SECOND LOAN MODIFICATION AGREEMENT

SECOND LOAN MODIFICATION AGREEMENT

This Second Loan Modification Agreement (this "Loan Modification Agreement") is entered into as of March 22, 2005, by and between SILICON VALLEY BANK, a California-chartered bank, with its principal place of business at 0000 Xxxxxx Xxxxx, Xxxxx Xxxxx, Xxxxxxxxxx 00000 and with a loan production office located at One Newton Executive Park, Suite 200, 0000 Xxxxxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000, doing business under the name "Silicon Valley East" ("Bank") and CHYRON CORPORATION, a New York corporation with offices at 0 Xxx Xxxxx, Xxxxxxxx, Xxx Xxxx 00000 ("Borrower").

1. DESCRIPTION OF EXISTING INDEBTEDNESS AND OBLIGATIONS. Among other indebtedness and obligations which may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to a loan arrangement dated as of April 29, 2004, evidenced by, among other documents, a certain Loan and Security Agreement dated as of April 29, 2004 between Borrower and Bank, as amended by a certain First Loan Modification Agreement (the "First Modification") dated as of February 24, 2005 (as amended, the "Loan Agreement"). Capitalized terms used but not otherwise defined herein shall have the same meaning as in the Loan Agreement.

2. DESCRIPTION OF COLLATERAL. Repayment of the Obligations is secured by the Collateral as described in the Loan Agreement and a certain Intellectual Property Security Agreement dated April 29, 2004 (the "IP Agreement") (together with any other collateral security granted to Bank, the "Security Documents").

Hereinafter, the Security Documents, together with all other documents evidencing or securing the Obligations shall be referred to as the "Existing Loan Documents".

3. DESCRIPTION OF CHANGE IN TERMS.

Modification to Loan Agreement.

A. Section 5a.(i) of the Schedule to the Loan Agreement is hereby amended by deleting the following text appearing therein:

"(i) (a) $2,000,000, as of the last day of each January, February, April, May, July, August, October and November during the term of this Agreement; and

(b) $3,000,000, as of the last day of each March, June, September and December during the term of this Agreement;"

and substituting the following text therefor:

"(i) (A) $2,000,000.00, at February 28, 2005;

(B) $2,000,000.00, at March 31, 2005;

(C) $1,500,000.00, at April 30, 2005;

(D) $1,500,000.00, at May 31, 2005;

(E) $2,000,000.00, at June 30, 2005;

(F) $2,000,000.00, at July 31, 2005;

(G) $2,000,000.00, at August 31, 2005;

(H) $3,000,000.00, at September 30, 2005;

(I) $2,000,000.00, at October 31, 2005;

(J) $2,000,000.00, at November 30, 2005;

(K) $3,000,000.00, at December 31, 2005;

(L) $2,000,000.00, at January 31, 2006;

(M) $2,000,000.00, at February 28, 2006;

(N) $3,000,000.00, at March 31, 2006 and thereafter."

B. Section 7(3) of the Schedule to the Loan Agreement is hereby amended by deleting the following text appearing therein:

"Notwithstanding the terms and conditions of the subordination terms set forth in the Borrower's Series C 7% Convertible Subordinated Debentures due December 31, 2005, the Borrower shall be permitted to make regularly scheduled principal and interest payments on account thereof in an aggregate amount not to exceed $2,700,000 on or after December 31, 2005 provided that (i) at the time of making any such payment, the Borrower has no outstanding Obligations to Silicon, and (ii) there is no then existing Default under this Agreement and no Default will exist after giving effect to any such payment."

and substituting the following text therefor:

"Notwithstanding the terms and conditions of the subordination terms set forth in the Borrower's Series C 7% Convertible Subordinated Debentures, as amended, due April 30, 2006, the Borrower shall be permitted to make regularly scheduled principal and interest payments on account thereof in an aggregate amount not to exceed $1,261,000 on or after March 31, 2005 plus an additional aggregate amount not to exceed $1,356,000 on or after April 30, 2006, provided that in all instances (i) at the time of making any such payment, the Borrower has no outstanding Obligations to Silicon, and (ii) there is no then existing Default under this Agreement and no Default will exist after giving effect to any such payment."

4. FEES. Borrower shall pay to Bank a modification fee equal to Five Thousand Dollars ($5,000.00), which fee shall be due on the date hereof and shall be deemed fully earned as of the date hereof. Borrower shall also reimburse Bank for all legal fees and expenses incurred in connection with this amendment to the Existing Loan Documents.

5. RATIFICATION OF INTELLECTUAL PROPERTY SECURITY AGREEMENT. Borrower hereby ratifies, confirms, and reaffirms, all and singular, the terms and conditions of the IP Agreement and acknowledges, confirms and agrees that the IP Agreement contains an accurate and complete listing of all Intellectual Property, with the exception of an application for a trademark filing by Borrower in connection with the product name "HyperX", as disclosed to the Bank in the First Modification.

6. RATIFICATION OF PERFECTION CERTIFICATE. Borrower hereby ratifies, confirms, and reaffirms, all and singular, the terms and disclosures contained in a certain Perfection Certificate delivered to the Bank on or about April 29, 2004, and acknowledges, confirms and agrees the disclosures and information provided therein has not changed, as of the date hereof, with the exception of the Borrower's release certain software as disclosed to the Bank in the First Modification.

7. CONSISTENT CHANGES. The Existing Loan Documents are hereby amended wherever necessary to reflect the changes described above.

8. RATIFICATION OF LOAN DOCUMENTS. Borrower hereby ratifies, confirms, and reaffirms all terms and conditions of all security or other collateral granted to the Bank, and confirms that the indebtedness secured thereby includes, without limitation, the Obligations.

9. NO DEFENSES OF BORROWER. Borrower hereby acknowledges and agrees that Borrower has no offsets, defenses, claims, or counterclaims against the Bank with respect to the Obligations, and that if Borrower now has, or ever did have, any offsets, defenses, claims, or counterclaims against the Bank, whether known or unknown, at law or in equity with respect to the Obligations, all of them are hereby expressly WAIVED and Borrower hereby RELEASES the Bank from any liability thereunder.

10. CONTINUING VALIDITY. Borrower understands and agrees that in modifying the existing Obligations, Bank is relying upon Borrower's representations, warranties, and agreements, as set forth in the Existing Loan Documents. Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect. Bank's agreement to modifications to the existing Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Obligations. Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Obligations. It is the intention of Bank and Borrower to retain as liable parties all makers of Existing Loan Documents, unless the party is expressly released by Bank in writing. No maker will be released by virtue of this Loan Modification Agreement.

11. COUNTERSIGNATURE. This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank.

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This Loan Modification Agreement is executed as a sealed instrument under the laws of the Commonwealth of Massachusetts as of the date first written above.

BORROWER:
CHYRON CORPORATION
By:	/s/ Xxxxxx X. Xxxxxxxxx
Name:	Xxxxxx X. Xxxxxxxxx
Title:	Senior Vice President & Chief Financial Officer
BANK:
SILICON VALLEY BANK, d/b/a
SILICON VALLEY EAST
By:	/s/ Xxxxx X. Xxxxxx
Name:	Xxxxx Xxxxxx
Title:	Vice President

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