FRANK II. GOODYEAR AND CHARLES W.
GOODYEAR
AND
THE MERCANTILE TRUST COMPANY,
as Trustee.
VIO K T GAG B.
SECURING ISSUE OF
$2,000,000,
FIRST MORTGAGE FIVE PER CENT. GOLD BONDS.
DATED' OCTOBER 1st, 1B93.
Principal clue October 1st, 1913. Interest payable
April 1 st and October 1st.
SEWARD, GUTHRIE, MORAWETZ & STEELE,
29 Nassau Street, N. Y.
JwfentMte, made the first day of October, 1893,
between Frank H. Goodyear and Josephine, his wife,
and Charles W. Goodyear and Ella C., his wife, all of
the city of Buffalo, in the State of New York (hereinafter
termed the Good years), parties of the first part, and The
Mercantile Trust Company, a corporation created under
the laws of the State of New York (hereinafter termed the
" Trustee"), party of the second part.
Whereas, The Buffalo and Susquehanna Railroad
Company desires to borrow money necessary to pay for
acquiring, completing, finishing, equipping and operating
its railroad, as hereinafter provided, and to issue and
dispose of its bonds therefor, and to mortgage its corporate
property and franchises to secure the payment of such
bonds ; and
Whereas, the said Railroad Company has resolved
to issue its said bonds to the amount of two million dollars
($2,000,000), and to secure the same by a mortgage cover¬
ing all its franchises and property, executed to the above-
named Trustee, and bearing even date herewith, a copy of
which said mortgage is hereto annexed, marked Schedule
A, and made a part hereof with the same effect as if here
set forth at length, to which said mortgage, for the terms
and conditions thereof and of the said bonds, reference is
hereby made ; and,
Whereas, the Goodyears are largely interested in the
2
said Railroad Company, and it is for their interest and
advantage that its said bonds should be issued and sold
for the purposes aforesaid ; and,
Whereas, f lie said Good years are the owners of large
tracts of timber land situated in the counties of Mc-
Kean, Potter, Cameron and Elk, in the State of Pennsyl¬
vania, and have agreed, in order to procure the sale of
said bonds to purchasers, to further secure the same by the
execution to the Trustee of a mortgage upon said lands.
now therefore, tliis indenture witnesseth : That
in order to secure equally the payment of the principal
and interest of the bonds aforesaid at any time outstanding
according to their tenor and effect, and irrespective of their
time of issue, and the fulfillment of the covenants and con¬
ditions contained in said bonds, and the said mortgage
executed by the said Railroad Company to secure the
same, and for and in consideration of the purchase and
acceptance of said bonds by the holders thereof, and of the
sum of one dollar to them duly paid by the Trustee, at or
before the ensealing of these presents, the receipt whereof
is hereby acknowledged, the said Goodyears, parties of
the first part, hereto have granted, bargained, sold,assigned,«
released, conveyed, confirmed and set over, and by these
presents do grant, bargain, sell, assign, release, convey,
confirm, and set over unto the Trustee, party of the second
part hereto, and its successors, and its and their assigns,
all and singular all the timber lands owned by said Good-
years within the counties of McKean, Potter, Cameron
and Elk, in the State of Pennsylvania, and more par¬
ticularly bounded and described as follows, it being in¬
tended, however, to include all the unstripped timber lands
owned by the said Goodyears within said counties, whether
included in this description or not :
3
All those pieces, parcels and tracts of land situate,
lying and being in the county of Potter and State of Penn¬
sylvania, and bounded and described as follows :
Warrant No. 4,662, situate in Summit and West Branch
Townships, bounded as follows : On the north by Warrant
No. 4,661, on the east by Warrant No. 4,663, on the south
by Warrant No. 4,677, and on the west by Warrant No.
2,107, containing 1,000 acres, more or less, and being the
same land conveyed to F. H. Goodyear and C. W. Good¬
year by L. L. Bailey and Julia Bailey, executors of
the last will and testament of John W. Bailey, deceased,
by deed dated December 2, 1892, and recorded in Potter
County in Deed Book 44 D 1," page 335, and by Jesse
M. Robinson and wife by deed dated the 1st day of Decem¬
ber, 1892, and recorded in Potter County in Deed Book
u D 1," page 339.
Also Warrants Nos. 4,657, 4,658, 4,659, situate in West
Branch, and containing respectively 520 acres, more or less,
and 869 acres, more or less, making a total of 2,264 acres
more or less, being the same lands conveyed to T, H. and
C. W. Goodyear by deed dated January 13, 1893, by Ed¬
ward A. Beddall and wife, recorded in Deed Book 44 D 1,
page 382.
Also a lot of 200 acres in Warrant No. 4,678, situate in
East Fork District, known as the John Wright lot, and
bounded and described as follows : Beginning at a point
in the north line of said warrant 42.3 rods west of the
northeast corner of said warrant ; running thence along
the west line of lot known as the Harvey Thomas
lot 200 rods to the north line of said Thomas lot ; thence
west on the north line of lands known as the Harvey
4
Thomas lands 160 rods to the east line of a lot known
as the Joseph Ogden lot ; thence north on said east
line of Ogden lot 200 rods to the north line of said
Warrant No. 4,678 ; thence east on said warrant line to the
place of beginning. Second, a lot of 46 acres, situate in
Warrant No. 4,693, known as the Morgan Hinchman lot,
and bounded and described as follows : Beginning at a
point in the north line of Warrant No. 4,693, 48 rods
east of the northwest corner of said Warrant No. 4,693,
said point being the northeast corner of the lot known as
the Robert W. Ogden lot ; running thence south along
the east line of the said Ogden lot 80 rods to the north line
of the R. H. Stoddard lot ; thence east on the north line
of the said Stoddard lot 92 rods to the east line of other
lands hereinafter conveyed ; thence north along said east
line 80 rods to the north line of said Warrant No. 4,693 ;
thence on said north line west 92 rods to the place of be¬
ginning. Third, a lot of 237 acres situate in Warrant No.
4,693, known as the J. H. Wolcott lot, and bounded and
described as follows : Beginning at a laurel tree at the
southwest corner of said Warrant No. 4,693 ; running
thence east on the south line of said warrant 240 rods
to the west line of the R. H. Stoddard lot ; thence
north on said west line 156 rods to the south line of
the R. W. Ogden lot ; thence by said south line and by
south line of lot of S. Ross estate 240 rods to the west line
of said warrant ; thence south on said west line 158 rods to
the place of beginning. Fourth, a lot of two hundred acres
situate in Warrant No. 4,693, known as the Harvey
Thomas lot, and bounded and described as follows : Begin¬
ning at the northeast corner of said warrant ; running thence
5
south on the east line of said warrant 252 rods ; thence
west 127 rods ; thence north 252 rods to the north line of
said warrant ; thence by said north line 127 rods to the
place of beginning. Fifth, a lot of 136 acres, more or less,
situate in Warrant No 4,693, and bounded and described
as follows : Beginning at the southeast corner of the
last above described lot ; running thence south, on the
east line of Warrant No. 4,693, 68 rods to the southeast
corner of Warrant No. 4,693 ; thence on the south line of
said warrant 163.3 rods west to the southeast corner of the
R. H. Stoddard lot ; thence north on the east line of said
Stoddard lot 240 rods to the south line of the said Morgan
Hinchman lot above described ; thence on the south line
of the said Hinchman lot east 5.3 rods to the southeast
corner of the said Hinchman lot ; thence by the said east
line of the said Hinchman lot north 80 rods to the north
line of the said Warrant No. 4,693 ; thence by said north
line of Warrant No. 4,693, 39.3 rods to the northwest corner
of the Harvey Thomas lot last hereinabove described ;
thence by the west line of the said Thomas lot south 252
rods to the southwest corner of said Thomas lot ; thence
on the south line of said lot 127 rods to the place of begin¬
ning, being the same lands conveyed to F. H. Good¬
year by S. E. Crittenden and W. W. Crittenden and wives
by deed dated the 30th day of July, 1887, and recorded in
Potter County in Deed Book " W," page 451.
Also a tract of land situate in Summit Township, and
bounded and described as follows : Beginning at a post
in the southwest corner of Warrant No. 4,678 ; run¬
ning thence by the south line of said warrant east 248
perches to a post ; thence south 80 perches to a post, west
6
8 perches to a corner post ; thence south 82 perches to a
corner post ; thence west 240 perches to a post in the east
line of Warrant No. 2,108 ; thence by said east line north
160 perches to the place of beginning, containing 247 acres,
more or less, part of Warrant No. 4,693, and being the same
lands conveyed to F. H. Goodyear by W. K. Jones, sole sur¬
viving executor of Sobieski Ross, deceased, by deed dated
August 8, 1887, and recorded in Potter County in Deed
Book UW," page 449.
Also Warrant No. 4,694, situate in East Fork District,
Summit Township, and bounded as follows : On the north
by Warrant No. 4,693, on the east by Warrant No. 4,682,
on the south by Warrant No. 4,752, and on the west by
Warrant No. 2,106. containing 1,000 acres, more or less, and
being the same land conveyed to F. H. Goodyear by J.
R. Crooker and wife, W. K. Jones and wife, Mary R.
Jones, and. W. I. Lewis and wife, by deeds dated respect¬
ively November 11, 1887, December 12, 1887, and June
12, 1890, and recorded respectively in Potter County in
Deed Book X," pages 56 and 58, and Deed Book "Al,"
page 136.
Also Warrants Nos. 4,682 and 4,692, situate in Abbott
Township, and bounded as follows : On the north by War¬
rant No. 4,679 ; on the east by Warrants Nos. 4,691 and
4,683; on the south by Warrant No. 4,689, and on the
west by Warrants Nos. 4,693 and 4,694, containing 2,000
acres, more or less, and being the same lands conveyed to
F. H. Goodyear by Helen R. Russell, by deed dated Oct.
22, 1888, and recorded in Potter County in Deed Book
UY" page 70.
7
Also all those pieces, parcels and tracts of land situate
in Ulysses township and bounded and described as follows :
Beginning at the southwest corner of lot No. 31 of the allot¬
ment of lands of the Bingham Estate in Ulysses township,
conveyed with lot No. 32 to Eugene Prosser, being also the
southwest corner of Warrant No. 1,826 ; running thence
along the west line of said lot north 4° east 170.6 perches ;
thence along the north line and east line of said lot No. 32
4
south 86° east 172.6 perches and south 4° west 112.7
perches; thence along the north line of lot No. 21, con¬
veyed to August Zealler, south 87|° east 100 perches ;
thence along the north and east line of lot No. 6, conve3?ed
* *4»
to William Smith, south 89|°east 124 perches and south 1°
west 168.4 perches; thence along the south line of Warrants
*•
Nos. 1,826 and 1,805 south 85f° east 361 perches ; thence
along the east line of Warrant No. 1,805 aforesaid, north
east 148.9 perches ; thence along the south and west line
of lot No. 4, conveyed to P. P. Morris, north 86f-° west
11.7 perches and north 2|° east 31.4 perches ; thence along
the south line of lots Nos. 37 and 36, contracted to be sold
to William Gale (being also along the road north 82° west
23.5 perches, north 72f° west 40.7 perches, north 87°
west 44.2 perches, south 84° west 23.4 perches, south 84j°
west 49.8 perches) ; thence along the south line of the
north part of lot No. 24 and the south lines of the north¬
east part of lot No. 23, both also contracted to be sold to
William Gale aforesaid, and being still along the road south
83!° west 18.8 perches, north 87° west 36 perches, south
83° west 29.9 perches, south 74° west 20.2 perches and
south 78° west 32.4 perches ; thence along the west line of
the northeast part of lot No. 23 aforesaid, the west line of
8
the east part of lot No. 85, and the west lines of lot No. 40
and by lot No. 22, all contracted to be sold to William Gale
aforesaid, north 8° east 304.6 perches; thence along the
north and east lines of lot No. 22 aforesaid, south 87f°
east 66.9 perches and south S^° west 8.6 perches; thence
along the north line of lot No. 40 aforesaid, being also
along the north line of Warrant No. 1,805, south 85f° east
145.4 perches ; thence along the west line of lot No. 8, con¬
veyed to P. P. Morris, administrator, aforesaid, north 2|°
east 73 perches ; thence along the south and west lines of lot
No. 13, conveyed to Rufus A. Freeman, north 87|° west
26.6 perches, north lf° east 79.5 perches ; thence along line
of lot conveyed to P. P. Morris, administrator, aforesaid,
north 87^° west 43 6 perches, north 3}° east 26.5 perches,
north 87° west 80 perches, north 3° east 74 perches, north
87|-0 west 112.9 perches, north 3|° east 79 perches,north 85^°
west 660 perches, south 3° west 139.7 perches, north 87^-°
west 57.3 perches, south 3° west 90.8 perches, south 2^° west
552 perches ; thence along the south line of Warrant No.
1,311, south 85|-° east 320 perches to the place of begin¬
ning, containing 3,849.8 acres strict measure, be the same
more or less, it being the unsold remainders of Warrants
Nos. 1,304, 1,311, 1,305, 1,811, 1,825 and 1,826 of the Bing¬
ham lands in Ulysses township aforesaid, and being the
same tract of land sold and conveyed to F. H. Goodyear
by the Bingham trustees by deed dated Nov. 8, 1889, and
recorded in Potter County in Deed Book " Z," page 214.
Also Warrant No. 2,101, situate in Summit township and
bounded as follows : On the north by Warrant No. 2,102,
on the east by Warrant No. 2,678, on the south by Warrant
No. 2,108, on the west by Warrant No. 2,175, excepting lot
9
No. 45 in the northeast corner of said Warrant No. 2,101,
the portion of said warrant hereby conveyed containing
1,060 acres, more or less.
Also Warrant No. 2,108, sitnate in Summit township and
bounded as follows : On the north by Warrant No. 2,101,
on the east by Warrant No. 4,693, on the south by Warrant
No. 2,106, on the west by Warrant No. 2,169, and contain¬
ing 1,1C0 acres, more or less.
Also Warrant No. 2,106, situate in Summit township
and bounded as follows : On the north by Warrant No.
2,108, on the east by Warrant No. 4,694, on the south by
Warrants Nos. 4,753 and 4,754, on the west by Warrant
No. 2,152, and containing 1,100 acres, more or less.
Also Warrant No. 2,152, situate in Summit township
and bounded as follows : On the north by Warrant No.
2,169, on the east by Warrant No. 2,106, on the south by
Warrants Nos. 4,754 and 4,755, on the west by Warrant
No. 2,223, and containing 1,100 acres, more or less.
Also Warrant No. 2,169, situate in Summit township
and bounded as follows: On the north by Warrant No.
2,175, on the east by Warrant No. 2,108, on the south by
Warrant No. 2,152, on the west by Warrant No. 2,216, and
containing 1,100 acres, more or less.
Also Warrant No. 2,175, situate in Summit township
and bounded as follows: On the north by Warrant No.
2,182, on the east by Warrant No. 2,101, on the south by
Warrant No. 2,169 and on the west by Warrant No. 2,102,
containing 1,100 acres, more or less, and being the same land
conveyed to F. H. Goodyear by the Bingham trustees by
deeds dated July 30,1887, June 6, 1891, and recorded in
Potter County in Deed Book " W," page 472 and B 1, p.
10
36, and by Isaac Benson et al, date April 29, 1891. Re¬
corded in Deed Book B 1, page 239.
Also Warrant No. 4,940, situate in Wliarton township,
Potter County and Grove township, Cameron County, and
bounded as follows : On the north by Warrant No.
4.920, on the east by Warrant No. 4,941, on the south by
Warrant No. 4,161, on the west by Warrant No. 4,939,
and containing 1,000 acres more or less, being part of the
same land conveyed to P. H. and C. W. Goodyear by P.
Westpageand wife and Stephen Jewett by deeds bearing
date January 28, 1893, and recorded respectively in Potter
County in Deed Book " D 1," pages 437 and 438.
Also a tract of land situate in Wharton township, con¬
taining 660 acres, more or less, being a part of Warrant No.
4.921, and bounded and described as follows : Beginning
at a post in the northwest corner of "Warrant No. 4,920 ;
running thence east along the warrant line 460 rods to the
west line of the surveyed lot ; thence north on the west
line of said lot 113 rods to the northwest corner of the
same ; thence bv the north line of said lot east 33 rods to
j «/
the southwest corner of another surveved lot : thence north
j
on the west line of said lot 178 rods to the northwest corner
of the same ; thence by (he north line of said lot east 26
rods to the east line of said Warrant No. 4,921 ; thence by
said warrant line north to the northeast corner of the said
Warrant No. 4,921 ; thence by the north line of the said
warrant west 438.5 rods to the northeast corner of the sur¬
veyed lot ; thence south on the east line 93.5 rods to the
north line of another surveyed lot ; thence south on the
east line of said lot 69.6 rods to the southeast corner
thereof ; thence west by said south line 121 rods to the east
11
line of another surveyed lot ; thence south on the
east line 70 rods to the southeast corner of said lot ; thence
west on the south line of said lot 81.5 rods to the west
line of Warrant No. 4,921 ; thence south on said
west line 95 rods to the place of beginning, excepting
from the tract thus bounded and described a lot of
100 acres in the northeasterly portion of said War¬
rant No. 4,921, said lot so excepted being 100 rods east and
west and 160 rods north and south, the same having been
surveyed and located on the ground, being the same land
conveyed to F. H. Goodyear by Frederick Mead and Joseph
Bush and wife by deed dated October 1,1887, and recorded
in Potter Ccunty in Deed Book UW," page 579.
Also Warrant No. 4,630 situate in Ulysses and Sweden
townships and bounded as follows : On the north by
Warrants Nos. 1,310 and 1,311 ; on the east by Warrant
No. 4,631; on the south by Warrant No. 4,637; on the
west by Warrant No. 2,117, and containing 1,000 acres,
more or less, being the same land conveyed to F. H. Good¬
year by A. G. Olmsted and wife and F. W. Knox and wife
by deed dated the 2d day of October, 1890, and recorded
in Potter County in Deed Book UA1," page 427.
Also three tracts of land, being Warrants Nos. 4,632,
4,633, 4,640, situate in Ulysses, formerly Jackson town¬
ship. The first two of said tracts, taken together, being
bounded as follows : On the north by Warrants Nos.
1,826, 1,808, and unnamed warrant, and 1,804 ; on the east
by M. J. Flinn Warrant No. 3,066 ; on the south by War¬
rants Nos. 4,737 and 4,635, on the west by Warrant No. 4,631.
The other warrant in Ulysses, formerly Jackson township,
being bounded as follows : On the north by Warrant No.
12
4,635 ; on the east by Warrant No. 4,641 ; on the south by
Warrant No. 4,643; on the west by Warrant No. 4,639,
the three warrants containing in the aggregate 3,000 acres,
more or less. Excepting and reserving from Warrant No.
4,633 the following described lot: Beginning at the north¬
east corner of Warrant No. 4,633 ; running thence west
along the north line of Warrant No. 4,633, 90.8 perches to
a beech corner tree ; thence south 4° and 36' east 193.6
perches to a birch corner tree ; thence north 88° and 42
east 106 perches to a post in the east line of said warrant ;
thence north on said line 193 perches to the place of be¬
ginning, containing 119 acres. The last described warrants
of land, less the lot excepted, being the same land conveyed
to P. H. and C. W. Goodyear by E. S. Siliimand and wife,
by deed dated the 26th day of May, 1889, and recorded in
Potter County in Deed Book " Y," page 583.
Also three and one-half warrants of land situate in
Wharton township, being Warrants, Nos. 4,918, 4,919 and
Ives No. 2, and the northern half, or that portion lying
north of the Clinton County line, of Warrant No. 4,941,
containing in all 3,500 acres» more or less. The first of
said three and one-half warrants being bounded as follows :
On the north by Ives No. 1, on the east by Ives No. 2 and
3, on the south by Warrant No. 4,919, and on the west by
Warrant No. 4,921. The second of said three and one-
half warrants being bounded as follows : On the north by
Warrant No. 4,918, on the east by Ives No. 3, on the south
by Warrant No. 4,941, and on the west by Warrant No.
