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EXHIBIT 10 (m)
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TERMINATION OF GUARANTEE
THIS TERMINATION OF GUARANTEE (the "Termination Agreement") is made
and entered into as of this13th day of September, 1996, by and between ASA
INVESTMENTS, INC., a Delaware corporation ("Guarantor") and WACHOVIA BANK OF
GEORGIA, N.A. ("Lender").
W I T N E S E T H T H A T
WHEREAS, Guarantor has previously executed and delivered for the
benefit of Lender that certain Guarantee dated December 1, 1990 (the
"Guarantee") under which Guarantee the Guarantor has guaranteed certain
obligations owed by Atlantic Southeast Airlines, Inc. ("ASA") to the Lender as
described in the Guarantee (collectively the "Subject Obligations"); and
WHEREAS, notwithstanding that the Subject Obligations shall remain in
existence, pursuant and in accordance with Item 11 of the Guarantee, the Lender
and the Guarantor desire to terminate the Guarantee so as to relieve the
Guarantor from all further responsibility and liability under the Guarantee.
NOW THEREFORE, for and in consideration of the mutual promises
contained herein, Ten ($10) Dollars in hand paid by Guarantor to the Lender,
and other good and valuable consideration, the receipt, adequacy and
sufficiency of which is hereby acknowledged, the parties hereto do hereby agree
as follows:
1. The parties hereby terminate the Guarantee and agree that the
Guarantee shall be of no further or continuing force or effect. Lender agrees
that the Guarantor is hereby relieved of all responsibilities, obligations, and
liabilities incurred under or in connection with the Guarantee and shall have
no responsibility whatsoever for all or any part of the Subject Obligations.
Lender does hereby for and on behalf of itself and its respective successors
and assigns, release, remise and forever discharge Guarantor and all of its
respective successors and assigns (other than ASA) of and from any and all
debts, claims, causes of action, and other amounts arising under or in
connection with the Guarantee or the Subject Obligations.
2. This Termination Agreement shall be governed by the laws of
the State of Georgia. This Termination Agreement may be executed in one or
more counterparts all of which together shall constitute one in the same
original. This Termination Agreement shall be binding upon the parties hereto
and their respective heirs, successors, assigns, and legal representatives.
(THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK)
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IN WITNESS WHEREOF, the Guarantor and the Lender have each caused this
Termination Agreement to be executed by its duly authorized officers and its
seal to be affixed hereto as of the day and year first above written.
WACHOVIA BANK OF GEORGIA, N.A. ASA INVESTMENTS, INC.
By: /s/ Xxxxxxx Xxxxxx By: /s/ Xxxxxx X. Xxxx
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Its: Senior Vice President Its: Treasurer
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