Exhibit 10.1


 





November 21, 2018


 


Hudson Technologies Company


14th Floor


One Blue Hill Plaza


P.O. Box 1541


Pearl River, New York
10965


Attention: Brian F. Coleman,
President, COO


 


Extension Letter


 


We refer to that certain
Term Loan Credit and Security Agreement, dated as of October 10, 2017 (as amended by that Limited Waiver and First Amendment thereto,
dated as of June 29, 2018, that certain Waiver and Second Amendment thereto, dated as of August 14, 2018 (as amended, the “Second
Amendment”), and as may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit
Agreement”), by and among Hudson Technologies Company, a Tennessee
corporation (“Hudson Technologies”), HUDSON HOLDINGS, INC., a Nevada corporation (“Holdings”),
and ASPEN REFRIGERANTS, INC. (formerly known as AIRGAS-REFRIGERANTS, INC.), a Delaware corporation (“ARI”
and together with Hudson Technologies, and Holdings, collectively, the “Borrowers”, and each a “Borrower”),
the other Credit Parties hereto, the financial institutions party thereto as lenders (the “Lenders”), and U.S.
BANK NATIONAL ASSOCIATION, a national banking association, as collateral agent and administrative agent for the Lenders (in
such capacities, the “Agent”). Capitalized terms used herein and not otherwise defined herein shall have the
meanings ascribed thereto in the Credit Agreement or the Second Amendment, as applicable.


 


Borrowers, Agent and
Lenders hereby agree as follows:


 


		1.)	The date set forth in Section 1.1 of the Second Amendment for delivery of a certificate setting
forth in reasonable detail (with accompanying calculations) the Total Leverage Ratio as of the four fiscal quarter period ending
September 30, 2018 shall be extended to November 30, 2018. Accordingly, effective as of the date hereof, Borrowers, Agent, and
Lenders agree that the text “November 21, 2018” in Section 1.1 of the Second Amendment is hereby replaced with the
text “November 30, 2018”. The period from the date hereof through and including November 30, 2018 is referred to as
the “Extension Period”.



 


		2.)	Notwithstanding anything to the contrary in the Credit Agreement, the Second Amendment or any Other
Document, the Borrowers shall be permitted to make voluntary prepayments of the Loans during the Extension Period, and no Prepayment
Premium or Make-Whole Amount shall be due and payable in connection with any such voluntary prepayment.



 






    	 



     


    

 


Except as expressly
provided herein, the Credit Agreement and each Other Document shall continue in full force and effect, and this letter agreement
shall not be deemed to be a waiver or amendment of any other provision of the Credit Agreement or any Other Document. Without limiting
the foregoing, the Administrative Agent and the Lenders expressly reserve all of their rights, powers, privileges and remedies
under the Credit Agreement, the Other Documents and applicable law. This letter agreement shall constitute an Other Document under
the terms of the Credit Agreement. The governing law, jurisdiction, service of process and waiver of jury trial provisions set
forth in Sections 14.1 and 11.8 of the Credit Agreement are hereby incorporated by reference, mutatis mutandis. This letter
agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. The
Credit Agreement (as modified by this letter agreement) and the Other Documents embody the entire agreement among the parties hereto
and supersede all prior agreements and understandings, oral or written, if any, relating to the subject matter hereof. This letter
agreement may be executed and delivered via facsimile or email (in .pdf format) transmission with the same force and effect as
if an original were executed, and may be executed in original counterparts each of which counterpart shall be deemed an original
document but all of which counterparts together shall constitute one and the same agreement.


 


By their execution
hereof, Lenders hereby instruct and direct Agent to execute this letter agreement.


 


 


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	 	Very truly yours,	 
	 	 	 	 
	 	AGENT:	 
	 	 	 	 
	 	U.S. BANK NATIONAL  ASSOCIATION,	 
	 	as Agent	 
	 	 	 	 
	 	By: 	Lisa Dowd	 
	 	Name:	Lisa Dowd 	 
	 	Title: 	Vice President	 


 


 


		cc:	McDermott Will & Emery LLP
	 	 	340 Madison Avenue
	 	 	New York, NY 10173
	 	 	Attention: Timothy
W. Walsh, Esq.












 




    	Signature Page to Extension Letter – Hudson Technologies




     


    

 


	 	LENDERS:	 	 
	 	 	 	 
	 	FS
    INVESTMENT CORPORATION	 
	 	By:
    	/s/
    Philip S. Davidson	
	 	Name:
    	Philip
    S. Davidson	 
	 	Title:
    	Authorized
    Signatory	 
	 	 	 	 
	 	FS
    INVESTMENT CORPORATION II	 
	 	By:
    	/s/
    Philip S. Davidson	 
	 	Name:
    	Philip
    S. Davidson	 
	 	Title:
    	Authorized
    Signatory	 
	 	 	 	 
	 	FS
    INVESTMENT CORPORATION III	 
	 	By:
    	/s/
    Philip S. Davidson	 
	 	Name:
    	Philip
    S. Davidson	 
	 	Title:
    	Authorized
    Signatory	 
	 	 	 	 
	 	FS
    INVESTMENT CORPORATION IV	 
	 	By:
    	/s/
    Philip S. Davidson	 
	 	Name:	Philip
    S. Davidson	 
	 	Title:
    	Authorized
    Signatory	 
	 	 	 	 
	 	HAMILTON
    STREET FUNDING LLC	 
	 	By:
    	/s/
    Philip S. Davidson	 
	 	Name:	Philip
    S. Davidson	 
	 	Title:	Authorized
    Signatory	 
	 	 	 	 
	 	GREEN
    CREEK LLC	 
		By:	/s/
    Philip S. Davidson	 
	 	Name:
    	Philip
    S. Davidson	 
	 	Title:	Authorized
    Signatory	 
	 	 	 	 
	 	JUNIATA
    RIVER LLC	 
		By:	/s/
    Philip S. Davidson	 
		Name:	Philip
    S. Davidson	 
	 	Title:	Authorized
    Signatory	 
	 	 	 	 
	 	JEFFERSON
    SQUARE FUNDING LLC	 
	 	By:	/s/
    Philip S. Davidson	 
	 	Name:	Philip
    S. Davidson	 
	 	Title:
    	Authorized
    Signatory	 


 







    	Signature Page to Extension Letter – Hudson Technologies




     


    

 


	Acknowledged and
    agreed:	 
	 	 	 
	 	 	 
	BORROWERS:
	 	 	 
	HUDSON TECHNOLOGIES
    COMPANY	 
	 	 	 
	 	 	 
	By:	/s/
    Brian F. Coleman	 
	Name:	Brian F. Coleman	 
	Title:  	President, COO	 
	 	 	 
	HUDSON HOLDINGS,
    INC.	 
	 	 	 
	 	 	 
	By:	/s/
    Brian F. Coleman	 
	Name:	Brian F. Coleman	 
	Title:	President, COO	 
	 	 	 
	ASPEN REFRIGERANTS,
    INC.	 
	 	 
	 	 	 
	By:	/s/
    Brian F. Coleman	 
	Name:	Brian F. Coleman	 
	Title:	President, COO	 
	 	 	 
	 	 	 
	GUARANTOR:	 
	 	 	 
	HUDSON TECHNOLOGIES,
    INC.	 
	 	 	 
	By:	/s/
    Brian F. Coleman	
	Name:	Brian F. Coleman	 
	Title:	President, COO	 


 








    	Signature Page to Extension Letter – Hudson Technologies