f made this fifteenth day of April, A. D. 1886, by and between the Chicago
and North Western Railway Company, a corporation of the States of Illinois, Wisconsin and Michigan,
party of the first part, and the Union Trust Company op New-York, a corporation of the State of New-
York, party of the second part, bbXttUCSSCtll :
The said party of the first part owns and operates certain lines of railroad in the States above named and
in the State of Iowa ; it also owns, operates and controls, in connection with the said lines, certain lines of
railroad in the State of Minnesota, known as the Winona and St. Peter Railroad ; in the State of Nebraska and
Territory of Dakota, lines known as the Fremont, Elkhorn and Missouri Valley Railroad, and in said last
named Territory, lines known as the Dakota Central Railroad.
For the purpose of securing an increased business for all its lines, and promoting their interests in other
ways, the said party of the first part has entered into articles of agreement, duly executed, with the Wyoming
Central Railway Company, a corporation of the Territory of Wyoming, by which said party of the first part
hereto has agreed to assume and pay the whole cost of the construction of the line of the said Wyoming
Central Railway Company's railroad, from a connection with the line of the said Fremont, Elkhorn
and Missouri Valley Railroad Company, at the eastern boundary of the said Territory of Wyoming, in a
westerly direction a distance of about seventy-seven miles; in consideration of which the said Wyoming
Central Railway Company has agreed to deliver to said party of the first part among other things its entire
issue of bonds, secured by a first mortgage upon all its said property and the franchises appertaining thereto,
at the rate of twenty thousand dollars per mile, which bonds are hereinafter more particularly described ;
the said line of railroad, when completed, is to be operated by said party of the first part in connection with
and as a part of its general railroad system in the States and Territories above named.
The said party of the first part may hereafter desire to further extend its lines of railroad, or to extend
the lines of railroads it controls and operates, or that it may hereafter control and operate, into different
portions of the said States aud Territories, and in and into other States and Territories of. the United States ;
and to construct, purchase or otherwise acquire railroad lines therein, to be operated in connection with and
as a part of its general railroad system as aforesaid, in order to increase its earnings, and in other ways
promote its business interests.
The said party of the first part, for the purpose of carrying into execution its said agreement with the
Wyoming Central Railway Company, and for the purpose of hereafter constructing, purchasing or in other
manner acquiring other railroad lines not herein described, but which may be hereafter constructed or
acquired, to be operated in connection with and as a part of its general railroad system as aforesaid, has
determined to issue its bonds, to be known as the Chicago and Worth Western Railway Company Extension
Bond of 1886 ; to run forty years from the fifteenth day of August, A. D. 1886, to bear interest at
such a rate, payable at such dates, as shall be named in the bonds as they shall from time to time be issued,
not, however, to exceed five per centum per annum ¡ to be issued at an average not exceeding twenty thousand
dollars per mile for constructing in a substantial manner the line or lines that may be constructed by
said party of the first part, or by other railroad companies for the sole use and benefit of the party
of the first part, or they may be issued at the same average amount to pay for lines of railroad or railroads,
and the equipment thereof, purchased or otherwise acquired; the total amount of bonds which may be issued
under the provisions hereof, may be equal to, but shall not exceed the said average sum of twenty
thousand dollars per mile for the total number of miles of completed railroad actually constructed,
purchased or acquired, and shall not exceed the aggregate amount of twenty millions of dollars: One
million five hundred and forty thousand dollars ($1,540,000) of which bonds arc to he issued for
the purpose of enabling the party of the first part to execute its said agreement with the said Wyoming
Central Railway Company ; additional bonds may be issued from time to time as the said party of the
first part may determine ; the payment of principal and interest of all the bonds issued under the
provisions hereof shall bo secured by an equal amount of First Mortgage Ronds duly issued for additional
railroad by the several railroad or railway companies whose lines shall be built, purchased or acquired
for the sole use and benefit of the party of the first part ; all of which First Mortgage Ronds, of such
denominations as may be issued, whether in coupon or registered form, shall he deposited with, and registered
in the name of the said party of the second part, as trustee, and made subject to the lien created by these
presents, as security for the piayment of the principal and interest of all the bonds to be issued by the said
party of the first part, under the provisions hereof, and of such further conveyances as may hereafter be
made by said party of the first part, to said party of the second part, for that purpose.
