FIRST MORTGAGE
o f t h k
Baltimore & New York Railway Company,
to the
Mercantile Trust & Deposit Co. of Baltimore,
TRUSTEE.
$850.000.
John Murphy A Co., Printers and Publishers, Baltimore.
FIRST MORTGAGE.
THIS INDENTURE, made and entered into this eighth day of
June, in the year eighteen hundred and eighty-nine, by and between
the Baltimore and New Vork Railway Company, a corporation organ¬
ized and existing under and by virtue of the laws of the State of New
Jersey, party of the first part, and the Mercantile Trust and Deposit
Company of Baltimore, a corporation organized and existing under
the laws of the State of Maryland, trustee, for the uses and purposes,
and upon the terms and conditions hereinafter mentioned, party of
the second part.
Witnesseth, That whereas the Board of Directors of said party of
the first part, at a meeting held at its office in the city of New York,
New York, on the eighth day of June, 1889, adopted by a majority
of the votes of said Directors, and with the unanimous concurrence
of all who were present at said meeting, certain resolutions in the
words following to wit:
Whereas, in order to complete the construction of the railroad of
the said Baltimore and New York Railway Company from its termi¬
nus at the west end of the bridge of the Staten Island Rapid Transit
Railroad Company over the Arthur Kill, in the City of Elizabeth,
Union County, New Jersey, unto a point on the Central Railroad of
New Jersey in said Union County, which said point is about six thou¬
sand four hundred feet west of Roselle, a station on said Central Rail¬
road of New Jersey, and to provide for the requisite and necessary
improvements in and about the same, and to provide equipment for
the working, use and operation of the said railroad, it is necessary for
this company to issue its negotiable bonds as hereinafter set forth.
1
2
Resolved, That this company make and execute its negotiable bonds,
payable to bearer, or the registered owner thereof, for the aggregate
sum of three hundred and fifty thousand dollars, which bonds shall be
of the denomination of one thousand dollars each, payable in gold
coin of the United States of America, of the present standard of weight
and fineness, and shall be numbered consecutively from 1 to 350, both
inclusive ; shall bear date June 8th, 1889, and shall bear interest from
May 1st, 1889, at the rate of five per cent, per annum, payable semi¬
annually, on the first days of May and November in each year,
evidenced by coupons thereto attached, and said bonds shall become
due and payable on the first day of May, 1939.
Resolved, That for the purpose of securing the payment of the said
bonds and the interest which shall accrue thereon, this company shall
make, execute and deliver to the Mercantile Trust and Deposit Com¬
pany of Baltimore, trustee, a mortgage upon all and singular the rail¬
road of said company, constructed and to be constructed, now owned
or hereafter acquired, lying between the terminus of said railroad at
the west end of the bridge of the Staten Island Rapid Transit Railroad
Company over the Arthur Kill in the city of Elizabeth, Union County,
New Jersey, and thence extending westwardly to its terminus at a point
on the Central Railroad of New Jersey in said Union County, which is
about six thousand four hundred feet west of Roselle, a station on said
Central Railroad of New Jersey, being a total distance of about five
and thirty-four hundredths miles ; and all branches from said main
line extending, and all the equipments, tolls and incomes thereof, and
all the corporate rights and franchises of said company relating thereto,
and all its real and personal property now owned or to be hereafter
acquired, for or in connection with the working, use or operation of
said railroad, or the branches between said termini and all wharves,
buildings and shops, now owned or hereafter to be acquired by said
company.' And such mortgage shall be in trust for the benefit of and
security for the holders of such bonds to the extent aforesaid, without
preference, priority or distinction as to lien or otherwise.
Resolved, That the President and Secretary be, and they are hereby,
authorized and empowered for and on behalf of this company, to affix
its corporate seal to each of said bonds, and to sign the same as such
President and Secretary, and when so executed to deliver the same to
said Trustee. In the execution of the interest warrant and coupon
attached to said bonds, the signature of the Treasurer of this company
engraved or lithographed thereon shall be regarded and treated in
3
all respects, in fact and in law, as equivalent to the manual signing
thereof.
Resolved, That the President, be, and he is hereby authorized
to sell or otherwise dispose of the said bonds of the Baltimore and
New York Railway Company, from time to time, for such prices, and
on such terms, as he shall deem for the interest of this Company.