4,920. The third of said three and one-half warrants being
bounded as follows : On the north by Warrant No. 4,714,
on the east by Warrants Nos. 5,908 and 5,912, on the south
13
by Ives No. 3, and on the west by Warrant No. 4,918. The
last of said three and one-half warrants being bounded as
follows : On the north by Warrant No. 4,918, on the east
by Warrant No. 4,942, on the south by the Clinton Co.
line, on the west by Warrant No. 4,940, being the same
lands conveyed to F. H. Goodyear by sundry persons and
deeds, as follows : Deed by G. C. Scott, dated August 10,
1887, and recorded in Potter Co. in Deed Book "W,"
page 452 ; deed by Warner Garlock and wife, dated August
10, 1887, and recorded in Potter County in Book " W,"
page 453 ; deed by J. L. Knox and wife, dated August 13,
1887, and recorded in Potter Co. in Book " W," page 455 ;
deed by A. Rounsville and wife, dated August 13, 1887,
and recorded in Potter County in Book u W,'1 page 456,
and deed by W. K. Jones and wife, dated August 31,1887,
and recorded in Book u W," page 471.
Also Warrant No. 4,920, situate in Wharton township,
bounded as follows : On the north by Warrant No. 4,921, on
the east by Warrant No. 4,919, on the south by Warrant No,
4,940, on the west by Warrant No. 4,925, and containing
1,000 acres more or less, being the same land conveyed to F.
H. Goodyear by D. B. Deppen and wife by deed dated the
9th day of Nov., 1887, and recorded in Potter County in
Deed Book UX," page 1.
Also a tract of land situate in Summit township, bounded
and described as follows : Beginning at a post in the south¬
east corner of Warrant No. 2,101, running thence by the
east line of said warrant north 320 perches to a post at the
southwest corner of Warrant No. 4,677 ; thence by the
south line of said warrant east 324.7 perches to a post;
thence south 200 perches to a post ; thence west 76.7 perches
14
to a post ; thence south 120 perches to a post in the north
line of Warrant No. 4,693; thence by said line west 248
perches to the place of beginning, containing 592 acres
more or less, being part of Warrant No. 4,678, and being
the same land conveyed to F. H. and C. W. Goodyear by
S. M. and George Fox, executors of the last will and tes¬
tament of George Fox, M. D., deceased, by deed dated
Jan. 2, 1893, and recorded in Potter County in Deed Book
" D 1," page 381.
Also all those certain tracts of land situate in Summit
township, which, taken together, are bounded and de¬
scribed as follows : Beginning at the southwest corner of
Warrant No. 2,102, running thence north 393 perches to a
post in the warrant line, south 30° west 385 perches to the
south line of Warrant No. 2,102 ; thence east along the
south line of said " arrant No. 2,102 to the place of begin¬
ning, being a portion of turnpike lot No. 45, lying within
Warrant No. 2,102, and containing 172 acres, more or less,
being the same land conveyed to F. H. and C. W. Good¬
year by W illiam Bounsville and wife and Mary R. Pearce
and husband by deed dated July 6th, 1893, and recorded
«
in Potter County in Deed Book fcC C 1," page 508.
Also all those tracts of land situate in Summit township,
which, taken together, are bounded and described
as follows : Beginning at a point in the east line of War¬
rant No. 2,107,112 perches south from the northwest corner
thereof, running thence north 56J-° west 38 perches to a
corner ; thence south 30° west 484.2 perches to the south¬
west corner of lot No. 31 ; thence 56|~° east 70 perches to
the southwest corner of lot No. 43 ; thence north 30° east
457.2 perches to the east line of Warrant No. 2,107 ; thence
15
by the east line of said warrant north 68 perches to the
jjlace of beginning, containing 212.8 acres, more or less, in
Warrants Nos. 2,102 and 2,107, and being the same land
conveyed to F. H. and C. W. Goodyear by W. H. Roûns-
ville and wife by deed dated July 12, 1892, and recorded in
Potter County in Deed Book u C 1," page 509.
Also a piece of land situate in Summit township, and
bounded and described as follows : Beginning at a point
in the south line of turnpike lot No. 26, 80 rods east
from the west line of Warrant No. 2,107 ; running
thence east 82.1 rods to a post in the northwest corner
of turnpike, lot No. 32; thence south 30° west ialong
the west line of lot No. 32,132 rods to the turnpike ; thence
along said turnpike by its several courses in a north¬
westerly direction to the northwest corner of lot No. 29 ;
thence north 30° east 101.8 rods to the place of beginning,
containing 40 acres, more or less, being lot No, 30 of turn¬
pike lots and part of Warrant No. 2,107, and being the
same land conveyed to F. H. and C. W. Goodyear by Ah
vin Pearce and Mary P., his wife, b}^ deed dated July 6,
1892, and recorded in Potter County in Deed Book u C 1,"
page 513.
Also Warrants Nos. 4,631 and 4,636 situate in Ulysses,
formerly Jackson, township, which warrants taken together
are bounded as follows : On the north by Warrants Nos.
1,311 and 1,826, on the east by Warrants Nos. 4,632 and
4,635 ; on the south by Warrant No. 4,639, and on
the west by Warrants Nos. 4,637 and 4,630,
containing 2,000 acres, more or less, being the same land
conveyed to F. H. Goodyear by Thaddeus Crawford et al.,
heirs at law of Sarah Kinnier, deceased, by deed dated
16
June 3, 1891, and recorded in Potter County in Deed Book
" B 1," page 374, and by P. A. Stebbins and wife by deed
dated June 27, 1891, and recorded in Deed Book "B 1,"
page 374.
Also a lot of land situate in Summit township, bounded
and described as follows : Beginning at a sugar maple tree
on the west line of lot No. 36 ; running thence by the west
line of the same 30° west 180 perches to a post on the turn¬
pike road, said post being at a corner of lots Nos. 33 and
34, 35 and 36 ; thence northwesterly along said turnpike
road, 81 perches to a post at the corner of lots Nos. 31,
32, 33, 34 ; thence by the east line of lot No. 32 north 30°
east 165 perches to a post at the northeastern coiner of
lot No. 32 ; thence east 81 perches to the place of begin¬
ning, containing 87| acres, more or less, being lot No. 34
of the turnpike lots in Warrant No. 2,107, and being the
same land conveyed to P. H. and C. YV. Goodyear by John
T. Siner and Leandro D. C. Siner, executors of the last will
of John Krider, deceased, by deed dated Dec. 10,1890, and
recorded in Potter County in Deed Book u A 1," page 585.
Also a lot of land situate in Summit Township, bounded
and described as follows : Beginning at a point in the Jer¬
sey Shore and Coudersport turnpike, at the northeast
corner of lot No. 31 ; running thence by the west line of
said lot south 30° west 353.4 perches to a post ; thence west
81 perches to a post ; thence north 30 east 417.4 to a point
in said turnpike ; thence along said turnpike, the south
line of lot No, 30, to the place of beginning, containing
188 acres, more or less, being lot No. 29 of turnpike lots in
Warrants Nos. 2,107, 2,182 and 2,183, and being the same
land conveyed to F. H. and C. W. Goodyear by Leonard
17
Harrison and wife by deed dated Dec. 11, 1890, and re¬
corded in Potter County in Deed Book u A 1," page 619.
Also a tract of land situate in Ulysses, formerly Jackson
township, bounded and described as follows : Beginning at
a post in the south line of Warrant No. 1,826, 170 perches
from a beech tree, said tree being at the southwest corner
of said warrant, and said post being at the southwest corner
of the tract hereby conveyed ; running thence north 2J °
east 160 perches to a beech ; thence south 87^° east 100
perches ; thence south 2| west 160 perches to a hemlock
tree ; thence along the south line of Warrant No. 1,826
north 87J- ° west to the place of beginning, containing 100
acres of land, being Lot No. 21, of the allotment of Bing¬
ham lands in said township and part of Warrant No. 1,826,
and being the same lands conveyed to P. H. and C. W.
Goodyear by Owen C. Metzger and wife by deed dated
July 19, 1890, and recorded in Potter County in Deed Book
" A1," page 275.
Also a tract of land situate partly in Sweden township
and partly in Ulysses, formerly Jackson township, said
tract being bounded and described as follows : Beginning
at a post in the south line of Warrant No. 1309, 32 perches
north of the southeast corner of lot No. 11 of the allotment
of lands of the Ross estate in Sweden township, conveyed
to Joel Hendryx, running thence by the east line of said
lot and lot No. 9 north 214.5 perches to a post at the south¬
west corner of lot No. 34, Fox and Ross lands, conveyed to
Julius Meyer ; thence by the south line of said lot east
214.7 perches to a post in the west line of Lot No. 57,
conveyed to John Groin ; thence by the line of said lot
south 75.4 perches to a post ; thence east 77 perches to a
18
post ; tlience north 110.8 perches to a post at the southwest
corner of lot No. 63, conveyed to S. Burr ; thence by the line
of said lot east 140 perches to a post; thence north 60 perches
to a post in the south line of lot No. 33, conveyed to Edward
Crance ; thence east 67 perches to a post at the southeast
corner of lot No. 62, contracted to be sold to Michael Snv-
der, second ; thence by the east line of said lot north 131.8
perches to a post at the southwest corner of lot No. 17,
conveyed to F. W. Frank ; thence by the south line of
said lot east 192 perches to a post in Ulysses, formerly
Jackson, township ; thence south 1° east 467 perches to a
post in the south line of Warrant No. 1311 ; tlience by
the said south line and south lines of Warrants Nos.
1311 and 1309 north 88° west 699.5 perches to the
place of beginning, containing 1000.7 acres, more or less,
being lot No. 64 of the allotment of lands of the estate of Fox
and Ross, in the township aforesaid and part of Warrants
Nos. 1,304, 1,305, 1,309, 1,310 and 1,311, and being the same
land conveyed to F. H. Goodyear by W. K. Jones, surviving
executor of the estate of S. Ross, deceased, and S. M. Fox
and G. W. Fox, executors of the last will of George Fox,
M. D., deceased, by deed dated May 23, 1890, and recorded
in Potter County in Deed Book u A 1," page 79.
Also a tract of land situate in Summit township,
bounded and described as follows : Beginning at a post
on the north line of lot No. 34, turnpike lots, in Warrant
No. 2,107 ; running thence west 490.8 perches to a post ;
thence north 81.5 perches to a post ; thence east 49.8
perches to a post ; thence south 81.5 perches to the place
of beginning, containing 250 acres, more or less, being
lots Nos, 25 and 26, and part of Warrants Nos. 2,107, 2,109,
19
2,185, and 2,186, and being the same land conveyed to F.
H. and C W. Goodyear by Jesse M. Robinson and wife
and John W. Bailey and wife by deed dated Jnly 5, 1892,
and recorded in Potter County in Deed Book u C 1," page
527.
Also that tract of land situate in Wharton township,
being Warrant No. 4,714, bounded as follows : On the
north by Warrant No. 4,724, on the east by WTarrant No.
5,908, on the south by Ives No. 2, on the west by Ives No.
I, and containing 990 acres, more or less, excepting from
the tract thus bounded the lot conveyed to Charles and
Jesse McConnell, said lot being the northwest corner of
said warrant, and being bounded and described as follows :
Beginning at the northwest corner of said warrant ; run¬
ning thence east 200 rods to a post ; thence south 50 rods
to a post ; thence west 200 rods to a post in the warrant
line ; thence north on the warrant line 50 rods to the place
of beginning, containing 938 acres, and being the same
land conveyed to F. H. Goodyear by Mary G. Harris, ex¬
ecutrix of the last will and testament of Edward Harris,
deceased, by deed dated Nov. 4, 1887, and recorded in
Potter County in Deed Book " X," page 3.
Also all those four certain tracts or warrants of land,
situate in Portage, Sylvania Townships, in the County of
Potter, and State of Pennsylvania, surveyed by virtue of
four warrants dated January 24th, 1794, granted to John
Barron, Jr., and numbered respectively 4,620, 4,621, 4,622
and 4,623,each containing 1,100 acres each more or less, with
the usual allowance for roads, etc., said four tracts being
contiguous to each other and bounded as follows : On the
east by district line No. 3, on the south by warrant num-
20
ber 5,433, on the west by warrant number 4,624, 4, 625, 4,626
and 4,627, and on the north by warrant number 3,912,
being the same land conveyed to F. H. and C. W. Good¬
year, by Ezra Canfield and wife, by deed dated July 5th,
1893, and recorded in Potter County, in Deed Book E 1,
page 357.
Also that lot of land situate in East Fork District, Pot¬
ter County, Pennsylvania, described as follows : Begin¬
ning at a post in the north line of warrant number 4,752,
standing 400 rods east from the northwest corner thereof ;
thence by said warrant line east 100 rods to a post corner ;
thence south 160 rods to a j>ost corner ; thence west 100
rods to a post corner ; thence north 160 rods to the place
of beginning, containing 100 acres more or less, and being
the same tract conveyed to F. II. and C. W. Goodyear by
W. I. Lewis and wife, by deed date, June 12th, 1890, re¬
corded in Potter County, in Deed Book A 1, page 136.
Also all the timber and trees standing, lying and being
upon that tract of land, situate, lying and being in the
East Fork District, Potter County, Pennsylvania, de¬
scribed as follows :
Beginning at a beech the northeast corner of a tract of
land known as Warrant No. 4,753 ; thence east by the
south line of Warrant No. 4,694, 470.5 perches to the
northwest corner of Warrant No. 4,689 ; thence along
the w7est line of said warrant south 319 perches to the
northeast corner of Warrant No. 4,767; thence by the
north line of said warrant west 481 perches to the north¬
west corner thereof ; thence by the east line of War¬
rant No. 4,753 north 329.2 perches to the place
of beginning, being Warrant No. 4,752, excepting
21
and reserving therefrom two certain lots described
as follows : A lot of 100 acres being known as the
Pierpont lot, now claimed by A. Rounseville, and the other
lot beginning at the southwest corner of said Warrant
4,752, running thence north on the west line of said war¬
rant 160 perches ; thence east 100 perches ; thence south
parallel with the said west line 160 perches to the south
line of said warrant ; thence west on said south line 100
perches to the place of beginning, containing 100 acres,
being known as the C. Lovejoy lot, now claimed by the
estate of Sokieski Ross, deceased. The land above men¬
tioned containing 800 acres, with the usual allowance of 6%
more or less. Being the same premises conveyed to F. H.
Goodyear by Henry W. Volkmer and John Gummere,
executors and trustees under the last will and testament of
Charles Henry Volkmer, deceased, by deed date February
8th, 1888, recorded in Potter County in Deed Book X, page
198, February 16th, 1888.
Also all the timber standing and being on that tract of
land situate in the townships of West Branch and Sum¬
mit, Potter County, Pennsylvania, bounded and described
as follows : On the north by Warrant 4,662 ; south by War¬
rant 4,678 ; on the east by Warrant 4,676 and on the west by
Warrant 2,102, containing 1,000 acres more or less,and being
Warrant Ko. 4,677, and the same premises conveyed to
F. H. and C. W. Goodyear by G. W. Biddel, et at., by
deed date the 8th day of February, 1893, and recorded in
Potter County in Deed Book D 1, page 458.
Also all the timber standing and being on the land here¬
inafter described, situate in the township of Keating and
Roulet, beginning at a post, the southwest corner of lot
22
number 242 Roulet, deeded to F. H. Goodyear ; tbence
east 66.4 perches to a corner ; thence north 25 degrees east
122.5 perches to a post corner ; thence north 65 degrees
east 90 perches to a post corner of lot number 242 ; thence
south 35 degrees east 56.6 perches to a post corner ; thence
east 192 perches to a post corner ; thence south 194 perches
to a post corner ; thence west 26.5 perches to a post cor¬
ner ; thence south 44 degrees west 238.4 perches to a post
corner ; thence south 171 perches to a hemlock corner
of lot number 46, deeded to Robert Looney ; thence west
163.5 perches to a post corner ; thence north 135.8 perches
to a post, the northeast corner of lot number 21; thence west
82.2 perches to a post corner in the county line ; thence by
the county line north 294.3 perches to the place of begin¬
ning, containing 1,017.9 acres, more or less, being lot num¬
ber 71 of the allotment of land of Hamlin, Hamlin &
Forest, in Keating township, and part of Warrants 2,201,
2,164, 2,156 and 1,271 ; also beginning at a post the north¬
west corner of lot number 4, deeded to B. S. Col well; thence
north 67.7 perches to a post, the northeast corner of lot
number 3 ; thence east 30 perches to a post, the southeast
comer of lot number 5; thence north 34.2 perches to a post
corner ; thence east 70 perches to a post corner; thence
south 102 perches to a post corner ; thence west 100 perches
to the place of beginning, containing 57.3 acres, being lot
number 55 of the said allotment, and part of Warrant No.
3,976, being the same premises contracted to be con¬
veyed to F. H and C. W. Goodyear by B. D. Hamlin et al.,
by articles of agreement, date the 1st day of December,
1890.
Also all the timber standing and being on the land herein-
23
after described, situate in the township of Keating, county
of Potter and State of Pennsylvania, bounded and de¬
scribed as follows : Beginning at a post the northeast cor¬
ner of land conveyed to Robert Looney, lot number 49 ;
thence west 255 perches to a post the northwest corner of
land conveyed to Robert Looney, lot number 51 ; thence
south 81,8 perches to a post corner ; thence north 52 de¬
grees west 42.8 perches to a beech corner ; thence west 172
perches to a post corner of lot number 4, conveyed toB. S.
Colwell ; thence south 40 perches to a corner of the same ;
thence 53 perches to a post the southeast corner of land
contracted to W. H, Haven, number 55, thence north 102
perches to a post, the northeast corner of the same ; thence
west 70 perches to a post corner of the same ; thence north
238.8 perches to a post corner of land conveyed to Robert
Looney, lot number 46 ; thence west 117.2 perches to a post
corner of the same; thence north 321 perches to a post corner;
thence north 44 degrees east 238.4 perches to a post corner;
thence east 212 perches to a post corner ; thence south 272.5
perches to a post corner ; thence east 261.1 perches to a post
corner ; thence south 185 perches to a post corner ; thence
east 60 perches to a post corner ; thence south 320 perches
to the place of beginning, containing 2,475 acres of land,
more or less, being part of warrants 2,164, 2,156, 3,914,
3,976 and 3,979, being the same premises contracted to be
sold to F. H. and C. W. Goodyear by B. D. Hamlin et al.,
by articles of agreement, date the 1st day of Becember,
1890.
Also all those tracts of land situate in Potter County,
State of Pennsylvania, described as follows: Warrants
JNTo. 2,182, 2,102, 2,107, 2,185, 2,186,2,109,2,105,2,110,
24
in Summit Township, reserving out of said warrants lots
numbers"25, 26, 29, 30, 33, 34, 37, 38, 41, 42, and part of 45,
conveyed to Lycoming and Potter Turnpike Company,
containing about 1,210 acres : also reserving lot number 20
conveyed to Charles Schurig, containing 154.3 acres ; re¬
serving also lot No. 61, conveyed to S. C. Allen, contain¬
ing 50 acres, leaving and conating in the warrants above
described, 7,739 acres ; also another lot, being Warrant -
No. 2,112, and part of Warrants 2,115, 2,132 and 2,117, as
shown by plot attached to contract herein recited, situate
in Summit Township and Sweden Township, in said
county and State, containing 2,899 acres, more or less,
being the same land contracted to be sold to P. H. Good¬
year, by the trustees of the Bingham Estate, by articles of
agreement, date the 16th day of June, 1890.