All of the bonds of the other railroad or railway companies so issued and deposited, and made subject
to the lien hereof, shall bear interest at a rate not less than five par cent, per annum, and shall bo
secured by a mortgage or deed of trust creating the first lien upon the property and franchises of the several
1
(lilis Ituleitto
railroad or railway companies issuing the same, conveying all the property and franchises of the additional
railroads so constructed, purchased or acquired ; the total amount of bonds so issued by the party of the
first part under the provisions hereof may be equal to, but shall not exceed, twenty thousand dollars jrnr mile
for the total number of miles so actually constructed, purchased or acquired. It is the meaning of this
Indenture, that while the cost of constructing, purchasing and acquiring lines of railroad as contemplated
herein will vary in amount per mile, being for some lines less and for other lines more than twenty thousand
dollars per mile, and in consequence thereof, the amount of bonds to be issued under and secured by these
presents will in like manner vary, and for some lines will be less and for other lines greater than the sum
of twenty thousand dollars per mile, yet the aggregate amount per mile so to he issued shall not exceed the
average of the rate above named, that is to say : the average sum of twenty thousand dollars per mile
for all of said completed railways now or hereafter constructed or acquired, taken together, whose bonds
shall be deposited with said trustee, and the aggregate amount so to be issued shall not exceed twenty
millions of dollars.
The said party of the first part has determined to secure its said bonds, known as the Chicago and North
Western Jlailway Company Extension Bond of 1880, by this Deed of Trust, conveying to said party of the
second part, as the same shall be issued, all the First Mortgage Conds hereinafter particularly described of
the said Wyoming Central Railway Company whose line it has agreed to construct, and also by conveying
from time to time hereafter First Mortgage Bonds for additional railroad of the same company, and
of other railway or railroad companies, whose lines it shall hereafter construct, purchase, or in other manner
acquire, and whose bonds shall be delivered to said Trust Company.
The said one million five hundred and forty thousand dollars of Chicago and North Western Railway
Company Extension Bonds of 1886 bear date on the fifteenth day of April, A. D. 1886, and are payable on
the fifteenth day of August, A. D. 1926, and bear interest from the fifteenth day of April, A. D. 1886, at
the rate of four per centum per annum, the first interest payable August fifteenth, 1886, and thereafter
payable semi-annually, and are, as well as other bonds hereafter issued, to be coupon or registered bonds. The
coupon bonds are to be in substantially the following form :
No. $1,000.
UNITED STATES OP AMERICA.
States oe Illinois, Wisconsin and Michigan.
CHICAGO AND NORTH WESTERN RAILWAY COMPANY
(4 Per Cent.) EXTENSION BOND OF 1886. (4 Pee Cent.)
■Rturur IÏÎI !£XciI fry tfrcsc ¿t^TCSCUtS, That the Chicago and North Western Railway
Company is indebted to the Union Trust Company of New-Yokk, or to the bearer hereof, in the sum of
one thousand dollars, lawful money of the United States, which the said Railway Company promises to
pay to the said Union Trust Company of New-York, or to the bearer hereof, on the fifteenth day of
August, in the year of our Lord one thousand nine hundred and twenty-six, at the office or agency
of the said Railway Company, in the City of New-York, with interest thereon from the fifteenth day
of April, A. D. 1886, at the rate of Fouk per centum per annum, payable in lawful money of the United
States, at the said office or agency in the City of New-York, on the fifteenth day of February and
August in each year, on the presentation and surrender of the annexed coupons, as they severally become
due ; and in case of the non-payment of any semi-annual installment of interest which shall have become
payable, and shall have been demanded, if such default shall continue for six months after the maturity
of the said installment, the principal of this bond shall become due in the manner and with the effect
provided in the Indenture executed to the said Union Trust Company of New-York, securing this bond.