Resolved, That as the Baltimore and Ohio Railroad Company has
agreed for valuable consideration to it paid to guarantee the payment
of the principal and interest of said bonds, that there be an endorse¬
ment of such guarantee upon all of said bonds, signed by the proper
officer of the said Baltimore and Ohio Railroad Company and attested
by the seal thereof.
Resolved, That the bonds so to be issued and the coupons to be there¬
unto attached, and the guarantee of the Baltimore and Ohio Railroad
Company shall be substantially in the form following, to wit :
No $1,000.
United States of America,
State of New Jersey,
The Baltimore and New York Railway Company.
FIRST MORTGAGE GOLD BOND.
Total issue, $350,000.
For value received, the Baltimore and New York Railway Com¬
pany promises to pay to bearer, if not registered, or to the registered
owner hereof, if registered, the sum of one thousand dollars, at the
agency of the said company, in the city of New York, in lawful gold
coin of the United States of America, of the present standard of weight
and fineness, on the first day of May, in the year 1939, with interest
thereon from May 1st, 1889, at the rate of five per cent, per annum,
payable semi-annually, in like gold coin, at the same place, on the sur¬
render of the annexed coupons, or, if registered, to the registered owner
hereof.
This bond, upon surrender for cancellation of the unmatured coupons,
may be registered on the books of said railroad company at its office in
4
Baltimore. If so registered it will thereafter be transferable only on
the books of said company by the owner, in person or by attorney duly
authorized, according to the rules established for that purpose, and
thereafter the interest shall be payable only to the registered holder
thereof, or his lawful attorney.
This Bond is one of a series of this date aggregating three hundred
and fifty thousand dollars, each for one thousand dollars, numbered
from one onward consecutively, secured by, and subject to all the pro¬
visions of a Mortgage to the Mercantile Trust and Deposit Company of
Baltimore, Trustee, dated the eighth day of June, 1889, on all the
railroad now owned by the said Baltimore and New York Railway
Company, or by it hereafter constructed or acquired, between its
terminus at the west end of the bridge of the Staten Island Rapid
Transit Railroad Company over the Arthur Kill, in the city of Eliza¬
beth, Union County, New Jersey, and its terminus at a point on the
Central Railroad of New Jersey, near Roselle in said Union County,
together with all the franchises of said Company, and the branches of
said railroad, with all the equipment, tolls and income thereof, and all
the corporate rights and property of said Company relating to, or for
the use of said railroad and branches, which it now owns, or may
hereafter acquire, which Mortgage is duly recorded among the Land
Records of said Union County, in which said railroad is located ; to
which Mortgage reference is made for the provisions thereof.
This Bond shall not become obligatory until the certificate endorsed
hereon is duly signed on behalf of the Trustee named in the aforesaid
Mortgage.
In witness whereof the said Baltimore and New York Railway Com¬
pany has caused its corporate seal to be hereunto affixed, and the same
to be • attested by the signatures of its President and Secretary this
eighth day of June, 1889.
President
Attest :
Secretary.
And to each of said bonds shall be attached as part thereof, coupons
for the semi-annual instalment of interest to be paid thereon until
maturity, substantially in the form following, to wit :—
On the first day of a. d., 18 , the Baltimore and New
York Railway Company will pay to the bearer hereof upon surrender
of this coupon, $25, at its agency in the city of New York, being six
months interest on First Mortgage Bond No.
Treasurer.
The Trustee named in said Mortgage shall authenticate each of the
said Bonds as being issued and secured in said Mortgage by signing a
certificate endorsed upon each of the said Bonds substantially in the
form following, to wit :
" The Mercantile Trust and Deposit Company of Baltimore, Trustee,
hereby certifies that this Bond is one of a series described in the Mort¬
gage referred to within."
President.
And the guaranty to be endorsed thereon shall be substantially as
follows :
For value received the Baltimore and Ohio Railroad Company
hereby guarantees the payment of the principal and interest secured
by the within Bond according to the terms thereof.
In witness whereof the Baltimore and Ohio Railroad Company has
caused its corporate seal to be hereto affixed and attested by its
Treasurer and this instrument to be signed by its President (or by one
of its Nice-Presidents) this eighth day of June, 1889.