Also all those pieces and tracts of land situate in Potter
County, Pennsylvania, bounded and described as follows :
Beginning at the northeast corner of lot number 159 of the
allotment of Bingham lands in Ulysses Township conveyed
to L. S. Drake ; thence along the north line of lot number
194, contracted to Ai. Gardner, east 48 perches ; thence
along the west line of lot number 119, conveyed to
P. P. Morris, administrator, north 146 perches; thence
along the south line of lot number 78, conveved to
O '
P. P. Morris, west 48 perches to the place of beginning,
containing 43.8 acres, part of Warrant No. 1,801 ;
also beginning at the southeast corner of lot number
119, conveyed to said Morris in Ulysses Township ; thence
along the east line of said lot north 122 perches ; thence
\
along the south line of lot number 196, unsold, east
152.5 perches; thence along line of lot number 148
25
(Ulysses and Hector), conveyed to said Morris, south 37
perches, east 61.6 perches, south 69.8 perches, east 80
perches ; thence along the south line of lot No. 193 (Hec¬
tor) east 76.6 perches ; thence along west line of lots Nos.
196 and 197 south 184.3 perches ; thence along the south
line of lot No. 197 east 96.3 perches; thence along the
west and south lines of lot No. 207 south 2.5 perches and
east 91 perches ; thence along the west and south lines of
lot No. 62, conveyed to Charles B. Watrous, south 74
perches and east 21.5 perches, and thence along the east
line of lot No. 61, conveyed to William 9. Loucks, south
2f degrees, west 40.3 perches ; thence still along the west
line of lot No. 61 to the west line of lot No. 276, contracted
to be sold with other land to Seth Lewis and others, south
3 degrees, west 72.2 perches ; thence along the south line
of lot No. 276 east to Genesee Fork (so called) ; thence
down the stream (Genesee Fork) by the several courses
and distances thereof (in the main southwesterly) to the
north line of lot No. 60, conveyed to said Morris ; thence
along the north and west lines of said lot No. 60, north
87f degrees, west 45.5 perches and south 126.8 perches;
thence still along line of land conveyed to said Morris,
west 85.3 perches and south 31 perches, west 106 perches,
south 4 degrees west 85 perches, north 86 degrees west 44
perches, south 4 degrees west 68 perches ; thence along the
north lines of lands conveyed to William Gale, being also
along the north lines of warrants Nos. 3,480 (Hector and
Ulysses), 1,803 and 1,811 (Ulysses), north 85f degrees west
254.2 perches, north 86^- degrees west 431.2 perches, and
north 5f degrees west 429.3 perches to an old fallen birch
tree ; thence still along the line of land conveyed to Will-
26
iam Gale (being also along the west line of W arrant No.
1,811), south 6.9 perches ; thence along lines of land con¬
veyed to said Morris, south 87 degrees west 26 perches,
north 2 degrees east 101.7 perches, north 87 degrees west
47 perches ; thence along the east line of lot No. 414, con¬
veyed to H. Cashing, and line of land conveyed to said
Morris, north 3| degrees east 176 perches ; thence still
along line of land conveyed to said Morris south 87 de¬
grees east 59.5 perches, north 4 degrees east 15.5 perches,
south 87 degrees east 166.1 perches, south 4 degrees, west
63.4 perches, south 86 degrees east 97.8 perches, north 4
degrees east 38.3 perches, south 86 degrees east 108.5
perches and north 4 degrees east 16.2 perches ; thence
along the south and east lines of lot No. 110 conveyed to
C. P. Cady south 86 degrees east 42.8 perches and north
188 perches ; thence along lines of land conveyed to said
Morris east 58.6 perches, south 8 perches, east 300.7
perches, north J- degrees west 128 perches, east 2 perches
and north J degrees west 78.4 perches ; thence along the
east line of lot No. 194, contracted to be sold to Ai. Gard¬
ner, north 58 perches, and thence along the south line of
lot No. 119 conveyed to said Morris east to the place of
beginning, containing 4,474.6 acres strict measure, being
Warrant No. 1,802 and parts of Warrants Nos. 1,789, 1,790,
1,796, 1,800, 1,801, 1,812, 1,814, 1,824 and 1,825, in Ulysses
and Hector Townships, being the same premises contracted
to be sold to F. H. Goodyear by the Trustees of the Bing¬
ham Estate, by Articles of Agreement, date the 16th day
of June, 1890.
Also the undivided half interest in the land and hard¬
wood timber and all the hemlock timber, exclusive of
hemlock bark, of warrants 5,920, Ives Nos. 4, 5 and 6,
27
and the west portion of Warrant Nos. 5,923, 5,924 and
Ives No. 7, containing in all 5,350 acres, more or less,being
part of the lands and timber conveyed to F. H. and C. W.
Goodyear by P. C. Costello and others, the portion of
Warrants 5,928, 5,924 and Ives No. 7, being that portion
lying in the Hammersley water-shed, as partitioned and
divided between the said Goodyear's and the Lackawanna
Lumber Company, by a ridge line surveyed and estab¬
lished by W. A. Crosby.
Also all those pieces, parcels and tracts of land situate,
lying and being in the county of McKean and State of Penn¬
sylvania, and bounded and described as follows, to wit :
A tract situate in Norwich township and bounded and
described as follows : Beginning at a hemlock tree, at the
southeast corner of subdivision No. 126, Wilson's survey,
and the southwest corner of Warrant No. 2,641 ; running
thence west along the county line and the south line of
Warrant No. 2,700 three hundred and twenty-eight
and eight-tenths rods to a hemlock tree ; thence north
along the east line of subdivisions Nos. 108, 107, 106,
105 and 104, eight hundred and ten rods ; thence east
along the south line of land owned by Sterling and
AVinans, one hundred seventy-seven and eight-tenths
rods ; thence north along the east line of subdivision No.
113 ninety rods to a hemlock tree ; thence east along the
south line of subdivision No. 121 one hundred and fifty-one
rods to a beech tree ; thence south along the west line of
Warrant Nos.2,843, 2,845 and 2,841 nine hundred rods to the
place of beginning, containing 1750.5 acres, being the same
land described in sundry deeds made by David L. Aldrich
and others to Frank H. Goodyear and recorded in McKean
28
County Deed Books, No. 41, at pages 462, 465, 485, 549, 552,
No. 42, page 77, and No. 46, page 29.
Also a tract situate in Norwich township and bounded
and described as follows : Beginning at a beech tree, at the
southeast corner of subdivision No. 84 (Wilson's survey) ;
running thence along the south line of subdivisions Nos.
93 and 102 east three hundred and fifty live and six-
tenths rods ; thence along the west line of subdivisions
Nos. 112, 113 and 114, south four hundred and fifty rods;
thence along the north line of land formerly of Samuel
Woodruff et al. west five hundred and thirty-three and four-
tenths rods ; thence along the east line of subdivisions
Nos. 78 and 77 north two hundred and seventy rods ;
thence along the south line of subdivision No. 85 east one
hundred and seventy-seven and eight-tenths rods to a beech
tree ; thence along the east line of said subdivision No. 85,
north one hundred and eighty rods to a beech tree, the
place of beginning, containing 1,303.2 acres, being parts of
Warrants Nos. 2,701, 2,702, 2,704, 2,716, 2,717 and 2,718,
and the same land described in sundry deeds made by David
L. Aldrich and others to F. H. Goodyear and recorded in
McKean County Deed Books, No. 41, at pages 467, 469,
473, 475, 477, 480, 482, 547, 554 and No. 46, page 29.
Also a tract situate in Norwich township and bounded
and described as follows : Beginning at a post about forty-
five rods south of the northeast corner of subdivision No.
80 (Wilson's survey), said post being at the northwest cor¬
ner of a tract of land containing 1,050 acres formerly of S.
W. Johnson ; running thence east on the north line of said
tract five hundred and thirty-three rods and four-tenths of
a rod to the northeast corner of said tract, said corner be-
29
ing in the west line of subdivision No. 116 ; thence north
along the west line of subdivisions Nos. 116, 115 and 114,
three hundred and fifteen rods ; thence west five hundred
and thirty-three and four-tenths rods to the east line- of
subdivision No. 78 ; thence south along subdivision lines
three hundred and fifteen rods to the place of beginning,
containing 1,050 acres, being subdivisions Nos. 88, 97 and
106, and parts of subdivisions Nos. 87, 96, 105, 89, 98 and
107, in Warrants Nos. 2,700, 2,701, 2,708 and 2,716, and the
same land described in sundry deeds made by D. C. Russell
and others to F. H. and C. W. Goodyear and recorded in
McKean County Deed Books, No. 44, at pages 145, 147,
149, 152, 154, 155, 157, 159, 161, 164, 166 and No. 46, at
page 29.
Also a tract situate in Norwich township and bounded
and described as follows : Beginning at a hemlock tree, at
the southeast corner of subdivision No. 126, and the sup¬
posed southeast corner of Warrant No. 2,700; running
thence by subdivisions Nos. 126, 125,124, 123, 122 and part
of 121 north nine hundred and seventy-six and eight-tenths
rods to a post in the southwest corner of Warrant No.
2,862 ; thence by the south line of said Warrant No. 2,862,
east five hundred and twenty rods to a post in northwest
corner of Warrant No. 2,455 ; thence by the west line of said
Warrant No. 2,455, south one hundred and sixty six rods
to a hemlock tree, at the southwest corner of the Cooper
lands ; thence by the south line of said lands east one
hundred and thirty-two rods to a post ; thence south 66
degrees east forty-eight rods ; thence south 6 degrees east
sixty-eight rods ; thence south 50 degrees east four
rods ; thence south 21 degrees east ninety-two rods ; thence
30
south 40 degrees east forty rods ; thence south 42 degrees
west thirty-two rods ; thence south 63 degrees west forty
rods ; thence south 29 degrees west sixty rods ; thence
south 40degrees west fifty-four rods ; thence south 9 de¬
grees east eighty two rods ; thence south 30 degrees east
forty rods ; thence south 62 degrees east fifty-six rods ;
thence east sixty-eight rods ; thence south 20 degrees east
sixty-six rods ; thence south 14 degrees west fifty-two
rods ; thence south 45 degrees east one hundred and twelve
*
rods ; thence south 60 degrees east sixty-two rods ; thence
south 27 degrees east eighty-four rods to a post in the
south line of Warrant No. 2,461 ; thence by the south line
of the said warrant and of Warrant No. 2,841, west nine
hundred and eighty-five rods to the place of beginning, con¬
taining 4,452.4 acres, be the same more or less, being War¬
rants Nos. 2,841, 2,845, 2,843 and parts of Warrants Nos.
2,455, 2,371 and 2,461, the same land being described in a
deed made by the executors of the estate of John J. Ridg-
way to F. H. Goodyear, dated March 22d, 1889, and re¬
corded in McKean County, Deed Book No. 48, page 421.
Also a tract situate in Norwich township, and bounded
and described as follows : Beginning at a beech tree at the
southwest corner of subdivision No. 90 ; running thence by
the south line of subdivisions Nos. 81, 72 and 63 west five
hundred and two rods to a post at the southeast corner of
subdivision No. 54 ; thence by the east line of said subdi¬
vision and subdivisions Nos. 53 and 52 north five hundred
and forty-two and six-tenths rods to a post at the south¬
west corner of subdivision No. 60; thence by the south
line thereof, east one hundred and eighty rods to a
beech tree at the southeast corner of said lot ;
31
thence by the east line of the said lot and of a part of sub¬
division No. 59, north two hundred and eighty rods to a
post ; thence east two hundred rods to a corner post ; thence
north eighty rods to a post in the south line of subdivision
No. 76 ; thence by the said south line east one hundred and
twenty-two rods to a post, at the southeast corner of said
lot ; thence by the west line of subdivisions Nos. 86, 87, 88.
89, arid 90, south nine hundred rods to the place of begin¬
ning, containing 2321.6 acres, be the same more or less, and
being parts of subdivisions Nos. 61, 62, 63, 69, 70, 71, 72,
78, 79, 80, 81 and parts of subdivisions Nos. 68 and 77 in
Wilson's Survey, the same land being also described in and
conveyed by the deed last above mentioned.
Also all the timber on a tract situate in Norwich
township and bounded and described as follows :
Beginning at the northeast corner of the lot of one
hundred acres deeded by Ridgway to O. J. Hamlin ;
running thence north one hundred and twenty rods
to a corner post ; thence two hundred and sixty-six
and seven-tenths rods to a corner post ; thence south one
hundred and twenty rods to a corner post; thence east
two hundred sixty-six and seven-tenths rods to the place
of beginning, containing 200 acres more or less, being parts
of Warrants Nos. 2,704, 2,705, 2,443 and 2,862, and being
the same land described in sundry deeds made by Danie^
R. Covenhoven and others to F H. and C. W. Groodyear,
and recorded in McKean County, Deed Books Nos. 60, at
page 328, No. 70, at page 306.
Also a tract situate in Norwich township and bounded
and described as follows : Beginning at the southeast cor¬
ner of the last above described lot ; running thence south
32
one hundred and sixty rods to a corner post ; thence
west one hundred rods to a corner post ; thence north
one hundred and sixty rods to a post on the south line of
the aforesaid lot ; thence east one hundred rods to the
place of beginning, containing one hundred acres, being
part of Warrants Nos. 2,862 and 2,704, and the sameland
described in a deed made by Edward II. Bray ton to F. II.
and C. ". Goodyear, dated December 20th, 1892, and re¬
corded in McKean County, Deed Book No. 70, at page 306.
Also all the timber on a tract situate in Norwich town¬
ship and bounded and described as follows : Beginning at
a post in the east line of subdivision No. 81, standing
south 45 rods from the northeast corner thereof ; running
thence south on the said line of subdivision No, 81, three
hundred and fifteen rods to a beech tree, at the southeast
corner of subdivision No. 81 ; thence east on the south
line of subdivision No. 90, ninety-seven rods to a post ;
thence north forty-five rods to a post ; thence north 53 de¬
crees east sixty-two rods ; thence north 24 degrees west
sixty-one rods ; thence north 82^ degrees east seventy-two
rods ; thence north 40 degrees east one hundred and eight
rods ; thence north 18 degrees west seventy-two rods ;
thence east sixty-eight rods ; thence north twenty-four
rods ; thence west three hundred and five rods to the place
of beginning, containing 365.6 acres more or less.
Also all the timber on a tract situate in Norwich town¬
ship and bounded and described as follows : Beginning at
a hemlock stump in the county line and at the southwest
corner of subdivision No. 117 ; running thence by the
county line and the south line of subdivision No. 108 west
33
seventy-one and four ténths rods to a post ; thence north 27
degrees west thirty-two rods to a post ; thence north
62J- degrees east forty-three rods ; thence north 25 degrees
west thirty-three rods ; thence north 3 degrees west thirty-
two rods ; thence north 67J degrees west twenty-six
rods; thence north 50 degrees west twe nty-eight rods ;
thence south 65 degrees west nineteen rods ; thence north
72 degrees west sixteen rods ; thence north 17 degrees west
thirty rods ; thence east one hundred and fifty-tive and
four-tenths rods to a post in the west line of subdivision
No. 117 ; thence by said west line south one hundred and
sixty-eight rods to the place of beginning, containing 88
acres, more or less, being part of Warrants Nos. 2,708 and
2,700, and the said tracts of 365.6 and 88 acres, being the
same described in the deed made by Spencer S. Bullis et al.
to F. H. and C. W. Goodyear, dated October 8th, 1888,
and recorded in McKean County Deed Book No. 46, at
page 24.
Also all the timber on all those subdivisions and parts
of subdivisions (Wilson's Survey), situate in Norwich
township, and numbered and described as follows : Part of
No. 34, containing 151 acres; No. 35, containing 151
acres ; No. 36, containing 151 acres ; part of No. 37, con¬
taining 151 acres ; all of No.38, containing 188 acres ; all of
No. 39, containing 188 acres ; part of No. 40, containing
141 acres ; all of No. 41, containing 188 acres ; all of No.
42, containing 188 acres ; all of No. 43, containing 188
acres ; all of No. 44, containing 188 acres ; all of No. 45,
containing 188 acres ; part of No. 46, containing 164
acres; all of No. 47, containing 188 acres; part of
No. 49, containing 178 acres ; all of No. 50, con¬
taining 188 acres ; all of No. 51, containing 188 acres ; all
34
of No. 52, containing 188 acres ; all of No. 53, containing
188 acres ; all of No. 54, containing 188 acres ; part of No.
55, containing 70 acres ; all of No. 56, containing 188 acres ;
all of No. 58, containing 188 acres ; No. 59, containing 188
acres ; all of No. 60, containing 188 acres ; part of No. 65,
containing 47 acres ; part of No. 28, containing 53 acres;
part of No. 26 (Colgrove's Survey), containing 175 acres;
part of No. 27 (Colgrove's Survey), containing 175 acres.
Also all the timber on all those subdivisions and parts
of subdivisions (Wilson's Survey) situate in Sergeant town¬
ship, and numbered and described as follows : Part of No.
2, containing 76 acres ; part of No. 3, containing 100
acres ; part of No. 4, containing 100 acres ; part
of No. 5, containing "100 acres ; part of No. 6,
containing 100 acres ; part of No. 7, containing 100
acres ; part of No. 8, containing 100 acres ; part of No. 9,
containing 105 acres ; all of No. 11, containing 114 acres ;
all of No. 12, containing 148 acres ; all of No. 13, contain¬
ing 148 acres ; all of No. 14, containing 148 acres ; all of
No. 15, containing 148 acres ; all of No. 16, containing 148
acres; all of No. 17, containing 148 acres ; all of No. 18,
containing 156 acres ; part of No. 19, containing 106 acres ;
all of No. 20, containing 184 acres ; all of No. 21, contain¬
ing 188 acres ; all of No. 22, containing 188 acres ; all of
No; 23, containing 188 acres ; all of No. 24, containing 188
acres; all of No. 25, containing 188 acres ; all of No. 26,
containing 188 acres ; all of No. 27, containing 188 acres ;
part of No. 28, containing 6 acres; part of No. 29, con¬
taining 37 acres ; part of No. 30, containing 16 acres ; part
of No. 31, containing 37 acres ; part of No. 32, containing
37 acres ; part of No. 33, containing 37 acres ; part of No.
35
34, containing 37 acres ; part of No. 35, containing 37
acres ; part of No. 36 containing 37 acres, the above
described subdivisions and parts of subdivisions situate in
*
Norwich and Sergeant townships making a tract contain¬
ing an aggregate (with the. surplus and the allowance for
roads) of 10,000 acres, be the same more or less.
Excepting and reserving from the said tract of 10,000
acres 434.2 acres heretofore sold to N. W. Heineman from
lots Nos. 26 and 27 of Colgrove's Survey situate in Nor-
wicli township, and about 275 acres of lots Nos. 2, 3, 4, 5,
6, 7, 8 and 9 of Wilson's Survey situate in Sergeant town¬
ship, heretofore conveyed by William P. Wernwag and
others to the Buffalo Goal Company by deed dated Novem¬
ber 19th, 1879, and recorded in Deed Book No. 13, at page
13, etc., the said ten thousand acre tract being the same
tract mentioned in and conveyed by a deed made by Ed¬
ward A. Price and wife to F. H. and C. W. Goodyear,
dated June 19th, 1888, recorded in McKean County Deed
Book No. 44, at page 87, and being more particularly de¬
scribed by courses and distances in a deed by John J.
Ridgway to Frederick Butter field and others, dated July
18th, 1863, and recorded in Deed Book " L,' page 415.
Also a tract situate in Sergeant township and bounded
and described as follows : Beginning at a beech tree, at
the northwest corner of Warrant No. 2,315 ; running
thence by the north line of said warrant east five hundred
and twenty-four perches to a post at the northeast corner
of said warrant ; thence by Warrant No. 2,328 north three
hundred and twenty perches to a cucumber tree at the
northwest corner of said last mentioned warrant; thence
by Warrant No. 2,313 and Warrant No. 2,726 west five
36
hundred and twenty-four and seven-tenths perches to a
cherry tree ; thence by District Line No. 4 south three
hundred and twenty perches to the place of beginning,
4 s" ""'
containing nine hundred and ninety acres and allowance,
being a tract of land surveyed on Warrant No. 2,314, dated
12th December, 1792, granted to William Willink et al.,
and being the same tract mentioned in and conveyed by a
deed made by William D. Bigler and others to F. H.
Goodyear, and recorded in McKean County in Deed Book
No. 49, pages 161, 164, 168.