This bond is one of a series of coupon and registered bonds issued and to be issued of like tenor and date,
Ao an aggregate amount not exceeding Twenty millions of dollars, and not exceeding an average of twenty
thousand dollars per mile of railroad constructed, purchased or acquired ; all of which bonds are and shall
be equally secured by an Indenture of Trust, dated the fifteenth day of April, A. D. 1886, duly executed by
the Chicago and North Western Railway Company to the said Union Trust Company of New-York, convey¬
ing to the said Union Trust Company of New-York the First Mortgage Bonds issued and to be issued
for additional railroad by the several railroad and railway companies whose railroads shall hereafter
be constructed, purchased or acquired, and whose bonds shall be delivered to said Trust Company ;
provided, however, that any portion of the issues of the said Chicago and, North Western Railway Company
Extension Bonds of 1886 may, at the option of said Railway Company, be issued in form as coupon bonds, in
2
denominations oí one thousand dollars each, or as registered bonds without coupons, in denominations
of one thousand, five thousand and ten thousand dollars, or may be coupon bonds payable principal
and interest in sterling money in the City of London, or at such other foreign agency or agencies as may
be established by said party of the first part ; and provided, further, that any future issues of either the
coupon or registered bonds may bear such a rate of interest as shall be named in the bonds as they shall
be from time to time issued, not, however, to exceed five per centum per annum, and their interest
installments may he made payable at the same or different dates, semi-annually, as shall be stated therein.
The coupon bonds now or hereafter issued may, on surrender, be converted into or exchanged for
registered bonds, bearing a like rate of interest, from, the fifteenth day of February and August in
each year, and the holders of registered bonds may, from time to time, transfer the same, according to
the Rules and By-Laws of said Railway Company, and other registered bonds, in lieu and stead of those
surrendered for cancellation on such transfer, may he issued therefor.
It is agreed between the said Railway Company and the holder of this bond, that in case of any default
in the payment hereof the said Railway Company will waive, and hereby waives, the benefit of any
extension, stay or appraisement laws now existing or which may hereafter exist.
This bond shall not become obligatory until it shall have been authenticated by a certificate endorsed
hereon and duly signed by the trustee.
fît FÍXitltCSS XVÍieXtC-Of, the said Chicago and North Western Railway Company has caused its
corporate seal to be hereto affixed, and the same to be signed by its President or Vice-President, and attested
by its Secretary or Assistant Secretary, and has also caused the coupons hereto annexed to be signed by its
Secretary or Assistant Secretary, on this fifteenth day of April, in the year of our Lord one thousand eight
hundred and eighty-six.
President.
Secretary.
Trustee's Certificate : We hereby certify that the within bond is one of the series described in the
Trust Deed within referred to.
Union Trust Company of New-Yore, Trustee,
By President,
The Registered Bonds are to be in substantially the following form ;
UNITED STATES OF AMERICA.
States of Illinois, Wisconsin and Michigan.
CHICAGO AND NORTH WESTERN RAILWAY COMPANY
(4 Per Cent.) EXTENSION BOND OF 1886. (4 Per Cent.)
JCtUUU itH 2JH-.C IX Xî.yf t Ixt SC ^YCSClltS; That the Chicago and North Western Railway
Company is indebted to , or assigns, in the
sum of thousand dollars, which the said Railway Company promises to pay, in lawful money of the
United States, on the fifteenth day of August, in the year of our Lord one thousand nine hundred and
twenty-six, at Its office or agency in the City of New-York, with interest thereon from the fifteenth day of
A. D. 18 ¿at the rate of Pour per centum per annum, payable at said office or agency, on
the fifteenth day of February and August in each year ; and in case of the non-payment of any semi-annual
installment of interest which shall have become payable, and shall have been demanded, if such default shall
continue for six months after the maturity of the said installment, the principal of this bond shall become
due in the manner and with the effect provided in the Indenture executed to the Union Trust Company of
New-York securing this bond.
3
This bond is one of a series of coupon and registered bonds issued and to be issued, of like tenor, to an
aggregate amount not exceeding twenty millions of dollars, and not exceeding an average of twenty thousand
dollars per mile of railroad constructed, purchased or acquired, all of which bonds arc and shall be
equally secured by an Indenture of Trust, dated the fifteenth day of April, A. D. 1886, duly executed by the
Chicago and North Western Railway Company to the said Union Trust Company of New-York, conveying
to the said Union Trust Company of New-York the First Mortgage Bonds issued aud to be issued for
additional railroad, by the several railroad and railway companies whose railroads shall hereafter be con¬
structed, purchased or acquired, and whose bonds shall be delivered to said Trust Company.
