HomeMy WebLinkAboutSouthern Counties Gas Co of CA Trust IndentureSOUTHERN COUNTIES GAS COMPANY
OF CALIFORNIA
TO
CENTRAL TRUST COMPANY OF ILLI-
NOIS and WILLIAM T. ABBOTT,
Trustees.
Trust Indenture
Dated April I, 1914
Are, dated for convenience the
1914, Mutually executed and
94, be-
%day ofA. D. 1
\`TIES GAS COMPANY OF CALIFORNIA,
,d and existing tinder and by virtue
Ite of California, parts of the first
r convenience termed the "Com-
TnuST COIcPANY of ILLINOIs, a cor-
ed existing under and by virtue of
of Illinois, and WILLIAM T. ABBOTT,
i, Illinois, parties of the second part
enience termed the "Trustees," the
my of Illinois wherever hereinafter
to being termed the "Trust Com-
Company in and about its business
nperties hereinafter described, and
ier properties, rights and franchises
A to add to, improve, extend, better
�rtc now owned by it, as well as such
rty ; and,
ipany is duly authorized to borrow
time for its corporate purposes, and
notes or other obligations, and to
�-ment thereof bv- mortgage or pledge
Is and privileges, and of all its prop -
and mixed, and, for the purpose of
ig indebtedness, and adding to, en-
nd developing its property, as well
t as that which it shall hereafter ae-
2
�tuire, and for other corlMrAC purpuscs, the Companv
has determined to make and issue its coupon notes to the
nggreate arnouttt of l_)ne Jlilliort Sig hundred Thousand
Dollars ($1,600,UUU), payable in gold coin of the united
States of America of the present standard of weiglit and r
liurrtcss, such notes to be it, the denominations of One
Thou.at,(T D01hil s (1,000), h'ive hundred Dollars (}QUO)
and One lanndred Dollars (lOO) each, each of which said
notes is to hear a distinctive number of desi nation, pay-
able oil the first day of April, A. D. 191 i all hearing y;
interest at the rite of six per centnm per ainitim from
the first clay of 11pri1, _1. D. 1914, parable seuti- annually,
in like gohl coils, on the first days of April turd October
lit each year; and,
the (,ornpaiiy , under and pursuant to the
poWer au(l nuthority aforesaid, has determined to secure '
the prompt pavntet,t of the principal and interest of all
the s,ii�1 notes h� exccutiw and detiveriu". to the Trus-
tccs a liuort -nge or deed of trust, it, the terms of this In-
�1eut�irc, eons e� ins,' the hereinafter described properties;
it t,d,
the issuance of said notes, the execution and
delivery oi said mort; s,o, and the conse(fueut increase
of the bonded indebtedness of the ('ollipally, have been
_ olntioils adopted by- the Board f Di-
a1dhorized b� rcs
roctw and I)Y the holders of will subscriber; for nrore
than h �o thirds in nnuniut ��f it issued oI. srnhseribed
capital stock, nt 11wetiu-, duty and reglitarty called and
held, arnd a or dee(l of trust said notes,
ill the fern; of this (n1l,,Iiture, sui),nittcjl to and ap
probed h�- said 13o,urd of Directors ,nut stockholders at
3
meetiugs, Will tilt. President and Secretary of the
panv rtiere club- anthor,z(�d at said ineetin ��s, on be-
'of the CoiupaDY, as its act att�_l deed and tinder its
orate seal, to execute, acd:n(a Will deliver the
E� to the Trustees; and,
�EI>;rras, the certificate required b'- law with respect
Lich increase of the l)ondecl indebtedtless of the C'om-
g'as on the ?�tlt daN- of _Auk tist, 1914, . dnly- filed in
office of the County Clerk of I,os A11 - -eles Count., in
#ate of California, that beet,- the comity in wiliclt
`4.ncipal place of hnsiues; of the Compare.- is located
ere its orilival Artieles of Incorporation are filed,
certified copy° of smelt certificate, certified by such
as ou the ?Stli dad- of August, 1914, filed in the
f the Secretary of State of the State of California ;
-as, the issuance of the notes mentioned in See -
Article I of tliis Tudenture, has beet, duly- aut]ior-
in order entered bY the Railroad Conmtission of
e.of California, on the 1Stlt dnY of .Tula-, 1914,
?xecution and of this T_udenhure lies heels
Lhorized bvr an order entered l)y- the T�ailroad
Sion of the Stnte of Califoruin oil the 10th dnY
oer, 1914; and,
ias, the forms of said coupon notes, and of the
wcoupons to he attached thereto, and of the l'
e
1(o be signed by the Trim Conpan�- for tit('
of each of said notes, wove at snid ntectiu,',
and respectively libtnitted to, and npproved bc-
g,ritious of, the Board of Directors and stocl ld-
re Company, and are ns Follows, to -wit
4
(Form of Note.)
No.......... ¢ .........
LN1TED STA,rL•'N OF A\Lli1t1CA,
state of California.
SOt.'CIr1:1tA COL ,'rtE, � ( il, (0A11 .vSY it C.A[.IV ItSLv.
Three lour Sic Per Crill. GOO 1Lurirluyc A -tile.
Southern Counties Gas 1'onipaliy of (_'atitornia (hereinafter called
the "Conlpnu�'). for Yalne Ilceived, hereh. I,tvnli,es to Pty, nn the
hlst It,\- of April. PQ 7 miles illi, note tit. 104mer telleenlell a> here -
ilwfler peol-i6ed). at the otlil•e of ('enlral "trust Company of IllinoiS,
it the Citv of C llir•a,n. Illinois, it, bearer. or, it re istered. to the
re istered holder of this note. .Dull,u. ( *........
mold coil, of the l ni(td state, (if the pre�ert standard of tempt and
huenes . null to ha} ntterest lhereou from :llprit 1. 1914, at the rate
of six per cerium lier artnuul such iutere -r to be payable at the office
of said Trust ('nrnpan, in like _old coin. semi- tunntallc, on the first
days of April and October in meal �cnr, neon lu•e entation and sm•-
render, a:s till-y- seaeralt�- malitre. of the curl,ors for such interest
hereto annexed. The C'onlPa"Y CoVC11i"lts (it) the full extent that it naav
now laYa lallY. su both the Principal atld interest of this
note shall be Paid without dcduclioli r,.,r it tit .x rise SUletlt, or
otht r 2uvernnn'ntill chat ,(is. wIlich the Con1Pnn }. its .ncce sors or as-
I,us, ulo lie ,e,juiri,l to pal thereon, or authorized it deduct or re-
tain tllerefrom. under any, ple,eiit til future low or requirement of
the l�uited States, of o(' :rn scale. county. city. atlla_e, tlwIIshiII or
littler nrnlicipalik or ,,oleurnertal sllb,livision, the Company hereb)
agreeing ito the full extent that it illn � roty ilwfalk so n_rcl -') to Pay
nil such taxes . anti chores.
This note is title of a du11v authorized i,sne of coupolt cote; of the
Compare. the 1 �_reaate anlourt whereof is lLtuitcd. so that there ,ball
neYer nt and- iinte be o t,t:n din_ notes of aul issue foy nn a,re.
principal suttt e�ceednl_ Ono Million six TTrndred '[bon anti Dollars
t,K,I_(i0Cswo): all of which witcs halve been issued, oT are to be issued,
tm,ler .aid in pillSmun'e lit. amt :Ire all e,lnalli, secured ltd'. and are
,uh,jeci to. all T11denture of molt ^'a_o or Aced of trust, bruin!_' even
dale \601 this hole. dull exe,nlod llc the ('on pzlllY to (t ntlal Trust
ConlPtnl- of Illinois and Willinnl T. .Abbott. nS TI'll ices. ttn,ler which
Trdeufnre nll of the properi�- :ntd iranchi,es of till, Coinpau,, row
owne,l or pelt love to he acitrire.l. have Illicit tuts trued Will mort-
�ni'd to saiti 1'ru,teeS, and herchN Iet'erence is made to sit i,l indenture
and chi ,nine tna,lc + Part Ileleol', \\-Ill, tile . s:ru, efi'ect its it' herein
11111)- ..et forth. Ill la -e tit' defilllll 111 the PaVIlletlt Uf any nlst allinclit
of interest ,lac or thus noie n11.t the colltillium"e, thereof for a perio,l
of sixt.\ days, the principal of this vole ant,- lie dtclnrcil slue and Par-
able Prior to nuttntit.-, in till- nl:nrnter :rid upon the conditions ex-
1,resse,l in said lndenttne, and tan.v olhoralise he devil-el ,lee all d
pn�ahle Prior to nuitnrlt�, npou ibe occurrence and eortiuuculce of
default as in sail in,lcninr,. Prop ide.l. I'lli, note Is subject to call
and redemption before olaturitY. on _April 1. 11,15, ol. OchYLer 1. 1915,
nt till r,ereentllllt of the bill' a :11ue thereof. and aecrned interest, or
5
all and interest liar tht l e titer at pal and accrued irteresi, all in the
rianttcr ,111,1 upon the teuns set forth to said Tndenture. A`n recourse
Shall lie II:u1 for the Pa.-naent of the prinril?tjl or interest of this note
I ainst nn� incorporntor, .:tocicholdcr officer or director of the Cnnl-
pnn�, I' lam(• I're�cn(, or future. either flirectIv or throuf;h the Company,
LY Yirtrn of arm statute or constitution, or Ity the erforeemcuL of any
l�sc,sutcttl or Icnalt,\, or otherwise hnwsne�er, and anti all liahilitc of
itteorpiwnn's. Stoel;hoL1 "rs, director, 111,1 oftiecrs of the Comparj be-
in� heretic Yl,nlled im,l relt,nsed bY each successive holder of this note.
this note Shall pass he delivery mile s, in the owner's
uanle •,n the h,,ok, of the (',;tillwily. :It the till ce of the Central Trust
Coulp:nl� of Illinois. in the l'it� of l'IIicI o. llliror , sncll 1,_,i,tra-
tion twilit noted on the ante b shill (lust Colilpan� after which uo
ttutsfel shall he aalid null-" uunle on said honl.s. in the lli:tnner Pre -
Seribed in aai.d 11141ertutc.:111.1 simihlrlY noted orl the rote. bat the same
ni:lN h; dischar e,l trout Mill tr:11tstelrod in life lunnnel'
to heater, after ttlticlt b\ Itliver.v ,halt ht Itstnred.
:uul nc:Iir I'roul tilue I., tittle it nta� he re isteled or trail ferral to
he:u•er as he tore. Sucll re_istration, himecer. shall not affect the
IransferahilitY ill* the coupon; for the interest hereon h Iteliv erg'
n.erel it padolert to the hearer thereof .hall discliar_'e the C'om-
par� in respect nt tile interest therein mentioned, whether w ttot till,
cote shall lime keen ered. Neither this note. nor and- of the
collpml for interest thereon. shall hecotue or he vali,1 until the uotc
shall I.ne i,e." n auttelthealed hY' the certificate in.lorsed hereon. dtIl.-
si',ne.l h\ tin ('erntral Trust Coulpan� of 111inois, one of the Trustees
ender It dentnrc or its sllevvssor 111 salt trust.
I x W t r-.v— W IIILm w% the SuuilLCr11 Coilntie< (has (' Ill jwil y of
Citli fill uin leas c:oIsell thc, prese11ls In he si'_I e.t 1) v its Presidonl. or
n Vw I'nsidlg11, nn - I ti, corporate ;cal to tic Iwrouuto affixed, aryl
to be 11ttstrd by its `,e,•relor,v. ur nn .As i tatlt scerotat�-. and the
conl"ons for s,Ieli inteIe t. bcarit;l_ the far sinnle. si 2'natIIre of it Tren S-
it rcr. to he atInclted Ile rcto. nc of the first tl it r oL' .APtil. ,1. D. 1911.
� GV� 1'O�, -I'VAY of ('v,rrrn;�:rt.
�-
Presicleut.
Attest :
...................
Seem tare.
(Foru1 of Tnter(si Coupon.)
(111 Ih,' 11r,t .ItI� of ...................``woll"rn ('onnlic (la, Cwll-
Panc tit 1'aLl.lni❑ Mill po.v the bealier h,reoC. at the lath -c of Ccn-
tral Till 't ('ontl'om t illitt, is. in till' ( 'it Y , d, Utica, o. Tllinnl : .......
Dollin. � ... e „1d coil, of the I'nittd "late: of .fur t,,l. h'im.
, �ri -; I 1..11 interest then tine upon It 'three 1 eor Six Per Cent. Gold
Hole Nlinllwr . slibJect to all i,f the terms 111 said
ante. 1111,1 of the lnrlentrre therein mentioned.
..............................
r.
0
(Form of Trustee's Certificate.)
It is here q eertified that this We is one of the series of notes men-
tioned and described in the Indenture. xcithin referred to
CENTRAL Tla ST COMPANY OF ILLINOIS,
Prate,
By.............................
Secretary.
and,
Wr9:rEAS, in pursuance of the resolutions of the Board
of Dirr eWs and stockholders of the Company, duly
adopted at nzyOn gs of said Board of Tlireetors and of
the stockholders, severally and separately ealled and
held, and in pursuance of all and every legal power and
authority in it vested, the Company proposes to Make,
execute and deliver notes hereby secured as hereinabove
and hereinafter more particularly set forth:
NOW, THEE :LORE, Ttlls I_Nu1F:_Tt_cE WIT-TSSETH, that to
secure the Payment of the Principal and interest of sueli
notes as mad- at any time he issued and outstanding un-
der this Indhuture, aecordins" to their tenor and effect,
anpl to decluro the terms and conditions upon whieli said
note; are to he issued, the Company, party of the first
pal-t, in consideration of the I,reudses, and of the pur-
chase and acceptance of said notes by the hoidcrs there-
of, and of the soul of One Dollar ($1_.00) lawful nnollo
of tie MiNd States of Mmerien to it dale- paid by the
Trustees :!t or before the ensealing and deliver- of these
Present,, the receipt «-hereof is hereby n%no dodged, lips
oxecuted and delivered these presents, and has - i- nnterl,
hnr-iined, sold. aliened, remised, released, convoyed, eon -
firnlcd, ns:i--'nod, transforred, niort_n_: od and .of over,
and 1�y thoso'presents doe, grant, bar "nip, sell, alien, re-
IIX4 MonoN convoy, confirm assign, transfer, lnortg nge
and Set over, unto the partios of the sceond pnrf, and to
their sueeessor or sncvessors in the trust hereby- ereat-
7
ed, all and sius;ular the follo«-iu (hereinafter solnetinles
called the "Ill property"),, to-wit:
I.
A. all those lots, picce.,� or Parcels of MY situated
ila the Coatis -ty of Los - Tity(,les and eStutc (-)1' (Ialiforwa,
More fully described crs follotc,s, to -wit:
(1) The East one hundred and ten (110) Net of the
AVest two hundred and ten (210) feet of the SOuth one
hundred all(] fifty (150) feet of Lot OIIe (1) of C01111"5
Partition of Lots Me (1), Two (2y Tinee (A four (I),
Eleven (11), Twelve (,11, Thirteen (lam) and Twenty -two
(22) of the West Whittier Tract, in the Cite of AA_1dttier,
as per Inap recorded ill Book 60, Page 2, Miscellaneous
Records of Los _�tneles County , bounded South by the
North line of Hadley Street and West by a line parallel
with and distant one hundred (100) feet East from the
East line of ltn,_,Inoli,l 's shoAv-n on said map,
subject, however, to the ensetucnts provided for in Case
No. 20,613 in the Superior Court of Los Auneles Count-,
and in deer] reeorded in said county in Book 1057, Page
124, of Deeds.
(2) Part of the MY half of the Southeast Quarter
of the Southeast Quarter of Section Eleven (1.1), Town-
ship One (1) South, Ran,•e Tell (1n) Wet, S. B. AL, in
the Count- of _Los Augoles, more fill]'- described as fol-
lows, to -wit: Be, 1111jug at a point si,\ton and one -half
(16i:',) feet North of the Southeast corner of the Vest
half of the Sontlneast Quarter of the Southeast Quarter
of said Section; thence North one hundred thirty -nine
(129) feet; thence -West parallel with the South line of
said Section three hundred thirty (:1:10) feet: thence South
one hundred thirty -nine (1"19) feet to the Southern Pa-
cific Railway light of way-. and thence East nlonv the
snore, three hundred AMY, (32!1) feet to the point of be-
gInnlllS'.
