bank, N.A., as Trustee
Corporate Trust Division
Attention : Anthony Hawkins
2401 Grand Blvd., Suite 200
Kansas City, MO 64108
Applicant :
MAIR Holdings, Inc.
150 South 5 th Street
Suite 1360
Minneapolis, MN 55402
Issuing Bank :
First Interstate Bank
Attention : Steve Tostenrud
401 North 31 st St.
P.O. Box 30918
Billings, MT 59116-0918
Ladies and Gentlemen:
First Interstate Bank (the
“Issuing Bank”) hereby issues this irrevocable standby
letter of credit (the “Letter of Credit”) for the
benefit of the Beneficiary and available by your draft or drafts at
sight, subject to the requirements of this Letter of Credit, in an
aggregate amount not to exceed THIRTEEN MILLION ONE HUNDRED TEN
THOUSAND AND 00/100 U.S. DOLLARS (13,110,000.00) (the “Stated
Amount”). This Letter of Credit expires at 4:00
o’clock p.m. (Mountain Time) on April 17, 2007 (the
“Expiration Time”). The Expiration Time shall be
automatically extended without amendment for one year periods from
this or any future Expiration Time, unless sixty days prior to any
such Expiration Time the Issuing Bank notifies the Beneficiary at
the address listed above and the Additional Notice Parties (listed
below), in writing by registered mail or express courier, that the
Issuing Bank elects not to extend the Letter of Credit.
Nothwithstanding the above automatic
extension provision, it is a condition of this Letter of Credit
that the Stated Amount will automatically reduce without amendment
on the dates and in the amounts as listed on the attached
Exhibit A, and made a part hereof. Such reduction will
take place on each correspond
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