The registered bonds now or hereafter issued may, from time to time, bo transferred according to the
Rules and By-Laws of said Railway Company, and other registered bonds in lieu and stead of those
transferred, surrendered aud cancelled, and bearing a like rate of interest, may be issued therefor ; all of
which bonds are and shall be of like tenor, and are equally secured by such Deed of Trust, without
preference, priority or discrimination on account of or with reference to the times of their issue.
It is agreed between the said Railway Company and the holder of this bond, that in case of any default
in the payment hereof the said Railway Company will waive, and hereby waives, the benefit of any extension,
. stay or appraisement laws now existing, or which may hereafter exist.
This bond shall not become obligatory until it shall have been authenticated by a certificate endorsed
hereon and duly signed by the trustee.
%\X UÖUtUCSS tultCUCCU, the said Chicago and North Western Railway Company has caused its
corporate seal to be hereto affixed, aud the same to be signed by its President or- Vice-President, and attested
by its Secretary or Assistant Secretary, on this fifteenth day of April, A. D. 1886.
Issued A. D. 18._
. President.
. Secretary.
Trustee's Certificate : We hereby certify that the within bond is one of the series described in the
Trust Deed within referred to.
Union Trust Company op New-York, Trustee,
.By — *... — um " -1 imr President.
It is expressly declared to be the intention of these presents, and said party of the first part hereby ex¬
pressly reserves the right to make all subsequent issues of the bonds secured by this Indenture bear such rate
of interest, not exceeding five per centum per annum, as it shali hereafter fix, determine and designate
in said bonds. All First Mortgage Bonds of the above described Wyoming Central Railway Company, and also
of other railroad or railway companies whose railroads shall hereafter be built, purchased or acquired, which
shall hereafter be received by said party of the first part for the uses and purposes of this trust, shall by said
party of the first part be conveyed to and deposited with the said party of the second part, In Trust to
secure all of said bonds of the party of the first part secured by these presents, whether now issued or hereafter
to be issued ; it being the intent and purpose hereof that all of said Chicago and North Western Raihoay
Company Extension Bonds of 1886 shall be equally in all respects secured by these presents, without
preference, priority or discrimination on account of, or with reference to, the times of the actual issue of said
bonds or any of them.
4
It is further agreed between the parties hereto, that the party of the first part may convey to the party
of the second part, for the uses and purposes of this Tkust, such portion of the issue of the First Mortgage
six per cent. Consolidated Bonds of the Fremont, Elkhorn and Missouri Valley Railroad Company as said
party of the first part may determine ; provided, the bonds so conveyed shall have been issued for constructed
railroad, at a rate not exceeding twenty thousand dollars per mile.
gpytvr, tlxexxfbre, lllXS gixxlrixtxttx xuitixrssctlx, that the said party of the first part, for and in
consideration of the premises, and of the sum of one dollar to it in hand paid by said party of the second
part, the receipt of which is hereby acknowledged, and in order to secure the payment of the principal and
interest of the bonds aforesaid, known as the Chicago and North Western Railway Company Extension JBond
o/'1886, issued and to be issued as herein provided, and every part thereof, has granted, bargained and sold,
and by these presents does grant, bargain, sell, convey and transfer unto the said party of the second part,
and its successors in the trust hereby created, the bonds of the said Wyoming Central Railway Company,
amounting to one million five hundred and forty thousand dollars, ($1,540,000,) secured by a first mortgage,
at the rate of twenty thousand dollars per mile upon seventy-seven miles of railroad beginning on the eastern
boundary line of the said Territory of Wyoming at its connection with the line of the Fremont, Elkhorn and
Missouri Valley Railroad, and extending in a westerly direction to a point at or near Fort Fetterman and
upon all the property and franchises thereto appertaining of the above named Wyoming Central Railway,
delivered to the said party of the first part in pursuance of its agreement hereinbefore referred to ;
and also the First Mortgage Bonds that may be similarly issued and secured by the said Wyoming Central
Railway Company, upon additional miles of railroad and delivered to said trustee ; and also the First
Mortgage Bonds which shall be issued by other railroad or railway companies whose roads may be
constructed or acquired and owned, operated and controlled by said party of the first-part,,and which
the said party of the first part may at any time hereafter deposit with said party of the second part, for the
uses and purposes of this trust, together with all coupons attached thereto.