(3) The South ninety six and ono4mAb (96.1) Not of
Lots '[,hirtoon (13) <nnd Fourtoon (14) in Bloek "AV" of
.Addition No. 2 to the Town of Monrovia, ns i)er mats re-
cordrd in Bork 21 We 76, ATiscAUneous Record: of
said C'onnty, loentod in the City of -Monrovia.
8
(4) That hart of Block Fourteen (14) of the -Monrovia
Tract as per 111,11) recorded in Book 9, Yager 73 anal 74,
of said AIiseellnneous Records, described as follo�v-s: P >e-
-iliuin, it the intersection of the 1V'est line of said _[flock
Fourteen (14) with the North line of the right of way
Of the Southern California Railway Company; thence
forth 0101111 said West line sixty -five (65) feet; thence
Einst at ri ht angles t%v-o lnuulred ei,llty -fire and nine
hundredths (285.09) feet to the East line of said Block
Fourteen (14) ; thence South twigity seven de lees (27 °)
tit euty- eight minutes (28') West along, said East line one
hundred fitto -six and twenty -nine hunhwo"iths (15(;.29)
feet to said North line of the rigltt of way of the South -
ern California Railway ConIp;illy; thence Northwesterly
alrn1�, said 1a:Pt mentioned lice two hundred twenty -five
and fire- tenth., (225.5) feet to tine place of be,•innin,
Paid property hein, located in the Citv of Afourovin.
B. _111 lho f, lot.., pjr(r., or pm-c is or l(Ind - itwilyd in,
the Couuttt of Orcoo,(w crud Stertr o/ (.'r,lifu I'll ia, inure l'lrlly
de"crihcd (Is follows, to -wit:
(1) Lots Four (4), Five (5), Six (G), Seven (7), Eight
(8), Nine (9), Tell, (19), Eleven ('11), and Twelve (12),
in Block "A_" of "Bailer's .Addition to the Town of
Santa Ana ", as shown ml the uuap recorded in Book 21,
pngo 12, of _Miscellaneous R000rds of Los .Angeles Coun-
ty, sail lnigwrty being located in the City of Santa Ana.
(2) The West sixty.%, (65) feet of Lots One (1),
Four (4) and Fire (5) in T,lack I''ive (5) of the "Towel of
Hank Ana," as shown on the slap recorded in Book 2,
page 51 of 1Tisccllaneous Records of Los Angeles Coun-
ty, Paid property Heim, located in the City of Santa Ana.
(>) I,ot Three ( ) in Block ".A" of "The 11ordes
Tract ", rls s11own o11 Map recorded in Book 18, pad o 2,
Of viscellau our Peeords of Los .fin +,tiles County, said
property heiug, located in the City of Orange.
(4) Trots Thirty- -one (31 ), Thirty -two (22), T1lirty-
tln•l�e ( ). Thirty -four (24) and Thirty-five (i5) i11
Rlook Two (2) of the `Saute Fe Trnet" ns showu on
the ulao recw-dhd in Book 21, pn -o 49, of 1T>,P4,ellaneotls
Records of Los Au,•eles County, said property hero,~
located in the City Or .Anaheim.
(�= )
I.�, (5) Lots Twenty -sip (26) and T «en ?� ty -seven in
$lock Forty -one (41) of the "Towntiite of Fullerton ",
�?
as shoN\'n on the Wrap recorded in Boot. _ , page 3 ct seq.
of l\iiscelituieotl> Records of LOS Angeles Couilt� , said
uroperty being located in the City of Fullerton.
II.
Ail of the gas works, plants, buildings, structures, erec-
tioils and constructions now or hereafter placed on any
of the above described real estate, or on auuy part thereof,
.or on any other real estate hereafter acquired by the
Company, N�_ith their fixtures and appurtenances.
III.
A-11 of the en gives, furnaces, boilers, generators, ina-
olu»ery, , shaftill,,. belting, retorts, tanks, condensers, corn
pressors. purifiers, pumps, pumping station, steamhold-
ers, gasholders, ii servows, expansion tanks, gas hauls
and pipes, tunnels, service pipes, pipe lilies, fittuigs, re-
ducers, regulators, drills, ah es, cone etions, inuplenents,
meters, tools and all other appliances, instruuuuerits, ap-
purtenances and fncilitics now own±d by the Couupally
or hereafter acquired by it and coustitut"19, or to con-
stitute. parts of its gns works and gas distributing sys-
tems, or the equipment thereof, or used or prov rded for
use in or appurtenant to tine production, transrnu,sion,
stora<,•e, distribution and sale of natural or artificial gas,
and all stores, repair parts, stod: in trade, lunterials and
supplies acquired or to be acquired by the Company in
connection with its business, and there is iuelude�d Herein,
but not to the exclusion of any other property now oNyned
or hereafter acquired by the Company, the gas gener-
ntin,• plants and gas storage plants of the Company con -
shneted and to be constructed ill the Couuties of Oraune
and Los Xn;•eles, in the State of California, turd in the
Cite of Santa Aiu1, in the County of Oran;;e and State of
California, and in the CRA, of _Monrovia, Covina and
Whither, in the County of 1,0s Angeles and State of
California, and the gas distributing systems of the COM-
pany constructed and to be constructed in the Counties
of Los Angeles and Oraugn , in the State of California,
10
and in the Kties of Santa ulna, Orange, _tuaheinl and
loullorton. in flue County of Change and State of (10-
forilig, an d ill the unincorporated communities of Pla-
centin awl Garden GroNnN in the Count- of Orange anct
State of Calif MI, and in Hie Cities of _ll m mA Sierra
Madre, Areadia, Covina, Azusa, Glendora and Whittier,
in the C'ount�- of Los A_iigell's and State of California,
aml in the tmincorporated eouuununities of South Santa.
_Anita :and Fi Monte, ill the C'om1ty of Los Angeles and
state of CillifornK, and all trunk and bramlu ,•as trans -
portatiou lines construcfed and to N constructed for the
purpose of conncctin- said distrihutin,,' points, or other
dish•ibntillg points, or any of them. WHO the ConMnDy's
gas 90nera 119 plants or spumes of gas supply-, or WHO
each other, or with any thereof.
I Z'.
All casenlellts, rights, powers, privileges, frandsms,
licenses, rights of may, Kniu pities and concessions of the
C'ouHpally, whether grautod by virtue of its Charter. or
by the C'oustihltiou of till' State of California, or bq -1eMS-
latiee act, or by virtue of the acts, resolutions, conces-
sion., ordinances, contract, or grmAs of and- nnulicipal-
ify, count-, or other political subdivision, or of any pri-
vate person or hods- corporate, or othcrwi e howsoovor
conferred. Pow owned or hereafter to be acquired by the
UolupIlly, inchadino' not only- all such casements, rights,
p(mm", privilege" fmnehim s, licenses, h m unities and
comicessiorts to la)n maintain and repair pipes and pipe
lines and to rend natural and artificial gas Within the
limits of any- incorporated village or city, ]_nut also all
(Tsenumts aid rights of wav for trunk alul branch lines
for till' transportation and distrilnation of natural or arti-
ficial gas outside of till, Limits of incorporated �ilia�l's
and cities, and there is included heroin, but not to till,
(yel"don of any other property- llmI- owned or hereafter
rw(! Ili ro(l I)y the Company, the franchises, grants. rights
OF Wn V and easements owned bV the Con�pan�- for the
distrihntion of natural and artificial bras, or either of
Mom, and the lavin ,•, maiutcluanco and removal of pipe,
and mains for tlmf 111-111iose 01 the Counties of T,os :An-
11
getes and Oral e in till' State of California, in the UaKi
of Santa Ana, Orange, Anaheim and Fullerton, in the
Uotnity of Orange anal Suite of California, in the unincor-
pornh4[ conno"nitV of l4acclitia and harden (_ "rove, ill
the Uonuty of Orange and State of California, in the
Cities of liourovin, Sierra Madre, Arcadia, C'Ovina,
Azusa, (dondoro Suitt Whittier, in tlue Count- of Los A_11-
geles and State of (;al Any a, and in the unincorporated
comunurities of South Santa lliaita and Et Monte in the
Connty of Los _Ang'el's and State of California.
V.
All of t11e incomes, revenues, contributions, receipts,
Otis Yt'nta, retnPlls, (_'oldraCtS, leases claims, accounts, de-
unuuds, chose, in action, books of account and contract
rights of all hinds belonging to the C'onlpany, and all
otlier property of any and e�'ery kiird and descriptiolu,
real, personat lnud mixed, of the C "otnpanY, \Vheresoceer
the dune may be situated, and not here>nbefore specified
or referreet to. with the tenements, hereditaments and
appurtounnecs thereunto belonging, or in anym ise apper-
taining, and the remrsion and ivvmswns, reluainder and
reluaiuders, rents, issncs ,und profits thereof.
V 1.
All of the property-, real, personal and mixed, including
17 its, pr11 "111�ges, Oro, hna,rices, concessions, casements, 10
ceilses, inuunulties ant franchises whiclu the Uompally
inns hereadter new inn or to which, it may hereafter be-
come entitled, and iwdwhng ati proport- wh&k the L%i-
ImPy my hereafter acquire iii, the Counties of Los .An-
geles and ( Iranwe, in the State of (Mm oh" or iu either
of them, or in gulf other conuty or politicat suPhdi\-i.;ion of
the State of C'alifornt "1, it lwiii that all prop -
erty7 rr'al. personal and nui���d, of "1uy aild (,\-or \- hind autl
cllar'"1ctor, Which the C'onlpan�_ POW (M-11s, "11141 all prop -
oily Nvi6ch it may horeal'tpr nmphnr sh"1Il 1W sullied to
the lion of this Imb utum With like effect as tl o igh now
o«-rled by the Ququan- and as th mgh co"Yed and con -
vop"I herohY I)Y specific and apt descriptions.
12
The lien of this Indenture on the mortgaged property
is subject, to the extent that the same constitutes it
lien thereon, to the lien of a certain mortgage or
deal of trust (hereinafter called the "n "do I+,-"' wort -
ga:;'e ") executed by the Company to the Los Angeles
1. rust and Savin�•s Bank, as Trustee, dated :Aln'il 1, 1911, _
wilder which there have been issued and are now Out -
stan(lin bonds, hereinafter called the "underlyllhr
bonds" (exclusive of bongs held in the sinking fund
under said underlying mortgage), to the aggregate prin-
cipal amount of $621,000, which said bonds mature by
their terms on April 1, 1.9-11, and bear interest at six per
centum per annum.
TO HAVE n__Nv To ROTA) the mortgaged property hereby
conveyed or assi•ned or mentioned and intended so to
be, as wall as all such after acquired property, unto the
Trustees, and to their successor or successors in the
trust hereby created, forever; but in trust, nevertheless,
for tile. equal and proportiouate benefit and seenrity of
au\- and all notes issued and to be issued hereunder,
without ren•ard to the tinge of the actual issue or u
tiation of said notes, so that each note shall have ender
and by virtnc of this Indenture the same ri,,•llt, lien and
privilege its every Other Mote lESlled and to 1)e. 1ssiled
lierennder, and as tbomN'h all said notes had been oxc-
cut��d, delivered and negotiated simultaucowdV- with the
execution and dc•livory of this 1 ndc nture.
AVD rr 1s FlrF:ei >> co�.es_Vx�rr.n A D _ GREJ.:n that all said
notes hereby secured shall I)e issued, certified and deliv-
erct(l, received and ne-otiated, and that the nloit-a 'cd
prolx'rty and premises are hereby eonveved, assis'ned and
transferred by the Company to the Trustees, subject to
13
tho further coveuanth, conditions, uses and trusts here-
inafter set- forth; and it is covenanted and a,reed be-
tween the parties hereto as follows:
ARTICLE I.
SrcTrox L :All notes to be secured hereby shall be
signed by the President, or a Viee- President, of the Com-
pany, gild the corporate se_"al of Be Company sliall be
thereto affixed and attested by the Secretary, or assist-
ant Secretary, of the Company-. In case the officers, who
shall si1gI and seal any of said notes as aforesaid, shall
cease to be such officers of the Company, after delivery of
such notes to the Trust Company, but before the notes
so signed and sealed shall have been actually- alltbenti-
cated and redelivered by the Trust Company, such notes
may, nevertheless, upon the request of the Comj)any, be
issued, authenticated and delivered as thougTi the per-
sons who signed and sealed such notes had not ceased
to he officers of the Company.
The notes to be issued hereunder shall be in the de-
nominations of One Thousand Dollars ($1,000), Five
IInndred Dollars ($500) and One Hundred Dollars ($100)
each. -Notes in the denomination of One Thousand Dol-
lar, ($1,000) each shall be numbered from AF-1 upwards:
dotes in the denomination of Five Tlnndrotl Pollars
($500), shall be numbered from D -1 upwards; and notes
in the denomination of One hundred Dollars ($100) each
Shall be numbered from C -1 upwards.
The coupons to be attaelhed to said notes shall be
autheniicated by the facsimile signature of the Ares
ent Treasurer, or any fntrnre i
T' erasm -or, of the Company,
it bei!1g. intended that the ('nmpany may adopt and use
for that purpose the facsimile signature of any such
14
Tren�-.nrer, note% ithstanolinng that he may have ceased to)
he the 'monsnr�_�r of the Con"l,<tnY at the tinge When said
fief,.,, ,mull 1, nM,inpv authenticated and delivered. All
of said notes, executed by the Company, shall be,
delivered to the 'Trust Company to he authenticated by
it, nud the 'Crust C'ontpany shall anthonticate and de-
liv(qr the sane only as Provided in this Article.
)ulv isrich notes as shall bear thereon the certificate
of the 14-tist Company, dale siguecl, shall he secured by
this Indenture, or entitled to any lien or benefit here -
nnder; and such certimente of the 'Trust Company, upon
nny- such note. executed on behalf of the C'otnpau�- shall
he conclusive evidence that the note so authenticated
has been duly issued hereunder, and is entitled to the
benefits of the trust hereby created. The aggregate
amount of all the notes which may be issued and out -
standin- tinder this Indenture shall not exeeed One Mil -
liotd Six Ilnttdred Thousand Dollars ($1,600,000).
Before delivering any note tinder any S'ection of this
Article the '.trust C'onipanY shall detach therefrom nud
cancel all matured interest coupons.
SE(% 2. Pending; the preparation of the permanent
notes to be issued under and seemed by this Indenture,
the ComPnny tune execute and deliver a type«-ritten or
printed note or notes, without coupons, hearing inter-
est at six 1wr (cntum Imm ,iunutu from April 1, 1'.)14,
slibstniltinl1v of the tenor of the, notes hereivaboye re-
eibid, ill ntn +mnnits of (hie hundred Dollars (:{100), or any
multiple thereof. Any such temporary note or cotes shall
he alitlieuticated by the Trust Wimny in the same man-
ner as the notes hereinnbove described, and such nutheu-
tication shall be conclusive evidence that the temporary
note or notes so authenticated have been dnlY issued under
15
this lndcntnre, and that the Bolder or folders there"
are entitled to the henelits of this trust. 511,11 tomporar�
note or notes issneol and authenticated as aforesaid shall
be ex0mugm0k 16N" Mt eXpense to the holder, for per-
manent notes to be issued under and secured by this In-
denture, and upon nny sneh exchange said temporary note
or notes shall be forthwith cancelled by the 'Trust C'otn-
pany and dehvere(l to the Contpany for destruction. Un-
til so exchanged, said temporary- note or notes shalt be
in alt respects entitled to the lied and securRy of this In-
denture as notes issuecl and authenticated ]tere"nder.
Without unnee c ssary delay, the Company mill execute
and wilt fin uish sad It permanent, notes to be exchanged
for said tengwrary note or notes upon surrender of such
temporary note or notes to the 'Trust CompareY.
