Secured Promissory Note

EXHIBIT 10.104
SECURED PROMISSORY NOTE
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(NOTE NO. 2)


$745,000.00 March 30, 1999


FOR VALUE RECEIVED, the undersigned ASTROTECH SPACE OPERATIONS, INC. (hereinafter "Borrower"), a Delaware corporation, hereby promises to pay to the order of THE CIT GROUP/EQUIPMENT FINANCING, INC., a New York corporation (hereinafter "Lender"), in such coin or currency of the United States which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, the principal sum of SEVEN HUNDRED FORTY FIVE THOUSAND AND NO/100THS DOLLARS ($745,000.00), together with interest from and after the date hereof on so much of the principal balance hereof as may be outstanding and unpaid from time to time at the rate of interest in effect from time to time pursuant to Section 3.1 of the Loan Agreement (as hereinafter defined).


This Secured Promissory Note (this "Note") is the Note No. 2 and is issued pursuant to, that certain Loan and Security Agreement (as at any time amended, the "Loan Agreement"), dated July 14, 1997, between Borrower and Lender, the provisions of which are by this reference incorporated herein, and is entitled to all of the benefits and security of the Loan Agreement and the other Loan Documents. All capitalized terms used herein, unless otherwise specifically defined in this Note, shall have the meanings ascribed to them in the Loan Agreement.


Interest hereunder shall be computed on the basis of actual days elapsed over a period of a 360-day year unless reference to a 365 or a 366-day year is necessary in order not to exceed the highest rate of interest that may be charged or collected under Applicable Law. Upon and after the occurrence of an Event of Default, the outstanding principal balance of this Note shall bear interest at a rate per annum equal to the Default Rate. In no contingency or event whatsoever, whether by reason of advancement of the proceeds hereof or otherwise, shall the amount paid or agreed to be paid to Lender for the use, forbearance or detention of money advanced hereunder exceed the highest lawful rate permissible under Applicable Law. It is the intent hereof that Borrower not pay or contract to pay, and that Lender not receive or contract to receive, directly or indirectly in any manner whatsoever, interest in excess of that which may be paid by Borrower under Applicable Law. Any acceleration of indebtedness, if elected by Lender, shall be subject to all App ...