To have and to hold said bonds and coupons whenever so deposited to said party of the second
part, and to its successors, in trust, nevertheless, to and for the uses and purposes and subject to the powers
herein declared, granted and expressed, that is to say :
Article l.^No bonds to be issued under the provisions, of this deed of trust, by said party of the first
part, shall be obligatory upon said party until the said trustee shall endorse thereon and duly sign a certificate
that the bond so endorsed is one of the bonds described in this deed of trust. The said trustee shall make
no such endorsement upon any bond or bonds until an equal amount of the First Mortgage Bonds hereinbefore
described shall have been deposited with it, and made subject to the lien hereof. The President and Chief
Engineer of the party of the first part shall, from time to time, furnish the said party of the second part with
a statement, under the corporate seal of the party of the first part, of the number of miles of railroad so con¬
structed, purchased or acquired, as evidence authenticating the right of said party of the second part to
execute its endorsements on the bonds issued under and secured by these presents, which statement shall in
all cases be sufficient evidence to and shall warrant the second party in authenticating and delivering bonds.
Article 2.—Until the party of the first part shall make default in the payment of interest upon its
bonds now or hereafter issued under the provisions hereof, and said party of the second part shall have
written notice thereof from some of the holders of said bonds, the said second party, as often as the interest
upon all or any of the First Mortgage Bonds of the railroad or railway companies, conveyed to and deposited
with it under the provisions hereof, shall become due, shall cancel the matured coupons upon the coupon
bonds and deliver them within ten days thereafter to said party of the first part, and shall also cancel and
discharge the matured interest upon the registered bonds which may have been so deposited.
Article 3.—In case default shall be made in the payment of any interest on any of the aforesaid
Chicago and North Western Railway Company Extension Ronds 0/T88G, hereby issued or to be issued, accord¬
ing to the tenor thereof, or of the coupons thereto annexed, or of the provisions hereof, and if such default
shall continue for the period of six months, then and in that case the principal of all of said bonds shall immedi¬
ately become due and payable, anything herein or in said bonds to the contrary notwithstanding : when any
such default shall occur, or when the principal of said bonds shall become due, the said party of the second
part, or its successor in the trust, shall, upon the request in writing of the holders of at least one hundred
I thousand dollars in amount of said bonds, immediately proceed to collect the amount due iqion all of the afore¬
said First Mortgage Bonds which shall before that time have been deposited with it, and made subject to
the provisions of this instrument, that shall then be in default ; and for that purpose shall at once exercise
all the powers in that behalf conferred upon it by the said several deeds of trust, or possessed by it as tho
6
holder of said bonds, in all respects as provided therein : full power and authority is hereby conferred upon
said party of the second part, and its successors in the trust, to proceed to make such collections in any
manner not inconsistent with the provisions of such deeds of trust, that to it, or to its counsel, shall seem
for the best interests of the said holders of the bonds secured by this instrument, and to apply said proceeds
to the payment of the principal and interest of the aforesaid bonds, without discrimination or preference, but
ratably to the aggregate amount of such unpaid principal and interest; and if, after their satisfaction, any
surplus should remain, to pay the same to said party of the first part. If such proceeds should not be sufficient
to pay and discharge the whole amount due on said Chicago and North Western Railway Company
¡Extension JBoïids of 1886 and interest, the said party of tbe first part shall remain liable to the owners
and holders thereof and to the second party, as trustee for such owners and holders, for the amount remaining
due thereon.
