AMENDED AND RESTATED SUBORDINATION AND STANDBY AGREEMENTSubordination and Standby Agreement • February 23rd, 2024 • Castellum, Inc. • Services-management consulting services • North Carolina
THIS AMENDED AND RESTATED SUBORDINATION AND STANDBY AGREEMENT (this “Agreement”), dated as of February 22, 2024 (the “Effective Date”), between LIVE OAK BANKING COMPANY, a North Carolina banking company, having an office at 1741 Tiburon Drive, Wilmington, North Carolina 28403 (the “Lender”), CASTELLUM, INC., a Nevada corporation with an address at 3 Bethesda Metro Center, Suite 700, Bethesda, Maryland 20814 (“Castellum”), SPECIALTY SYSTEMS, INC., a New Jersey corporation with an address at 1451 Route 37 West, Toms River, New Jersey 08755 (“SSI”), CORVUS CONSULTING, LLC, a Delaware limited liability company dba CORVUS DEFENSE CONSULTING LLC with an address at 15416 Kentwell Circle, Centreville, Virginia 20120 (“Corvus”), MAINNERVE FEDERAL SERVICES, INC., a Delaware corporation with an address at 1252 Chloe Drive, Gallatin, Tennessee 37066 (“MFS”) and GLOBAL TECHNOLOGY AND MANAGEMENT RESOURCES, INC., a Maryland corporation with an address at 44145 Airport View Drive, Suite 102, Hollywood
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • February 23rd, 2024 • Castellum, Inc. • Services-management consulting services • North Carolina
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) is made this 22 day of February, 2024, by and between CASTELLUM, INC., a Nevada corporation (“Castellum”), SPECIALTY SYSTEMS, INC., a New Jersey corporation (“Specialty Systems”), CORVUS CONSULTING, LLC, a Delaware limited liability company d/b/a Corvus Defense Consulting LLC (“Corvus”), MAINNERVE FEDERAL SERVICES, INC., a Delaware corporation (“Mainnerve”), and GLOBAL TECHNOLOGY AND MANAGEMENT RESOURCES, INC., a Maryland corporation (“GTMR” and, together with Castellum, Specialty Systems, Corvus, and Mainnerve, individually or collectively, as the context may require, the “Borrower”); and LIVE OAK BANKING COMPANY, a North Carolina banking company (“Lender”).
On Castellum Letterhead]Letter Agreement Regarding Promissory Notes • February 23rd, 2024 • Castellum, Inc. • Services-management consulting services
This Letter Agreement sets forth our agreement regarding your existing $6,400,000 of promissory notes owed by Castellum, Inc. (“Castellum”) and one or more of its affiliates to you. We have agreed as follows:
February 16, 2024 Mr. Emil Kaunitz VIA EMAIL Re: Letter Agreement regarding extending your promissory note Dear Emil:Letter Agreement • February 23rd, 2024 • Castellum, Inc. • Services-management consulting services
This Letter Agreement sets forth our agreement regarding your existing $400,000 promissory note issued in August 2021 and owed by Castellum, Inc. (“Castellum”) and one or more of its affiliates to you (the “Note”). We have agreed as follows:
AMENDED AND RESTATED SUBORDINATION AND STANDBY AGREEMENTSubordination and Standby Agreement • February 23rd, 2024 • Castellum, Inc. • Services-management consulting services • North Carolina
THIS AMENDED AND RESTATED SUBORDINATION AND STANDBY AGREEMENT (this “Agreement”), dated as of February 22, 2024 (the “Effective Date”), between LIVE OAK BANKING COMPANY, a North Carolina banking company, having an office at 1741 Tiburon Drive, Wilmington, North Carolina 28403 (the “Lender”); CASTELLUM, INC., a Nevada corporation with an address at 1934 Old Gallows Road, Suite 350, Vienna, Virginia 22182 (“Castellum”), SPECIALTY SYSTEMS, INC., a New Jersey corporation with an address at 1451 Route 37 West, Toms River, New Jersey 08755 (“SSI”), CORVUS CONSULTING, LLC, a Delaware limited liability company dba CORVUS DEFENSE CONSULTING LLC with an address at 1934 Old Gallows Road, Suite 350, Vienna, Virginia 22182 (“Corvus”), MAINNERVE FEDERAL SERVICES, INC., a Delaware corporation with an address at 1934 Old Gallows Road, Suite 350, Vienna, Virginia 22182 (“MFS”) and GLOBAL TECHNOLOGY AND MANAGEMENT RESOURCES, INC., a Maryland corporation with an address at 44145 Airport View Drive, Suite