The Baltimore and Ohio Railroad Company by
President.
Attest :
Treasurer.
And Whereas, thereafter at said meeting of the Directors of the
party of the first part, the form of this Mortgage having been then
and there submitted by the President and entered upon the minutes,
it was
6
Resolved, That the form of Mortgage submitted by the President is
hereby approved, and that such Mortgage be made and executed by
this Company under its corporate name, subscribed by its President,
with its corporate seal thereto affixed, attested by its Secretary, and
when so executed that it be duly acknowledged so as to entitle it to be
recorded in pursuance of the laws of the State of New Jersey, and
when so acknowledged that it shall be delivered to said Trustee, and
duly recorded.
And Whereas, at a meeting of the stockholders of said party of the
first part, held at the office of said Company in Newark, New Jersey,
on the eighth day of June, 1889, at which the owners of the entire
capital stock of said party of the first part were present, either in
person or by proxy, all the above recited resolutions of the said
Directors, and the form of this present Mortgage were submitted and
spread upon the minutes of said meeting, and it was by the holders of
the entire capital stock of said Company unanimously
Resolved, That the resolutions of the Directors and the form of the
Mortgage therein proposed and submitted to us, be, and the same are
hereby approved, and the same are ordered to be spread upon the
minutes of this meeting and the said President and other officers, be,
and they are hereby given full power and authority to carry into effect
the object and purposes expressed in said resolutions, and to make,
execute and deliver the said Mortgage in the form proposed and for
the purposes therein mentioned.
Now this indenture witnesseth: That the said party of the
first part, for the purpose of securing the payment of the principal
and interest of the said bonds when and as the same shall become
due and payable, according to the tenor and effect of said bonds so
made and executed, and in consideration of the premises and of the
sum of one dollar, lawful money of the United States of America to it
in hand paid by the said party of the second part at the time of the
execution and delivery of these presents, the receipt whereof is hereby
acknowledged, has given, granted, bargained and sold, assigned, set
over, released, conveyed and confirmed, and by these presents does give,
7
grant, bargain, sell, assign and set over, release, convey and confirm
unto the said party of the second part, and to its successors and assigns
and to its successor or successors in the trust hereby created, all and
singular the entire line of railroad of the party of the first part, situ¬
ate, lying and being in the County of Union, New Jersey, in and
between the west end of the bridge of the Staten Island Rapid Transit
Railroad Company, over the Arthur Kill, in the city of Elizabeth,
Union County, New Jersey, and a point on the Central Railroad of
New Jersey in said Union County, which point is about six thousand
four hundred feet west of Roselle, a station on said Central Railroad
of New Jersey, the whole distance being five and thirty-four hun-
dreths miles, and all branches extending from said main line, together
with the appurtenances and equipments, rights, privileges and fran¬
chises unto the said railroad belonging or in any wise appertaining,
all locomotives, cars and rolling stock whatsoever, and the incomes,
tolls, rents, issues and profits thereof, including the roadway, rights of
way and tracks, rails and ties and road bed, side tracks and turn outs
and switches, bridges, trestling, viaducts, culverts, stations, depots,
warehouses, water tanks, machine shops, tools and implements of all
kinds whatsoever, fences, offices, depot grounds, engine houses, wharves
and all other buildings and structures, sand and gravel pits and deposits
of material, and all things or property of any kind, nature or descrip¬
tion whatsoever, real, personal or mixed, belonging to or used or
designed for use for or in connection with said railroad and branches,
including as well all property and things whatsoever of any such
nature or description as above mentioned belonging or appertaining
to or for use in connection with the said railroad and branches above
described which shall be hereafter acquired or possessed by the party of
the first part for or in connection with the said railroad and branches
between said termini, or the working, use or operation thereof as such
property and things are now possessed or owned by the said party of
the first part, for or in connection with the said railroad, or the work¬
ing use or operation thereof, together with all the corporate rights and
franchises of said party of the first part now owned or possessed or
8
that may be hereafter acquired, connected with or relating to or exer¬
cisable in the said railroad and branches, or the working, use or opera¬
tion thereof.