¡Provided, however, if, at the time any default shall be made by said first party in the payment of the
principal or interest of said Chicago and North Western Railway Company ¡Extension Bond of 1886, as above
mentioned, any one or more of the railroad or railway companies, whose bonds have been conveyed to and
deposited with said trustee, should not have made default thereon, then and in that case the said trustee, or its
successor in the trust, shall, after publishing notice of the time and place of such sale, not less than once a
week for six weeks in one or more daily newspapers in each of the Cities of Chicago and New-York, sell at
public auction, in the City of New-York, to the highest bidder, all of tbe bonds of the said railroad or railway
company so not in default as above described, which shall then be in its possession as trustee under the
provisions hereof, and after deducting from the proceeds of such sales just allowances for all the expenses
thereof, including attorneys' and counsel fees, as well as compensation for its own services, to apply the
balance thereof received from such sales in the same manner as is herein provided for distributing the
proceeds collected from the sale of the said mortgaged premises before mentioned ; the said party of the first
part remaining liable for the unpaid balance, if any, due 011 said Chicago and North Western Railway
Company Extension ¡Bonds 0/I886, after the application of all moneys so received on the proceedings last
above described.
Article 4.—At any sale under the provisions of the preceding article of the property conveyed to
secure the payment of the aforesaid bonds deposited with said party of the second part, whether made by
judicial authority or the power in said mortgages contained, the said party of the second part may, in its own
discretion, bid for and purchase the property so sold, or any part thereof, in behalf of the holders of the
bonds secured by this deed of trust and then outstanding in the proportion of the respective interests of
such bondholders, at a reasonable price, if but a portion of said property shall be sold ; or if all of it be
sold, at a price not exceeding the whole amount due on such bonds then outstanding, with interest accrued
thereon.
Article 5.—-It is expressly declared, that a majority in interest of the holders of the bonds secured by
this deed of trust may, after any default mentioned in Article 3d hereof, by an instrument in writing,
'signed by said majority, direct said trustee to enforce the payment of said bonds in the modes provided in
Article 3d, or may waive such default, and may annul or reverse the action of said trustee theretofore taken
by virtue of such default ; provided, that no action of the trustee or bondholders shall extend to or be taken
to affect any subsequent default, or to impair the rights resulting therefrom.
Article 6.—When all the said Chicago and North Western Railway Company Extension Bonds of 18S6
secured by this instrument shall have been paid, or in any manner satisfied and discharged, with all interest
coupons thereto attached ; or whenever the said party of the first part shall, after the maturity of said bonds,
deposit with said trustee the amount then due, principal and interest, upon all of said Chicago and North
Western Railway Company Extension Bonds of 1886, then outstanding and unpaid, then said trustee shall
re-assign and deliver to said first party all of the bonds of the other railway or railroad companies deposited
with it under the provisions of this deed, with all unpaid coupons attached, and shall in like manner deliver
to said first party all other property and effects then in its possession or control for the purpose of securing
the payment of said Chicago and North Western Railway Company Extension Bonds of 1886, provided,
that said trustee shall first be paid its just and reasonable expenses and services in and about this trust.
Article 7.—The said party of the first part, in consideration of the premises and of one dollar to it in
hand paid, the receipt of which is hereby acknowledged, hereby further covenants and agrees, to and with
said party of the second part and its successors, that said party of the first part and its successors shall and
will, from time to time, and at all times hereafter, and as often as thereunto requested by said trustee,
execute, acknowledge and deliver all such further deeds, conveyances and assurances in the law for the better
assuring unto the said trustee the said bonds hereinbefore described, or any other bonds of the same or
6
otter railroad or railway companies, which It may hereafter deposit with said trustee for the further or
better securing the Chicago and North Western Railway Company Extension Bonds of 1886, issued
or to be issued, under the provisions hereof, as by the said trustee or its counsel learned in the law-
shall be reasonably advised, devised or required.
Article 8.—If the party of the first part shall well and truly pay the sums of money herein required
to be paid by it, and all interest thereon, at the times and in the manner herein specified, and shall well
and truly keep and perform all the things herein required to be kept or performed by the said Railway
Company, according to the true intent and meaning of these presents, then, and in that case, the estate, right,
title and interest of the said party of the second part, and of its successors in the trust hereby created, shall
cease, determine and become void ; otherwise the same shall be and remain iu full force and virtue.