Also a tract situate in Sergeant township and bounded
and described as follows : Beginning at a post at the
northwest corner of Warrant No. 2,329 ; running thence east
live hundred and twenty-four and seven-tenths perches to a
beech tree, at the northeast corner of said warrant ; thence
by the west line of Warrant No. 2,334, north three hundred
and twenty perches to a sugar tree, at the northwest corner
of the said Warrant No. 2,334 ; thence by the south line of
Warrants Nos. 2,720 and 2,726 west live hundred and
twenty-four and seven-tenths perches to a cucumber tree
at the northeast corner of Warrant No. 2,314 ; thence south
three hundred and twenty perches to the place of begin-
ning, containing 990 acres and allowance, being a tract of
laid surveyed on Warrant No. 2,328, dated 12th Decem¬
ber, 1792, granted to V\ illiam Willink et al., and being
the same tract mentioned in and conveyed by the deeds
last above referred to.
It is understood by all the parties hereto that there are
certain time limits for the removal of the bark and timber
on what is commonly known as the Butterlield lands, Coven-
37
lioven lands and Bullis tracts, Brown Hollow lands, Volk-
mar lands, Biddle lands, and this mortgage is made sub¬
ject to the limitations made in the deeds to the parties of
the first part.
Also all those two certain pieces, lots or tracts of land
situate, lying and being in the township of Shippen,
county of Cameron, and State of Pennsylvania, bounded
and described as follows, to wit :
Number one. All that certain piece, lot or tract of
land surveyed in pursuance of Warrant No. 2,336, dated
December 12, 1792, granted to William Willink and others,
and being bounded and described as follows : Beginning
at a beach ; running thence by Warrant No. 2,334 east
five hundred and twenty-four and seven-tenths (524.7)
perches to a post ; thence by Warrant No. 2,354 north three
hundred and twenty (320) perches ; thence by Warrant
2,337 west five hundred and twenty-four and seven-tenths
(524.7) perches to a beech tree ; thence by Warrant No. 2,329
north three hundred and twenty (320) perches to the place
of beginning, containing nine hundred and ninety (990)
acres and allowance.
Number two. All that certain piece, lot or tract of
land surveyed in pursuance of Warrant No. 2,334, dated
December 12, 1792, granted to William Willink and others,
and being bounded and described as follows : Beginning
at a beech tree ; running thence by Warrant No. 2,721
west five hundred and twenty-four and seven-tenths
(524 7) perches to a sugar tree ; thence by Warrant No.
2,358 south three hundred and twenty (320) perches to a
beech tree ; thence by Warrant No. 2,336 east five hundred
and twenty-four and seven-tenths (524.7) perches to a post ;
thence by Warrant No. 2,342 north three hundred and
38
twenty (320) perches to the place of beginning, containing
nine hundred and ninety (990) acres and allowance.
The above described lands being the same lands which
William D. Bigler and wife, Edmond A. Bigler and wife,
and Harry F. Bigler and wife, conveyed inter alia to Frank
H. Goodyear by deed dated April 16th, 1889, and recorded
in the office for recording deeds in and for Cameron County,
in Deed Book " L," page 50.
Also all those pieces, parcels and tracts of land situate,
lying and being in the township of Jones, county of Elk
and State of Pennsylvania, bounded and described as fol¬
lows :
All of Warrant Number two thousand three hundred
and twenty-nine (2,329), bounded as follows : On the north
by Warrant No. 2,328 ; on the east by Warrant No. 2,336 ;
on the south by Warrant No. 2,332, and on the west by
Warrant No. 2,315, containing nine hundred and ninety
acres, more or less.
Also Warrant Number two thousand three hundred
and thirty-two (2,332), bounded as follows : On the north
by Warrant No. 2,329 ; on the east by Warrant No. 2,337 ;
on the south by Warrant No. 2,333, and on the west by
Warrant No. 2,316, containing nine hundred and ninety
acres more or less.
Also Warrant Number two thousand three hundred and
sixteen (2,316), bounded as follows: On the north by
Warrant No. 2,315 ; on the east by Warrant
No. 2,332; on the south by Warrant No. 2,319,
and on the west by Warrant No. 2,660, contain¬
ing nine hundred and ninety acres, be the same more or
less, being the same lands conveyed to F. H. Goodyear by
William D. Bigler and others by deed dated the 16th day
39
of April, 1889, and recorded in Elk County, in Deed Book
34, page 256. All said above described real estate con¬
taining about 89,894 acres more or less.
It is understood that there are certain oil, gas and min¬
eral reserves in the lands herein described and this mort¬
gage is made subject to such reserves as are contained in
the conveyances to the said parties of the first part hereto.
To Haye and to Hold the said above-described prop¬
erty, rights and premises, together with the timber thereon,
and other appurtenances thereunto, belonging or in any
wise appertaining unto the said Trustee and its lawful
successors and assigns forever.
But in Trust, Nevertheless, for the equal pro rata
benefit and security of all and every of the holders of the
said bonds issued, and to be issued, by the said Railroad
Company, as well those to be hereafter issued as those
which may first be issued in accordance with the provisions
of the said mortgage of the Railroad Company given to
secure to same, without preference, priority or distinction
as to lien, or otherwise, of any over the others by reason
of priority in time of issuing or negotiating the same, and
so that all of said bonds issued, and to be issued, as afore¬
said, shall have the same rights, liens and privileges under
this mortgage and shall all be rateably secured hereby with
the same effect as if they had all been made, executed, de¬
livered and negotiated simultaneously, and for the same
consideration at the date hereof ; it being intended that
the lien and security of all the said bonds shall take effect
from the date of the execution and delivery of this mort¬
gage or deed of trust, whether the same shall actually be
sold or disposed of at such date, or at some later date, and
40
that the lien and security of this mortgage or deed of
trust shall take effect from the date of execution and de¬
livery hereof as though all of said bonds were actually sold
and delivered to and in the hands of innocent holders for
value upon such date, and shall in no manner be altered,
impaired or prejudiced by the creation of subsequent deeds
or mortgages by the Goodyears, their executors, adminis¬
trators or assigns, or by judgments or liens in any form in
favor of creditors of them or either of them.
And it is hereby expressly covenanted and agreed by
and between the parties hereto, the Goodyears covenant¬
ing for themselves and each of them, and for their and
each of their heirs, executors, administrators and assigns,
and the Trustee covenanting for itself and its successors
or successor in the trusts hereby created, that the said
premises hereby conveyed, assigned and mortgaged are to
be held by the Trustee upon the further trusts, uses, con¬
ditions and covenants hereinafter set forth, and the Good-
years covenant and agree with the Trustee and with the
respective holders, from time to time, of the said bonds
and coupons as follows, that is to say :
Article I.—The Goodyears, and each of them, covenant
and agree that they shall and will pay and discharge, be¬
fore the same shall fall into arrears, all taxes and assess¬
ments upon the premises hereby mortgaged, or intended
so to be, and shall not create, or suffer to be created, any
mechanics', laborers', or other lien or charge whatsoever,
upon the mortgaged premises, or any part thereof, prior to
the lien of this indenture ; or do, or suffer to be done, any
matter or thing whereby the lien or security of these pres¬
ents w^ould be impaired.
41
Upon default by the Goodyears in paying any such
taxes, assessments, lien or other charges, the Trustee may,
if so advised, and without impairment of or prejudice to
any of its rights under this mortgage by reason of said
default, itself take up or pay the same, and bave a lien
upon the mortgaged premises for its advances for that
purpose, and the Trustee may have any such taxes, as¬
sessments, liens or other charges assigned to it, to be held
as additional security for such advances.
Article II.—In case default shall be made in the per¬
formance of any of the covenants of this indenture, arid
such default shall continue for thirty days after the Trustee
shall have requested the Goodyears in writing to perform
or comply with the same, or in case default shall be made in
the payment of any interest on any of said bonds secured
hereby as and when such interest shall become due and be
payable, and such default shall continue ninety days, or in
case default shall be made in performing or complying
with the provisions contained in said mortgage of the
Railroad Company with respect to the redemption
of bonds or any other covenant or condition of
said bonds or of said mortgage, and any such
default shall continue ninety days after the Trustee
shall have requested the Railroad Company in writing
to perform or comply with such covenant or condi¬
tion, or in case default shall be made in payment of the
principal of any of said bonds when due, then and in every
such case the Goodyears, their heirs, executors, adminis¬
trators or assigns, shall, upon the demand of the Trustee,
forthwith surrender to the Trustee the actual possession of,
and the Trustee, personally or by its agents or attorneys,
42
shall be entitled forthwith to enter into and upon and take
possession of all and singular the said property and prem¬
ises hereby mortgaged or so intended to be ; and the
Trustee having and holding said premises shall be
authorized to cut and sell the timber thereon and other¬
wise to use, operate and manage said premises
by such agents, servants and attorneys as the said
Trustee may select, from time to time, and at the ex¬
pense of the trust estate, to insure or keep insured the
buildings, and other insurable property upon said premises,
subject to the lien of these presents, and likewise, from
time to time, at the expense of the trust estate, to make
all necessary or proper repairs, replacements, renewals
and improvements thereto, as may seem to the Trustee
judicious, and as the income derived by it from said
premises shall suffice to pay for ; and to receive and col¬
lect the rents, income, issues and profits of said premises,
and to pay therefrom all the proper costs, charges and ex¬
penses of the trust and of so taking, holding and managing
said premises, including a reasonable compensation to the
Trustee, its agents, attorneys and counsel, and all taxes
and other charges prior to the lien of these presents, and
all expenses of such repairs, replacements, renewals and
improvements, and after deducting all said amounts the
Trustee shall apply any balance remaining as follows :
In case the principal of said bonds shall not have become
and be due, to the payment of any interest on said bonds
which may have become due, together with interest on the
overdue installments, in the order of the maturity of the
installments of such interest.
In case the principal of said bonds shall have become due,
43
or shall, after such entry, become due, then any such bal¬
ance in the hands of the Trustee which may have accrued
and not have been actually paid over, and any such bal¬
ance thereafter accruing shall be applied to the payment of
the whole amount of the principal of said bonds, and the
interest then due and accrued as aforesaid, pro rata,
without any preference or priority whatever as to the prin¬
cipal or interest, and rateably according to the aggregate
amount of the principal and accrued interest due and un¬
paid.
Article III.—In case any default shall be made, and
shall continue as specified in Article I hereof, then, and in
any and every such case, the Trustee shall be entitled,
with or without entry, to sell the premises, estate and
property, hereby mortgaged or conveyed, or so intended to
be, as an entirety, at public auction, in the city of Phila¬
delphia, first giving notice of the time, terms and place of
the sale and of the property to be sold, as may be pre¬
scribed by law, and also by publication in one or more
newspapers published in the said city of Philadelphia,
and one or more newspapers published in the cities of
New York and Buffalo respectively, at least once a week
for sixty days next preceding such sale ; and from time
to time, to adjourn such sale in its discretion, and to hold
such adjourned sale without further notice, and upon any
such sale to make and deliver to the purchaser or pur¬
chasers of the premises, estate, property and rights so
sold good and sufficient deed or deeds for the same ; which
sale shall be a perpetual bar in law and in equity against
the Goodyears and all persons and corporations claiming
44
and to claim by, through or under them or any of them ;
and the proceeds of any such sale by the Trustees, or pur¬
suant to judicial proceedings, shall be applied as follows^
to wit :
First.—To the payment of the costs and expenses
of such sale, including a reasonable compensation to
the Trustee, its agents, attorneys and counsel, and of
all expenses, liabilities and advances made and in¬
curred by the Trustee in managing and maintaining
the property hereby conveyed or so intended to be,
and of all taxes, assessments or liens prior to the
lien of these presents, except any taxes, assessments
or other superior liens to which such sale shall have
been made subject.
Secondly.—To the payment of the whole amount
which shall then be owing or unpaid upon said bonds
for principal and interest together with interest on
overdue installments of interest ; and in case of the
insufficiency of such proceeds to pay in full the whole
amount so due and unpaid upon the said bonds, then
to the payment of such principal and interest pro
rata, without preference or priority of principal over
interest or of interest over principal, but rateably, to
the aggregate of such principal and the accrued and
unpaid interest.
Thirdly.—To pay over the surplus, if any, to the
Groodyears, their executors, administrators or assigns,
or to whomsoever maybe lawfully entitled to receive
the same.
45
And it is further declared and agreed, that the receipt
of the Trustee who shall make the sale hereinbefore au¬
thorized shall be a sufficient discharge to the purchaser
or purchasers at such sale for his or their purchase money,
and that such purchaser or purchasers, his or their heirs
or assigns or personal representatives, shall not, after pay¬
ing such purchase money and receiving such receipt
of such Trustee, be obliged to see to the application of
such purchase money upon or for the purposes of these
presents, or be in anywise answerable for any loss, mis¬
application or non-application of such purchase money by
the Trustee.
Akticle IV.—It shall be the duty of the Trustee,
upon the request in writing of the holders of a majority in
amount of said bonds outstanding, and on being indein-
%
nitied as hereinafter provided, to take all needful steps for
the protection and enforcement of its rights and the rights
of the holders of bonds secured hereby, and, in case of any
default, to exercise the powers of entry and sale herein
*
conferred, or both, or to take appropriate judicial or other
proceedings, according to such request ; or, in default of
specific instructiopLS by such majority, to proceed by action,
suit or otherwise as the Trustee, being advised by counsel
learned in the law, shall deem most expedient in the in¬
terest of the holders,of bonds secured hereby ; and the
several remedies in these presents specified are cumulative
and not exclusive one of the other, and shall be in addition
to all other remedies provided by law.
All proceedings of the Trustee hereunder in regard to
enforcing to any extent the lien created by this mortgage
46
or deed of trust, either by taking possession or by sale at
auction, or by resort to judicial proceedings, or by any
means authorized hereunder, shall be at all times subject
to the control of the holders of a majority in amount of
the bonds issued hereunder and then outstanding, their
wishes being expressed in writing to said Trustee ; and no
action taken by the said Trustee or by the bondholders
shall prejudice or affect the powers or rights of the Trustee
or of the bondholders in the event of any subsequent de¬
fault.
No holder or holders of any bond or bonds, coupon or
coupons secured hereby, shall have the right to institute
any suit, action or proceeding in equity or at law upon
any of the bonds or coupons hereby secured or for the
foreclosure of this Indenture or the execution of the trusts
thereof, or for the appointment of a Receiver, or any other
remedy upon the said bonds, coupons or under this In¬
denture, without first giving notice in writing to the
Trustee of the fact that such default has occurred and con¬
tinued as hereinbefore provided, nor unless the holders of
at least twenty-five per cent, in amount of the bonds
hereby secured and then outstanding shall have made re¬
quest in writing to the Trustee and offered to indemnify
the Trustee as hereinafter provided, and have afforded the
Trustee a reasonable opportunity to proceed to exercise
the powers herein granted, or to institute such action, suit
or proceedings in its own name; and such notification, offer
and request are hereby declared to be conditions precedent
to the execution (.except by the Trustee) of the powers and
trusts of this Indenture, and to any action or cause of ac¬
tion for the foreclosure thereof, or the appointment of a
47
Receiver or any other remedy hereunder or upon such
bonds or. coupons ; it is understood and intended that
no one or more holders of bonds or coupons shall have the
right in any manner whatsoever to affect, disturb .or
prejudice the lien of this Indenture by his or their action,
but that all proceedings at law or in equity shall be in¬
stituted, had and maintained for tlie equal benefit of all
holders of said bonds and coupons outstanding.
Article V.—Upon the filing of a bill in equity or other
commencement of judicial proceedings to enforce the rights
of the Trustee or of the bondholders under these presents,
after default as aforesaid in the payment of any principal
or interest on any of said bonds, or in the performance of
any of the covenants or conditions contained in this Inden¬
ture, or in said mortgage of the Railroad Company,
the Trustee shall be entitled, as a matter of right, to the
appointment of a Receiver or Receivers of the property
hereby mortgaged, and of the earnings, income, rents,
issues and profits thereof.
Article VI. —It is understood and agreed by the
Trustee and the holder or holders, from time to
time, of the said bonds or coupons, that resort
shall not be bad. in any event to the property and
premises hereby mortgaged or intended so to be
for the payment of any part of the principal or interest of
said bonds, until and unless the railroads, property and
franchises of the Railroad Company included in the said
mortgage made by it to the Trustee to secure the said
bonds shall be insufficient to satisfy the same, it being the
intention that resort shall first be had to the property
48
covered or intended so to be by the said mortgage of the
Railroad Company, and that resort shall be had to the
property hereby mortgaged or intended so to be only in
case the said railroads, property and franchises of the
Railroad Company covered by its said mortgage shall
prove insufficient to pay the principal and interest of said
bonds in full.
Article VII.—Upon any purchase or sale of any cou¬
pons attached to any of the bonds hereby secured, or any
interest on any registered bond, or upon any advance or
loan upon any of said coupons, or upon any of said in¬
terest, made on or after the date of maturity of such par¬
ticular coupons or interest, the coupons or interest so pur¬
chased or sold or advanced or loaned upon shall not be
deemed to be secured by or otherwise within the trusts of
this Indenture, unless accompanied by the bond or bonds
to which the same originally belonged, except after pay¬
ment in full of the principal of the bonds issued hereun¬
der, and all of the coupons and interest not so purchased,
sold, loaned, or advanced upon.
«5.
Article VIII.—In case of any sale under this mortgage
or deed of trust by the Trustee, or pursuant to the order
or decree of a Court, anv holder or holders of bonds issued
♦ 7 «/
hereunder may bid for and purchase the property sold, on
equal terms with other persons. The purchaser or pur¬
chasers at any such sale, in making settlement therefor or
on payment of the purchase money bid, shall be entitled,
on presenting any of said bonds or overdue and unpaid
coupons, to be credited on account thereof with the
portion of the net proceeds of the sale, which would be
49
applicable to the payment of such bonds or coupons so
presented, upon a just and proper distribution among the
holders of the bonds secured hereby and outstanding.
Article IX.—Until default shall be made in the pay¬
ment of any principal or interest of any of said bonds as
and when the same shall become due or payable or in the
performance or observance of some condition, covenant,
agreement or requirement of the said bonds or of this In¬
denture or of the said mortgage of the Railroad Company,
the Trustee shall permit and suffer the Goodyears, their
heirs, executors, administrators or assigns, to possess,
manage, operate and enjoy the premises hereby conveyed,
assigned, and mortgaged, or intended so to be, and to re¬
ceive, take and use the earnings, income, rents, issues and
profits thereof.
Aimcle X.—The Trustee shall, upon the written re¬
quest of the Goodyears, from time to time release from
the lien and operation of this Indenture, unto them, or the
persons by them designated therefor, any portion of the
lands hereby mortgaged or intended so to be, from which
the timber useful for lumbering purposes has been or shall
have been removed, and if shall be the duty of the Trustee,
upon request of the Goodyears, to execute suitable instru¬
ments releasing such lands from the lien and operation of
this Indenture ; subject, nevertheless, to the following
provisions, limitations and conditions :
(a.) That the said Railroad Company shall not then
be in default in the payment of any interest or prin¬
cipal of the said bonds, or in the performance of
50
any of the covenants contained in the said mortgage
of the Railroad Company or the said bonds, and
that the said Goodyears shall not be in default in
the performance of any covenant herein contained.
(b>.) That, before the sale of any such land shall be
made, the same shall be appraised, and the valuation
of the appraiser or appraisers thereof approved by
the Trustee.
(c.) That in case of a sale of any such lands, or any
interest therein, the price or proceeds of such sale,
not less than the appraised value of the property sold,
or a sum equal thereto, shall be paid to the Trustee,
and held for the further security of the said bonds.
The sain or sums so paid to the Trustee shall be ap¬
plied, as and when the Goodyears shall direct,
either in purchasing any of said bonds outstanding,
at the lowest prices at which such bonds may be ob¬
tained, or in paying the purchase price of any ad¬
ditional timber lands which the Goodyears may de¬
sire to purchase therewith ; provided, however, that
before any such moneys shall be paid over by the
Trustee, any additional timber lands so purchased
shall be forthwith conveyed to the Trustee and be¬
come subject to the lien of this Indenture, and any
bonds so purchased shall be forthwith deposited
with the Trustee, to be held under this Indenture,
in lieu of the lands released.