Ste, 3. 'totes to the aggregate principal amount of
Two Hundred and Forty Thousand hive lltmdred Dollars
($240,500), ill such denon'imtt'O" as ntaY be specified in
the order liereimfter mentioned, shall forthwith be ex-
ecuted t��- the Couipau�-, turd dehvercd to the 'Trust Com-
pany for authentication, and the 1'ruat Company- •hall
( without awaiting the recordin of this Indent"re) au-
tttcnticate and deliver the smite "Poll the order of the
Ccnnpany, sigued by its President or \"ice- President, and
it Secretary- or _Assistant SeeretarV, without auk obli-
gation oil the Part of the Trust ColupanY to see to the
use or application of .snid notes or their proceeds.
�;��. t. 1'��nr Llnudred and Nine Thousan(t five Ill"`
dred Dollars ('1;409,500), Par value, of the notes secured by
this ludeutnre shall he from time to time executed by the
Company 111(1 delivered to the Trust ComPony, nud the
Trust C omP my shall autheut"ate and deliver the same
Prong time to tine npoll the order of the Company-, signed
1G
11V- Its ter!' Id�'llt, or V Ice- Prosldellt, ill smell dl,no1 hill L-
tions as ma' he speeified in such order, to a principal
aluount or anoints not exceedin,_;
(a) The par value of ally of the undedying bonds
hereafter purchased or redeemed or deliv, red to the
Trust Onnpnny in exchan, Or notes hert,by secured: or
(b) _ ily cash sums mill, shall have been paid b),- the ('01"Pally for sinkin o, fund paylllellts aecrniu,' after April
1 -, 1914, under the luderlyin' ruort�gage, inclndin the
mnounts paid by the Company for any of the underlying,
honds whicli it nmy hereafter wellase and turn in in
satisfaction of any such sinking, fund payment unless
such undorlyin,' bonds shall Ave been previously- made
the basis for the certification of notes undt,r the pro -
� isions of this Suction. Provided that
(1)
Any of said underlying bonds Well. may be ac_
quire( hy l,nr(,hnse or exellunge shall be delivered to the
Trust ('onlpally uncancelled, with all unmatured coupons
tlwreto k4oll--ing and he held I Y it under and snbjeet to
the provisions' of this Section; alld
(2) That in the case of ally underlyin�, bonds re-
deeuled or paid in accordance «-ith their terms, there ,hall
he prt�selited to the 'Trust Company the uuderlying, bonds
so paid or the certificate of the Trustee under the mort-
ag-4, securing such nndt,rlVill'. bonds Showing that there
hart, bee -.0 d,i)usifod rm. the full final lulyllieut m. re-
deulption of such undeli ill, bonds the necessary 1'1111(;
for that purpose; and,
(;) That in each ease of a I"Inost for the certifrca-
tioll 'Ind delivery of Wilds under tli,. �t,c °boll. there shall
be presented to the Trust ('oulpnlln a certificate executed
in the manner required by s; ubdivision (.1) of . \niche
of this Flit] euture to the efi'cct that
17
(a) 'I'll(' underlying, bonds ill respect of which such
request is made IlavP not linen paid, purchaser) or re-
deemed out of funds applicable to the payment, purchase
or redemption of said bonds by Nirtne of any iusurnmc
or partial release provisions of this Indenture or of the
underlying mortgage, nlvl have not been acquired for
the sinking fund under the underlying, mortgage, or by
the use of any moneys in such sinking; fund; or
(b) Thnt any bonds turned in by the C'onipany to the
sinking fund under the underlying- mortgage, and for the
purchase price of m-llich notes are requested under this
Section, have not been previously made the basis for the
x certification of notes under this Section.
I
Any- such underlying hoods m hich ruay be delivered to
the Trust Compauv uncmlcelled shall be held by the 'Trust
(Anpany subject to the terms and proMsions of this
Section as pert of the mort "*nged property- as fnlly and
completer- in all respects as thou "ll such bonds had been
specifiealr- transferred and deuce ooh to the Tnmt Omi-
pany at the date of the execution of this lndcuture;
Provided, however, that the 'Trust C'ompinly ,hall at
any- time, upon the "vritterl request of the Colnp lily,
signed 1) its President or Vice- President, deliver any
such bands to the Trustee under the underlying, rnortg"Zign.
ill of towards sntusfactlon of nllY sinking fluid payment
due thereunder. So long as tilt, Compare'- shall not, to
the knowledge of the 'Trust Company, be in dt,fnult in the
paynwnt of principal or interest of the note= issued ;Ind
outstanding hereunder, the 'Trust Company shall pad- to
tit(, Trensurer of the Gonlpany, or upon Iris Nv6tterl order,
the moneys received for interest or principal of such nu-
derl }-ink, honds so held by the Trust Company, unless such
bonds shall have been redeellied. or pnil1 out of insurance.
1s
moneys, sinking, hillol ,,lone. s or the procce(_Is received
from the sale of released property-, in either of W licli
events Snell moneys shalt he held and disposed of by t11e
Trust Company in the same manner aid upon the same
conditions as is provided ill Article VIII of this Indenture
with respect to the proceeds of property- released here-
under. 1N'heneyer the C'onlpany shall nve deposited
sufficient funds for the full and final payin ilt or re(emp-
tiou of A the underlying bowls at the time outstanding,
Other than th(lse held by the Trust Company hereunder,
or Avhenever till of the underlying boluls at the tilue out -
standing 'shall have been doposited with the Trust Com-
pally llereulalo,r, tile,, and in either step eyernt the Trust
(,'onlpany shall cause the underlying bonds than held here -
un(ler to Ile cancelled and delivered to the Company, and
the Aligviny shall fortll\v-ith take such steps as shall be
necessary to procure the release and satisfaction of the
underi il,- lliortgap; if upon the final release and sat-
isfaction of the underlying; mort'gage, there remain ally
notes in the hands of the 'Trust Company not deliverable
to the Corupaily under the preceding provisinus of this
Section, such notes shall he added to the notes mentioned
in Section 5 of thi, _Article, and ,hall be subjec-t to eertifi-
cation anld delivery in like manner as the other notes Men -
tiolled ill said Section.
Sr :c. 5. '1'la, remaining Niue I li n lred fifty Thwl"and
Dollars (.�95(Q)(0), par value, -1' smell notes ,hall he ul-
thelticatc(t and delivered from title to time, to it prin-
cipal amount not meecding eighty loom,ontuul of Ow aeWnl
alld 1'eil,(llliltlle c-St Ilt tll't -In- lU'llt eStell�liwls, ('1da1'ge-
nleuts and additions ac((uiml -r constructed l y the Com-
pany subsequent to _Auanst 1, 1914, of and to the prop -
��, t,r hereafter acquired by the C'omlpanY,
19
indudin any additional plant or distributing system
constructed or acquired, but not ineludin,, the cost of (1)
any ,hare• OF stock or howls or securities, or (`?) any
inipr(_lyenlents or additions neee,sary for the proper
maintenance of the property- covered by the lien of this
Indenture.
No notes shall be certified and delivered under this
Section, save and except ml account of expenditure, for
the construction of all artificial seas nlanufactuKuy; phult
or plant,, or the (Wargeulcnt or extension of the Com-
panyls vxi,4ill,_; artificial Fill manufacturing plants, Lm-
less and until the earnin,,s of the Coulpany in PxN>s of
Operating expenses (including, therein ta-Nes and other
loy('1 Mien Nl ebtir es. lllsuralce, rentals and a reaSOIi-
ahle expenditure or allowance for repairs reneNyals and
uuaint(-!nance of its plarlts a,,d properties) for twelve eon -
secntiye calendar months, ending, not mo] than sixty
da }', prior to the application for ill(, certification ,ind
dolivery of such notes, shall have been not less than one
and -ne -half timi's the annual interest char,�'e upon (1)
all notes_ then ontstandin under thin Tl(r�nture aid ti-se
apldied for, and (`_') all other outstanding i.ndebteduess
secured by a lie,, or lien, priol• to the lieu of this Tuden-
ture union all or any part -f` the lnort'-'aged property, ex-
clusive, h(_m-ever, of underlying bonds held by tile 'Trust
Company under this Indenture, nr held by the Trastec
llld(�r the lulderlying nlortga,'e in the sinking, fund pr()-
yide( for 1(y such mortgage.
The notes inelitioled and referred to ill this Section
( 1) shall he certified and delivered only 111-11 the (eliy-
ery to the Tru:,t Company of the following':
( A ) A certified copy- of a resolution of the Board of
Nrectors of the Company directing, the certific�ltiorn
20
thereof, specifying the denorminations thereof, and nam-
ing an otlicer of the Company to whom or upon whose,
order they- are to be delivered.
(B) If such authorhation be required I, Inw, a i%-
authentieated order of the Railroad Commission of the
State of California, or of such other hods- constituted by
the laNvs of the State of California as shall have jurisdic-
tion over such matters, authorizing the issuance of such
notes.
(C) a certificate signed IW the President or Vice -
President of the Company, attested by its Secretary-, or
Assistant Secretary, under its corporate seal, and verk
fled by the affidwit of the President, Vice - President. or
General Manager of thy. Conapau��-, which shell
(1) Describe briefly and state the actual cost of the
permanent elten4ons, enlau•gements and nddihous on
account of Nyhich said notes are demanded and shoe' sep-
arately whether or not any, and if so what part thereof
consists of an a rtifieia l gas manufachn ing 1dnnt or
plant,, or the enlargement or extension of the Company"
existing artificial gas maiulfnetuiin g plants, and the
actual cost thereof.
(') State that there is not included as a part of such
cost our e-xpenditures (a) nande for repairs, mnintenance
or rmum-als, or (b) made, or for which the C(mpany- shall
have been reirnbursed, out of insurance moneys or the
proceeds of the sale of released property-.
( )) State that such extensions, enlargements anal ad-
ditions are additional to those owned by the Cmilpaaay
on August 1, 1914, and additional to those for or on ae-
eount of which notes shall have been delivered or cash
paid under any prior certificate executed pm•snaut to this
Section. and that 110 part thereof has been acquired as
21
substituted property- under the pro�isioals of this Inden-
ture Nvith reference t,o the release of property- from the
lien hereof.
(-1) State, that such extensions, enlargements and addi-
t,ioias laa�'C actnally been constructed or acquired and are
oWned by the Company, and that this Indenture is a valid
first lien 1licreon, snbjcct only to taxes for the then cur-
rent e:u and the lien, if any-, of the underlying inort-
gage ; l'w ided, hu« ayer, that property mideli is incnm-
bered by a lien or liens prior to that of this Indenture,
iaa addition to tlae lien of current taxes and the lien of the
underlying inortgage, may be anade the basis for the cer-
tification and delivery of notes under this Section, but ill
every such case
(n) The Trust Company shall, before the certification
and deli_v(,ry of the notes applied for, set apart and hold
out of the cotes reserved under this Section notes of an
nggregate principal amount Pqual to the principal amount
of the iudebtedues• socured by such lien or lieu:,, other
than the lien of the. underlyin<,�� Inort'gag(- and the lien of
Current tapes, and shall thereafter certify and deliler
said notes so reserved to tlae Couapany at pnr igmn snt-
lsfacti"n, dlselmr,', and eaneellaHon of a HN pr']n(!PVl
tuuonnt of the indebtedness scetire(l by said lieu or liens
other than the lien of the wnderlying, nio and the
lieu of current tries, and nOt (therwise; aid,
; h) The principal auimild nt' the ind('btedness secured
1)y sucli lien or lien,, other than the lien of the nnderlr-
in and the lieu of current shall he in-
cluded in computing, tlii± a( °tual Cost of the inenn1hered
prole rte �o ac,tuircd ant-] uaade the basis of saeh aPPti(_ -a-
tion. and the Trust Company shall certify and deliver to
the (,mlipauy only- sTreli all amount ()I- dotes as sh< ll N ual
22
eighty per cenhun of the actual cost of said property- so
coulpnted, after reserving hands to the amount of such
lieu or liens other than the lien of current taxes and of
the undorl.-in aunt n,e ns hereinlaofore provided.
(5) State the earnings <and operatin',' expenses of the
Company for the 1,vriml of twelve eousvcn vp calendar
months endin ". 'lot mmre than sixty -da*-s prior to the np-
plie�ation for the eertifiiention and delirerT of said dotes,
dividing said earnings and expenses into their rvgwwHvc,
distril,utivo groups, and the annual interest ehar.Ife upon
Me notes outstanding under this Tndenhare ;am! those np-
plied for, and upon any other indebtedness seenred In- a
lien or liens prior to the lien of dies iudcmture 111mu all
or any part of the naorQn od property, exelnsive. h(nv-
eaer, of nuderlYin- bonds held hr the Trust Compnuy
under this indenture, or held bY the Trustee under the
underlying moit,-a,ge in the fiend therein pro -
vidod for.
(D) Tf any part of the propery- forming the basis for
the application for the certifieution and deliv,rN_ of r:utes
consists of land or private ri-lit of way, there shall be
de limed to the 11"St Conapaaty the opinion of counsel,
or the "'unrnntee certificate of a title guarantee cotnpany
haling a cnpitnl and surplus of not less than ' "' O Ann-
Thousand Dollars (?t111 C1i1(1) s<atisfartor� to the
Trust Conipan�-. certifying, that the y- Compan has t-'ood
title to such land and statin, whether or not the same is
subject to ntv, and if so "That, liens prier to the lien of
His iai bl"1r0, to- gethor with a proper instrument of con -
veyanee aliproved by counsel the saint, to the
lien of this Tndeaatnnq if in the opinion of sued, euunsel
sM'h courevnnco is neeessarv. Any- -11('11 eouis('l near be
couuSel fur the Company.
23
Whenever old or worn out property- is replaced by
property of "_'reater cost than the cost of the property
rclJwgW if now at the time of suela replacement, sueh ey-
cess e04, and such execs• only, shall be deeuaed perma-
nent extensions, i'ulnr- genients and additions Within the
menning of this Seetion, and it is also understood that
pormanenl exteusions, enlarponneuts and additions in
l,rocess of conshmalJou or erection, and so far as netnally
construed or erected and paid for and pinecd under the
W" of this indenture, shall be deemed permanent exten-
sious, eutar'!"ements quid additions within the meatin,•
of this Section.
In case of the nequisition of any public utility property
as all entiret* - or snbstantialk- as an entirety, the earn -
ogs and expenses of such property- ma }- he iuclude(l ns n
part of the Partings and expomes of the Ompatuy.
Notwithstandin arnythiu'," Contained in, this Section,
the Trust Couipan' shall certify- anal delivor to the Cmn-
pany any of the notes roserved under this Section (5) at
any time, subject to the provisions horeinbefore coaatniuod
Opt respect to the earnings of the Compm y. upon the
Company depositing, with the Trust company the full
par value of said notes in eash, wlieli cash shall be
hell until paid over as hereinafter inrovided as a Bart
of the nmrtga,od l" operty; 14" ided, Imr-ewer, that the
amount of cash so oil with the Trust Conapnr.�
shell at no time exeeed the sin , of (due hundred Thonsnnd
i>ollnr� !:ai ?�I,ilil(1), '►'h(' 'I,rust C uip"In - shall thereaficr,
at thy• )ptiou of tv, ( "ngmn'-, in lieu of eortifying and
delivi -ring, uote.�, pad- to the CWHI ily, out Of the funds so
on delm'sit with the Trust Cunlpony, cash c(lual to ei""hty
tier of any expeuditures theretofore or thereafter
made by the Compauy of the sanw character as those
24
wide i inns,- be made the basis for the certification and de-
livery of notes under the provisions of this Section (5) ;
Provi�lod, that such. expenditures �diall not have been pi-e-
viously made the basis for the certification of notes, or
the payntent of cash ruder this Section, or for the pay-
ment of insurance immeys or the proceeds of released
property-. Every at,pl ation for the payllient of nioneY
under this i)ara!_;'raph shall b, deemed sufficiently- executed
if signed in the name of the Company- by its President or
VD, President, and shall be accomp.uiied by a certificate
executed and veritied in the same mmnner, and eontahiing
the same natters and thins (exclusive of the matters and
things relating to the eai iii L_; of the C'ompan� ), so far
as applieable, as is required in the case of a certifiento
made the basis for the certification of notes under this
Section.