To have and to hold the same to the party of the second part its
successors and assigns forever and to its successor or successors in this
trust, but upon trust nevertheless, it being hereby expressly covenanted
and agreed by and between the parties hereto, the said party of the
first part covenanting as well for itself as for its successor or succes¬
sors and assigns and the party of the second part covenanting as well
for itself, its successor or successors in the said trust, that the above
described premises, property, rights, franchises and appurtenances are
to be had and holden by the said party of the second part only upon
and for the trusts and purposes following namely :—
Article First. For the equal benefit and security of all and
every the persons and bodies corporate who shall be or at any time
may become the holders of the said bonds or of such of them as shall
be issued by the party of the first part, without preference, priority or
distinction as to lien or otherwise of any of the said bonds over the
others by reason of priority in the time of issuing of the same, and so
that each of the said bonds issued or to be issued as aforesaid shall
have the same right of lien and privilege under and by virtue of this
mortgage, and shall be all equally secured hereby with like right and
effect as if they had all been executed simultaneously herewith ; it
being the intention and purpose of this mortgage deed of trust that
the railroad and property above described of the party of the first part,
shall be pledged to secure the payment of the aforementioned bonds of
the party of the first part as above set forth, and the interest thereon
according to the true tenor and effect thereof.
And the party of the first part agrees and covenants that it will
punctually pay and discharge all taxes, assessments or other lawful
charges that have been or may hereafter be legally levied, assessed
or imposed and become a lien upon any part of the premises, property,
rights and franchises hereby mortgaged.
9
Article Second. If the said party of the first part shall punc¬
tually, well and truly pay the principal of the aforesaid bonds, and
the interest thereon in semi-annual instalments, according to the tenor
and effect of said bonds, then these presents and the estates, rights and
interests hereby granted shall cease, determine and become of no effect,
and until a default as hereinafter provided shall be made by the party
of the first part in the due and punctual payment of said principal
sum, or the interest of said bonds, or in the performance of some one
of the covenants of this mortgage by it to be kept or performed, the
said party of the first part shall be entitled to remain in the possession,
use and enjoyment of its said railroad, premises, property, rights and
interests hereby mortgaged or conveyed in trust.
Article Third. If the said party of the first part, its successors
or assigns, shall at any time hereafter make default, or refuse, neglect
or omit for any period exceeding ninety days after the maturity of any
of said coupons, to pay the semi-annual interest on the bonds intended
to be hereby secured, or any of them, or shall default or refuse, neglect
or omit, for any period after the maturity thereof to pay the principal
sum of each and all of said bonds, or shall refuse or fail to keep or
perform any of the covenants or stipulations contained herein, then,
and in either of said events, the party of the second part upon the
written request of the holders of one-fourth in amount of the bonds
secured hereby, and then outstanding, shall demand and with such force
as may be necessary enter upon, take and maintain possession of all
and singular the said railroad and branches, and all the estates, prem¬
ises, rights, property and franchises hereby conveyed or mortgaged, or
agreed or intended so to be, as the attorney in fact or agent of the said
party of the first part, and by its agents and substitutes duly consti¬
tuted, or by its managers, superintendents, receivers or servants, have,
hold, use, manage, operate and enjoy the same and each and every
part thereof; to as full an extent as the party of the first part might
lawfully do, and shall take and receive the incomes, tolls, and profits
thereof, and shall likewise proceed under the order or decree of any
10
court of equity, or other competent court having jurisdiction in the
premises, to sell and dispose of, as by said court may be decreed, and
thereupon to convey to the purchaser or purchasers, free from all right
or claim of equity of redemption of the said party of the first part, its
successors or assigns all and singular the premises, property, rights,
interest, corporate rights, franchise and privileges of the said party of
the first part hereby mortgaged or conveyed in trust, or agreed or
intended so to be, and from the net proceeds realized by means of such
use and occupation and from such sale, or from either, in the first
place to retain and pay all proper costs, charges and disbursements
incurred in or about the premises, including the reasonable compensa¬
tion of the said Trustee, and then apply the balance of such net pro¬
ceeds to or towards the payment and discharge, with pro rata equality,
of the principal and interest at such time owing and unpaid of and
upon the said bonds hereby secured, whether the same be then due or to
become due, and without preference of interest over principal or of
principal over interest, rendering or paying any surplus that may then
remain, after the full satisfaction of the principal of the said bonds and
every of them, and the interest thereon to said party of the first part,
and its successors and assigns.