Article XL—Upon payment, when due, of the princi¬
pal and interest of all the bonds which shall have been
51
issued under said mortgage of the Railroad Com¬
pany, or upon providing for such payment by de¬
positing with the Trustee the entire amount of such
principal moneys when the same shall be due and payable,
and the interest then due and unpaid, and any and all
other amounts payable thereunder by the Railroad Com¬
pany, the Trustee shall forthwith, on demand of the Good-
years, and at their cost and expense, enter satisfaction of
this mortgage upon the records, and shall, do, make, exe¬
cute and deliver such deeds, acts, instruments or assurances
as may be necessary to vest the mortgaged premises and
propei ty in the Goodyears, their heirs, executors, adminis¬
trators or assigns, free and discharged from the lien of
these presents.
Article XII.—The Goodyears shall and will at any
time, upon the request of the Trustee, make, do, execute,
acknowledge and deliver all such further acts, deeds and
assurances in law as may be reasonably advised, devised
or required for effectuating the intention of these presents
and for the better assuring and confirming unto the
Trustee, and its successors or successor in the trust hereby
created, upon the trusts and for the purposes herein ex¬
pressed, and its and their assigns, all and singular the
premises, property and rights hereby conveyed or assigned,
mortgaged or pledged, or intended so to be.
Article XIII.—This Indenture and the property and
estate thereby vested in the Trustee, or intended so to be,
shall be subject to all the estate, rights, title and in¬
terests intended to be granted or conveyed to the Penu
52
Tanning Company, the Elk Tanning Company, and United
States Leather Company, in and by the agreement made
by said Goodyears, and dated March 16th, 1893, a copy of
which is hereto annexed, marked Schedule B ; and also
to the deeds or instruments of transfer made by the said
Goodyears to the said Companies dated April 29th, 1893,
and duly recorded, in the counties of Potter, Elk and Cam¬
eron, of the hemlock bark on the lands hereby
mortgaged or intended so to be, subject to the covenants,
terms and conditions in said agreement of March 16th,
1893, contained. The moneys, stock or other securities,
however, payable to the Goodyears under said contract of
March 16th, 1893, shall not be subject to this
mortgage, but shall belong to the said Goodyears absolutely
and unincumbered.
The Trustee, or any Receiver appointed in proceedings
had under this mortgage, however, in case the Trustee
or such Receiver shall enter into possession of the mort¬
gaged premises under the provisions hereof, or the pur¬
chaser of said premises, in case of a sale thereof pursuant
hereto, shall be entitled to the benefit of all the covenants
contained in said contract of March 16th, 1893, relating
to the shipment of hemlock bark on the said lands over the
lines of the Railroad Company, and the payment of the
freight thereon.
Article XIY.—The Goodyears, or their heirs, execu¬
tors, administrators or assigns, shall have the right, during
the continuance of this Indenture, to remove and dispose
of the timber on the lands hereby mortgaged or intended
so to be, to an amount not exceeding in any one year one
53
hundred and fifty millions of feet of hemlock and pine
lumber, board measure, together with such amounts of
hardwood and other trees as would be incidental to the
removal of the hemlock timber, according to the usual
methods of lumbering ; provided, however, that the Rail-
road Company shall not be in default in the payment of
any interest or principal of the said bonds, or in the per¬
formance of any covenant contained in the said bonds or
the said mortgage of the Railroad Company given
to secure the same, and that the Goodyears shall not be
in default in the performance of any covenant contained
herein.
Article XV.—The Goodyears covenant and agree
that upon the certification, issue and sale of the bonds pro¬
vided in said mortgage of the Railroad Company, to
be issued on account of the extension of the railroads to
Ansonia, they will forthwith pay off, or otherwise extin¬
guish, any and all mortgages or other liens upon the lands
hereby mortgaged, or intended so to be, or any part thereof,
prior to the lien of this mortgage.
».
Article XVI. —Any request in writing, or other instru¬
ment required by this Indenture to be signed or executed
by bondholders, may be in any number of concurrent in¬
struments of similar tenor and date, and may be signed or
executed by such bondholders in person, or by attorney, in
fact. Proof of the due execution of any such request or
other instrument by the holders of the requisite amount of
bonds shall be sufficient for the purpose of this Indenture,
54
if it shall be made to appear in the manner hereinafter pro¬
vided that the persons so executing such request or other
instrument were on the day of the date thereof the holders
of the requisite amount of bonds.
The fact and date of the execution by any person of
any such request or other instrument may be proved by the
certificate of any notary public, or other officer authorized
to take acknowledgments of deeds to be recorded in New
York, that the person signing such request or other instru¬
ment acknowledged to him the execution thereof, or by an
affidavit of a witness to such execution.
The holding, and date ôf holding, of bonds by any
person executing any such request or other instrument as
the holder of bonds, and the amounts and issue numbers
of the bonds held by such person, may be proved by a
statement in writing, executed by any depositary approved
by the Trustee (such statement being sworn to or acknowl¬
edged by such depositary, or a managing agent thereof,
before an officer authorized to take acknowledgments of
deeds to be recorded in New York), showing that such
person held on deposit with such depositary the bonds de¬
scribed in such statement at the date therein mentioned.
Such proof shall be conclusive in favor of the Trustee with
regard to any action taken by it under such request or
other instrument.
<
Abticle XVII.—-It is understood and agreed that the
Trustee shall not be required to take any step in the
execution of the trusts hereby created, or in the enforce¬
ment of its rights and powers hereunder, if in its opinion
00
such action will be likely, to involve it in expense or lia¬
bility, unless one or more of said bondholders shall, as
often as required by the Trustee, give it reasonable indem¬
nity against the same, anything herein contained to the
contrary notwithstanding ; and that the Trustee and its
agents, attorneys and counsel shall be entitled to a reason¬
able compensation for all services rendered in connection
with the trust hereby created, or in pursuance of the pro¬
visions of this Indenture. The Goodyears and each of
them agree to pay to the Trustee such compensation, and
also all expenses reasonably incurred by the Trustee here¬
under, and the Trustee shall have a lien therefor upon the
mortgaged property and the proceeds thereof.
The Trustee or any Trustee hereafter appointed here¬
under may resign and thereby become discharged from the
Trusts hereby created, by notice in writing, to be given to
the Goodyears, and published one or more times in a news¬
paper in the city of New York at least two months before
such resignation shall take effect ; but such resignation
shall take effect immediately upon the appointment of a
new Trustee hereunder, if such new Trustee shall be
appointed before the time limited by such notice.
It is further understood and agreed that the Trustee
shall not be required to take notice or be deemed to have
notice of any default of the Railroad Company, either in
the payment of any interest or principal of any of the
bonds secured hereby, or in the performance of or com¬
pliance with any covenant or condition of this Indenture,
unless the Trustee shall have been specifically notified in
writing of such default.
56
It is further understood and agreed by and between the
parties hereto that the Trustee shall not be answerable for
any default or miscarriage of any agent or attorney by it
appointed hereunder, if such agent was selected with
reasonable care, nor for any error or mistake of judgment
made by it in good faith, but shall only be liable for its
own willful misconduct or gross negligence in the execu¬
tion of said trusts.
The /Trustee may be removed at any time
by an instrument or instruments in writing ex¬
ecuted by the holders of a majority of the bonds
secured hereby and then outstanding. In case at
any time hereafter the said Trustee or any Trustee
hereafter appointed shall resign, be removed or otherwise
cease to act, a successor shall be appointed by the holders
for the time being of a majority of the bonds secured
hereby and then outstanding,by an instrument or concurrent
instruments signed by said bondholders or their attorneys
in fact duly authorized ; provided, nevertheless, and it is
hereby agreed and declared, that in case it shall at any
time prove impracticable after reasonable efforts to appoint
in the manner hereinbefore provided a successor in the
event of a vacancy in the said trust, a new Trustee may be
appointed, upon the application of the holders of one-eighth
in interest of the amount of said bonds then outstanding,
by any Judge of the United States Circuit Court for the
Second Circuit ; it being understood and agreed that every
such Trustee shall be an incorporated trust company of
good standing in the city of New York, having a capital
and surplus of at least one million dollars, if there be such
57
a trust company willing and able to accept the trust upon
reasonable or customary terms.
Any new Trustee so appointed hereunder shall execute,
acknowledge and deliver to the Trustee last in office, an
instrument accepting such appointment hereunder, and
thereupon such new Trustee shall become vested with all
the property, rights, duties and trusts of a Trustee here¬
under, with like effect, as if named as Trustee herein, and
the Trustee ceasing to act shall, on the written request of
the new Trustee who may be appointed, immediately ex¬
ecute an instrument of transfer to vest in such new Trustee
upon the trusts herein expressed all the property, privi¬
leges and rights hereunder of the Trustee so resigning or
removed, and shall duly assign, transfer and deliver to such
new Trustee any moneys held hereunder for the further
security of the bondholders.
It is understood and agreed that the word "Trustee,"
as used in this instrument, shall be held and construed to
mean the party of the second part or its successor or suc¬
cessors for the time being in the trust hereby created, and
that the word the " Good vears " shall be held and construed
as including their lawful heirs, executors, administrators
and assigns, being the owners for the time being of the
premises hereby mortgaged and conveyed or intended so to
be.
In witness whereof, the parties of the first
part have hereunto set their hands and
seals, and the party of the second
part has caused these presents to be
f)8
signed by its President, and its corporate
seal to be hereto affixed and attested by
its Secretary the day and year first above
written.
Frank H. Goodyear, [seal.]
Josephine Goodyear, [seal.]'
Charles W. Goodyear, [seal.]
Ella C. G-oodyear. [seal.]
r>9
The Mercantile Trust Company liereb}7 accepts the
foregoing trust.
In witness whereof, the said company has
caused its corporate seal to be hereunto
affixed, duly attested this ninth day of
October, Anno Domini one thousand eight
hundred and ninety-three.
Mercantile Trust Company,
[seal.] By Louis Fitzgerald,
President.
Attest :
H. C. Deming,
Secretary
60
State of New York, )
County of Erie, ( b*
Be it remembered that on this 6th day of October,
a. d., 1898, before me, the subscriber, a notary
public in and for said county, personally came Frank H.
Goodyear and Josephine, his wife, Charles W. Goodyear
and Ella C., his wife, and duly acknowledged the above
and foregoing indenture of mortgage to be their act and
deed, and the said Josephine Goodyear and Ella C. Good¬
year, being of full age, upon private examination separate
and apart from their said husbands, the full contents of
the said indenture being first-by me made known to them,
they did declare that they signed, sealed, and as their
act and deed delivered the said indenture voluntarily
and without any coercion or compulsion on the part of
their said husbands.
In testimony whereof, I have hereunto
♦ *
set my hand and notarial seal the day and
year aforesaid.
Wm. J. Humason,
[seal.] Notary Public,
In and for Erie Co.,
State of New York.
: Certificate and Seal of :
• Clerk of Erie County. ;
61
State of New York,
City and County of New York,
ss. :
Be it remembered, thai before me, the subscriber, a
Commissioner for the State of Pennsylvania in New
York, personally came Louis Fitzgerald, President of
the foregoing named corporation, the Mercantile Trust
Company, who, being duly sworn, according to law,
deposes and says that he was personally present at the ex¬
ecution of the foregoing acceptance of trust and did affix
the common or corporate seal of the said corporation, the
Mercantile Trust Company, thereto; that the said seal so
affixed is the common or corporate seal of the said Mercan¬
tile Trust Company ; that the foregoing acceptance of
trust was duly sealed and delivered as and for the act and
deed of the said Mercantile Trust Company, for the uses
and purposes therein mentioned, and that the signature of
this deponent to said acceptance of trust, as president of
the said corporation, is of this deponent's own proper hand¬
writing.
Louis Fitzgerald.
Sworn and subscribed before me. Witness my hand and
official seal this 9th day of October, a. d. one thousand
eight hundred and ninety-three.
William H. Clarkson,
[seal.] Commissioner for Pennsylvania in
New York.
62
State of New York, )
City and County of New York, f * '
Be it remembered, that before me, the undersigned, a
Commissioner for Pennsylvania in New York, personally
came H. C. Deming, Secretary of the Mercantile Trust
Company, who, being duly sworn according to law, deposes
and says, that he was personally present at the execution
of the foregoing acceptance of trust, and saw the common
or corporate seal of the Mercantile Trust Company affixed
thereto ; that the seal so affixed is the common or corporate
seal of the Mercantile Trust Company, and was so affixed
by the authority of the said corporation as the act and
deed thereof ; that the above-named Louis Fitzgerald is
the president of the said corporation, and did sign the said
acceptance of trust as such in the presence of this depo¬
nent ; that this deponent is the secretary of the said cor¬
poration, and that the name of this deponent above signed
in attestation of the due execution of the said acceptance
of trust is of this deponent's own proper handwriting.
H. C. Deming.
Sworn to and subscribed before me. Witness mv hand
*/
and official seal, this 9th day of October, Anno Domini one
thousand eight hundred and ninety-three.
William H. Clarkson,
[seal.] Commissioner for Pennsylvania
New York.
Schedule "A."
made the first day of October,
1893, between the Buffalo and Susquehanna Rail¬
road Company, a corporation created nnder the laws
of the State of Pennsylvania (hereinafter termed the
u Railroad Company"), party of the first part, and
The Mercantile Trust Company, a corporation created
under the laws of the State of New York (hereinafter
termed the 41 Trustee"), party of the second part.
Whereas, The Railroad Company desires to borrow
money necessary to pay for acquiring, completing, finishing,
equipping and operating its railroad, as hereinafter pro¬
vided, and to issue and dispose of its bonds therefor, and
to mortgage its corporate property and franchises to secure
the payment of such bonds and ;
Whereas, To that end the Railroad Company, by its
Stockholders and Board of Directors, has resolved
to make and issue its bonds to an amount not ex¬
ceeding in the aggregate of the principal thereof
two million dollars, and limited to fifteen thousand
dollars per mile of railroad completed for opera¬
tion, payable in gold coin of the United States, of or
equal to the present standard of weight and fineness, on
October 1st,1913, at the office or agency of the Railroad Com¬
pany in the City of New York, and bearing interest at the
rate of five per cent, per annum, payable in like gold coin,
semi-annually, at said office, on the first days of October
2
and April in each year upon surrender of tlie respective
coupons therefor, both such principal and interest being
payable without deduction for any United States, State or
other tax or taxes which the Railroad Company, its suc¬
cessors or assigns, may be required to pay, deduct or retain
therefrom under any present or future law, eighteen
hundred of said bonds to be of the denomination of one
thousand dollars each, and four hundred of said bonds to
*
be of the denomination of five hundred dollars each, and
all of said bonds to be equally secured by a mortgage
upon the corporate property and franchises of the Railroad
Company now owned or hereafter acquired.
And Whereas, Messrs. Frank H. Goodyear and Charles
W. Goodyear propose to further secure the said bonds by
e
a mortgage to said Trustee bearing even date herewith,
upon certain timber lands owned by them in the counties
of McKean, Clinton, Potter, Cameron and Elk, in the
%
State of Pennsylvania.
And Whereas, at a meeting of the Board of Directors of
the Buffalo & Susquehanna Railroad Company, duly called
and held upon the twenty-seventh day of June, a. d. 1893,
the following resolution was adopted, viz. :
46 Resolved, that a meeting of the stockholders of the
Buffalo & Susquehanna Railroad Company shall be and is
hereby called to be held at the office of the Company, at
Austin, Pa., on Friday, the eighth day of September, 1893,
at 12 o'clock noon, for the purpose of holding an election
for or against the increase or creation of an indebtedness
of said Comnany, to an amount not exceeding two million
dollars ($2,000,000) * * * * ."
And Whereas, at the meeting of the stockholders of
3
the said Company, held on the eighth day of September,
1893, in pursuance of the aforesaid resolution of the Board
of Directors, due public notice of the time, place and ob¬
ject of said meeting having been given, as required by Jaw,
the following resolution was offered, viz, :
"Resolved, by the stockholders of the Buffalo & Sus¬
quehanna Railroad Company, that there may be created a
bonded indebtedness of said Company to an amount not
exceeding two million dollars ($2,000,000), and the proper
officers of the Company are hereby authorized to issue
bonds in such amounts, at such times and upon such terms
and conditions as the Board of Directors may determine,
to a total amount not exceeding two million dollars
($2,000,000) and to execute as security for said bonds a
mortgage upon the corporate property and franchises of
the Company,"
Axd Whereas, the judges duly appointed for said
purpose did then and there conduct an election for or
against the adoption of said resolution and the creation of
said bonded indebtedness of the Company, and the persons
or bodies corporate holding the larger amount of the stock
of the said Company did, at said election, vote in favor of
the said resolution, and authorized the issuance of bonds
of the amount of two million dollars ($2,000,000), to be
secured by mortgage upon the corporate property and
franchises, as by reference to the duplicate return of said
judges of election, filed in the office of the Secretary of the
Commonwealth the 19th day of September, a. d. 1893,^
will more fully appear.
And Whereas, by Articles of Agreement between the
Buffalo & Susquehanna Railroad Company, the Cross Fork
Railroad Company, the Susquehanna Railroad Company,
4
the Cherry Springs Railroad Company, and the Sinnema-
honing Valley Railroad Company, bearing date the 7th
day of September, a. d. One thousand eight hundred and
ninety-three, ratified by the votes of two-thirds of the
stockholders of each of said companies at meetings sepa¬
rately held on the 22d day of September, a. d. 1893, which
said agreement was duly filed in the office of the Secre¬
tary of the Commonwealth of Pennsylvania, and took
effect on the 25th day of September, a. d. 1893, the said
five Railroad Companies were merged into and became one
corporation in law, by the name, style and title of Buffalo
& Susquehanna Railroad Company, being the party of the
first part hereto ;
And Whereas, in said Articles of Agreement for the
consolidation and merger of the said five companies, it is
thus contained, viz.:
u It is hereby agreed that bonds, to an amount not ex¬
ceeding two millions of dollars, may be issued by said new
or consolidated corporation, the Buffalo and Susquehanna
Railroad Company, which shall also secure the same by the
issuance of a mortgage upon the property and franchises
now belonging to, or which, by this agreement of merger
and consolidation shall be vested in said company, or
which, by purchase, construction, merger or otherwise,
may hereafter be acquired by it : Provided, that the form,
terms and conditions of said mortgage, and of the bonds to
be secured thereby, shall first be approved by the Board of
Directors, and that no bonds shall be issued except in pur¬
suance of authority first conferred by resolution of the
Board of Directors of said new or consolidated corporation,
the Buffalo and Susquehanna Railroad Company."
And ■ ' here as, The Board of Directors of the Railroad
Company, at a meeting duly called and held on the 26th
day of September, a. d. 1893, resolved that the said bonds
shall respectively be signed on its behalf by its President
5
X
or Vice President for the time being, and have thereunto*
affixed the corporate seal attested by the Secretary for the
time being of the Railroad Company, and that said bonds
and the coupons for interest thereon shall be substantially
of the following tenor (except as to the amounts of the
bonds and the numbers thereof), viz. :
" United States oe America.
State of Pennsylvania.
Buffalo and Susquehanna Railroad Company.
First Mortgage Gold Coupon Bond.
" No. Series.
"Know all men by these presents, that the Buffalo
and Susquehanna Railroad Company (hereinafter termed
the Railroad Company), for value received, promises to
pay to the bearer hereof, or if registered as hereinafter
provided to the registered holder hereof,
dollars in gold coin of the United States of America,
of or equal to the present standard of weight and fineness,
on the first day of October, a. d. 1913, at the office
or agency of the Railroad Company, in the City of New
York, and to pay interest thereon from the first day of Octo¬
ber, 1893, at the rate of five per cent, per annum, payable
semi-annually at said office or agency in like gold coin upon
surrender of the respective coupons therefor as they sev¬
erally mature, and until payment of said principal sum.