The resolution,, certificates and opinions aforesaid,
respectively-, r
shall be full wararnt and authority- to
the Trust Contpany for the certification and deliv-
er- of notes and the po nient of cash to the person speci-
fied In said resolutions in accordtnice thereWith, and the
Trust C npni, shall be full- protected in aeting thereon,
vv-ithout auk' obligation to milk(, nuy investigation or to see
to the list or Ipi ]icatiou of said not(,-;, or their proceeds
(subject, hmiw(- ver, to the light of iliae40ation Nnderred
upon the '_l' rust Couipany by suhdivisioit 61) of Article X
of this 1 udelitu re) .
. \It liroperty at nily tiuu. lwmh� tho hnuis for the eertifi-
cation and deliN,,Ty of dotes under this hndenture, and Al
pr( �lx.rt, at and tune ac�lui�c I b�- the l'oti 1 the
lie or disposition of any notes, or the proceed, thereof,
is; rte(l hereunder shall at oucc hecouie snb,jeet to the lien
of this ludentum About the execution of ally convey-
25
ante for such purpose, but shall be conveyed to the Trus-
tees for such purl_)ose if so requested by the Trustees.
SEC. G. The Company- covenants that it will not issue,
exchange, sell or dispose of any notes hermnder, in any
manner other than in accordance Ivith the provisions of
this indenture, and the cover alts and agreements in
that behalf herein contained.
SM 7. In case any note issued hereunder, «-ith the
coupons thereto pertaining, shall become mutilated, lost
or destroyed, the Company- mad-, in its discretion, issue,
and the 'Trust Company- shall thereupon certify-, a no-w
note of like tenor and date, including coupons, and bear -
ing the same serial number, in exchange and substitution
W and upon eanont%tion of, the mutilated We and its
coupons, or, in lien of and substitution for the note and
its coupons so lost or destroyed, upon receipt of satis-
factory evidence of the loss or destruction of such note
and it coupons, and upon receipt also of satisfactory-
indemnity-. The Trust Company- shall incur no liability
for anyMing done by it under this Section.
Sur. S. Nothin,' in this Indenture, expressed or iiii-
plied, is intended or shall be construed to confer upon
any person, firm or corporation, other than the parties
liereto and the holders of the notes issued under
111141 secured bV this Indenture, any- ri:;ht, remedy
or claim, leg"al or equitable, inider or by reason of this
Indenture, or any covollant, condition or stipulation here-
of, this Indenture, and all its eovemints, conditions and
Stipulations, being, intended to ln� and Wing, for the sole
and exclusive benefit of the parties Hereto aul of the
holders from time to time of the notes hen& seemed.
26
ARTICLE I I.
ST. -, ri�.�� ]. The Company covenants that it will delv-
and punctually pad- the principal and interest of evorY
note issued hereunder and secured hereby-, at the dates
and place and in the manner specified in such note, or
in the coupo>>s thereto belong-ilig", according to the true
intent and meanirl", thereof, n1141 the C.ompnny further
covenants (to the fill] extent that it nlny now lawfully so
covenant) that each such pnp-ment sbnll be made without
deduction from either principal or interest for any- taxes,
assessments or other govormnental chnrges imposed by
the United States, or by aS State, territory-, county,
city, vilinge, to«mship or other municipality or aov-
ernmental subdivision, in(] which the Compau�- may be
required to pad- thereon, or antluwhed to de&wt or retain
therefrom, under or by reason of any present or future
lam- or requirement, the Company hereby- ag•reein, (to
the hdl extent that it may- now NAX -fully so n-rev) to par
nil such tnxcs, assessments and ehar es. The interest on
the note", shall be pnynble only neon presmAntion of flee
several eoupons for such interest ns they- respectivel }-
mature, and, -when paid, such coupon; shall forthwith he
cancelled.
The Company further con-ennnis that on or prior to the
date on which onch instnlhueut of interest on said note",
Neoules due, the Company- mill deposit with the Trost
Company the entire amount necessary to pay the coupons
due on well date on all of said notes then outsttuudin_,.
];hell melt installment of interest money so deposited
Snell be he]d by the Trustee as a special deposit for the
neeoma of the holder or holders of the coupons due oil
x11011 interest date and ",hall he applied by the Trustoo to
27
the payment of such columns upon prescntatioll n11(1 Sur-
render thereof. ]!all suelt deposit of interest moue- so
made by the Company- shall disehnrgc the liability- of the
Conlpan, to pay the eonpons rgWOserttin;; the insUdhneut
of interest on account of which such deposit shall he
made, and thereafter said coupons shall not he entitled
to an_e benefit of or front this Indenture.
Sro�. 2. The ( n pany, at the office of the Trust Com-
pally, in the City- of Chicago, Will. Iwo I register or
registers for the registration ;md transfer of notes is-
sued herejulder, in -which the 'Trust Company- will reg-
ister, subject to such reasonable reulations as it may
prescribe, any netts issued hereunder and secured hereby-.
l'pon presentation to the Trust Company at its ollice
in Chicago, Illinois, of any such re gistered note. accoill-
panied by the deliver- of a written iust.runlent of trans-
fer in the forte approved h'- the Trust Company-, exe-
cuted by the holder, and the payment of the
Trust Amllpnny's reasonable charge, such note may be
trnnaferred upon such resister by the registerc(l holder,
in person or by attorney-, and such transfer shall be noted
by the Trust Company- upon the register and upon the
note. The re"istcred Bolder of ntty- such reg- istered note
shall also have the right to cause the snule to be reg.
istered as payable to hearer, in whiell case trausfcrabil-
it\ 1) - delivery shall he restored, and therenl'tcr the p"In-
cipal of such note, w hell due, shall be pa,—ahle to tale jwl.-
son presenting the cote, but aulY such note, re,istered
as payable to hcnrer may he rvostcred agnthl in the nun e
of the holler, with the same, ci'feet as a first rcgi,tratiou
thereof. Sut cessivo regi.,trations and transfers as nfore-
said stay be made, from time to tinue as desired, and eneli
l vostration of a note shall be noted by the T -rust Coni-
28
pal, on the note. Registration of any note, ho"iyer,
shall not affect the transferabilit� of ally coupon thereto
belonging, by deliver- merely, and payment to the bearer
of any such coupon shall discharge the Company in re-
spect of the interest therein mentioned, whether or not
the note shalt have been registered.
Sl:(.. 1. I'he Company will, from time to time, pay and
discharge all taxes, a,!zsessImnits, nllpost3 and goverll-
meutal charges laNvfully imposed upon the mortgaged
property, or upon any part thereof, or upon the ineoine
or profits thereof, so that the lien and priority of this
Indenture shall he full- preserved in respect thereto;
provided, ]loNveyer, that nothing contained in this Section
shall require the Company to pay any such tax, assess-
ment, impost or charge, so long as the Company shall
in good faith and by appropriate legal proceedings con-
test the validity thereof, or its being a charge on the
mortgaged property, and provided also that such delay
in payment shall not subject the nlort'gaged property, or
any part thereof, to forfeiture or sale. If the Company-
shall fail to keep this covenant, the Trustees, or either of
them. naay. and upon the request of the holders of one or
more of the notes secured hereby, and upon being pro -
vided with adequate funds for that purpose, shall. «itln-
out prejudice to the ri,•hts arising, by reason of such de-
fault, pad- such taxes, assessments and charges; and all
arnonntg so Imid, with interest thereon at six per centnnn
per annum, shall be a chargo upon the mort,aged prop-
erty prior to the notes secured hereby, and may be forth -
1vith sued for and recovered of the Company- in an appro-
priate action for that purpose.
Sr,c. 4. The Company covenants and a,rees that it
will at any and all times, upon the w rRten request of the
29
Trustee,, or either of them, (a) furnish to them,
or either of them, in such unanner as they, or either
of them, may reasonably require, n statement or
statements, in writing, show-ing accurately its financial
condition, with detaiLod information as to the assets and
liabilities of the Co ipany, and its monthly earnings and
operating_; expenses; (b) hermit tine"', or either of them,
or their, or either of their, clerks, agents, or auditors, for
that purpose duly authorized, at the expense of the Com-
pally, to inspect its boobs, accounts, papers, documents
and memoranda, as Avell as its plants and properties, and
to take from its books, accounts, papers, documents and
memoranda s11ci1 extracts as may be. deemed expedient;
(c) furnish to them, or either of them, an accurate and
complete detailed statement or list of all or any part of
the property- of the Company at any time subject to this
Indenture; (d) furnish to them, or either of them, a de-
tailed statement of any construction -work being carried
on by or for the Company, Tyith full information as to the
amounts expended and to be expended in and about the
same; and the Company further covenants that on or
before the first clay of April in each year it will file ivit.h
the Trust Company a fill] report of its assets, liabilities,
earnings and expenses made by a chartered accountant
approved by the Trust Company, showing, the financial
condition of the Colnpany as of tha ;1st day of December
next preeeding, and covering the (gwmtbns of the Colny
pally for the tvyelve calendar 111011th,4 cndin,, on Said date.
Sr(-. -. The Congmry covenants that it is w-cll seized
of the real estate and other property above described
as of ,,-ood, absolute, and indefeasible estate, and that
said property is free and elear of any ineumbrance,
Hen or charge, except the lien of the underlying mort-
90
to e; that it will not create, Or suH'er to be created, or al-
low to gist, �rny lien or char,�c haying priority to or pref-
erenee over the lien of these ))resents upon the portaged
property, or Duly part thereof, or upon the ineonhe thereof,
exeel,t auV Mort... ,c or mort!.,ages on an-,- property here-
aftc r acquired b� the Company which may exist at the
date of stwil loquisition by the Company, and except also
t:he underlying• rnortga�e, and that, within three months
gift(,,. the wine shall accrue, it will pay, or eause to be
cliscliar,''ecl, or will malke adequate provision for the
satisfaction or discharge of', all lawful claims and de-
lnands of mechanics, laborers and others which, if unpaid,
nti.,ht be oiven 1)-\- h_uy precedence as a lien or char�,•e upon
the iuort <,aed property, or any part thereof, or the in-
coule thereof. I'royided, however, that nothin contained
ill this Section shall re(illire the C'onlpany to pad any- such
claim or dentalld, so ion- as the Company, in good faith,
and by appropriate lepil procec'din!gs, shall contest the
validity- thereof, or its bcilw- enforceable as a lien or
'e superior to tiis Indenture' an(l so loll as �ln�'
U(111 delay shall not subject tile, nuort� -a� •ed property, or
ally part thereof, to forfeiture or sale.
j., c. G 'I'll(, Company a 'rees that it Will at all tiwea
keep insured sncll of its plants, buildill-s, tools, machin-
ery, apparatus and other property, l�royided for use ill
connection witli it business, as is usually- insured by
Co1L11�ilnLeti ('�11'i'Vln��' oil llke bli ill ss, and ill tle sanU`
marnu�r and to the same e--tellt; 111(1 the polieil l'or such
there -
nlslll'anee shall be co drawn as to rntlhe ally losses
l_ulder parable to the 'I,rnstec_s as their interest may ap-
pear, and all shell policies shall be deposited witll the
'l.'rnst Company; lnoyided, however, that if any prol�ert.y
y any
111
11 or other instru-
so insured is covered b
1i
meat the lien of whiell thereon shall be prior to that of
this Indenture, the losses under the policies for such
insurance, until the final satisfaction and release of such
prior mort 'gage or other instrument, may be made pay-
able, and such policies may be deposited, in accordance
with such prior mortgage or other instrument, the Com-
pany hereby a,reei rg that upon final satisfaction or re-
lease of such prior mortgage or other instrument, any
insurance moneys then held thereunder shall be forth-
with paid over to the Trust Company hereunder. All
insurance moneys received by the Trustees, or either of
them, under any of the provisions of this Section shall
be deposited with and held by the Trust Company as
a part of the mortgaged property, but (1) the Trust Com-
pany sliall, out of the insurance moneys received on any
policy of insurance procured by the Company, pay over
to the Company suns equal to any expenditures made
by the Company (a) in the replacement, repair or re-
building of the damaged or destroyed property, or (b)
of the same character as those which may be made the
basis for the certification of additional notes guider the
provisions of Section 5 of article I of this Indenture;
provided, that such expenditures shall not have pre-
viously been made the basis for the certification of ad-
ditional notes or the payment of cash under the provi-
sions of Section 5 of article I of this Indenture, or for the
llaYnuont of insurance moneys or the proceeds of released
property; or (2) at the option of file Company, suelh pro-
ceeds may be applied towards the purchase, in the open
mar]zet, of notes ontstauding under this Indenture, at not
eNeeeding- 101 per centnm, or of underlying' Bonds at not
escceding 10.5 per eentum, of the par value thereof, and
aeerned interest, or to the redemption of uuderh ing
� •7
bounds or of notks ontsianding finder tlii, l.ndentnre in
the n)nnner provided in the underlying lnortg-a-e or in
this Indenture, such dotes and bonds so purchased or
redeemed to be fortllwitll canceled.
The znal:ing of the expenditures hereiubefore inen-
tiimed in this Section shall be conelusivPly established in
favOl' of the 'Trust Company by a eertifiente signed by
the President or Tice - President of the Con)pnny attested
by its
Secretary or Assistant Secretary, under the cor-
l"uu Lte seal, and verified by the ahida& of the President,
V& President or Oerieral Vana ger of t1w Connpany (s ab-
jeeQ however, to the right of invostigati.on conferred
upon the Trust Company 11 Subdivision (q) of -Viticle
X of this Inamitnre), and ever- request for the applica-
tion of any such insurance inolulys shall be deemed sutfi-
ciently executed it' signed in the name of the Company
1) v it, President or Vice - President, Arith the seal of tine
corl)orntion attached. Tit ense of any loss covered by any
polio• of insurance, any appraiseuient or adjustment of
such h),,, and settleme)it and payment of indemnity
therefor, which may he n'reed upon hetween the Coln-
pnIlY and any insurance coillpally, may be consented to
anal necepted hy the Tnistees, and neither of the'1'rn,tecs
shrill be in any waY liable or repponsible for the eollec-
lion of allY insurance in case of loss.
SI:c, i. The Company, its successors artd a,si,g front
time to tin)r, on written demand of the Trustee,, or either
of them, ,hall nude, du, execute, nelmowledg"e and deliver
all n li f,rrth-l- a t,, deeds, convevance, and ns,nrances
ill tl:r• hlw, :1 111 %y he rea,ollohly ;ulvised or required, for
effocni!itill-- the intention of the,(- present,, or for the
Betteras = ;iii ink,' aed confirming unto the Tru,tees, and
111"i l oI• urrr,sor, in the ti lli ,t hereby- created,
IN
npoi, the tr wts nud for the 1mrpo,es IIntin expresy d,
all anid singI111:11. the property- hereby- assigned and trau,-
ferradl to the Trustees, or intended so to be, as Ncell that
noyc 01.tinPd by the Coinp"my as that which shall here-
after i)e acquired by it.
SI.:c. S. The Company vovernnnts that the business of
the (_'onlpan�- veidl be eout.innonsly- carried oil and cou-
dueted in an efficient manner; that all property-, plants,
appliance, and equipment of the Company useful in
the carrying on of its business will be maintained in
thorough repair, working order and condition, and if
worn out or injured kill be replaced by other prop -
erty, suitable to the business of the Company, and
of at least equal value; that it now has complete
and MAN authorit,- and privilege to maintain and
operate its existin "' pus plants null other propertie,, and
vvild continuously have and enjoy the anthority and priv-
inge so to) nuuntain nnrl operate its gas plants and Other
proiweriies as they flow exist or n, they nlav hereafter
exist or be extended, and that no existing rights, frnn-
ehi,es or privileges of the Company will be allowcd
()r be forleitr,d so long, as the smite shall be
n� � °esstrr,- for the earr;. illg on of the hnsine,s of the Con. -
Immy; that it xvi'1 It all time- 1!,o all reasonable dili --epee
to jouvi& a snfli ien± siggd - of gas tr, meet the nown-
ahle reluirrnilont�, of the eoininnnities served by it.
