If certain Events of Default with respect to the Notes shall occur and be continuing, the principal of the Notes will automatically, and without any declaration or other action on the part of the Trustee or any Holder, become immediately due and payable. The Company waives demand, presentment for prepayment, notice of nonpayment, notice of protest and all other notices to the extent it may lawfully do so.
The Trustee will act as the Companys paying agent with respect to the Notes through its Corporate Trust Office presently located at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890, Attention: Horizon Bancorp, Inc. Administrator. The Company may at any time rescind the designation of a paying agent, appoint a successor paying agent, or approve a change in the office through which any paying agent acts.
Nothing in this Note, express or implied, shall give to any person, other than the Holder of this Note, the parties hereto and their permitted successors hereunder, any benefit of any legal or equitable right, remedy or claim hereunder.
All notices under this Note shall be in writing and in the case of the Company, addressed to the Company at 515 Franklin Street, Michigan City, Indiana, 46360, Attention: Chief Financial Officer, or, in the case of the Trustee the Corporate Trust Office, or to such other address of the Trustee as the Trustee may notify the holder of this Note. All notices to the Holder of this Note will be given to the Holder at its address as it appears in the Security Register.
All covenants and agreements by the Company in this Note and the Indenture shall bind the Companys successors and assigns, including successors by operation of law resulting from a merger or consolidation of the Company, or successors resulting from the transfer of the Companys assets and liabilities substantially or entirely, to another entity (Successors). Any Successor shall expressly assume in writing all the Companys obligations hereunder prior to becoming a Successor, and upon becoming a Successor, shall perform all the Companys obligations hereunder and make all payments due hereunder.
In case any provision in this Note shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
EACH OF THE COMPANY, THE TRUSTEE AND EACH HOLDER OF THIS NOTE BY ITS ACCEPTANCE HEREOF, HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT IT MAY HAVE TO TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS NOTE, THE INDENTURE, OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.
This Note shall be governed by and construed in accordance with the laws of the State of New York and, where applicable, the federal laws of the United States of America.