The said party of the first part hereby agrees that in case of any
default as aforesaid, it will not set up, claim or seek to take advantage
of any valuation, stay of execution, appraisement or extension laws, or
other laws which may then exist, in order to effect the stay of, or prevent
the immediate enforcement and foreclosure of this mortgage, or the
absolute sale of its mortgaged property, and rights and franchises
thereunder, without and free from appraisement, valuation, stay or
other condition or hindrance, but will and does hereby waive the
benefit of any and all such valuation, stay, appraisement or other laws
to such effect as aforesaid.
Article Fourth. If the party of the first part, its successors or
assigns, shall at any time hereafter make default, or refuse, neglect or
omit after any period exceeding ninety days after the maturity of any
11
of the coupons attached to said bonds, to pay the semi-annual interest
on the bonds intended to be hereby secured, or any of them, then the
holders of one-fourth in amount of said bonds then outstanding may
elect to declare the whole principal sum thereof to be due and payable,
and may by an instrument in writing, instruct the said trustee to
declare the said principal sum to be due and payable, whereupon
the whole principal sum of each and all said bonds then outstanding
shall forthwith be due and payable, notwithstanding that the time
limited therein for the payment thereof may not then have elapsed.
In the event of any sale of the said railroad and the estates, real and
personal, hereby mortgaged or agreed or intended so to be as herein¬
before mentioned, then and in such case the whole principal sum of
each and all of the said bonds then outstanding and intended to be
hereby secured, shall forthwith be due and payable, notwithstanding
that the time limited therein for the payment thereof may not then
have expired, and in no other case and for no other purpose except
as in this article provided shall the principal sum of any of said bonds
become due and payable before the date fixed in such bonds for the
payment thereof.
Article Fifth. And it is further agreed, that no holder or holders
«
of any bond or of any bonds or coupons secured hereby, shall have the
right to institute any suit, action or proceeding in equity or in law, for
the foreclosure of this mortgage, or the execution of the trusts thereof,
or for the appointment of a receiver, or for any other remedy, without
first giving thirty days' notice in writing to the trustee of the tact that
the default has occurred and continued as aforesaid ; nor unless the
holders of one-fourth of the bonds then outstanding have made request
in writing to the trustee, at above provided, and have afforded it a
reasonable opportunity to proceed to execute the powers hereinbefore
granted, or to institute such action or proceeding in its own name, and
have also offered to it adequate security and indemnity against the
costs, expenses and liabilities to be incurred therein or thereby, and
such notification, request and offer of indemnity are hereby declared
12
to be conditions precedent for the execution of the powers and trusts
6f this mortgage to any action or cause of action, for the foreclosure of
said mortgage, for the application for the appointment of a receiver,
or for any other remedy hereunder ; it being understood and intended
that no one or more holders of bonds or coupons shall have the right
in any manner whatever to affect, disturb or prejudice the lien of this
mortgage by his or their action except in the manner herein provided ;
but that all proceedings in law or equity shall be instituted, had or
maintained, for the equal benefit of all holders of said bonds and
coupons outstanding.
Article Sixth. And it is further agreed that at the sale of the
aforesaid railroad property, franchises or appurtenances, or of either
or of any part thereof hereinbefore conveyed, made by virtue of the
power hereinbefore granted for the purpose of enforcing the lien of
these presents, the party of the second part, its successor or successors,
may, at its or their own discretion, personally or by agent or attorney,
bid for, and if the same be attainable at the price hereinafter men¬
tioned, purchase and acquire the property so offered for sale on behalf
of all holders of the bonds secured by this instrument which will then
be outstanding in proportion to the respective interests of such holders
in the said bonds and the coupons thereto belonging ; provided, how¬
ever, that nothing herein contained shall authorize the said Trustee to
bid on behalf of the holders of said bonds a sum exceeding the whole
amount of the said bonds then outstanding with the interest accrued
thereon and the expenses of such sale for the entire property then held
upon the trusts of this instrument or an amount reasonably propor¬
tionate thereto for any part of the said property.