Arlie cowininy eovi,nnnts and that It
it front time to time inatures, the principal
and iutere,t of all oldinations which may at any time
be or 1)�wonw a prior lien upon any of the property- now
or hereafter subject hereto. and A make all payments,
observe all ; u,neniuk, and do and perforn, all act, Wilieli,
terms of Suet: Ali-ations, and the instruments re-
24
slWivAy seenring the samo7 and each of theln, are re-
quired to bo clone or performed, ;111,1 will not make or
stiffer to bo m;,de any default therein, or in any coveu;_uut,
eondition or stipulation therein eonta llpd. If till, ('om-
l)nny shall fail to keop this covenant, till, 'Trustees may,
and upon Be inpust of the holder or linlllers of one m
more of the notes secured herl,by, and upon being pro -
vided with adequate funds for such purpose, and indem-
nified to their• satisfaction, shall, without In jndice to
the rights arising- by reason of such dofault, make such
pad r�_ents, and cause to be performed, so far as they laR--
fully Cal), any such: covenants as to which the Company
,liall be in default, and _ill amounts dins paid, with iutcr-
est thereon at the rate of six 1wi. contnm per annum,
sh:_�I1 be a charge Upon the Ill outgmgnil property
Mount to the notes hereby seeun d, at"! Ina - also he
fortllwitli stied for and rceovered of the Company in an
appropriate action for that purpose.
SEC 1.0. They Anyany (mmmnts al"I agrees that there
shali ucver be issued or o!itstalidiu,, ally of the nnderl�-
in; bonds, except the $627,000, par value, thereof noW out -
standing.
Sm. 11. The Company covenants that it gill not de-
clare or pay any dividends on z1, i - or its ea pi to l stock
nnless, after providing for the pn. neul of such proposed
dividend, the surplus earnings reuminiil o1, hall(] o\-er
and ahovo all interest charges, ol_,cratin mplow.s (iii -
chidin g in sueli operating expenses tav s, ius"r;l we and
a. reasonable expenditure to provido for rep ;sirs, 11mi_u-
terat1co and reumals), (Upreciation, amortization of bond
and note discount, if such amulizatilm shall have beau
required by any -'golieral or order of the 11)ailro pi
Commission of the State of California, and all other
HJ
charges AMelt by lam- or by order of the Railroad Coinruis-
sio, of the State of California are required to be deducted
i1, onler to ascertain the net profits of the corporation
applicable to the payncont of dh idends, sha1.1, ns ascer-
tained and (Wifiod to by a ebartered accountant ap-
proved b*- the Trust C -, outpan. be at least double the com-
bined annual lute +rest charge mi (1) the notes then out -
standing snider this Indenture, and (2) all other indebt-
edness secured 1, *- a lien or liens prior to the lien of this
Indenture upon till or any part of the mortgaged prop-
erty.
ARTICLE III.
_All or any of tile notes issued hereunder and secured
Im -eby may he redeemed by the Company on April 1 -,
1915, or on October 1, Wq at 101 per cenhun of
the principal, and accrued interest, or on any inter-
est dnY thereafter at par, and accrued interest. If
the Conipany shall elect to re(lcenu any of the notes
hereunder it shall notify the 'Trust Company at least
thirty- -five days prior to the interest data o1, -which it is
proposed to redeem said notes, of tile, ag-g-re "ate principal
amount of dotes Mich the ('onnpnn.- desires to redoeni.
If it is desired to rodeenl less than till, whole issue, the
Trust Company shall theroupon draw hr lot <I number of
notes Njuivalent to the amount specified. and shall certify
to the ( "omp;nt'- the runnbo rs of the note; so drawn aml
tl!e nauwes and addresses of any re istered hoblers there-
of. 11' all or ally of the notes to he redeeIuod helow,• to
re'istered holders, the Company shall give thiit.- days'
notice in writing, by mail, to such registered holders that
said notes are Balled for payment o1, the nest interest day
thcrcan,r If tdl or any- of the notes to he re-
36
deemed are unre,: istered, the Company sh;dl t- herenp"nl
publish. it notice that said notes are called for pnynperit
on the next ensuing interest day-, at least ones a wool:
for We sumessivo, weeks in a Iw"vlmlwr of ,'en,q
eircnlation in the City of Chicago, in the State of Illi'lois
the first publication of Said notice to be I.lade at least
tliirtY days before the date filed for the redemption of
such notes. The notices to be "iven heremplor �hnll
contain the numbers of the notes selected to lie rmiled
(nulesS the redemption be of the entire iss!ie Bien out -
standing) and s11a11 state that upon presentation et' said
Rote•, and the appropriate coupons appertaini -Ii". thereto,
for cancellation, at the office of the Trnst Company, _.n
or after the nest ensuing interest day-, redemption, of sail
notes .rill be nlade in accordance v\�ith the pro\.isions
of this _Article.
Upon the deposit with the Trust C'ontpany, on or prior
to the interest date whow said notes are called for .rty-
Inctit, of the atnuut necessary- to redeem such notes, ,uid
the giyin,• of such notice, the notes so called for pnytlient
shall cease to bear interest after such interest date on
which the'- are called for payruent, anything, in said notes
or the (Yuporns nppertduin;; thereto, or this [n gAm,e to)
the coutrar,v notwithstandin , mid such deposit "Ith IS,
Trust Conpauy shall constitute till[ payment: of ::nid
notes as between the holders thenar and the I !mg sly.
AS and wheit : -,.id notes are surrendered to the T1.11.4
('o.npany they- shall be canecled and dtAivcrol to tY
Company. If ;Illy- note called for payment Shall not be
prescuted I'or payment un tJic next cnsuing, interest day
after the date of the notice above mentioned, the an.ount
payable in respect of such We shall he held Iw the '['rust
1'ornpally for aecount of the holder thereof, aup_l shall
Im
lie paid to the holder of suds tote, upon presentation for
cancellation or smelt note and the appropriate coupons.
The 'hrrtst Company shall not be chargeable with interest
ort Money's deposited with it for the redemption of notc.'s.
ARTIC "LE I1'.
St:crro_-,� I. No Coupon belonging to any note hereby
secured, whielh in any- way, at or after maturity, shall
We been transferred or plvdgvd, separate or apart front
the note to which it relates, or whirl shall in an manner
have been kept alive after Inatnriti\- by e_Ntension or by
C
the purclinse thereof on behalf of the otnparty, shall be
entitled, in case of a default hereunder, to lily benefit of
or front His Indenture, except after the prior payment
in fu11 of the prineipal of the, note, issued hereunder,
and of all coMmus and interest obligations not so huns-
ferred, plcdg-ed, or kept alive.
SNx:. 2. In ease dcfanit shall be n.ade (a) in the pay-
ment of all ,v interesi o.l any note or notes hereby- se-
cured and outstandin,', and <n y such. default shall con-
tinue for a period of sixty days: or N in the perform-
ance of any- other coy- -q i
unt or a,reement fierein con-
tained to be perfcn•nted by the Corup;n.y, and nnv such
default shall continue fora pet iod of Sixty dais after
demand by the '1'rnst��e�, or either of that, for per -
forrnauee t1low4)[ then, and in every such case, the Tre.,4 .
tees n.ny. and upon the writt"u re(Illost of the hold�,rs of
twenty -five por e"ittunl in aillottnt of the notes herol)v se-
cured, and theli wit.- Avitdin"', ?hnil, by notice in writill-,"
deli"cred to the omim .y, demare the 1wi wilu.l of all
the note; Lerch*- secured and then outstaudin,, to be due
and I-myn ,le in ill iediately ; and t.pon such declaration the
same shall I-conle ;rod he dit- and payable ilmnedintely,
38
anything in this Indenture, or in said notes, to the con-
trary notwithstanding.
This provision, however, is subject to the condition
that if, at any time, the principal of said notes shall
have been declared clue and payable, and all arrears of
interest upon sncli dotes, with interest at the rate of
six per centunr per annum oil the overdue installments of
interest, shall either he paid by the Company-, or he col-
lected out of the nrort aged property-, before any sale of
the mortgaged property- shall have been made, and all the
other covenants and agreements herein contained shall
have been performed by the Company, or their perform-
ance shall ,ave been waived, and all expenses or lia-
bilities incurred by reason of any action taken by the
Trustees, or either of them, upon account of any slim, de-
fault shall either have been paid or secured to Hie satis-
faction of the Trustees, then, and in every such ease, tie
holders of a majority- in zunonnt of the notes hereby
securecl and then outstanding, by written Notice to the
Company- and to the Mustees, only waive such default
and its monsequenmes; but no such waiver shall extend to
or affmmt any subse�lw ut default or impair any ri, -,ht con -
secluent thereon.
SEC. 3 In case (1) default shall be made in the pay-
Inent of any interest on any note or notes hereby se-
cured and outstanding, and ;inv such default shall con -
tinue for a period of sixty days; or in case (2) default
shall be made in the payment of the princil)al of ally
Me howeby secured; or in case (1) default shall ire made
in the due observance or perforn?ance of <uly ether cove -
nrnit or condition herebv required to be kept or perfonned
by the Company-, and any such default shall monUnue
for sixty W6 after written demand of performance by
11
39
the Trustees, or either of them, then, and in every such
case, the Trustees, personally or by attorney, and in
Weir discretion:
(n) llay enter into and upon the mortgaged property-,
and each and every part thereof, and may exclude the
Company therefrom, and, having, and holding the snrne,
InaA" Ilse, operate, rl'vainge and Control the same, produce
and snl,l,ly- natural and artificial gas; execute any and all
contracts and nndertal:iilgs, and make new contracts and
underAddngs : eollect and receive all hmames, credits, out-
standing accounts and bills receivable of the Company-,
and, in genend, carry on and conduct the business of said
Conip.ity- as folly as it mi --ht do it in possession thereof;
and exercise all lawful fi•anebises and powers of the
Compare-; and upon every such entry the Trustee,, at
the expense of the trnst estate, from time to tune, either
by purchase, repairs or construction, may innintain and
restore, and insure or keep insured, the property where-
of they- shall have become possessed as aforesnid, and
in the same manner and to the same extent as is usual
with companies of like Character; rind make all neces-
sary and proper repairs, renewals, replacmnents, Altera-
tions, additions, betterments and improveruonts thereto
and thereon as to them may seem jndie ms: and in sneh
case the Trustees shall have the right to Inane, such
property- and carry on the business and exercise all the
ri -fits and powers of the Company-, either in the name
of the Company or otherwise, as the Trustees shall deem
best; and they ,Ball be entitled to eollect and receive all
tolls, onrilin'-'s, ineolne and rents, issues and profits of
Hie saurc, and every part thereof, and, after deducting
1114' expenses of o1wratin',, said properties, and of cou-
ducting the business thereof, and of all repairs, rnairnte-
40
nance, renewals, replacements, alterations, additions, bet -
lerueuts and hit provoineiits, and all payments «-hick uay°
he inao-le for taxes, assessments and insaranoT, or prior
or other proper char,'es upon said premises and proll-
erl�y or nny part thereof, and all liabilities incurred by
Went hea•ennder, as well as just and reasonable conipcn-
sation for their own Services, and for all attorneys,
agents, clerks, servants and other eniplo -es b� them
properly- wyngpol and Nul loyed, they shall employ the
111011eys arising as aforesaid as follows: 0) In case the
lrincipal of the notes hereby- secured shall not have bp-
come due by declaration or otherwise, to the paynieut of
the interest in default in the order of maturity, with in-
terest Nimmon at the same rate or interest as was borne
bY the notes on which said interest shall be in default,
such pa invilts to he made ratabl'- to the persons en-
titled thereto without distinction or preference; (2) in
case the principal or the notes hereby- secured shall have
heconie due by declaration or otherwise, to the payinernt
or the principal and accrned interest in the manner pro -
vided in SetAhm 6 of this _Article (IV). l;l on the pay -
uient ill full of whatever Inav lie due for tine principal and
interest of the said notes 0 be payabh- for other pur-
poses, 1114 premises shall he returned to the Company; or,
(h) lhly- and upon the request or the hollers of one -
rourth iu amount of the notes outstanding hereunder,
and upon heir" first indemnified to their sati' faction,
shall, proceed to protect and ernrorce their rights awl the
rights of the noteholders under this Indenture by a shit
or suits in equity or at laic, whether for the sp cifie per -
forniarnce of any- covenant or ag"i-ceiuent eoutaiued here-
in, or in aid of the execution of ally powor herein granted,
ur for aim- foreclosure hereunder, or for the enforceuwnt
`f
41
of any other appropriate legal or equitable remedy-, as
the Trustees, being advised by counsel learned in the
law, shell deem most effeet.ual to protect and enforce the
rights aforesaid.
In case the Trustees shall have proceeded to enforce
any right under this Indenture by foreclosure, entry- or
otherwise, and such proceedings shall have been discon-
tinued or abnudoned because of any waiver, or for ally
other reason, or shell have been determined adversel'-
to the Trustees, then, and in every such ease, the ('out-
Ilan -- and the Trustees shall be restored to their former
positions and rights Hereunder in respect of the mort-
gag-;ed property-. and all rig-lits, remedies and powers of
the Trustees Ad[ continue as though no such proceed -
ings had been taken.
Anything in this Indenture contained to the conti-m- -
uotwithstanding', the holders of a majority- in amount of
the notes hereby- secnred, and outstanding- from time to
time, having first indemnified the Trnstecs to their satis-
faetion, shall have the right to direct and to control the
method and place of conducting any and all proceedings
for tie foreelosure of this Indenture, or for the appoint-
ment of a re yhmr, or the taking of any other approlwiate
action hereunder.
SEC. 4. Any sale or sales nuide under or by AlAne of
this Indenture, or mauler and by virtne of any judicial
proe eding'�s taken hereunder, shall operate to divest all
right, title, interest claim and ileinand wha-tsom-er, either
r.t or it f,yuitr, of the (_ "milany or, in and to the
prOi;erty -o sold. an(] s1. 11 be a hcrpetual bar, hoth in
I :u"- an,l in e(iuity-, the C'nu�lran�-, its successors
and asS1g71S, and a gahat any and all lwrsons damming,
m. to c!ai�u, iLe property sold, or any part thereof, free,
42
thmu h or under the Company, its successors or assigns;
will the receipt of the officer conduetiu such sale for the
eonsidi—Mion litoney pall at any sued side (W sales shall
be a suffieient discharge to the purchaser, without arty
JAMI V out the part of the purchaser to sec to the ap-
pliention of the purchase money, or to be bound to in-
quo- as to the anthorization, necessity, expedience- or
regularity of any such sale or sales.
SEC. 5. In case of any such sale, the principal stuns of
A notes hereby secured, if not previonly dne, shall im-
nlediatef'v thereupon becoine due and pn }-able, anything
in said notes or in this Indenture contained to the con-
trary notwithstanding.
SEC. G. The purebase molter, proceeds and avails of
wity such sale or sides, fo;etlwr with any sums which then
may be held i_uy the Trustees, or either of them, under
nily of the provisions of this Indenture, as part of the
trust estate, or the proceeds thereof, shall be applied as
Follows:
First: To the payment of the cost, and expenses of
such sole, inclnding a reasonable compens- tion to the
'Trustees, their agents. attorneys and counsol, and of all
expenses, linl.-ilities and advances made or incurred by
the Trux ees, and all other charges which, by the teruts
'uereof or othorw ise, are prior to the notes herchy sc-
enre.l, ,xcept any ebarm subject to Well said We
-1iall have lwen rrnde.
simond: To the paynlent of the interest ou said note,
aecraerd wild unpaid in the order of mntur ty, with in-
terest on overdue coupons at the rate of six per centunt
per auunnn, nod if such proceeds he insuflieiont to make
paynuout in full, thole pro rata. snb#44, however, to the
��royi,,iou;s of Seetion I of this _article.
