THIRD AMENDMENT TO FINANCING AND
SECURITY AGREEMENT
THIS THIRD AMENDMENT TO FINANCING
AND SECURITY AGREEMENT (this “Agreement”) is made as of
the 29th day of June, 2004, by SPACEHAB, INCORPORATED, a
corporation organized under the laws of the State of Washington,
SPACEHAB GOVERNMENT SERVICES, INCORPORATED, formerly known as
Johnson Engineering Corporation, a corporation organized under the
laws of the State of Colorado, ASTROTECH SPACE OPERATIONS, INC., a
corporation organized under the laws of the State of Delaware,
jointly and severally (each a “Borrower” and
collectively, the “Borrowers”); and RIGGS BANK N.A., a
national banking association (“Lender”).
RECITALS
A. The Borrowers and the Lender
entered into a Financing and Security Agreement dated August 29,
2002, as modified by a First Amendment to Financing Agreement dated
May 13, 2003 and a Second Amendment to Financing Agreement dated
September 26, 2003 (the same, as amended, modified, substituted,
extended, and renewed from time to time, collectively, the
“Financing Agreement”).
B. The Financing Agreement provides
for some of the agreements between the Borrowers and the Lender
with respect to the “Loans” (as defined in the
Financing Agreement), including a revolving credit facility in an
amount not to exceed $5,000,000.
C. The Borrower has requested that
the Lender delete the capital expenditures covenant.
D. The Lender is willing delete the
financial covenant on the condition that the Borrower execute this
Agreement.
AGREEMENTS
NOW, THEREFORE, in consideration of
the premises and for other good and valuable consideration, receipt
of which is hereby acknowledged, the Borrowers and the Lender agree
as follows:
1. The Borrowers and the Lender
agree that the Recitals above are a part of this Agreement. Unless
otherwise expressly defined in this Agreement, terms defined in the
Financing Agreement shall have the same meaning under this
Agreement.
2. The Borrowers and the Lender
agree that on the date hereof the aggregate outstanding principal
balance under the Revolving Credit Note (subject to change for
returned items and other adjustments made in the ordinary course of
business) is $1,476,352.24.
3. Each of the Borrowers represents
and warrants to the Lender as follows:
(a) It is duly organized, and
validly existing and in good standing under the laws of the
jurisdiction of its formation and is duly qualified to do business
as a foreign corporation in good standing in every other
jurisdiction wherein the conduct of its busin
