Exhibit 10.1
THIRD AMENDMENT
TO
AMENDED AND
RESTATED LOAN AGREEMENT
THIS THIRD AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT, dated
as of March 20th, 2009 (this " Amendment "), is made
by and among Keltic Financial Partners, LP, a Delaware limited
partnership (" Keltic "), and Bridge Healthcare
Finance, LLC, a Delaware limited liability company ("
Bridge ", and together with Keltic, individually and
collectively, " Lender "), and Hudson Technologies
Company, a Tennessee corporation (" Borrower ").
WITNESSETH
WHEREAS, Borrower and Keltic are parties to that certain
Amended and Restated Loan Agreement, dated as of June 26, 2007 (as
it may be amended, restated, modified or supplemented from time to
time, the " Loan Agreement "; capitalized terms used
but not otherwise defined herein shall have the meanings ascribed
thereto in the Loan Agreement); and
WHEREAS, Borrower has requested that Lender agree to a
temporary increase in the Maximum Facility to $17,000,000, which
increase will be funded by Bridge, and Lender is willing to do so
subject to the terms and conditions set forth herein.
NOW, THEREFORE, in consideration of the premises, the
covenants and agreements contained herein, and for other good and
valuable consideration, the receipt and adequacy of which are
hereby acknowledged, the parties do hereby agree as follows:
STATEMENT OF
TERMS
1.
Amendment. From the effective date of this Amendment
through July 15, 2009, the Maximum Facility shall be increased by
$2,000,000 to $17,000,000. The increase shall be funded by Bridge.
Effective as of the close of business on July 15, 2009, such
temporary increase shall be null and void, and the Maximum Facility
shall be as set forth in that Second Amendment to Amended and
Restated Loan Agreement dated April 17, 2008 between Borrower and
Bridge.
2.
Representations and Warranties . To induce Lender to
enter into this Amendment, Borrower hereby represents and warrants
to Lender as follows: (a) each representation and warranty set
forth in the Loan Agreement is true and correct on and as of the
date hereof ; (b) no Default or Event of Default has occurred and
is continuing as of this date under the Loan Agreement or the other
Loan Documents (c) Borrower has the power and is duly authorized to
enter into, deliver and perform this Amendment and to perform its
obligations under the Loan Agreement, as amended hereby; (d) each
of this Amendment and the Loan Agreement, as amended hereby,
constitutes the legal, valid and binding obligation of Borrower
enforceable against it in accordance with its terms; and (e) that
since June 26, 2007 there have been no liens, encumbrances,
security interests or claims filed against or created in Borrower's
owned property located at Champaign, Illinois.
3.
Conditions Precedent to Effectiveness of this
Amendment . The effectiveness of this Amendment is subject
to the fulfillment of the following conditions precedent, each as
determined by each Lender:
(a) Lender shall have
received one or more counterparts of this Amendment duly executed
and delivered by Borrower;
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