{
43
'1'hini : '1'o the py,nout of ti", whole amount then o w-
int,,- nerd unpaid npon tit(. note hereby secured and then
011tstandin- -, for princilwl; and in ease •Welt proceeds
~half be insuif eient to pad- in fill] the principal auuount
,o due and unpaid upon the said notes, then to the pay-
ment of such principal ratably.
Fourth: To the payuuent of the surplus, if any, to
the Conmanv, its successors or assigns, or to wltrnnso-
eyer nmy be lowfitlly entitled to receive the same.
SEC, i. In case of any sale hereunder, any purchaser,
for flue purpose of makiul� settlement or payment for
the property- purchased, shall be entitled to use and apply-
:mfr notes. quid any matured and unpaid eoupmus, here -
;1y secured, by presenting, such notes all(] eoupon�, in
order thnt there may be credited thereon the stuius ap-
plicable to the payment thereof out of the net proceeds
of such sale to the owner of such notes and coupons, as
his ratable share of such net proceeds, such net proceeds
hems". the amount remainirn!�• after making any dedue-
tions from the l•ross purchase price Nvhiclt may be nuaile
for the ecsts, expenses, eomponsntion and other eharges,
and thereupon ,ncil Purchaser shall he credited on nowunt
of snMh purehase price payable by him, with flio suing wll
We" out of such net pr "eds to the hamnent of and
(•reditod upon flit, notes viol coupons so prosouted: nnd,
at any such sale, any noteholders may hid for nnrl may
parchasn and npmt eomplinnee with the terms of sal(,
cony hold, retain, possess and dispose of, sueh property
in their ov-n a)solnte ri_"•ht, without further aeeountn-
ity.
St:c. (q. in caso there shall he any existing judgment
the Cianpiny ItnPAPHlell or imseettred by hond
on appeal or otherwise for thirty dies after denunnd front
44
`hc Trustees, or fiche- or th,ni, that it be paid or sccurcd
i)v- such honml; or ill case the Conlpan }- shall luake any
l�ssi�'uluent for tow benefit of its creditors; ur hl ease in
.111y ,judicial l,roceedillg, i1.- any other person than tho
Trustees, actin 'v for and ()ll behalf of the noteholders
herel;rlder, a recr'i\-er, or all assignee, or a trustee in
lrull;rufftev shall be appointed of the C'omllanq-, or it
jud nlent or Order enterord for the sequestration of its
property; or in case tlte Trustee in the underlying, luort-
g'ave shall enter into possession of the lnortga,-ed prop -
ort y. or institute proccedirl s: to foreclose such mortgage,
then. nnll W =_Tv such ease, the Trustees shill be en-
tMed forthwith to exercise two right of entry herein con -
ferred, and Inav n!Aq and upon request of the holders of
a nlujorih- in amount of t1w notes outstanding), hereunder,
shall, noron Twin',• first indemnified to their satisfaction,
jn'ocee� i t(f ovorelse ant- all(] all other rights and powers
herein conferred null provided to be exercised by the
'Crnstec.s upon tho occurrence anti continuance of dorntllt,
as pruvidv"I, iuelilding, the rig-ht to declare
tile+ l,rinoipal of the notes Meechv' secured to he One and
payable, and as a nl;ltter of ri!ht the'1'rnstees shall there -
upon lrt• �_�I;litll;! to the appointruent of a receiver of the
illol t'gaQ'ed propel'tc' ;17,(1 of the ]'opts, ineollles, issues allfl
1!1'0tlts thor',li`, A11t1; slich po-lvors aE the colll't 1na1�1115' tillell
npprointnlent sh;dl confer.
'-'i:r. '.l. !m ('(wile ny covi-liauts that (1) in ruse de-
fahlt .;pal! !o(. 11w,1+' in the payluent of tho interest oil ally
dote of Lit :1!!y tllll(' untst;lllding and secured by
this Ilulo-1,tnre, and :uly sneh Ilefault shall continue' for
a i,etio�d of �,Jxtv oI;l�s, oor (2) in case def"ullt -shall he
made ill the pa�-luent of the principal of any- such note
the al;(- shill': hecrnne parable, wlletllf'r by the lna-
45
turity of ai +l notes. or I'y declaration as authorirod 1) %-
this �ludcntllre, ol• by sa!e, as provided in ticcliou .-1 of
this Artielc ( IV), then, npou dollillud of the Trustees, the
Ionl',:nly will pad- to the 'I'rnstres, t'or the benefit of the
holders of the Motes and coupons horeby secured then
ontstandili the whole amount dnc and p'lyable on all
such lloto�; and eunpous then ontstallding", for interest or
prineipal, or pool, ny the case niny he, with interest upon
the overdue principal an,_i installments of interest at the
rate of siK her eentnm per annum, and in case the (%m-
pally shall fai! to paa the Sallie forthwith upon such de-
lnilQ the Truisteey In theft' own nnnixv, ;lull as Trustees
of an express trn -st, shall be entitled to recover jullgillent
for the ";-hole r,).mol;nt so due and unpaid.
The 'Trustee's shall be entitled to recover jad nlent as
aforesnid, either before or after or during the pendency
of an'V prnecedin;' for the enforewmult of the lien of this
lihientr.re nnnn fl m' snort ga,'cil property-, and time right
ill' tlw Trustees 6, sneh jnd,��lucnt shill not he
;11'fc'rto_'d hY am :ale Wrcunder, or by the exervise of any
uther 1 i�,ht, 11()Avvr or rolnedy for tllr• enforaenlent of
he provision:-' of this Infierotnrc, or for the foreclosure
of the lien hereof; aril in rase of a sale of t}le mortgaged
property-, will of tho nplilie:Itirnl of the proiceods of shell
safe to fife l;;oylnent of t!u. deht, the Trustees, in i.heil.
l Wil Will as 'Tl'nstf'l's of all oxl rocs trust, shall he
utit!1'd to eni'o rce !wylllent of and to receive all aulonnts
then rr'maiuiu� due alms nllpnid neon auk- and all notes
issued bere�_nlder and thou outstallrliu,'', for the henetit of
for holder, thereof, i!nd shall ho entitled to reo uvor jildg-
lnent I'er any portion of tlm debt rolnaining, unpaid. with
inter-sl. No reenv,gx a an.- such jnd,nlent IT the 'Trns-
'� �, apfl no lien of any- eNo+cution upon proporty subject
46
to the lien of this 1_nri,qltnre, ur upoin any other prgvowly,
shall in -lily manner or to any extent aft'eet the lien of the
'P_rulstecs neon the snort �, �'ecd l�ropert�-, or any- part
thereof, or any- WIN powers or remedWs of thl:, Trns-
tees . -)r of the holders of the notes hereby- secured; but
such lied, rights, 1,(mc -, and remedies shall conlinne mu-
impaired as before.
An- moneys thus Polleeted by the 'Trustees "ruler this
Section shall to nppliod by the '.trustees to»-ard payment
of the nmounts thou due and unpaid upon sueh note; and
eoupons ill respect of which such moneys shall have Well
collected, ratably and without preference or priority- of
any land, except as jwnvided in Section 1_ of this :lrtiele,
aceording to the amounts dne and parable upon such
note; and co pons respectively-, at the date fixed by the
Trustees for the distribution of such moneys, upon pres-
entation of the several notes and coupons, and stamping
thereon sneh a ylls d if (wily partially- paid, and upon snr-
renl,�r thereof if fully braid.
Src. 10. hn tho ....t that the wishes :shall emrm cuee
ally appropri:llw proceodings at low or in equity for the
purpose of for. el. -, -ins, the -ocurity of this nrortgagvo or
deers of trust. the 'rr"stees shall, ns a matter of ri,llt.
be entitled to M appointment of a receiver of and 01'
all and the morta��'orl property-, and by told
1llro!�,'ll said reeeQ, tr, t,k therm awi nf,er-
ate the ul,i the tolls, rents, issnes
and profits tilereol
11. Tlli' (_�o;!il�:ll ?V" ��7i1 not at 'Illy tllllC' 111,Gt lllr,ill
nr p!ead ur in ally mans er wl1,11 eve r elailn or take the
benefit or advonto e of any stay- or extcllsiol by lavy TrOw
or al :my time h+'real'ter i;l force, nor will it claim, take
or iusiat upon .Illy benefit or advantage, from any law
4i
HOW ur hereafter in force providing, for vrdnatiou or op-
pl-ni -olr ent of !!w umwrt,aL�.cd property, or auy hart
theri:of, prior to ony sale or ,sales thereof to be nuule
in pur�-,uanve of anv pro:isiou herein contained, or to
the decree, or order of any court, of conpe-
tent .lurissi -ethm, nor after win- sucll sale or salos «711
it or exercise any ri_h•t under any statute enacted
by- .uuv slate or otherlcise to redeem the property so
sold, or an;v part thcrtof. and it hereby expressly- waives
all Benefit anal advantage of an. such la«- or laws, and
it eon chin" ±s that it will not binder, delay or impede the
eX"Ution of any power heron; granted and delegated to
the Trustees, but that it will suffer and pennU the exe-
cution of every Buell power, as though no OU41 law or
laws had been "lade or enacted.
SEc. 1_2. Ito holder of and- note or coupolr secured
li,.ry by shall have any ri,°ht to institute and- scut, notion
or l,roe,,.NR v in equAY or at law for the foreclosure of
this Indenture, or for the execution of any trust hereof,
oe fw. the nppoint.n;ent of a receiver, or for any other
relm Illy herellilder, unless moll Bolder shall previrnu,lv
have given to the 'Trustees written notice of such default
:Ind ul the eolltillulnee thereof .IS hereillbefore provided;
nor nl:less. al�:o, the hollers of one - fourth in amount of
t1w note• hi'l- ehy Seco•ed then outstandiu,2• shall have
"lade .-ri"ten rol.nest npol, the _l rn tees, .11)d shilil ilave
ol'fcred to theul a vensluuuhle opportunity, either to pro -
ceed to exerciser the powers hereiuhefore granted, or to
iustithlte ,nods notion suit or proeeedill ", ill their own
names (.nut the Triltees, shall have ret"sed or till rca,nn-
ably delayed to oomph- with such request) ; nor unless,
also, they- or some one or luore of the holders of said
notes, shall have offered to the Trustees security- awl in-
M
45
denndQ- to the satisract, of the 'I'rn,tee, against the
costs, expenses and liabilities to be incurred therein or
thereby, and smeh notif ention, roquest and offer of in-
demnity are hereh�- decl -m-ed in every such case, at the
option of the Trustees, to be conditions precedent to the
(ONO ion of the lWwers "mol trusts of this indenture for
the benefit of the noteholders, and to any action or cause
of Action for foreclosure, or for the appointment of a
114(liver, or for an,- other remed*v hereunder, it being
nuderstood and ilitended that no one or snore holders of
notes and coupons shall have any right in any manner
w1l'itevol, I)v his or their notion to affect, disturb or
prejndiee the lien of thi Indentnre, or to enforce any
right hereunder, except in the manner herein provided,
m "I that all I:somwdings at htw or in equity shell be in-
stituted, had 1111d maintained in the manner herein pro -
videl, and for the erjnal benefit of all holders of Snell
ont,tanding. notes ;111(1 cotlpou�;.
SEE 11. Exeept as herein exl)ressl�- pro\•ided to the
contrary, no relied.- herein contained, conferral ilpon
or reserWed to the '1 rllstees, or to the holders of the notes
hereby secured, is intended to be ;exclusive of any- other
rontedy or remedies; but each and every such remedy
shall he einnulative, and :•hall be in addition to every
other remedy- given hereunder or now or hereafter exist -
ill, at Iaw or in e(plity or by statute.
S 14. No) delay- or omission of the 'trustees or of
any holdW of the notes hereby secured, to exercise ;lnv
right of power ae(.1.11111 llpoll all defiant tl� atorosai11,
shall impair ally Snell right or power' or shall he con-
strued to he a \vnkvr of any such dphinIt or nolKescence
therein; and every Mower and remledy g yen by this
49
.Article to the 'Trustees, or to the noteholders, 711a�� be
exereised front time to time, and as often as nlav be
deemed expedient by the Trustees, or I)v the noteholders.
ARTICLE I'.
No recourse under or i1pon any obligation, coVeuant
or 111yreentent. eontahwd in this IndmAnnN or in any note
or coupon, or because of the creation of any inobMd-
mms, hereby secure +l, shall be had against any past, pres-
ent or future incorporator, stockholder, officer or director
of the Con7pany, or of an snccessor corporation, either
directly or through the Comipany, by the enforcement
of any assessment or penalty-, of by any legal or egnit-
able proceeding by virtue of any- statute or otller«ise;
it being' especially agreed and understood that this mort-
gage, and the obligations hereby- secured, are solely- eor-
Ilorute obligations, and that no personal liability. N�-hat-
ever shall attach to, or be ineurred by incorporators,
stockholders, offieers or directors of the company- oi• of
ally saeeesscr corporation, or am of then;, because of
tho incurring of the indel)tednes4 hereby nutliorizerl, or
ruder or by reason of any- of the r�bligation,, coy cusuits
or HgAWmellts collfililled in t1lis Indelltnre, or ill ally of
thl, notes or coupon, hereby secured, or implied there -
from, alld that any- and all personal liabilities of every
name and nature of, and any and all rights (11141 cluinls
agai)1st, ever- such illeorporator, stockholder, officer or
director, whether .Irisiug at common I;)\v- or in erIuity,
or created In statute or conaitution, are herobv cxpressl�-
rcleased ;nld waivod as a condition of, and as a Dart (4
the consideration for% the ezccltt:ion of this I udenture.
and of the issuing of the notes and interest obligations
secured hereby.
ARTICLE V I.
Pro))' time to tine the holders of two- thirds in amount
of all the notes hereby seen red for the tinge being out-
standing, by an instrument or instruments in writing
signed by such holders, shall llai-e power (I) to assent to
and authorize the release of any pert of the property
covered by this Indenture, m ithout prejudice to the pow-
ers conferred upon the 'Trustees and t:he Company by
,article 1111 hereof; (2) to assent to and authorize any
waken, modification or compromise of the rights of the
noteholders and of the Trustees against the Company- or
against any property subject to this Indenture, whether
such rights shall arise, under these presents or otheewke;
awl ( ) to assent to and authorize any modification of
the provisions of this Indenture that shall he proposed
by the Company and recommended by the I'rustec s ; and
any action Herein nuUmrNed to he taken with the assent
or authority lyivon as aforesaid of tic holder; of two -
thirds in aulount of the, note,. horeby secured for tilt,
time being outstaaiding4 shall be bindill.g upon the holders
"fall of the iwtes herehv secured, au<t iil,orn the Trustees,
as full- as though such actirni mere slwcifieally and cx-
I,tossly authorized 1,'- the t(-is of this Indenture; pro -
vided, nk"-ays, that the ohligatiou of the Company to pay
the principal of said notes at matmity, with the interesf .
thorreoii shall continue uninil,aired.
ARTICLE, V I T .
Any inplest, direction or other instriniwiit re(juired by
this Indenture to be si,lled nild executed 1) v noteholders
],Inv be in anv muuber of eoncurrent writings of similar
roman, and ujaY be AM or oxomaod by smog, noteholders
51
in l,erson or by agent appointed in writing. Proof of
the execution of any such request, direction or other
instrnnlent, err of the writing appointing any such agent,
and of the ownciship of notes, if made in the follo«-ing
manner, shall be sufficient fur any purpose of this InAm-
ture, and shall be conclusive in favo,. of the 'l'rustees,
and each of then, witli regard to any action taken by
tlrenl, or either of thelu, under such request.
The Net and date of the exeeimon by any person of
any such writing niay be pro��cd by the certitieate of any
officer in ally jurisdiction, who, by the laws thereof, has
poNv-er to take ac cnow1c.dgncnts within said ;jurisdiction,
to the effect that the person sigidn;g such writing ne-
knoMedged before him tiro execution thereof, or by ail
zdlidavit of a witness to such execution.