And it is hereby further agreed that the bonds and overdue coupons
aforesaid shall be received in payment of the purchase money of any
property sold at such sale as equivalent to so much of the said purchase
money as wrould be distributable and payable thereon.
Article Seventh. And it is further agreed that in case the party
of the second part shall hereafter become by law or otherwise incapaci-
13
tated to perform, or shall refuse to perform the duties herein imposed
upon it, then its successor or successors shall be appointed by any court
in the State of New Jersey, either State or United States, having juris¬
diction in the premises, which appointment may be made either upon
the application of the party of the first part giving such previous notice
to the bondholders, by publication or otherwise, as the court may direct ;
or, on application of any one or more of the holders of said bonds hereby
secured, giving such previous notice to the party of the first part as the
court may direct, and so, from time to time, as vacancies shall occur in
the trusteeship, the same shall be filled in the manner above described,
and each new trustee thus, from time to time, appointed to fill vacan¬
cies shall, upon such appointment, without further act, deed or con¬
veyance, become and be vested with and subject to the estates, rights,
powers and duties of the former trustee, but nevertheless the retiring
trustee shall, if required, make, do and execute any acts, deeds or
things which shall be requisite or proper fully to vest in and confirm
to such substituted trustee such estates, rights and powers formerly
vested in the said retiring trustee.
Article Eighth. And it is further agreed that the trusts created
by this instrument are accepted upon the express condition that the
trustee shall not incur any liability or responsibility whatever in con¬
sequence of permitting the party of the first part to retain or be in
possession of the railroads, estates and premises hereby mortgaged, or
agreed or intended so to be, or any part thereof, and to use and enjoy
the same ; nor shall the trustee be or become responsible or liable for
any destruction, deterioration, loss, injury or damage which may be
done or occur to the railroads and estates hereby mortgaged, or agreed
or intended so to be, either by the party of the first part, or its agents
or servants, or by any other person whomsoever ; nor shall the trustee
be in any way responsible for the consequences of any breach on the
part of the party of the first part of any of the covenants herein con¬
tained, nor of any act of the party of the first part, its agents or ser¬
vants ; nor shall the trustee be held liable for any act or default or
14
misconduct of any agents or person employed by it, unless chargeable
with gross negligence in their selection or in the continuance of their
employment ; nor shall such trustee be answerable except for its own
wilful default or gross misconduct ; and in case the trustee shall go
into the possession of said mortgaged premises, and operate the same
as hereinbefore provided, it shall be indemnified out of the funds and
property which shall come into its hands as aforesaid, for all claims
and demands against it arising from negligence, carelessness or miscon¬
duct of its officers, agents and employes, and in all cases the trustee
shall be authorized to pay such reasonable compensation as it may
deem proper to all attorneys, servants, agents whom it may reasonably
employ in the management of the trust, and the trustee shall be enti¬
tled to, and shall have just compensation for all services which it may
render hereafter in connection with the trust, to be paid by the party
of the first part or out of the estate, and the trustee may resign from
the trust by a notice in writing to the party of the first part at least
sixty days before such resignation shall take effect.
Article Ninth. And it is hereby further declared and agreed
that it shall and may be lawful for the party of the first part, its suc¬
cessors and assigns, with the written consent under seal of the party
of the second part, or its successors in this trust, at any time or times
hereafter, to exchange for other property, or to sell, lease, or otherwise
dispose of any property connected with the said Baltimore and New
York Bail way, or its said branches, which said Baltimore and New
York Bail way Company may not, in the judgment of its President,
need for use with the same, free and clear from the lien or encumbrance
of these presents, and to convey the same without liability on the part
of the purchaser, lessee or grantee for the disposition made of the price
paid or property received in exchange.
The party of the first part hereby covenants with the party of the
second part, and its successors in this trust, for and on behalf of the
bondholders entitled to the benefit of the security hereby provided, or
intended so to be, that the said party of the first part, or its successors,
15
shall and will, at any and all times hereafter, upon reasonable request,
make and execute all such other and further reasonable assurances,
acts, deeds and things as in the opinion of competent counsel shall be
necessary or proper to effectuate the lien and security hereby intended
to be afforded for the benefit of such bondholders.
