Exhibit B-2
Form of Promissory Note
PROMISSORY NOTE
$6,500,000 ________________, 1998
IRON DYNAMICS, INC., an Indiana corporation (the "Company"),
for value received, hereby promises to pay to the order of
_______________________ , a(n) _____________ corporation ("Lender")
the principal amount of SIX MILLION FIVE HUNDRED THOUSAND DOLLARS
($6,500,000) or, if less, the unpaid principal amount of Lender's
Loans under the Loan Agreement dated as of ______________________,
1998, between the Company and Lender (the "Loan Agreement").
Capitalized terms used herein but not otherwise defined shall have
the meanings given to them in the Loan Agreement. The principal of
the Loans must be paid to Lender in accordance with the Loan
Agreement. The Company also promises to pay interest to Xxxxxx on
the unpaid principal amount of the Loans at the Interest Rate set
forth in the Loan Agreement, as adjusted from time to time as set
forth therein. All such principal and interest shall be payable in
lawful money of the United States of America in same day or
immediate funds at __________________________________________.
Anything herein to the contrary notwithstanding, the
obligation of the Company to make payments of interest shall be
subject to the limitation that payments of interest shall not be
required to be made to Lender to the extent that Xxxxxx's receipt
thereof would not be permissible under the law or laws limiting
rates of interest which may be charged by Xxxxxx. Any amount in
excess of that which is legally permissible which may have been
collected shall be either applied as a credit against the unpaid
principal balance or refunded, at the option of Lender.
The date and amount of each Loan and each payment of principal
must be endorsed by Lender on the schedule attached hereto, or on
a continuation of such schedule attached to and made a part hereof,
provided that the failure to make any such endorsement on such
schedule shall not limit, extinguish or in any way modify the
obligation of the Company to repay the Loans to Lender.
This Note may be prepaid in whole or in part at any time and
is subject to acceleration upon the terms provided in the Loan
Agreement. This Note also is secured by a Purchase Money Security
Agreement, dated _____________________, 199_ between the Company
and Lender.
The Company hereby waives presentment, demand, protest or
notice of any kind in connection with this Note.
THIS NOTE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF INDIANA.
IRON DYNAMICS, INC.
By:____________________________
Name:__________________________
Title:_________________________
SCHEDULE OF LOANS
Date Principal Payments of Balance Notation
Amount of Principal Outstanding Made By
Loan
Principal amounts are subject to adjustment as set forth in the
Loan Agreement.