The principal and interest of this bond are payable with¬
out deduction for any United States, State or other tax or
taxes which the Railroad Company, its successors or as-
6
signs, may be required to pay, deduct or to retain therefrom
under any present or future law ; the Railroad Company
hereby agreeing to pay such tax or taxes.
u This bond is one of an authorized issue comprising
two series designated A and B respectively ; Series A to
consist of not exceeding one thousand eight hundred
(1,800) bonds of the denomination of one thousand dollars
($1,000) each, and numbered from 1 to 1,800 both in¬
clusive ; and series B of not exceeding four hundred (400)
bonds of the denomination of five hundred dollars ($500)
each, and numbered from 1 to 400, both inclusive ; the
total issue of bonds not to exceed in the aggregate two mil¬
lion dollars ($2,000,000) of principal, and limited to fifteen
thousand dollars per mile of railroad of the Railroad
Company completed for operation, all of which bonds are
equally secured by and subject to the provisions of a cer¬
tain mortgage or deed of trust bearing even date herewith,
executed by said Railroad Company to the Mercantile
Trust Company of the City of New York, as Trustee,
covering all the railroads and equipment, property and
franchises of the Railroad Company, now owned or which
may hereafter be acquired by it ; and are further secured
by a certain mortgage or deed of trust (likewise bearing
even date herewith), executed by Frank H. Goodyear and
Charles W. Goodyear, and their wives, to said Trustee,
covering certain timber lands in the counties of McKean,
Clinton, Potter, Cameron and Elk in the State of Penn¬
sylvania, as therein provided ; to which said mortgages
reference is made for a full description of the property,
rights, privileges advantages and franchises mortgaged
to secure the payment of said bonds and interest, and for
7
the remedies to enforce the same, with the same effect as
if herein fully set forth,
" The said mortgage of the Railroad Company provides
for the payment by the Railroad Company on July 1st,
1894, and annually thereafter, of an amount in cash equalto
the amount of the said bonds then outstanding divided by
the number of years then remaining before their maturity,
as a sinking fund to be applied in redeeming and paying
bonds, at par and accrued interest, or in purchasing and
cancelling bonds offered at less than that rate. The
bonds to be redeemed each year shall be those bearing the
highest numbers of each series outstanding at the time
and in the proportion as near as may be of the par value
of the bonds of each series then outstanding. This
bond may be registered in the manner and with the effect
described in the endorsement hereon, but unless so regis-
ered shall pass by delivery.
44 This bond shall not become valid for any purpose until
authenticated by the certificate of the Trustee hereon en¬
dorsed.
"In witness whereof, said Railroad Company has
caused these presents to be signed by its president and its
corporate seal to be hereunto affixed and attested by its
secretary this first day of October, 1893.
Buffalo and Susquehanna Railroad Company,
By
President.
Attest :
Secretary. '5
8
(Form of Coupons.)
" $ No.
Buffalo and Susquehanna Railroad Company
will pay to bearer, at its agency in the City of New York,
dollars in gold coin free from taxes
specified in the attached bond on the first day of ,
being six months' interest then due on its First Mort¬
gage Bond Series , No.
Treasurer F
(Form of Endorsement.)
44 This bond may be registered in the owner's name on
the Company's books, at its agency in New York City,
such registry being noted on the bond by the Com¬
pany's transfer agent, after which no transfer shall be
valid unless made on the Company's books by the
registered owner, and similarly noted on the bond ; but
the same may be discharged from the registry by transfer
to the bearer, after which it shall be transferable by de¬
livery ; but it maybe registered again as before. The reg¬
istry of this bond shall not restrain the negotiability of the
coupons by delivery merely ; but the coupons may be sur¬
rendered, after which the interest shall be payable only
to the registered owner of the bond."
And Whereas, the Board of Directors of the Railroad
Company at said meeting further resolved that the
coupons to be attached to said bonds shall be authen-
9
ticated by the engraved signature of the Treasurer of
the Railroad Company, who shall be in office at
the time when any portion of said bonds
shall be issued, it being the intention hereof that the
Railroad Company may adopt and use for that purpose the
engraved signature of any treasurer who shall have
been in office at the time when any portion of said bonds
may have been issued, notwithstanding the fact that such
person may have ceased to be the Treasurer of the Railroad
Company.
And Whereas, it was further resolved by said
Board of Directors that there shall be indorsed on
each of said bonds a certificate of the Trustee or its
successor in trust, which certificate shall be conclusive
and the only evidence that such bonds are entitled
to the security of the deed of trust therein men¬
tioned, and that no bond shall be valid or obligatory for
any purpose until such certificate shall have been executed
by the Trustee, such certificate to be substantially of the
following tenor, viz. :
(Form of Trustee's Certificate).
" The Mercantile Trust Company hereby certifies that
this bond is one of a series of bonds described in the
within mentioned mortgages or deeds of trust.
The Mercantile Trust Company,
Trustee,
By
President
10
And Whereas, the Railroad Company, by its Board of
Directors, at the meeting aforesaid, resolved to secure the
payment of the principal and interest of said bonds ac¬
cording to their tenor by a mortgage or deed of trust of its
property and franchises to the Trustee above named, and
this Indenture was submitted to said Board of Directors,
and then nnd there approved and adopted, and it was duly
resolved that the same be executed by the President of the
Railroad Company in its name and on its behalf, that the
corporate seal of the Railroad Company be hereunto
affixed and attested by the Secretary, and that this In¬
denture be delivered on behalf of the Railroad Company
to the Trustee herein named.
Now Therefore, This Indenture Witnesseth : That
in order to secure equally the payment of the principal
and interest of the bonds aforesaid at any time outstanding
according to their tenor and effect, and irrespective of their
time of issue, and the fulfillment of the covenants and con¬
ditions hereinafter contained, and for, and in consideration
of the purchase and acceptance of said bonds by the
holders thereof, and of the sum of one dollar to it duly
paid by the Trustee, at or before the ensealing of these
presents, the receipt whereof is hereby acknowledged, the
Railroad Company has granted, bargained, sold, assigned,
released, conveyed, confirmed and set over, and by these
presents does grant, bargain, sell, assign, release, convey,
confirm, and set over unto the Trustee, party of the second
part hereto, and its successors, and its and their assigns,
all and singular, its railroads, equipment and franchises
now owned or which may be hereafter acquired by it,
whether by purchase, merger or otherwise, including the
11
following properties now owned by the Railroad Com¬
pany, viz. ;
The railroad extending from a connection with the rail¬
road of the Western New York & Pennsylvania Railroad
Company, at Keating Summit, in the County of Potter
and State of Pennsylvania, to Graleton, in said County and
State, a distance of about forty-seven miles ; and the rail¬
road extending from a connection with the aforesaid rail¬
road, to Cross Fork, in the said County and State, a dis¬
tance of about thirteen miles ; and together with all
branches, extensions, sidings and turnouts, and each of
them, now belonging to or which may hereafter be con¬
structed by the said Railroad Company, and all lands,
rights of way, rails, bridges, wharves, fences, workshops,
machinery, stations, offices, depots, depot grounds, engine
houses, buildings, improvements, tenements and heredita¬
ments now owned by the said Railroad Company, and
used for the purpose of operating said railroad and
branches or any of them, or which may hereafter be ac¬
quired by the said Railroad Company, and used for said
purpose, together with all the cars, engines, rolling stock,
fools, implements, materials, apparatus and equipment
now belonging, or which may hereafter belong to the said
Railroad Company ; and now or hereafter in use, or in¬
tended for use, upon the said railroad and branch railroads,
«
or any of them, or in connection with the proper equip¬
ment and operation of the same ; also, all and singular the
corporate rights, privileges and franchises of the said Rail¬
road Company, acquired or to be acquired, connected with
or relating to the said railroad and branches, or any
of them, and together with all the streets, ways, alleys,
12
passages, waters, water courses, easements, rights, liber¬
ties, privileges, hereditaments and appurtenances whatso¬
ever unto any of the hereby granted and mentioned prem¬
ises and estates belonging and appertaining, or to belong
and appertain, and the reversions and remainders, rents,
issues, and profits thereof, and all the estate, right, title,
interest, property, claim, and demand of every nature and
kind whatsoever of the said Railroad Company, as well at
law as in equity, of, in and to the same, and every parcel
thereof.
To have and to Hold the said above described
premises, property, rights and franchises unto the said
Trustee and its lawful successors and assigns forever.
But in Trust, Nevertheless, for the equal pro rata
benefit and security of all and every of the holders of the said
*
bonds issued, and to be issued hereunder, as well those
which may hereafter be issued as those to be first issued
in accordance with the provisions of this mortgage, with*
out preference, priority or distinction as to lien, or other¬
wise, of any over the others by reason of priority in time of
issuing or negotiating the same, and so that all of said bonds
issued, and to be issued, as aforesaid, shall have the same
rights, liens and privileges under this mortgage and shall
all be ratably secured hereby with the same effect as if they
had all been made, executed, delivered and negotiated sim¬
ultaneously, and for the same consideration at the date here¬
of; it being intended that the lien and security of all the said
bonds shall take effect from the date of the execution and
delivery of this mortgage or deed of trust, whether the
same shall actually be sold or disposed of at such date.
13
or at some later date, and that the lien and security of this
mortgage or deed of trust shall take effect from the date
of execution and delivery hereof as though all of said
bonds were actually sold and delivered to and in the hands
of innocent holders for value upon such date, and shall in
no manner be altered,impaired or prejudiced by the creation
of subsequent deeds or mortgages by the Railroad Com¬
pany, its successors or assigns, or by judgments or liens
in any form in favor of creditors of the Railroad Company.
And it is hereby expressly covenanted and agreed by
and between the parties hereto, the Railroad Company
covenanting for itself and for its successors and assigns,
and the Trustee covenanting for itself and its successors
or successor in the trusts hereby created, that the said
premises hereby conveyed, assigned and mortgaged are to
be held by the Trustee upon the further trusts, uses, con¬
ditions and covenants hereinafter set forth, and the Rail¬
road Company covenants and agrees with the Trustee and
with the respective holders, from time to time, of the said
bonds and coupons as follows, that is to say :
Article I.—The bonds to be issued under this indenture
and to be secured thereby, shall from time to time be exe¬
cuted by the Railroad Company and delivered to the Trustee
to be certified by it, and the Trustee shall certify and re-
%
deliver the same to the Railroad Company, or to its order,
subject to the limitations and conditions contained in this
article, and not otherwise. Only such of said bonds as shall
be certified by the Trustee by signing the certificate en¬
dorsed thereon shall be secured by this indenture or entitled
to any lien or benefit thereunder ; and such certificate of
14
the Trustee shall be conclusive evidence rliat the bonds so
certified have been duly issued hereunder and are entitled
to the benefit of the trust hereby created.
The amount of bonds which may at any time be issued
and outstanding under this mortgage, shall not exceed
$15,000 per mile for each mile of the Railroad Company's
railroad actually completed and in operation, less the
amount which has been or should have been retired by the
sinking fund as fully set forth in Article IV of this In¬
denture, and shall in no event exceed $2,000,000 in the ag¬
gregate of the principal thereof ; and all such bonds at any
time outstanding, shall in all respects be equally and rata¬
bly secured hereby without preference, priority or dis¬
crimination for any cause.
All coupons maturing before the certification and re¬
delivery of bonds by the Trustee shall be cut off and can¬
celled by the Trustee.
No bonds shall be certified and delivered by the
Trustee in case the Railroad Company shall at the time be
in default in the payment of interest or principal on any
of the bonds secured hereby.
The Railroad Company covenants that it will not issue,
negotiate, sell, or otherwise dispose of the bonds to be is¬
sued under this indenture in any manner other than in
accordance with the provisions of these presents, and that
it shall and will well and truly apply, or cause to be ap¬
plied, the said bonds, or the proceeds thereof, to and for
the purposes herein contemplated and no other.
(A.) The Trustee shall certify and deliver to the Rail¬
road Company fifty bonds of Series B numbered 1 to 50,
15
inclusive, of the par value of $500 each, and six hun¬
dred and fifty bonds of Series A, numbered 1 to 650, in¬
clusive, of the par value of $1,000 each, making bonds
of the aggregate par value of $675,000, upon delivery
to the Trustee of a certificate signed by the President
or Vice-President and Engineer of the Railroad Com¬
pany, certifying that sixty miles of railroad have been
acquired or constructed by the Railroad Company and
are subject to no lien or charge prior to this Indenture,
*
and that there are owned by the Railroad Company at least
four locomotives and one passenger coach, and also the rail¬
road shops now located at Austin, in the County of Potter
and State of Pennsylvania, and which were formerly
owned by the Sinnemahoning Valley Railroad Company.
(B.) The Trustee shall further certify and deliver to
the Railroad Company fifty bonds of Series B, num¬
bered 51 to 100 inclusive, of the par value of five hun¬
dred dollars each : and two hundred bonds of Series A,
numbered 651 to 850 inclusive, of the par value of one
thousand dollars each, making bonds of the aggregate
par value of two hundred and twenty-five thousand
«
dollars ($225,000), upon delivery by the Railroad Com¬
pany to the Trustee of a certificate signed by the President
or Vice President and Engineer of the Railroad Company,
stating that the Railroad Company has acquired and placed
upon the mortgaged property not less than five hundred
freight cars, three locomotives and five passenger cars in
addition to the aforesaid four locomotives and one
passenger car ; and that all of such freight cars,
locomotives and passenger cars are free from any lien
16
or charge prior to this Indenture : And the Railroad Com¬
pany covenants and agrees that it will within six months
after the issue and sale of the said six hundred and.
seventy-five thousand dollars, par value, of bonds to be
certified as provided in the preceding paragraph, hereof
marked (A), acquire and place upon the mortgaged
premises such freight cars, locomotives and passenger cars
as aforesaid, which shall be free from any lien or charge
prior to this Indenture.
(C.) Thereafter the Trustee shall certify and deliver
bonds only upon certificates signed by the President or
Vice-President and Engineer of the Railroad Company
showing the completion and equipment or acquisition by
merger, purchase or otherwise, ready for operation and free
from all liens or charges prior to the lien of this Indenture,
of an extension of the railroads hereby then already mort¬
gaged, constructed in substantially the same manner as
the main line of the Railroad Company, to a connection
with the Fall Brook Railway at Ansonia, in the County of
Tioga and State of Pennsylvania, a distance of about
thirteen miles, and such additional bonds shall be certified
and delivered by the Trustees at the rate of $15,000 par
value of bonds for each mile of said extension completed
and equipped ready for operation, but no bonds shall be
issued under this subdivision (C) until the extension herein
referred to is fully completed.
( D.) After completion of said extension to Ansonia and
the issue of the bonds hereinbefore provided, additional
bonds shall be certified and delivered by the Trustee to
the Railroad Company only upon certificates of the Presi-
17
dent or Vice-President and Engineer of the Railroad Com¬
pany certifying and showing that additional branches or
extensions of the railroads then already subject to this In¬
denture have been completed and equipped ready for
operation, and free from all liens or charges prior to the
lien of this Indenture, at the rate of $15,000 par value of
bonds secured hereby for each mile of such additional
extensions or branches.
Such certificates of the President or Vice-President and
Engineer of the Railroad Company, accompanied by a
sworn statement of an officer of the Company claiming to
be cognizant of the facts that all bills for labor or material
in connection with such construction, or with the purchase
of such equipment, have been fully paid, and that the
railroads and equipments covered by such certificates are
free and clear of all liens or charges prior to the lien of
this indenture, shall in every case be conclusive evidence
to the Trustee of the facts therein stated and full warrant
to the Trustee for the certification and delivery of bonds in
pursuance thereof as hereinbefore provided.
Article II.—The Railroad Company covenants and
agrees that it shall and will promptly pay the interest and
principal of the bonds hereby secured, in gold coin of
the United Slates, of or equal to the present standard
of weight and fineness, as and when the same shall
become due and payable, according to the tenor and
effect of said bonds and of this indenture, and without
deduction from either principal or interest thereof for any
United States, State or other tax or taxes which the Rail-
18
road Company may be required to pay, or retain or deduct
therefrom under any present or future law ; the Company
hereby agreeing to pay such tax or taxes.
The Railroad Company further covenants and agrees
that it will at all times, until the payment of all the bonds
hereby secured, maintain an office or agency in the city of
New York for the payment of the interest on said bonds,
and for the registration and transfer of bonds by the hold¬
ers thereof, at which office or agency proper books shall
be kept for such registry.
The firm of Harvey Fisk & Sons, of the City of New
York, are hereby appointed fiscal agents of the Railroad
Company in the city of New York.
Article III.—The Railroad Company covenants and
agrees that it shall and will pay and discharge, before the
same shall fall into arrears, all taxes and assessments upon
said mortgaged premises, and shall not create, or suffer to
be created, any mechanics,' laborers' or other lien or charge
whatsoever upon the mortgaged premises, or any part
thereof, prior to the lien of these presents, or do or suffer
to be done any matter or thing whereby the lien or se¬
curity of these presents would be impaired.
Upon default by the said company in paying any such
taxes, assessments, liens or other charges, the Trustee
may, if so advised, and without impairment of, or preju¬
dice to any of its rights under this mortgage by reason of
such default, itself take up or pay the same, and have
a lien upon the mortgaged premises for its advances for
that purpose ; and the Trustee may have any such taxes,
19
assessments, liens or other charges, and the coupons or
other security for interest paid by it, assigned to it to be
held as additional security for such advances.
Article IV.—The Railroad Company further covenants
and agrees that it shall and will, on the first day of July,
1894, and on each first day of July thereafter, so long as
any of the said bonds shall be outstanding, deposit with
the said firm of Harvey Fisk and Sons of the City
of New York, as and for a sinking fund for
the redemption of said bonds, an amount in cash equal
to the total amount of the bonds then outstanding,
divided by the number of years which said bonds .shall
then have to run.
The amount so deposited shall be used and applied as
follows :
The Railroad Company shall cause an advertisement to
be inserted once a week for three weeks in a daily newspaper
published in each of the cities of New York, Philadelphia
and Buffalo respectively, notifying the holders of said bonds
that the Railroad Company will, on a day to be specified in
such advertisement, receive sealed offers at their said office
or agency in New York for the sale of bonds secured
hereby at a price less than par and accrued interest, such
offers to be accompanied by security satisfactory to the
Railroad Company for the production of the bonds, or by
the deposit with Harvey Fisk & Sons of the bonds offered
for sale. The Railroad Company shall thereupon, on the
day specified in such advertisement, open such sealed offers
and shall accept the bonds offered, taking first those
20
offered at the lowest price, and then those offered at the
next lowest price, to an amount which can be purchased
with the cash in the hands of said Harvey Fisk and Sons
applicable therefor.
In case no offers for the sale of bonds at a price less
than par and accrued interest shall be received by the
Railroad Company, or in case the number of bonds so
offered for sale shall be less than the amount of money
then in the hands of said Harvey Fisk & Sons, and ap¬
plicable to the purchase or redemption of bonds, the Rail¬
road Company shall thereupon proceed, in the manner
hereinafter provided, to pay or redeem other bonds to such
amount as can be paid at par and accrued interest from the
funds applicable to that purpose and then remaining un¬
applied, and shall publish notice in a daily paper
in each of the cities of New York, Philadelphia
and Buffalo respectively, that such bonds will be
redeemed, and of the day upon which such
redemption will be made (which day shall be not
less than sixty days after the first publication of said
notice and as nearly as possible on the first day of Octo¬
ber), not less than once every two weeks during
such sixty days. The bonds to be so redeemed shall be
those of the highest numbers of each series outstanding
at the time, that is to say, beginning with the bonds bear¬
ing the highest number in each series outstanding at the
time, and proceeding therefrom regularly with the suc¬
ceeding numbers of such bonds in decreasing ratio to
such amount of such bonds as the funds then in the hands
of said Harvey Fisk and Sons for that purpose shall be
21
sufficient to redeem ; the number of bonds which shall
be so redeemed shall include bonds of each series, in
the proportion as near as may be of the par value of the
total amount of bonds of each series then outstanding.