Article Tenth. It is further declared and agreed that the bonds
of the Baltimore and New York Railway Company herein described
and secured, shall pass by delivery, if not registered, or be transferred
if registered on the books of said Baltimore and New York Railway
Company ; and that said bonds may, upon surrender for cancellation of
the unmatured coupons and the payment of a registration fee if
demanded, be registered upon the books kept by said railroad company
for the purpose at its office in Baltimore, which registration shall be
noted by endorsement upon said bonds and the interest shall be payable
only to the registered holder thereof, or its lawful attorney, and the
bonds so registered shall be transferable upon said books at said office
by the registered holder or his attorney and such transfer shall be
• noted by endorsement upon the bond.
Article Eleventh. If the party of the first part shall well and
truly pay the sums of money as provided by the said bonds secured
hereby and the coupons thereto attached required to be paid by it in the
manner mentioned in this instrument, and shall well and truly keep and
perform all the covenants, agreements and undertakings herein and
hereby assumed and required to be kept and performed according to the
true intent and meaning of these presents, then, and in that case the es¬
tate, right title, and interest of said party of the second part, trustee,
or its successor or successors shall cease, determine and become void.
In witness whereof the said Baltimore and New York Railway
Company, and the said Mercantile Trust and Deposit Company of
Baltimore, have caused their respective corporate seals to be hereto
affixed, and their respective Presidents or Vice-Presidents, duly
authorized, to sign their names to these presents, the day and year
16
first above written, and have caused their respective corporate seals to
be duly attested by the respective secretaries of said Companies.
The Baltimore and New York
Railway Company by
J. F. EMMONS,
President
Attest :
Corra N. Williams,
Secretary.
The Mercantile Trust and Deposit
Company of Baltimore by
JOHN GILL,
President
Attest :
L. C. Fischer,
Secretary.
Witness :
Murray Hanson.
17
18
State of New Jersey, 1
>- to wit :
County of Essex, )
Be it remembered, that on this tenth day of July, in the year
of our Lord one thousand eight hundred and eighty-nine, before
me, a Master of the Court of Chancery of the State of New Jersey,
personally appeared Oorra N. Williams, to me known, who, being
by me duly sworn according to law on his oath, doth depose and
say: That he is the Secretary of the said Baltimore and New York
Railway Company, the grantor in the foregoing deed named ; that the
seal affixed to the said deed is the corporate seal of the said Balti¬
more and New York Railway Company, and that it was so affixed
by the order of the said Baltimore and New York Railway Com¬
pany; that J. Frank Emmons is the President of the said Bal¬
timore and New York Railway Company, and that he saw the
said J. Frank Emmons as such President sign the said deed, and
heard him declare that he signed, sealed and delivered the same
as the voluntary act and deed of 'the said Baltimore and New York
Railway Company by their order ; and that this deponent signed his
name thereto at the same time as subscribing witness.
CORRA N. WILLIAMS.
Subscribed and sworn to before me the day and year first above
written.
C. L. BORGMEYER,
M. a a of n. J.
19
State of Maryland, 1
v to wit :
City of Baltimore, j
Be it remembered, that on this thirteenth day of July, in the
year of our Lord one thousand eight hundred and eighty-nine,
before , me, a Commissioner of Deeds for the State of New Jersey,
residing in the State of Maryland, duly appointed and commissioned,
personally appeared Louis C. Fischer, to me known, who, being by me
duly sworn according to law on his oath, doth depose and say : That he
is the Secretary of the Mercantile Trust and Deposit Company of Bal¬
timore, the grantee in the foregoing deed named ; that the seal affixed
to the said deed is the corporate seal of the said Mercantile Trust and
Deposit Company of Baltimore, and that it was so affixed by order of
the said Mercantile Trust and Deposit Company of Baltimore ; that
John Gill is the President of the said Mercantile Trust and Deposit
Company ; that he saw the said John Gill, as such President, sign
the said deed, and heard him declare that he signed, sealed and
delivered the same as the voluntary act and deed of the said Mercan¬
tile Trust and Deposit Company of Baltimore by their order ; and
that this deponent signed his name thereto at the same time as sub¬
scribing witness.
L. C. FISCHER.
Subscribed and sworn to before me the day and year first above
written.
MURRAY HANSON,
A Commissioner of Deeds for the State of
New Jersey in Baltimore City, Maryland.
5556 042 154476
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