Article 9.—It is expressly understood and agreed by and between the parties hereto, that if at any
time during the continuance of the estate hereby granted, the said party of the first part shall deliver to said
party of the second part any of the said Chicago and North Western Railway Company Extension Bonds
of 18S6, secured hereby, for that purpose, the said second party shall immediately cancel the same; and
thereupon, at the request of said first party, shall deliver to it an amount of said First Mortgage Bonds, at
their par value, held by said second party under the provisions hereof, equal to the amount of said Chicago
ano.I NorthWestern Railway Company Extension Bonds of 1886, at their par value cancelled as aforesaid.
Such First Mortgage Bonds when so delivered, shall be selected by said second party from all kinds or classes
of First Mortgage Bonds in its possession in proportion, as nearly as may be, to the amount of each.
Article 10.—The word "trustee," as used in these presents, shall be construed to mean the trustee or
trustees for the time being, who shall be competent to exercise all the powers by these presents reserved or
granted to the party of the second part ; and if it shall so happen at any time hereafter that more than one
person shall be the successor of. the party of the second part, it is agreed that neither of the said persons
shall be in any manner responsible for any default or misconduct of the other ; that the said trustee shall be
entitled to just compensation for all services which it may render in the execution of this trust, to be paid
by the said party of the first part, or out of the income of the property, and for that purpose may at any
time apply to the Court, without notice to any person but the said party of the first part ; and that the said
trustee or any successor or successors may resign or discharge itself or himself of the trust created by these
presents by notice in writing to the said party of the first part, three months before such resignation shall
take effect, or such shorter time as the said party of the first part may accept as adequate notice, and
upon the due execution of the conveyances hereinafter required ; upon the resignation or removal of any
trustee, or any appointment in its place, all its or his powers by virtue hereof shall cease, and all the estate,
right, title and interest in the property hereby conveyed, of any trustee so resigning or being removed, shall
wholly cease and determine ; hut the trustee so resigning or being removed shall, on the written request of the
new trustee, immediately execute a deed or deeds of conveyance, to vest in such new trustee, upon the trusts
herein expressed, all the property and rights which at that time may he held upon said trusts ; provided,
nevertheless, and it is hereby declared and agreed, that any Court of competent jurisdiction may remove any
trustee, and appoint a new trustee or trustees ; provided, farther, that neither the party of the second part, nor
any persons succeeding it in the trusts hereby created, shall be responsible for any act or omission to act of
any persons in its or their employ, nor for any act on its or their part not owing to fraud or gross negligence.
In case any vacancy shall exist in the trusteeship created by these presents from any cause, or if such trustee
shall, from any cause, be unable to act, a successor to such trustee shall be appointed by the Chicago and
North Western Railway Company, by an instrument in writing, signed by the President, and attested by
the Secretary of the said Company, under the corporate seal thereof, the said officers having first been
thereto duly authorized by resolution of the Board of Directors thereof ; and the trustee so appointed shall
thereupon become vested with all the powers, authorities and estates granted to or conferred upon the
party of the second part by these presents, and all rights and interests requisite to enable it to execute the
purposes of this trust, without any further assurance or conveyance, so far as such effect may be lawful ; and
upon the resignation or removal of any trustee, or any appointment in its place in pursuance of these
presents, all its powers and authorities by virtue hereof shall cease ; and all the estate, right, title and
interest in the said premises of any trustee so resigning, or being removed, shall wholly cease and determine.
And the said party of the second part doth hereby acknowledge, testify and declare, that it accepts the
trusts created by these presents, and that it will exercise the powers herein reserved and contained at the
times and in the manner, and upon the contingencies in these presents mentioned ; provided, however, that
nothing herein contained shall be construed to prevent it from resigning and discharging itself from the trust
aforesaid, in the manner hereinbefore specified.
7
, ÄtlWSS itfïlCteCûf, the said parties have caused their respective corporate seals to ho affixed to
those presents, and the same to he signed by their respective Presidents, and to be attested by their respec-
. tive Secretaries, on the day and year first herein written.
President.
_ Secretary.
President.
Secretary.
^ HiilBlli
3 5556J042 154922.