The fact of the holding of notes hereunder by any
iroteholder, and tiro amomit awl issue number of any
Such notes, and the date of leis holding the sane (unless
such notes he registered), may he proved by the affidavit
of the person claiming to be such holder, if such affidavit
shall be deemed 1p- the Trustees to be satisfactory-, or by
a certificate executed by any- trust company, bang:, banker
or any other d(liosita.ry (wherever situated), if such cer-
tilicate shall be deemed by the `l'rustees to be satisfactory,
showing that at the date thorein mentioned such person
had oil deposit with such trust conipaily, bank, banker or
Other del,ositary the dotes described ill such certificate.
The holdin., of re "istered notes shall he 1)1.ov'ed by the
note register.
Rut nothing in this _article contained shrill be con -
strued as limiting the I'rustees to the proof hercildrowe
specified, it being intended that the Trustees may accept
ally other evidelloo of the matter; hercyin stati'd - which
to theur niny soon sufficient.
52
ARTICLE V I I I.
5r;c,rfo, I. Any of the property covered by this In-
denture, or ally interest therein, may be sold or emchango l
for other property, and upon the request of the (_Anpmny,
approved b,- its hoard of Directors, the Trustee:, shall re-
lease the same from the lien and effect of this Indenture,
Provided that
(a) .Phis section shall not be eoustmed to authorize
the Trustees to release the property covered hereby- as
an entirety, or substantially as an entirety.
(b) \o such property shall he released unless the
Comr,any shall have sold or exchanged, or contracted to
sell or exchange, the same.
(c) The request for the release of any such property
shall be accompanied by the sworn statement of the
President or Vice- President of the ComPany showing
the terms of the sale or exclhange of the property to be
released and also showing that in the opinion of such
President or Vice- President the price realized or to be
realized from such property is the full value thereof or
that the value of the property exchanged or to be ex-
changed therefor is at least equal to that of the pro1wrty
to he released; and that such sale or exchange is advisable
from the standpoint of the Comip(.uiy, the Trustees and the
bondholders.
(d) In case of any suer side of any prol�)erty, or of
any interest therein, the Price or proceeds of sale, not
less than the value of such property as aforesaid or of
such interest ( less the actual necessary expcn,cs of such
stile), shall he deposited with the 'Trust Coulpan,v to be
held for the further security of the bowls hereby- socured
until paid over or ,iI)plied, as hereinafter provided, or
53
if the 1"(qurty sold be subject to a inortgage or other in-
strnnient constituting a lien thereon prior to that of
this lwiciitur+% such Inweeods may he disl)osed of ill such
niaiuier as shall he required by tale term• of such prior
mortgagc or other instrument, the Gouipauv Here by a'grree-
ing that upon final release of any- such prior mortgage
or other instrument all such proceeds shall be fortfiN 411
paid over to the Trust Corupany hereunder.
(o) [u case of ally exchange, other lroperty of equal
value as aforesaid shall be subject to the lien and opera -
tion of this Indenture, and shall be forthwith trans-
ferred to t1w Trustees for that purpose, and the Trustees
shall concurrentty he furnished with the opinion of coun-
sel satisfactory to the Trustees, who maN- he the counsel
to the C'onil, any, that the C nq u y has absolute title to
such property subject to no An or ineumbrance prior to
the lien of this Indenture, except taxes for the then
current year, well that this Indenture is a valid first lien
thereon subject only to such taxes; In vided, however,
that if the In•operty released be subject to it mortgage
or other instrument constituting alien thereon prior to
that of this Indeniture, the property received in exchange
therefor nay be snbjecte(l to such prior lien anal con -
yeyei to the 'Trustees under this Indenture subject
thereto.
Tho net iwoceeds realized by the ('�� ninny from any
prolwl.t� takelt or daraa�,ed in eminent douiaiu I)roceed-
in,s shall ho, for the I,url)oses of this .Article, treated as
though realized from a yoluntar, sale thereof, uiado in
conforniit%- to the Ilroyisiolis of Obis Section.
The 1,roceods received by tale Trust Company upoltany
snW, s;de or condemnation, shall he applied, as and "lien
directeii by the coiopany, ns foilovV-s:
54
(1_) Said Trust Company shall pay over to the Com-
pany out or any such proceeds sums equal to any ex-
pendAures that shall have heir theretofore or may there -
after be made by the C'onipany (a) for the pugmse of
replacing the released property, or (b) of the wine char-
acter as those which may he trade tine basis for the
certification of additional bonds under the provisions of
Suction 5 of Artiele T_ of this Indenture; Provided, that
such expenditures shall not have been previously made
the hasis for the certification of additional bonds or the
payinernt of cash ender the provisions of Section 5 of
Article I of this Indenture, or for the payment of insur-
ance moneys or the proceeds of released property.
(_') At the option of the Company, the Trust Com-
pany shall apply such proceeds, or any part thereof, to
the purchase, in the open market, of notes secured by
this Indenture, at not ex"eding 101 per eentun -, or of
underlying bonds at not exceeding 105 per centum, of
the par value thereof, and accrued interest, or to the re-
demption of underlying• bonds or notes outstanding u---
der this Indenture in the manner provided in the nlort-
pMgp securing• any such bonds or notes. and such bonds
or notes so purehased or redeemed shall thereupon be
cancelled and delivered to the Company*.
The unaking of the expenditures mentioned in this Sec-
tion, and any other -natters nceessary to he ascertained
by the Trustees, or either of theni. hereunder, slinll be
conclusively established inn favor of the Trustees, and
each of therm, by a certificnte si,wwd by the President or
Vice - President of the Cmupany, attested by its Secretary
or :Assistant SecrehiT, under its corporate seal. and verb
tied by the i idavit of the President, Vice- President or
(;eneral Manager of the Company (subject, however, to
55
the right of invesHgntion conferred upon tlne Trustees
by Subdivision (q) of Article X of this Indenture), and
every request for the application of any such moneys
shall he deemed sufficiently executed if signed in the
mine of the Company by its President or Vice - President,
with the seal of the corporation attached.
The certificates, opinions and statemernts referred to
and provided for in this Section shall be full warrant to
the Trustees, and each of them, for their action on the
faith thereof, and they- shall incur no liability for ally-
thing done by them, or either of them, pursuant to this
:article.
The provisions of this Section are subject to the pro-
visions of Section 2 of this Article.
Src. °. While in the possession of the mortgn 'ed
property, the Company shall also We full power in its
discretion from time to dine to dispose, free from the
lien of this Indenture, of any portion of the machinery,
tools, appliances, furniture, fixtures and other -movable
property embraced within this Tndenture, which may
have become unfit for use, upon rcplaeing the same by
or substituting for the saint, new machinery, tools, ap-
pliances. furniture, fixtures and other property of equal
value, which shall forthwith become subject to the lien
of this WmAunn and may, from time to time, sell, free
from the lien of this Indenture, sueh merchandise and
supplies as are commonly dealt in by companies operat-
ing like propertit,s, such snde or sales being in the usual
course of trade with customers of the Company.
Srcr-ox 1. T -ntil some default shall have been made
in the due and pnuctual paynumt of the interest, or of
5G
the principal, of the notes herehy secured, or of solve
pert of such interest or principal, or in the due and
pamctual pwrformans, and ohservance of some covenant
or ecnulitialn hereof ohli ,-atom- upon the Company-, and
until such default shall have continued heyond the period
of grace herein provided with respect thereto, if and-, the
Cviupally, its Successors and assigns, shrill he suffered
Mid perulitte(l to retain the actual posse ssion of all the
mortgaged property. auil to manage, operate and use
the saute, and eN-ery part thereof, with the rights and
l)rk ile -es appertaining thereto, and to collect, receix-e,
take, use and enjoy the tolls, earnings, 111colue, rents,
issues and profits thereof.
r.i�. 2. If, When the note, hereby secured shall have
heconl(-, due and parable (whether bra- lapse of time or
t 1w declaration or by exercise of the privilege of redemp-
tiou ), the Company shall «ell and truly pad-, or cause
to he paid, the whole amount of the principal moneys
and interest due upon all of the notes and coupons for
interest thereon herel).v secured then outstanding, or shall
provide for such pa } -1ueut by depoSitin,_(I with the Trust
couwany hereunder for the pay"uurnt of such notes and
coupons the entire amount then due thereon for principal
rind interest, and shall also pad-. or cause to be paid,
all other lulus luyahle hereunder by the Company, and
shall well and truly keep and perform all the things
herein repaired to he kept and performed by it, accord -
ill to the true intent anal lueanin,g of this Indenture,
then, aiud in that case, the Trnstees shall I to the
C ulpauy all luonevs (other than moneys so deposited
j I'm- the p,lylu ent of Said notes and coupolls), and Other
!' property theta hell by them, or either of them, hereunder,
and ;ill ille pro -)pel ty, ri"-hts and interests herehv corn
67
A-eyetl or pledged shall revert to the Company, and the
estate, right, title and interest of the Trustees, and of
each of them, shalt thereupon cease, determine and be-
come void; and the 'Trustees in sucli case upon demand
of the Company, awl at its cost and expense, shall ex-
ecute proper instruments acknowledging satisfaction of
this Indenture, and such deeds of release or conveyance
as shall be necessary-, proper or requisite to revest in the
Angwny the lwoperQ- then subject to this Indenture
free and discharged from the lien thereof. The deposit
of such moneys with the _Trust Company Shall, as to the
Coaallany, he deemed a payment of such notes, and shall
discharge the liability of the Company thereon, but the
Trust Corulmny shall not lw charggeaNle N ith interest on
ally such deposit.
ARTICLE X.
:The Trustees, for themseh -es and their successors,
hereby accept the trusts and assume the duties herein
c- reated and imposed upon them, but only upon the fol-
lowing terms and conditions, to -wit:
(a) The Trustees, and eaaell of them, Shall be pro -
teeted in any action taken by thelu, ur either of them,
upon an'y notice• resolution, vote, request, consent, cer-
tificate, affidavit, statement, bond, note or other paper or
document helieved by them to he genuine, and to have
been passed Or signed 1, 'y the lwoper parties.
(h) The Trustees, and each of them, may select and
(Wll,loV in and about the cvecution of this trust suitable
awed, atltll attorneys, N,.-hose reasonable conilw 'satlon
shall he paid to the Trustees by the Company-, or, in
default. of '11(.11 pa yinent, shall Ile a cllarge upon the
mortgaged propert;-, and the proceeds thereof, para-
5g
)fount to said notes, an(I neither of the Trustees shall
he ,ulsweraldo for the default, or misconduct of ugly agent
or anttornley sclected by them, or either of then), in pur-
suauce hereof, it' sncll agent or attorne'v shall have been
selected with reasonable Bare, nor in the event that the
Trustees, or either of theau, shall have entered into the
possession of the mortgaged property, or any part there-
of, shall the 'trustees he liable in any event for any act
or neglect of ally employe of the Connpany continued
by the 'Trustees in their employ while so in possession of
ally part of such property.
(c) The Trustees, and each of them, save for their
gross negUgmee or wilful default, shall not be personally
liable for any loss or datunge, and each Trustee shall only
be liable for lds or its own acts or omissions, and not for
the acts or oulissions of the other.
(d) It shall he no part of the duty of the 'Trustees,
or either of them, to file or record this Indenture as a
mortgage or conveyance of real estate, or as a chattel
111011 �agc, or as a Conveyance or transfer of personal
property, or to renew such mortgage, or to procure any
I'm -ther, other or additional instruments of further assur-
ance, or to do any- other act which n)ay he necessary to
1, done for the continuance of the lien hereof, or for giv-
i),• notice of the existouce of slch lien, or for extending
m . the saule. Neither of the Trustees shall
be liable, for the exercise of ally discretion or power here -
1mder, or mistakes or errors of jnrlg)1eut. nor otherwise
in connection with this trust, except for his or its own
Nv,ill'ul u;i: conduct or gross lie"digence. Neither of the
Trustees shall be ollged to take notice of any default
11114 receipt of written notice thereof, signed bV the
hold(•rs of Ott least one fourth ill allount of the notes
1�
P
59
outstanding hereunder. no], to take auk- action in respect
of any default unless replested to take such action by
a writin- g signed by the holders of not less than one -
fourth in amount of the motes hereby secured and then
outstanding.
(e) The Trustees, and each of them, shall have a first
lien upon the mortgaged property and fund for their rea-
sonable expenses, eonnsel fees and compensation, and for
all liabilities incurred in and about the execution of the
trust hereby created, and the exercise and performnc
ae
o:1. their po��-ers and dnties hereunder, which expenses,
counsel fees and compensation the Company covenants
and agrees to pay on demand.
(f) ??either Trustee shall he under any obligation or
duty to perform any act hereunder, or to defend any suit
in respect hereon. unless indemnified to its or his full
satisfaction, and where the Trustees shall have received
indemnity under any of the provisions of this Indenture,
anal it shall afterwards appear, in the judgment of the
Trustees, that the indennlity so demanded and received
is or ulay become insufficient, the Trustees shall not be
rc(luired to tale any further action hereunder until and
unless additional indemnity shall have heen furnished
to the Trustees. Exeeptin�ge as herein expressly other -
wisc provided, neither 'trustee shall be bound to ree-
oguize any person as a noteholder unless and until his
notes ;nn, submitted fur iuspectionl, if recplired, and his
tithe satisfactorily established, it disputed.
(,,) The recital of facts herein and in said notes con-
tained shall 6; taken as statements by the ConMmgn and
shell )ot be coustruod as made by the _tlnsto,
(11) The 'Trustees shall not bo personally liable for
auY debts contracted by therm, 1101. for damages to per-
0)
soils or property injured, nor for salaries or noufulfill-
mout of contracts, during any period in which the Trus-
tees shall manage or operate the trust property, fran-
chises or premises, upon entry as hereinbefore provided,
but any such obligation shall be a charge+ upon the trust
estate in the possession or control of the Said Trustees.
(i) It shall be no part of the duty of the Trustees,
or either of them, to procure any fire or other insurance
on the mortgaged property, or to renew any policies
which may be procured by them or the Company, nor
shall they be under any obligation to pay any taxes,
assessnleuts or other levies on the mortgaged property,
or to keep themselves informed with respect to any such
matters.
(j) In case at any time it shall be necessary or proper
for the Trustees, or either of them, to snake investiga-
tion respecting any fact. preparatory to taking or not tak-
ing' ally action or doing or refraining from doing nlly-
thiug under this Indenture, as such Trustee o' Trustees,
the mrtifiente of the Crnnpiny, signed by its hresldellt
or j iee- President, and attested by its Secretary or As-
sistant Secretary, under the corporate seal, and yeriHod
by the atlidm it of its President, Vivo-President or Ocn-
ernl \tanager, shall be MOWN evidenve of snch fact to
protect tho Trustees, and meh of them, in any action
they may tads(. or refrain from taWng by n asmi of the
supposed existence of such fact.
(_k) 'Neither of the Trustees ,hull have any respon-
sihility ror the validity of this instrument, or of the eXe-
cation or ,iAIlovvfi,d,•ment thereof, OF of any Ilote so-
cnred horehy; nor for the lultlu•e, extent or anlolnit of the
security afforded lMby; nor shall either of them he re-
j
6 1.
sponsible for any Reach by the Company of any cove-
nant in this Indenture contained.
(1) Each of the Trustees may in its or his discretion
advise with legal ('01111-4-1 to be selected by him or it and
to be employed at the expense of the Company, and
anything done or suffered in good faith by the Trustees,
or either of them, in accordance with the opinion of
counsel, shall be conclusive in favor of the Trustees, and
each of them, and bincding on the holders of the notes
and coupon; secured hereby.
(m) Should any suit or other proceeding be brought
against the Trustees, or either of them, by reason of any
matter or thing eouneeted Nyith the trust hereby ereated,
or by reason of being such Trustees or Trustee, they,
or either of them, may require the Company to indemnify
them, or either of them, and the Company hereby eoye-
nants and agrees so to do on demand; and neither of
said Trustees shall be under any obligation to enter any
appearance by counsel or in any -,vny appear in or de-
fend such snit or proeeedin,s until indemnified to their
1'nll satisfaction for so doing; hint they, o- either of diem,
may in their discretion appear and defend such snit .
or Proceeding without ili density if they cleet so to do,
and in such case they shall be conpensnted therefor from
the trust fund.