Upon the publication of such notice of redemption, there
shall become due and payable on the day of redemption
specified in such notice, at the office of the said Harvey
Fisk and Sons in the city of New York, the principal of
the bonds designated for redemption, together with the
accrued interest to such date of redemption, and the said
Harvey Fisk and Sons shall upon such day pay the same
out of the funds deposited with them for that purpose.
All interest shall cease to accrue upon the bonds so
designated for redemption after the day of redemption
specified in such notice, and the coupons for interest sub¬
sequent to that day shall be and become void.
All bonds purchased or redeemed and paid as here¬
inbefore provided or by the Railroad Company shall
: . . . ■■■ ' • I " ' i ■ i: -:i ••• '
forthwith be cancelled and destroyed in the presence of a
representative of the Trustee and representative of the
Railroad Company, and the Trustee shall note on the
mortgage the fact of such cancellation and destruction,
together with a memorandum of the n umbers of the bonds
so cancelled and destroyed.
Article V. - n case default shall be made in the
payment of any interest on any of said bonds secured
hereby as and when such interest shall become due and be
payable and such default shall continue ninety days, or in
case default shall be made in performing or complying
22
with the provisions herein contained with respect to
the redemption of bonds or any other covenant or condi¬
tion of said bonds or of this indenture and any such default
shall continue ninety days after the Trustee shall have re¬
quested the Railroad Company in writing to perform or
comply with such covenant or condition, or in case default
shall be made in payment of the principal of any of said
bonds when due, then and in every such case the Railroad
Company, its successors or assigns shall, upon the demand
of the Trustee,forthwith surrender to the Trustee the actual
possession of, and the Trustee, personally or by its agents
or attorneys shall be entitled forthwith to enter into and
upon and take possession of, all and singular the said
property and premises hereby mortgaged or so intended to
be, together with all the books, papers and accounts of the
Railroad Company ; and the Trustee having and holding
said premises shall be authorized to use, operate and manage
said premises by such agents, servants and attorneys as
the said Trustee may select, from time to time, and at the
expense of the trust estate, to insure or keep insured the
buildings, and other insurable property upon said premises,
subject to the lien of these presents, and likewise, from
time to time, at the expense of the trust estate, to make
all necessary or proper repairs, replacements, renewals
and improvements thereto, as may seem to the Trustee
judicious, and as the income derived by it from said
premises shall suffice to pay for ; and to receive and col-
ect the rents, income, issues and profits of said premises,
and to pay therefrom all the proper costs, charges and ex¬
penses of the trust and of so taking, holding and managing
23
«aid premises, including a reasonable compensation to the
Trustee, its agenis, attorneys and counsel, and all taxes
and other charges prior to the lien of these presents, and all
expenses of such repairs, replacements, renewals and im¬
provements and after deducting all said amounts the
Trustee shall apply any balance remaining as follows :
In case the principal of said bonds shall not have become
and be due, to the payment of any interest on said bonds
which may have become due, together with interest on the
overdue instalments, in the order of the maturity of the
instalments of such interest.
In case the principal of said bonds shall have become due,
or shall, after such entrj^, become due, then any such bal¬
ance in the hands of the IJrustee which may have accrued
and not have been actually paid over, and any such bal¬
ance thereafter accruing shall be applied to the payment
of the whole amount of the principal of said bonds, and
the interest then due and accrued as aforesaid, pro rata,
without any preference or priority whatever as to the prin¬
cipal or interest, and ratably according to the aggregate
amount of the principal and accrued interest due and un¬
paid.
Article VI.— In cS.se any default shall be made, and
shall continue as specified in Article V hereof, then, and in
any and every such case, the Trustee shall be entitled, with
or without entry, to sell the premises, estate and property,
hereby mortgaged or conveyed by the Railroad Company, or
so intended to be, as an entirety, at public auction, in
the city of Philadelphia, first giving notice of the
24
time, terms and place of the sale and of the property
to be sold, as may be prescribed by law, and also
by publication in one or more newspapers published in
said city of Philadelphia, and one or more newspapers
published in the cities of New York and Buffalo respect¬
ively, at least once a week for sixty days next preceding
such sale ; and from time to time, to adjourn such sale in
its discretion, and to hold such adjourned sale without fur¬
ther notice, and upon any such sale to make and deliver
to the purchaser or purchasers of the premises, estate,
property and rights so sold good and sufficient deed or
deeds for the same ; which sale shall be a perpetual bar in
law and in equity against the Railroad Company and all
persons and corporations claiming and to claim by, through
or under it. Upon the mak ing of any suc h sale, or in case
of a sale of the premises sold, or any part thereof,
upon any such default, pursuant to judicial proceed¬
ings, the principal of all the bonds which shall have
been issued and shall then be outstanding hereunder shall
forthwith becom© due aixd payable with the interest then
accrued and unpaid, anything in said bonds to the con¬
trary notwithstanding ; and the proceeds of any such sale
by the Trustees, or pursuant to judicial proceedings, shall
be applied as follows, to wit :
First,—To the payment qf the costs and expenses
oî such sale, including a reasonable compensation to
the Trustee, its agents, attorneys and counsel, and of
all expenses, liabilities and advances made and in¬
curred by the Trustee in managing and maintaining
25
the property hereby conveyed or so intended to be,
and of all taxes, assessments or liens prior to the
lien of these presents, except any taxes, assessments
or other superior liens to which such sale shall have
been made subject.
Secondly.—To the payment of the whole amount
which shall then be owing or unpaid upon said bonds
for principal and interest together with interest on
overdue instalments of interest, and in case of the
insufficiency of such proceeds to pay in full the whole
amount so due and unpaid upon the said bonds, then
to the payment of such principal and interest pro
rata, without preference or priority of principal over
interest or of interest over principal, but ratably, to
the aggregate of such principal and the accrued and
unpaid interest.
Thirdly.—To pay over the surplus, if any, to the
Railroad Company, its successors, or assigns, or
to whomsoever may be lawfully entitled to receive
the same.
«
And it is further declared and agreed, that the receipt
of the Trustee who shall make the sale hereinbefore au¬
thorized, shall be a sufficient discharge to the purchaser
or purchasers at such sale for his or their purchase money ?
and that such purchaser or purchasers, his or their heirs
or assigns or personal representatives, shall not, after pay¬
ing such purchase money and receiving such receipt
26
of such Trustee, be obliged to see to the application of
such purchase money upon or for the purposes of these
presents, or be in any wise answerable for any loss, mis¬
application or non-application of such purchase money by
the Trustee.
Article VII.—In case any default shall be made in
the payment of any interest on any of said bonds secured
hereby as and when such interest shall become due and pay¬
able, and such default shall continue for ninety days, or in
case any default shall be made by the Railroad Company
in performing or complying with its covenants herein
contained with respect to the redemption of bonds or any
other covenant or condition of said bonds or of this In¬
denture, and such latter default shall continue ninety days
after the Trustee or any bondholders shall have requested
the Railroad Company to perform or comply with such
covenant or condition—then and in everv such case the
Trustee may, by notice in writing to be served upon the
Railroad Company, declare the principal of all the bonds
hereby secured and then outstanding to be due, and the
same shall thereupon become and be immediately due
and payable together with the accrued and unpaid interest
on the principal of said bonds to the date of such declara¬
tion.
Upon the request in writing of the holders of a major¬
ity in amount of the bonds hereby secured and at the time
outstanding, it shall be the duty of the Trustee so to declare
the principal of all said bonds due and give notice thereof
to the Railroad Company as aforesaid, or to refrain from
making such declaration, upon such terms and conditions
27
as such holders may direct ; and the holders of a majority
in amount of said bonds may in like manner annul or re¬
verse any such declaration which may have been made by
the Trustee, anything herein contained to the contrary
notwithstanding, provided, however, that the Railroad
Company shall not, on the faith of such declaration, have
tendered payment of the amount due upon said bonds for
principal and interest as aforesaid, and deposited the
amount payable thereon with the Trustee. It is expressly
understood, however, that the action of the Trustee or of
the bondholders in case of any one default, shall not affect
or impair the rights of the Trustee or of such holders in
respect to any subsequent default on the part of the Rail¬
road Company, or impair any rights resulting therefrom.
Article VIII.— It shall be the dutv of the Trustee,
«/ '
upon the request in writing of the holders of a ma jority in
amount of said bonds outstanding, and on being indem¬
nified as hereinafter provided, to take all needful steps for
the protection and enforcement of its rights and the rights
of the holders of bonds secured hereby , and, in case of any
default, to exercise the powers of entry and sale herein
conferred, or both, or to take appropriate judicial or other
proceedings according to such request ; or in default of
specific instructions by such majority, to proceed by action,
suit or otherwise as the Trustee, being advised by counsel
learned in the law, shall deem most expedient in the in¬
terest of the holders of bonds secured hereby ; and the
several remedies in these presents specified are cumulative
and not exclusive one of the other, and shall be in addition
to all other remedies provided by law.
28
All proceedings of the Trustee hereunder in regard to
enforcing to any extent the lien created by this mortgage
or deed of trust, either by taking possession or by sale at
auction, or by resort to judicial proceedings, or by any
means authorized hereunder, shall be at all times subject
to the control of the holders of a majority in amount of
the bonds issued hereunder and then outstanding, their
wishes being expressed in writing to said Trustee ; and no
action taken by the said Trustee or by the bondholders
shall prejudice or affect the powers or rights of the Trustee
or of the bondholders in the event of any subsequent de¬
fault.
No holder or holders of any bond or bonds, coupon or
coupons secured hereby shall have the right to institute
any suit, action or proceeding in equity or at law upon
any of the bonds or coupons hereby secured or for the
foreclosure of this indenture or the execution of the trusts
thereof, or for the appointment of a Receiver, or any other
remedy upon the said bonds, coupons or under this In¬
denture, without first giving notice in writing to the
Trustee of the fact that such default has occurred and con¬
tinued as hereinbefore provided, nor unless the holders of
at least twenty-five per cent, in amount of the bonds
hereby secured and then outstanding shall have made re¬
quest in writing to the Trustee and offered to indemnify
the Trustee as hereinafter provided, and have afforded the
Trustee a reasonable opportunity, to proceed to exercise
the powers herein granted, or to institute such action, suit
or proceedings in its own name ; and such notification offer
and request are hereby declared to be conditions precedent
to the execution (except by the Trustee), of the powers and
29
\
trusts of this Indenture, and to any action or cause of ac¬
tion for the foreclosure thereof, or the appointment of a
Receiver or any other remedy hereunder or upon such
bonds or coupons ; it being understood and intended that
no one or more holders of bonds or coupons shall have the
right in any manner whatsoever to affect, disturb or
prejudice the lien of this Indenture by his or their action,
but that all proceedings at law or in equity shall be in¬
stituted, had and maintained for the equal bene lit of all
holders of said bonds and coupons outstanding.
Article IX.—The Railroad Company, for itself and
all persons and corporations hereafter claiming through or
under it, or who may at any time hereafter become holders
of liens junior to that of these presents, hereby expressly
waives and releases all right to have the properties and
estates comprised in the security intended to be created by
these presents marshalled upon any foreclosure or other
enforcement thereof, and the Trustee herein or any Court
in which the foreclosure of this mortgage or administra¬
tion of the trusts hereby created is sought, shall have the
right to sell the entire property of every description com¬
prised in or subject to the trusts created by this Indenture
as a whole in one single lot, and the holders of one-half in
amount of said bonds then outstanding and unpaid may,
by an instrument or concurrent instruments in writing,
direct the Trustee to sell or to petition the said Court to
sell the said property in such manner.
It is further covenanted and agreed that in case the
Railroad Company shall make default in the payment of
any interest on any of the bonds secured hereby, or in per-
30
forming or complying with any other covenant or condi¬
tion of said bonds or of this Indenture, the Railroad Com¬
pany may waive the right to continue in possession of the
mortgaged premises for the period of ninety days after
such default in the payment of interest, or after the
Trustee shall have requested the Railroad Company in
writing to perform or comply with such covenant or con¬
dition ; and the Railroad Company may, in case of any
such default, in its discretion, forthwith surrender to the
Trustee the actual possession of the property and premises
hereby conveyed and mortgaged, and authorize the Trustee
to enter into and take possession of all and singular said
property and premises as though said period had fully
expired.
Upon the tiling of a bill in equity or other com¬
mencement of judicial proceedings to enforce the rights
of the Trustee or of the bondholders under* these
presents, after default as aforesaid in the payment
of any principal or interest on any of said bonds, or in
the performance of any of the covenants or conditions
contained in this Indenture, the Trustee shall be entitled,
as a matter of right, to the appointment of a Receiver or
Receivers of the property hereby mortgaged, and of the
earnings, income, rents, issues and profits thereof.
Article X.—Upon any purchase or sale of any cou¬
pons attached to any of the bonds hereby secured, or any
interest on any registered bond, or upon any advance or
loan upon any of said coupons, or upon any of said in¬
terest, made on or after the date of maturity of such par¬
ticular coupons or interest, the coupons or interest so pur-
31
cliased or sold or advanced or loaned upon shall not be
deemed to be secured by or otherwise within the trusts of
this Indenture, unless accompanied by the bond or bonds
to which the same originally belonged, except after pay¬
ment in full of the principal of the bonds issued hereun¬
der, and all of the coupons and interest not so purchased,
sold, loaned, or advanced upon.
Article XI.—In case of any sale under this mortgage
or deed of trust by the Trustee, or pursuant to the order
or decree of a Court, any holder or holders of bonds issued
hereunder may bid for and purchase the property sold, on
equal terms with other persons. The purchaser or pur¬
chasers at any such sale, in making settlement therefor or
on payment of* the purchase money bid, shall be entitled,
on presenting any of said bonds or overdue and unpaid
coupons, to be credited on account thereof with the
portion of the net proceeds of the sale, which would be
applicable to the payment of such bonds or coupons so
presented, upon a just and proper distribution among the
holders of the bonds secured hereby and outstanding.
Article XII.—Until default shall be made in the pay¬
ment of any principal or interest of any of said bonds as
and when the same shall become due or payable or in the
performance or observance of some condition, covenant,
agreement or requirement of the said bonds or of this In¬
denture, the Trustee shall permit and suffer the Railroad
Company, its successors or assigns, to possess, manage,
operate and enjoy the premises hereby conveyed, assigned,
and mortgaged, or intended so to be, and to receive, take
32
and use the earnings, income, rents, issues and profits
thereof.
article xiil—The Trustee shall, upon the written
request of the Railroad Company, from time to time re¬
lease from the lien and operation of this Indenture unto
the Railroad Company or to persons by it designated
therefor, any portion of the mortgaged premises appurte¬
nant to the hereinbefore described lines of railroads or
acquired or held by the Railroad Comxiany for any pur¬
pose incidental to the operation thereof, such, as stations,
depots, shops or other buildings or erections or the supply
of gravel, fuel or other materials, which, in the judg¬
ment of the Trustee shall at the time of such release be
no longer requisite for use for the purposes for which the
same shall have been so acquired or used, nor necessary
or expedient to be retained for use in connection with the
said Railroad, and likewise any parts of the tracks, sid¬
ings or roadway, which may have been thrown out of
use and ceased to form part of the Railroad at the time
of such release by reason of straightening or alteration
of the line of road or other cause ; provided always, that
the power of release given by this article is designed to be
exercised only in case the Railroad Company shall sell,
or exchange for other projierty, the property so to be
released because of its being no longer required for the
uses or purposes of said Railroad, or because the sale
thereof, or the exchange thereof for other property is
necessary or advantageous for any cause, and in order to
give a perfect title to the purchaser or purchasers. The
x>roceedsof any such sales, and any moneys received upon
38
the taking of any property subject to this Indenture by
exercise of the power of eminent domain, shall be invested
with the approval of the Trustee in the purchase of other
property, real or personal, which shall forthwith become
subject to the lien of this Indenture, and until so invested
shall be deposited with the Trustee ; and the Railroad
Company shall whenever required by the Trustee execute
appropriate deeds conveying to the Trustee to be held
subject to the lien of this Indenture any such property
acquired by purchase or in exchange for property released
as aforesaid.
And the Trustee shall also have full power to allow the
Railroad Company from time to time to dispose of such
portion of the equipment, rolling stock, machinery and
implements at any time held and acquired for the use of
said Railroads, as may have become unlit for such use ;
and the Railroad Company covenants that it will in such
case replace the same by new, which shall thereupon im¬
mediately become subject to the lien and operation of this
Indenture.
The sworn statement of any person claiming to be cog¬
nizant of the facts accompanied by the written statement
of the President or Vice-President, or the General Mana¬
ger for the time being of the Railroad Company, to the
effect that he believes such statement to be true, may be
received by the Trustee as sufficient evidence of any of the
facts mentioned in this article, and shall be full warrant to
the Trustee for any action taken by it on the faith thereof ;
but the Trustee may in its discretion require such further
and additional evidence as to it may seem reasonable.
34
Article XIV.—Upon payment when due of the princi¬
pal and interest of all the bonds which shall have been
issued hereunder, or upon providing for such payment by
depositing with the Trustee the entire amount of such
principal moneys when the same shall be due and payable,
and the interest then due and unpaid, and any and all
other amounts payable hereunder by the Railroad Com¬
pany, the Trustee shall forthwith, on demand of the Rail¬
road Company and at its cost and expense, enter satisfaction
of this mortgage upon the records, and shall, do. make
execute and deliver such deeds, acts, instruments or assur¬
ances as may be necessary to vest the mortgaged premises
and property in the Railroad Company, its successors
or assigns, free and discharged from the lien of these
presents.
Article XV.—The Railroad Company shall and will at
any time,upon the request of the Trustee, make, do, execute,
acknowledge and deliver all such further acts, deeds and
assurances in law as may be reasonably advised, devised or
required for effectuating the intention of these presents
and for the better assuring and confirming unto the Trus¬
tee, and its successors or successor in the trust hereby
created, upon the trusts and for the purposes herein ex¬
pressed, and its and their assigns, all and singular the
premises, property and rights hereby conveyed or assigned,
mortgaged or pledged, or intended so to be.
Article XVI.—Any request in writing or other instru¬
ment required by this Indenture to be signed or executed
by bondholders, may be in any number of concurrent in-
35
struments of similar tenor and date and may be signed or
executed by such bondholders in person or by attor¬
ney in fact. Proof of the due execution of any such re¬
quest or other instrument by the holders of the requisite
amount of bonds shall be sufficient for the purpose of this
Indenture, if it shall be made to appear in the manner
hereinafter provided that the persons so executing such
request or other instrument were on the day of the date
thereof the holders of the requisite amount of bonds.
The fact and date of the execution by any person of any
such request or other instrument may be proved by the
certificate of any notary public, or other officer authorized
to take acknowledgments of deeds to be recorded in "New
4
York, that the person signing such request or other instru¬
ment acknowledged to him the execution thereof, or by an
affidavit of a witness to such execution.
The holding and date of holding of bonds by any
person executing any such request or other instrument as
the holder of bonds, and the amounts and issue numbers
of the bonds held by such person, may be proved by a
statement in writing executed by any depositary approved
by the Trustee (such statement being sworn to or acknowl¬
edged by such depositary, or a managing agent thereof,
before an officer authorized to take acknowledgments of
deeds to be recorded in New York), showing that such
person held on deposit with such depositary the bonds de¬
scribed in such statement at the date therein mentioned.
Such proof shall be conclusive in favor of the Trustee with
regard to any action taken by it under such request or
other instrument.
36
Article XVII.—It is understood and agreed that the
Trustee shall not be required to take any step in the
execution of the trusts hereby created, or in the enforce¬
ment of its rights and powers hereunder, if in its opinion
such action will be likely to involve it in expense or lia¬
bility, unless one or more of said bondholders shall, as
often as required by the Trustee, give it reasonable indem¬
nity against the same, anything herein contained to the
contrary notwithstanding ; and that the Trustee and its
agents, attorneys and counsel shall be entitled to a reason¬
able compensation for all services rendered in connection
with the trust hereby created, or in pursuance of the pro¬
visions of this Indenture. The Railroad Company agrees
to pay to the Trustee such compensation, and also, all
expenses reasonably incurred by the Trustee hereunder,
and the Trustee shall have a lien therefor upon the mort¬
gaged property and the proceeds thereof.
