SUBSCRIPTION, SUBORDINATION AND REGISTRATION RIGHTS AGREEMENTSubscription Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies • New York
The undersigned (the "Purchaser" or "Holder") hereby tenders this subscription for the purchase of $ ____________ (the "Purchase Amount") of 12% Senior Subordinated Convertible Notes due December 31, 2003 (the "Senior Notes") of Chyron Corporation, a New York corporation (the "Company"). Purchaser shall have the right at any time to convert the Senior Notes into shares of Common Stock of the Company at a conversion price equal to $0.35. The Closing Date refers to the date in which the Company closes on an aggregate of United States dollars two million (US$2,000,000) of Senior Notes. The Company, at its option, can accept up to $3,000,000 in this offering. A form of Senior Note is incorporated as Appendix IV to the Term Sheet dated 11th October, 2001 (as amended, the "Term Sheet"). A check or other form of payment payable to "Akin, Gump, Strauss, Hauer & Feld, L.L.P., as Escrow Agent" for the Purchase Amount is also delivered herewith pursuant to the terms and conditions of this Subscri
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies
THIS AMENDMENT (the "Amendment"), is being made this 10th day of January, 2001, between Chyron Corporation, a New York corporation, having its principal offices at 5 Hub Drive, Melville, New York 11747 (the "Company") and Roger Henderson ("Henderson"), an individual residing at Hollytree Cottage, Swallowfield Street, Swallowfield, Berks, United Kingdom.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies
THIS AMENDMENT (the "Amendment"), is being made this 10th day of January, 2001, effective as of January 1, 2001, between Chyron Corporation, a New York corporation, having its principal offices at 5 Hub Drive, Melville, New York 11747 (the "Company") and James Paul ("Paul"), an individual residing at 100 Lucinda Drive, Babylon, New York 11702.
April 5, 2001 Roger Henderson Hollytree Cottage Swallowfield Street Swallowfield Re: Amendment to Employment Agreement Dear Mr. Henderson:Employment Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies
This shall confirm the agreement between you and Chyron Corporation (the "Company") pursuant to which you have agreed to reduce your annual base salary from $325,000 US to $280,000 US effective April 1, 2001 through December 31, 2001 (the "Reduced Amount"). This reduction was done voluntarily for the benefit of the Company and shall not affect the severance due you under the Employment Agreement dated July 21, 1999 and as amended on January 10, 2001 (the "Employment Agreement"). In addition, in the event the Company terminates you "without cause," as defined under the Employment Agreement, then the Reduced Amount shall be due and payable as part of your severance under the Employment Agreement. All other terms of the Employment Agreement shall remain in full force and effect.
ContractWarrant Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies • New York
NEITHER THIS WARRANT NOR THE SHARES OF COMMON STOCK ISSUABLE UPON ITS EXERCISE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED UNLESS (I) PURSUANT TO REGISTRATION UNDER THE ACT OR (II) IN COMPLIANCE WITH AN EXEMPTION THEREFROM AND ACCOMPANIED, IF REQUESTED BY THE COMPANY, WITH AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH TRANSFER IS IN COMPLIANCE WITH AN EXEMPTION THEREFROM (UNLESS SUCH TRANSFER IS TO AN AFFILIATE OF THE REGISTERED HOLDER).
November 27, 2001 Jim PaulEmployment Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies
employment agreementEmployment Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies • New York
THIS AGREEMENT (the "Agreement") is being made effective as of the 1st day of October, 1997 between CHYRON CORPORATION, a New York corporation (the "Company"), having its principal offices at 5 Hub Drive, Melville, New York 11747, and JAMES PAUL ("Paul") having an address at 10801 Fawn Drive, Great Falls, VA 22066.
AMENDMENTDebenture Amendment • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies • New York
This Amendment ("Amendment") to the Series A Debentures and the Series B Debentures (each as hereinafter defined) is made and entered into as of __________ __, 2001 by and among Chyron Corporation, a New York corporation (the "Company") and those individuals set forth on Schedule A and Schedule B attached hereto with respect to the Series A Debentures and Series B Debentures, respectively.
AMENDMENT NO. 6 TO LOAN AGREEMENTLoan Agreement • April 1st, 2002 • Chyron Corp • Photographic equipment & supplies • New York
AMSOUTH BANK, an Alabama banking corporation (the "Bank"), with an office at 350 Park Avenue, New York, New York 10022, and CHYRON CORPORATION, a New York corporation (the "Borrower"), with its principal place of business at 5 Hub Drive, Melville, New York 11747.