(n) The Trustees, and eneh of them, and nny succes-
sor or sileceSsnrs, horcoftel' iippnlllted, 111,11' 1'eslgll illl(1
be dischar'o -Od of the trust hereby ere�lted 1)y written no-
flee thereof to the Conlp.uly, and by publication at mast
ones, in eneh wok for four successive weeks in a (Inily
nowNp;ller, published in the City of Chicago, Illinois.
(o) F:aeh of the Trustee; may Inly, sell, o «-n, hold
and deal in any of the notes or coupons issued here.-
63
wcdw: and secured by this 1n lenture and may loin in
,nlY actioli which auk- noteholder may be entitled to take,
M itli like effect as it such Trustee Nverc not it part- to
this Indenture.
(p) Tile Trust Co1up�!u� is authorized at and tinlc to
permit any notehoitler to inspect ally stalonlent or cer-
tilicate filed by the CornpauY v6th. the Trustees, or either
or them.
((l) \otivithstauding ;my0iing in this ludo uhu•e eou-
Swed to the effect that alts hatter of fact ni eessary to
he ascertained by the Tru, tees, or either of their, ,;hill
be ,tablish,gl in favor of thew. or either of
tile,,,, b� elm- � ( 1tilicate, stat<�nlent or other paper filed
Out theta, or door or them, such 'Trustees, or either of
them, may- nov,rtheless, in their, its or his discretion (but
'41,111 1111,14-'r 110 eircurustalic(.s be obligated so to do) make
such iudel)(,no y' 1cuL iu<< °sti,'utiun as it, he or the may see
lit with rc'pcct to ally such ntattor, Auld the c,�pense there-
of sh�dl be Lorne 11� the Ccnup<nly, or, if paid by the Trus-
tees, or either of then, shall ]w repaid b� 1he C'ompau��
npolr denr�nd �� ith interest at the rate of "IN loer eentum
Per annillll.
MIT rot 1.10 \ 1 .
sro "ll -, I. The Trust t'olIllinny, or ally snecessor to
the 'Trust l'ouil alli� hr.rcaft(T aj)loMutcd, lnny be re-
ui��te�l at any WHO an i list I'll inclit. or c011curr4,111 iu-
stnuneuts, in �� ruin si uc�l by the lwhhcls of not less
than tw(w- thirds ill aiuoluit (It' the motes hereby- sc enrcd
and them outstanolin . lu case at any tinuc the Trust
C mill any , or any succes,or to the Trust Ccmtpan� here
after appointed, shall rl'si ii or ,hall be or
Otherwise Ardt becowe incapable of ,feting, a successor
G3
Trust Comp,111y n)ay be appointed by the holder's of a
majority in amoulit Of the uotes hereby secured and then
outstaudislg by- all intruument, or concurrent ilistrmnelits,
si�ued bY such noteholders, or their attorneys in fact
duly authoozed. Ply,41,L nez ertlielea, that it is herehov
agreed and declared that in any such case the C%oiulmilo"
hy' an instrument vywnted by- order of its Board of Di-
rectors nla�- appoint a successor Trust Companc until
a successor Trust Conipaily shall lie appointed by the
noteholders as herein authorized I'hc Company shall
publish a notico of and- such appointmeut by it made once
in each mook for four sumessive weeks, in a daily- ne1vs-
paper published ill Olicngo. Alinois, and any successor
Trust ConWnnY so appointed 11- the Companq- shall im-
luediately-, and without further aet, be superseded by a
successor Trust Conlpany appointed b,- the noteholders
in the manner above provided prior to�the expiration of
one year after such publication of notice. If neither the
C'oml, any nor the noteholders shall appoint a
Trust C'ompan3- within a reasonable time, such appoint -
Illout nia}- be made by- ;rny court of competent jurisdic-
tion upon application of any noteholden or of Ha, Trust
Conlpauy- last in office, or of the individual Trustee.
Every- successor to the Trust Coulpanb idwh er appoint-
e( 1 by the noteholders, or by the Conupany. or by- the
decree of anY cmn-t, shall always he a 'Trust Cunl,aliy
in 900d standing, hiiV'lllg 21 capital ;n"I surplus a,gr,,,t-
ing, at least One Alillio n Dollars.
tii..c. `_'. AVillianl j,..11obott. the individual Trustee, and
any- Successor to said individual Trustee hereafter ap-
pointed lnat be reMoVed at aui *- time by au n
in;trinent
in titriHllg signed by- the person who shall at the tinle
be the President of the 'Trust Compan>', and dull ac-
64
knowledged and filed for record in each place where this
Indenture shall have been recorded. In the event of the
death, removal, resignation or incapacity to act of any
such individual Trustee, a successor to such Trustee may
be appointed by an instrument in writing signed by the
person who shall at the time be the President of the
Trust Company, and acknowledged and filed for record
in each place where this Indenture shall have been re-
corded; and in the event of the failure of the President of
the Trust Company to make such appointment within a
reasonable time (not to exceed twenty days) after such
death, removal, resignation or incapacity to act of the
individual Trustee, a successor to such Trustee may be
appointed in the same manner as is provided in Section I
of this Article with respect to the appointment of a suc-
cessor Trust Company. Every successor to such indi-
vidual Trustee shall be an individual person who is an
officer of the Trust Company.
Src. 3. Every successor to the individual Trustee or
to the Trust Company appointed hereunder shall exe-
cute, acknowledge and deliver to his or its predecessor
last in office, and also to the Company, an instrument ac-
cepting such appointment hereunder, and thereupon such
successor, without any further aet, deed or conveyance,
shall become vested with all the estates, properties,
rights, powers, trusts, duties and obligations of his or its
predecessor in trust hereunder, with like effect as if
originally named as the individual Trustee or the Trust
Company herein, but the individual Trustee or the Trust
Company ceasing to act shall, nevertheless, on the writ-
ten request of the Company, or of his or its successor,
execute and deliver an instrument transferring to such
successor, upon the trusts herein expressed, all the es-
65
tates, properties, rights, powers and trusts of the Trus-
tee so ceasing to act, and shall duly assign, transfer and
deliver all properties and moneys held by such Trustee
to such successor Trustee. Should any deed, conveyance
or instrument in writing from the Company be required
for more fully vesting in and confirming to such succes-
sor 'Trustee such estate, rights, powers and duties, any
and all such deeds, conveyances and instruments in writ-
ing shall upon request be made, executed, acknowledged
and delivered by it.
ARTICLE Y I I.
Nothing contained in this Indenture, or in any bond
hereby secured, shall prevent any consolidation or mer-
ger of the Company with any other corporation, or any
conveyance, transfer or lease, subject to the continu-
ing lien of this Indenture, and to the provisions thereof,
of all or any part of the mortgaged premises to any cor-
poration lawfully- entitled to acquire the same; provided,
however, that such consolidation, merger, sale, convey-
ance, transfer or lease shall be upon such terms as to
preserve and not impair the lien and security of this In-
denture, or any of the rights or powers of the Trustees
or of the bondholders hereunder.
ARTICLE x I I I .
SECTION 1. All of the covenants, stipulations, prom-
ises, undertakings and agreements herein contained, by
or on behalf of the Company, shall bind and inure to
the benefit of its successors and assigns, whether so speci-
fied or not. For all purposes of this Indenture, including
the execution, issue and use of any of the notes hereby
rs
secured, the term "Company" includes and means not
only the party of the first part hereto, but also its suc-
cessors and assigns.
SEc. ?. The words "individual Trustee" mean the
said AVilliam T. Abbott, and his successors in trust here-
Under; the words "Trust Company" mean the Central
Trust Company of Illinois, and its successors in trust
hereunder, and the «-ord "Trustees" means the Trustee
or Trustees for the time being acting, and qualified to
act, hereunder, whether one or more and whether origi-
nal or substituted.
SEC. 3.
The words "note" and "noteholder" shall
include the plural as v-ell as the singular number, unless
otherwise specified, and shall include corporations and
associations ownin- any of said notes. The word "cou-
pons" refers to the coupons attached to the notes secured
hereby.
SEc. 4. Each and every estate, right, title, interest,
lieu, claim, demand and came of action expressed or in-
tended by this Indenture to be vested in or conveyed to
the Trustees shall («-hether or not the same shell be law-
fully conveyed to or vested in the Central Trust Coun-
pany of Illinois, and its successors in trust hereunder)
in any event hereby vest in and be conveyed to William
T. Abbott, and his suec(�,sors in trust hereunder, and
each and every covenant or obligation expressed or in-
tended by this Indenture to run in favor of, and each
and evert right power, remedy and duty expressed or
intended by this Indenture to be conferred upon or en-
forcible hy, the Trustees shall (�v-Iiether or not the same
Shall lawfully rum in favor ol'.or be conferred upon or
be enforeible by the Central Trust Company of Illinois,
and its successors in trust hereunder) in any event run
67
in favor of, be conferred upon and be en €oreible by Will-
iam T. Abbott, and his successors in trust hereunder, with
like effect, in each and every such case, as though this
Indenture were originally entered into between the party
of the first part and the said William T. Abbott as sole
Trustee.
This Indenture may be executed in any number of coun-
terparts, each of which is, and shall be taken, accepted and
received by the parties named and recited herein, and by
all public officers for recordinIg deeds and other instru-
ments, and by all other persons whomsoever, in any- busi-
ness or proceeding whatever, legal or otherwise, based
hereon or transacted in connection herewith, as, an
original.
IN AVI-r-NESS WHEREOF, the said Southern Counties Gas
Company of California lhas caused this Indenture to be
executed in its name and behalf by- its President, and its
corporate seal to be hereunto affixed, and to be attested
by its Secretary, and the said Central Trust Company of
Illinois, to evidence its acceptance of the trust hereby
created, has caused this Indenture to, be executed in its
name and behalf by its Vice- President, and its corporate
seal to be hereunto affixed, and to be attested by its As-
sistant Secretary, and the said William T. Abbott, to evi-
dence his acceptance of the trust hereby created, has
hereunto set his hand and seal, all on the clay and year
above written.
SOUTHERN COUNTIES GAS COMPA_N T OF CALIFORNIA4
,
President.
Attest:
6S
Executed by the Southern Counties
Gas Company- of California, in
the presence of:
ti a esses.
CENTRAL TRUST COIiYANY OF ILLINOIS,
Vice - President.
Attest:
Assista)at Secretary.
Executed by the Central Trust
Company of Illinois, in the pres-
ence of:
........... .
Witnesses.
:............(SEAL)
Executed by William T. Abbott, in
the presence of•
r
Witnesses.
69
STATE OF CALIFORNIA,
I
COUNTY OF Los ANGELES. S SS.
On this . !�..'_`.. day of ......... in the
ye 197.1, in said County, before me,
a Notary Public in and for the
unty of Los AhI_•eles, State of California, residing
therein and/ July eomm"�is�� sioppned anc swor,v, personally
appeared!{!?! C�rkW WY�!►�.. , ki NN n
to me to be the President, and . .
known to me to be the Secretary,
of the Southern Counties Gas Company of California,
the corporation that executed the foregoing instrument,
and known to me to be the persons whose names are sub-
scribed to the foregoing instrument, and acknowledged
to me that such corporation executed the same.
IN WITNESS WHEREOF, I have hereunto affixed my sig-
nature and seal of office, in said county, the day and year
in this certificate first a ove written.
Noigry Public in and 'o the I itty
Los Angeles, State o California. -"
My commission expires. u _�:�: ': .�:...,..
70
STATE OF ILLINOIS,
COUNTY OF COOK�(� 55.
On this . J�J clay of ...... , iI the
year,Ql 4, said County, before me, .....)). iu
.V.'V � ...... a Notary Public in and r �' Ie
County of Cook, State of Illinois, residing thez�nd
duly commissioned and sworn, personally appeared .....
iP.�ct Atj1zW T .............I known to me to be
the 'ice- President, and AKSEL K. BODHOLDT
known to me to be thiTAN7Secretary of the Central
Trust Company of Illinois, the corporation that executed
the foregoing instrument, and known to me to be the
persons whose names are subscribed to the foregoing
instrument, and acknowledged to me that such corpora-
tion executed the same.
IN FITNESS HEREOF, I hay e hereunto affixed my sig-
nature and seal of office, in said county, the clay and year
in this certifica e firs . -e w itten,- ,
Notary Public i an , for the County of
Cook, ,fit to f inoi,s.
�1 1
my commission expires..... -. ...
7
J.
T'
.,
71
STATE OF ILLINOIS,
COUNTY OF COOK. SS•
On this . � . . -.f .. , .. ......... in the
year 1914, before me, ....... �....,
a Notary Public in aucl for the Coun Cook, State of
Illinois, residing therein and dul.r ommissioned and
sworn, personally appeared William T. Abbott, known to
me to be the person whose name is subscribed to the fore-
going instrument, and acknowledged that lie executed the
same.
IN WITNESS WHEREOF, I have hereunto affixed my sig-
nature and seal of office, in said county, the clay and year
in this certificate first abov writte .
Notary Public in and of the County of
Cook, tc e o f Il as.
My commission expires. ... ....... �, � �.
!k
Y
72
73
STATE OF CALIFORNIA, I Ss• r STATE OF ILLINOIS, ss
COUNN, OF LOS ANGELES.,JQ COUNTY OF OOK
•/ - -.... : ! ` ....., President, . r -.. .. ., � r
ice- President,
and .... , Secre- and AKSEL K. BODHOLDT ASSISTANT
.....:... ., ..•..:.Secretary -,
tart', of the Southern Counties Gas Company of Cali-
of the Central Trust Company of Illinois, one of the
forma, the mortgagor and grantor in said deed of trust, Trustees named in the foregoing deed of trust, being
being severally duly sworn, each say that the foregoing severally duly sworn, each say that the foregoing deed
deed of trust- is made in good faith and without any of trust is made in good faith and without any design to
design to hinder, d lay or defraud creditors. / hinder, delay or defraud creditors.
cL7 ?? .. c... President. ��, ✓ � �n � ..............................
�V�i Presiden
.......... .. .........., ecretarJ. icy....
��. ......,
Su scribed and sworn to before me this .. .. clay ASS ISt4N 7 .. Sear- art' .
of .................. .., 1914. � J
Subse ' eel swor i to before me this . &.v� day
..... ... of ......... . , 1 14.
Notary Public in c Olin of
Los Angeles, Sta e of California. ........... .- . .... ..,
Notary Public in ai . f 1- the County of
My- commission expires .` � . : z � .� � � Cook, a o f ll'� �ois.
My- commission expires .......... . . �j � 1
74
STATE OF ILLINOIS, S SS.
COUNTY OF COOK.
William T. Abbott,. one of the Trustees named in the
foregoing deed of trust, being duly sworn, says that the
foregoing deed of trust is made in good faith and with-
out any design to hinder, delay or defraud creditors.
........................n�11. MN
Subs ed s�rn to before me this Z.Vl.!.. day
of .............__`. , 914.
Ehotary Patblic in it for the Cotinty of
Cook-jS
Vate o ixaois. c�
commission expires ................. i t
�2
I
I'
i
75
STATE OF CALIFORNIA,
COUNTS" OF LOS AN- GELES. , SS.
...., being first
duly sworn, upon his oath deposes and says that he is the
Secretary of the Southern Counties Gas Company of
California, and that the execution, acknowledgment and
delivery of the foregoing mortgage or deed of trust was
duly authorized by the affirmative vote of the stockhold-
ers of said Company representing more than two - thirds
of the issued or subscribed capital stock of said Southern
Counties Gas Company of California, at a meeting of the
stockholders of said Company duly and regularly called
and held after clue notice as provided by law, and in
accordance with all the provisions of the laws of the
State of California and of the By -Laws of said corpora-
tion, and also by the unanimous vote of the Board of
Directors of said corporation at a meeting thereof duly
and regularly called and held; and that this affiant was
personally present at said meetings of said stockholders
and directors and recorded and counted the votes of such
stockholders and directors thereat.
Subscribed and sworn to before me this .. = '.day
of ...... . ... .. ...., 1914.
Notary Public in acid, for tl,
Los AnYele.s, State of UY
lfy commission expires. .
�J-
County of
ornia.