The Trustee or any Trustee hereafter appointed here¬
under may resign and thereby become discharged from the
trusts hereby created, by notice in writing to be given to
the Railroad Company, and published one or more times in
a newspaper in the city of New York at least two months
before such resignation shall take effect ; but such resig¬
nation shall take effect immediately upon the appoint¬
ment of a new Trustee hereunder, if such new Trustee
shall be appointed before the time limited by such notice.
It is further understood and agreed that the Trustee
shall not be required to take notice or be deemed to have
notice of any default of the Railroad Company, either in
the payment of any interest or principal of any of the
37
bonds secured hereby, or in the performance of or com¬
pliance with any covenant or condition of this Indenture,
unless the Trustee shall have been specifically notified in
writing of such default.
It is further understood and agreed by and between the
parties hereto that the Trustee shall not be answerable for
any default or miscarriage of any agent or attorney by it
appointed hereunder, if such agent was selected with
reasonable care, nor for any error or mistake of judgment
made by it in good faith, but shall only be liable for its
own willful misconduct or gross negligence in the execu¬
tion of said trusts.
The Trustee may be removed by an instrument or in¬
struments in writing executed by the holders of a majority
of the bonds secured hereby and then outstanding. In
case at any time hereafter the said Trustee or any Trustee
hereafter appointed shall resign, be removed or otherwise
cease to act, a successor shall be appointed by the holders
for the time being of a majority of the bonds secured
hereby and then outstanding,by an instrumenter concurrent
instruments signed by said bondholders or their attorneys
in fact duly authorized; provided, nevertheless, and it is
hereby agreed and declared, that in case it shall at any
time prove impracticable after reasonable efforts to appoint
in the manner hereinbefore provided a successor in the
event of a vacancy in the said trust, a new Trustee may be
appointed upon the application of the holders of one-eighth
in interest of the amount of said bonds then outstanding
by any Judge of the United States Circuit Court for the
Second Circuit ; it being understood and agreed that every
such Trustee shall be an incorporated trust company of
Of)
CjO
good standing in the city of New York, having a capital
and surplus of at least one million dollars, if there be such
a trust company willing and able to accept the trust upon
reasonable or customary terms.
Any new Trustees so appointed hereunder shall execute,
acknowledge and deliver to the Trustee last in office, an
instrument accepting such appointment hereunder, and
thereupon such new Trustee shall become vested with all
the property, rights, duties and trusts of a Trustee here¬
under, with like effect as if named as Trustee herein, and
the Trustee ceasing to act shall, on the written request of
the new Trustee who may be appointed, immediately ex¬
ecute an instrument of transfer to vest in such new Trustee
upon the trusts herein expressed all the property, privi¬
leges and rights hereunder of the Trustee so resigning or
removed, and shall duly assign, transfer and deliver to such
new Trustee any moneys held hereunder for the further
security of the bondholders.
It is understood arid agreed that the word " Trustee,"
as used in this instrument, shall be held and construed to
mean the party of the second part or its successor or suc¬
cessors for the time being in the trust hereby created, and
that the words the " Railroad Company " shall be held
and construed as including the lawful successors and
assigns of said Railroad Company, being the owners for
the time being of the premises hereby mortgaged and
conveved.
In witness whereof, the party of the first
[seal.] part has caused these presents to be signed
by its President, and its corporate seal
39
to be hereto affixed and attested by its
Secretary, the day and year first above
written.
Buffalo and Susquehanna Railroad Company,
By
President.
Attest :
Secretary.
40
The Mercantile Trust Company hereby accepts the
foregoing trust.
In witness whereof, the said company has
caused its corporate seal to be hereunto
affixed, duly attested this day
of Anno Domini, one
thousand eight hundred and ninety three.
The Mercantile Trust Company,
By
Pi 'es ideal.
Attest :
Secretary.
«L
41
State of New York, {
City and County of New York, \ ss'
Be it remembered, that before me, the subscriber, a
Commissioner for the State of Pennsylvania in New York,
personally came , President,
of the foregoing named corporation, the Mercantile Trust
Company, who, being duly sworn, according to law,
deposes and says that he was personally present at the ex¬
ecution of the foregoing acceptance of trust and did affix
the common or corporate seal of the said corporation, the
Mercantile Trust Company, thereto; that the said seal so
affixed is the common or corporate seal of the said Mercan¬
tile Trust Company ; that the foregoing acceptance of
trust was duly sealed and delivered as and for the act and
deed of the said Mercantile Trust Company, for the uses
and purposes therein mentioned and that the signature of
this deponent to said acceptance of trust, as president of
the said corporation, is of this deponent's own proper hand¬
writing.
Sworn and subscribed before me. Witness my hand and
official seal this day of a. d. one
thousand eight hundred and ninety-three.
Commissioner for Pennsylvania in
New York.
42
State of New York, ) .
City and County of New York, \
Be it remembered, that before me, the undersigned, a
Commissioner for Pennsylvania in New York, personally
came Secretary of the
Mercantile Trust Company, who, being duly sworn accord¬
ing to law, deposes and says, that he was personally pres¬
ent at the execution of the foregoing acceptance, and saw
the common or corporate seal of the Mercantile Trust Com¬
pany affixed thereto ; that the seal so affixed is the
common or corporate seal of the Mercantile Trust Com¬
pany, and was so affixed by the authority of the
said corporation as the act and deed thereof ; that
the above named is the
president of the said corporation, and did sign the said ac¬
ceptance of trust as such in the presence of this deponent ;
that this deponent is the secretary of the said corporation,
and that the name of this deponent above signed in attesta¬
tion of the due execution of the said acceptance of trust,
is of this deponent's own proper handwriting.
Sworn to and subscribed before me. Witness my hand
and official seal this day of Anno
Domini one thousand eight hundred and ninety-three.
Commissioner for Pennsylvania in
New York.
43
State of Pennsylvania,
City of
Be it remembered, that before me, the subscriber, a
notary public of the said State of Pennsylvania, residing
in , in said State, per¬
sonally came and appeared Maklust E. Olmsted, President
of the foregoing named corporation, the Buffalo and Sus¬
quehanna Railroad Company, who, being duly sworn
according to law, deposes and says that he was personally
present at the execution of the foregoing indenture of
mortgage, and did affix the common or corporate seal of
the said corporation, the Buffalo and Susquehanna Rail¬
road Company, thereto ; that the said seal so affixed is
the common or corporate seal of the Buffalo and Sus¬
quehanna Railroad Company, and that the foregoing in¬
denture of mortgage was duly sealed and delivered as
and for the act and deed of the said Buffalo and Sus¬
quehanna Railroad Company for the uses and purposes
therein mentioned, and that the signature of this depon¬
ent to the said Indenture of mortgage, as president of the
said corporation, is of this deponent's own proper hand¬
writing.
Sworn to and subscribed before me. Witness my hand
and official seal, this day of , a. d.
one thousand eight hundred and ninety-three.
Notary Public,
44
State of Pennsylvania,
City of
ss.
Be it remembered, that before me, the subscriber, a
notary public of said State of Pennsylvania, residing in
in said State, per¬
sonally came and appeared N. N. Metcalf, Secretary of the
foregoing named corporation, the Buffalo and Susquehanna
Railroad Company, who, being duly sworn according to
law, deposes and says, that he was personally present at
the execution of the foregoing Indenture of Mortgage, and
saw Marlin E. Olmsted, President of said corporation,
affix the seal of said company to the said Indenture of
Mortgage, and deliver the same as the act and deed of the
said company, and that the name of this deponent sub¬
scribed to the said Indenture as secretary of the corpora¬
tion in attestation of the due execution and delivery of the
said Indenture is of this deponent's own proper handwrit¬
ing.
Sworn to and subscribed before me. Witness my hand
and official seal this day of a. d.,
one thousand eight hundred and ninety-three.
Notary Public.
Schedule "B."
Memorandum of Agreement, made and entered into
this 16th day of March, 1893, between F. H. Goodyear
and C. W. Goodyear, doing business under the firm name
of F. H. & C. W. Good ye ar, of the city of Buffalo, in the
*
State of New York, parties of the first part, and
a corporation organized and existing under the laws of the
State of Pennsylvania, party of the second, Witnesseth :
That the said parties of the first part, fpr themselves, their
heirs, executors and administrators, hereby agree to sell and
convey, by good and sufficient deed, in such form as shall
be adopted by the corporation, for all its members for
timber lands, clear of incumbrances, unto the said party of
the second part, its successors and assigns, all the hemlock
bark upon all the hemlock trees upon lands owned by
them or held by them under contracts, in the counties of
Elk, Cameron, McKean, Potter and Clinton, in the State of
Pennsylvania, and supposed to contain about 86,000 acres,
together with the right of ingress, egress and regress, for
the purpose of cutting, peeling, curing, piling and remov¬
ing the same in the usual and ordinary manner, using due
and ordinary care to preserve the timber, including equal
rights of possession with the said parties of the first part
upon said lands for the purpose of taking and removing
said bark.
The said hemlock bark to be removed at the rate of not
less than 30,000 tons, and not exceeding 75,000 tons per
annum.
The amount to be peeled in each year between the mini¬
mum and maximum hereinbefore mentioned to be fixed
2
annually by the parties of the first part, and the territory
from which the same shall be removed to be designated as
follows : The territory from which the 30,000 tons shall be
taken to be designated by the said parties of the first part
in writing, on or before January 1st in each year, and the
excess, if any, over 30,000 tons on or before March 1st fol¬
lowing ; such designation to be so made as to include all
the bark tributary or contiguous to any tram or railroads
then built or building.
The said parties of the first part further hereby agree to
furnish all motive power and cars, and haul or transport
the hemlock bark on the aforesaid lands over their several
railroads known as the Sinnemahoning Valley Railroad,
the Susquehanna Railroad, the Buffalo and Susquehanna
Railroad, the Coudersport and Wellsboro (if the parties of
the first part shall build said Coudersport and Wellsboro
Railroad) nine miles of private railroad extending from
Hulls to Cherry Springs, and the branch to the mouth of
the Cross Fork, in carload lots of not less than 24,000
pounds, at the rate of 50 cents per ton of 2,000 pounds,
provided said parties of the first part furnish cars of suffi¬
cient capacity.
It being understood and agreed that the party of the
second part shall not require any unnecessary transporta¬
tion of bark from said lands over said railroads—that is to
say, that if in any one year the party of the second part
shall have bark peeled on said lands on the Pine Creek side
of said railroad, and also on said lands westerly of the
Pine Creek watershed, all of which is to be shipped over
said railroads, the said parties of the first part shall not be
required to transport or haul such bark from the Pine
3
Creek side west of the Pine Creek watershed, and the
bark peeled westerly thereof to the Pine Creek side or
easterly thereof during the same season, provided said
party of the second part shall have tanneries on each side
where said bark can be used. Nothing in this agreement
shall be construed as limiting the right of the second
party to have the excess of bark on either side hauled in
any direction.
And said parties of the first part do further hereby agree
to haul and transport such portions of said bark as may be
contiguous to any tramroads which the said parties of the
first part may hereafter construct, over such tramroads to
the main line junction, at the rate of fifty cents per ton of
2,000 pounds.
And the said parties of the first part, for themselves,
their heirs, executors and administrators, hereby grant
unto the said party of the second part, its successors and
assigns, the right of way as fully as now owned by the said
parties of the first part, free from all liability for damage,
over any and all lands now owned or controlled by them,
or upon which they have bark, excepting improved farms
or lands used for saw mill purposes or other manufactories
or for residence purposes for the construction of railroads,
tramroads, wagon or sled roads or slides, for the purpose
of removing said bark, as well as for transporting and
hauling bark from other lands which may hereafter be ac¬
quired by the party of the second part, together with the
right to cut, take and use such hemlock, beech, maple and
birch timber as is not fit for saw logs, for the making and
repairing of said roads, and the bridges thereon.
It is further Agreed, that the said party of the second
4
part shall have the right to cut and take the necessary
beech, maple and birch timber for firewood for their con¬
tractors and jobbers without charge, but no timber to be
taken fit for saw logs.
It is also Agreed, that the said party of the second part
shall have the right to cut the necessary poles for and to
construct and maintain the necessary camps and buildings
upon said lands, and remove same at any time during six
months next ensuing after the removal of their bark from
the track of land for which said camps and buildings are
constructed.
It is Understood, that the said parties of the first part
are the owners of the hemlock timber from which said bark
is to be taken, and it is hereby agreed that said timber and
logs shall not be removed until after the bark is removed
from the land, and that the said party of the second part
will commence removing said bark on or before August
1st of each year, and prosecute the same with due dili¬
gence, removing all the bark from the roads as they go,
«
so the parties of the first part can skid their logs and com¬
plete the removal of each year's peeling on or before April
1st in the following year ; it being understood and agreed
that if in any one year the bark shall not be removed on
or before December 1st, succeeding the peeling season, that
then and in that case the said parties of the first part shall
have the right to enter said lands and remove said logs be¬
tween December 1st and the following April, in the usual
manner, doing no unnecessary damage to the hemlock bark
then upon said lands.
The said parties of the first part further agree not to
purchase any bark at any time hereafter except in the
States and Territories hereafter named, without the writ¬
ten consent of the said party of t he second part, and not
engage either directly or indirectly in the tanning business
in the United States for a period of ten years from the,date
hereof, except in the States and Territories of Texas, Louis¬
iana, Utah and Arizona.
In consideration whereof, the party of the second part,
for itself, and its successors, hereby agrees to pay to the
parties of the first part, their heirs and assigns, at the rate
of $2.25 per ton of 2,000 pounds for said bark when esti¬
mated in accordance with the terms of a certain contract or
agreement between tanners, dated January 25th, 1893,
payable in preferred and common stock of the United
States Leather Company, as provided by said agreement.
The said party of the second part further agrees that the
parties of the first part shall have and retain the right to
make and remove railroad ties on said lands out of the
small hemlock trees, not exceeding nine inches in diameter,
at the usual place of cutting the trees down, after the
usual manner, for the purpose of constructing, extending,
maintaining and repairing the railroads hereinbefore
named, so long as the said F. H. & C. W. Goodyear, or
either of them, or their heirs, or legal representatives, may
own, control or operate said railroads, arid also for purpose
of constructing, maintaining and operating any tramroads
extending into said lands or any portion thereof, or into
any other lands of said second party, for the purpose of re¬
moving logs and bark. It being understood that said right
to make ties shall be limited to said parties of the first
part, or either of them, their heirs or legal representatives.
And said party of the second part further hereby agrees
6
that said parties of the first part and the incorporated
railroad companies hereinbefore named shall have the
.right to keep, maintain and operate the railroads upon and
across any lands which said party of the second part may
own or control, as the same are now located and con¬
structed.
The said party of the second part hereby agrees to grant
unto the parties of the first part the right of way, of neces¬
sary width, free from all liability for damage, through and
across any intervening, wild or uncultivated lands of the
party of the second part for the purpose of constructing,
maintaining and operating railroads, tramroads, wagon
roads, sleigh roads and slides for the removal of timber and
bark from any portion of the 86,000 acres of lands herein¬
before mentioned. It being agreed that the timber upon
such right of way shall be cut during peeling season, and
if cut at any other time the said parties of the first part to
pay the party of the second part the market value of the
bark and timber so cut.
It is hereby Agreed, that the said parties of the first
part, their heirs, executors and administrators, will pay
and turn over to the said party of the second part, its suc¬
cessors and assigns, any and all rebates, divisions or arbi¬
trary allowances out of through rates allowed any of said
incorporated railroads hereinbefore named, by other rail¬
roads upon any of the bark shipped over said railroads.
It is hereby further mutually Understood and
Agreed, by all the parties hereto, that if by reason of
strikes among laborers engaged in peeling and removing said
bark, said parties of the second part are unable to peel and
remove the total quantity of bark which the parties of the
7
first part may require the party of the second part to peel and
remove, then said party of the second part shall not be re¬
quired to remove such proportion of said bark as such
strikes*shall prevent. The said party of the second part at
all times to make due and proper effort to prevent strikes
and to end the same. And it is also agreed that if by rea¬
son of strikes among laborers engaged in building, con¬
structing and operating any railroads or tramroads, the
parties of the first part are unable to construct or operate
their said railroads or tramroads, then said party of the
second part shall have the time extended equal to the time
lost by such strikes, to carry on such construction and
operation and to haul any bark of said party of the second
part over such railroads or tramroads. The said parties of
the first part at all times to make due and proper effort to
prevent strikes and end' the same.
The party of the second part further agrees that it will
ship all of the bark on said lands over the incorporated
railroads hereinbefore mentioned.
The said party of the second part further agrees that in
felling the trees on said lands, and removing the bark
therefrom, it shall be done in the usual ordinary manner
and due regard shall be had for the timber of the parties of
the first part, and a proper effort shall be made to avoid
breaking, injuring or destroying the same.
The parties of the first part also agree that
they will provide cars, so far as they are able to do so from
their car supply, for the transportation of the bark of the
party of the second part, from the aforesaid lands from
time to time, as the party of the second x>art shall require,
provided, neverthless, that if the parties of the first part
8
shall not be able to obtain cars enough to fill the require¬
ments of the said party of the second part at all times,
then, at such times, the parties of the first part shall furnish
the party of the second part with a fair proportion, of cars
for their shipments, based upon the current shipments of
the party of the second part—the parties of the first part
and other shippers along the line of their railroads.
It is further Understood, that the cars supplied on the
railroads owned or controlled by the parties of the first part
are obtained partly from other railroad companies, from
whom they expect to obtain cars, that the parties of the
first part and their railroads will ship freight for others
than the party of the second part hereto, and that the pro¬
visions in this clause shall not be construed to mean that
the parties of the first part hereto shall at any time secure
*
more than their proportionate share of cars secured for such
shipments.
It is also Understood, that in case the parties of the
first part or said railroads are unable to procure cars for the
shipment of said bark, that then the party of the second
part may supply sufficient and proper cars therefor, and
that the parties of the first part, or said railroads, will use
and operate the same upon said railroads for the .bark ship¬
ments for the party of the second part, and that they shall
allow to the party of the second part the usual mileage
and wheelage rates over said railroads for the use of said
cars, which shall be paid by the parties of the first part or
said railroads to the party of the second part monthly as
it mav be earned.
If the party of the second part shall provide any cars for
the transportation of their bark, by purchase or otherwise,
9
it is agreed that the said cars shall be used at any and all
t imes in preference to other cars in transporting the bark of
said party of the second part.
It is further Understood and Agreed, by the parties
hereto, that nothing in this agreement contained shall be
construed to make or imply any obligations upon the part
of the parties of the first part to build the Coudersport and
Wellsboro Railroad, or any part thereof; or to build any
tram-roads, or branch roads whatsoever, and that the con¬
struction of said railroads, tram-roads or branch roads shall
at all times be entirely at the option of the parties of the
first part.
It is further Understood and Agreed, by the parties
hereto, that the parties of the first part, are now under con¬
tract to deliver to Messrs. A. Costello & Co. about 40,000
cords of bark, and that that shall be deducted from the
bark upon the lands hereinbefore mentioned.
It is also Understood and Agreed, by the parties
hereto, that there are certain incumbrances and unpaid
amounts upon contracts for lands covering the lands herein¬
before mentioned, and that the parties of the first part will
give security in the preferred and common stock of the com¬
pany to be formed, for the payment of such incumbrances
and amounts unpaid as their various contracts and obliga¬
tions may require.
It is also Understood by all the parties hereto that cer¬
tain lawsuits are now pending concerning what is commonly
known as the Harris Warrant—and also what is commonly
known as the Canfield Lands.
It is also Understood by all the parties hereto that there
are certain time limits for the removal of the timber and
10
bark on what is commonly known as the Botterfield
lands, Covenhoven lands, Biddle lands, and Warrant
4,752.
It is further Understood and Agreed, by the parties
hereto, that the freight charges hereinbefore provided for
shall be paid when the freight is hauled ; and the party of
the second part hereby agrees that it will purchase the
hemlock bark on the lands hereinbefore mentioned 011 the
terms and agreements herein provided for.
This book is a preservation facsimile
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