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Les diagramtnes suivants ^| \\V stront la mithode. ^| 1 2 3 1 1 • 2 1 3 1 HH 1 2 3 1 ■ 4 5 6 1 ■ 01 Cf.Ja* .> ^ ^^^ '^^.' :1a/ ■'' m NORTH SHORE RAILWAY OF CANADA MORTGAGE BOND. ^"*«pp '' NORTH SHORE RAILWAY OF CANADA iMORTGAGE BOND, m ^M in the year of Our Lord one thousand eight hundred and seventy-two. Before J. A. Charlebois, Notary PubHc, duly com- missioned and sworn for the Province of Quebec, residing in the City of Quebec, personally came and appeared The NoiiTH Shore Railway Company, a body corporate duly incorporated and represented herein by the Honorable Joseph Cauchon, of the City of Quebec, Speaker of the Senate of Canada, and President of the said North Shore Ilailw.iy Company, and duly authorized to act herein on their behalf, party of the First Part. And Sir Hugh Allan, Knight, of the City of Montreal, hereinafter called the party of the Second Part. "Which said parties did covenant and agree together in presence of me, the said Notary, as follows : "Where A^•, the said North Shore Railway Company has been duly incorporated by act of the Legislature of the Lato Province of Cniiadn, wi.li powor H fhom.svlve.s, fhoir deputies, ao-cnts, officers, workmen, and servnnts to'innice and romplete a raihvay to ])e called the North t^hore IJailway, from any point within the City of Quebec to any point within the limits of the City of Montreal, or to carry such railway by a line in the rear of the City last lUMnetl to any point in the County of Montreal beyond or io the westward of the said City, and also an'other rnilwav known as the Piles branch, and extending, from some pomt at or near the City of Three Kiyors to the txrandes Piles ; and whereas by an act passed by the Leo-is- lature of the Proyince of Quebec, in the thirty-fourth v"nu- of Her Majesty's Keign (1870) chapter twenty-t wo entitled '' an Act to extend the period for the completion of the " works of the North Shore liailway and the St. Maurice " ^^It"^. ''""^ ^'"^ Company," the acts respecting the said North Shore Kail way Company were amended, and it was amongst other things enacted that the said Company might raise by way uf loan upon their bonds or debentu- res, in addition to their authorized capital stock, any sum ot money not exceeding Six Million Dollars asmioht be expedient or necessary for completing, maintaining, Tnd working the railway, at a rate of interest not exceedinn- eight per cent per annum ; and to make the bonds, deben tures or other securities granted for the sum so borrowed" payable either in currency or sterling, and at such place or places as might be deemed advisable, and to hynn- thecate, mortgage or pledge the lands, tolls, revenues and other property of the Company for the due puvment of the said sums and the interest thereon : And Whereas by another act passed by the Leo-is- latnre of the said Proyince of Quebec, in the year fast aforesaid, chapter twenty-one, entitled " An act to' provide for the granting of certain lands in aid of the Railway Companies therein mentioned, " it was enacted tliat the Lieutenant-Governor m Council, might grant to tiie North Shore Railway and St. Maurice Nayiga.tion and Land I 3 t Company, now cnllod Iho North Shore Railway Company, for huildinjv the North Shore liailroad from Quebec to Montreal and the road to the Grandes Piles, and the esta- blishment of a line of Steamers on th « St. Maurice, as miMitionea in the act of the Leg'islature of the late Pro- viiice of Canada, entitled : " An act to incorporate the St, " Maurice Railway and Navigation Company, " two million acres of land, to be chosen and allotted by the Lieu- tenant-Governor in Council, on the report of the Commis- sioner of Ch-own Lands, from wnthin certain blocks of land particularly described in the said act, in a corresponding proportion as regards quality and quantity as those granted under the said act for the construction of a Railway from JNIontreal to Aylmer ; the said Company to be entitled to such grant so soon as the said Railways shall have been c(»mpleted, and put in operation to the entire satisCaction of the Lieutenant-Governor in Council, and Steam navigation put in operation on the St. Maurice. But the Lieutenant-Governor in Council, if he think proper, may, nevertheless, when it is established that the said Coinpauy is actively engaged in the construction of its works, grant to it for each twenty-five miles of road completed, a portion of the said lands proportioned in extent to such length of road ; And AViiKiiEAS, for the purpose of constructing the said line of Railway hereinafter and hereinbefore more parti- cularly described, the said party of the Frst Parthas made and delivered to the said party of the Second Part its debentures or bonds, designated the North Shore Railway land grant first mortgage sinking fund debentures, bearing seven per cent interest, amounting in the aggregate to the sum of six million Dollars, all of which bear date the Sixth day of July, A. D. 1872, and payable, principal and interest, at the office or agency of the party of the First Part, at the Farmers Loan and Ttust Company, in the City of New York, United States? of AxMeuica, bear interest from their date at the rate of seven per cent per annum, payable semi annually on the first day of July and January in each and every year, and numbered consecutively from 1 to (1,000, and each for one thousand dollars, and all of like tenor and effect, in form following : DOMINION OF CANADA. PROVINCE OF QUEBEC. North Shore Railiuai/ Company. First Mori-age Land Grant Gold Debentures-Seven per cent interest. This dehenture witnesseth that the North Shore Rnil- way Company, under the authority of their Act of incorpo- ration, have borrowed and received from Sir Hugh Allan the sum of one thousand dollars lawful money ol^the Do- minion of Canada, as a loan to bear interest at the rate of seven per centum per annum from the date hereof the said interest payable half yearly, on the first dav o/.Tan- uary and the first day of July in each year, at the office of the farmers Loan and Trust Company, in the City of New York, United States of America, to the said Sir Huoh Allan or the bearer of the proper interest coupon hereun^ at- tached, and that the said Company promise and bind them- selves to pay the principal sum so borrowed as aforesaid to the said Sir Hugh Allan or the bearer hereoi', at the of hce of the said Farmers Loan and Trust Company, on the first day of July, one thousand nine hundred and seven and said interest coupons as they severally become due at the office of the said Farmers Loan and Trust Companv and lor the due payment of the said principal sum, and in^ terest, the said Company, under the authority of their act of incorporation, have mortv -ed and hypothecated the whole of the Railway called the North Shore Railway from 1^8 terminus at Quebec, to lis terminus at Montreal' both termini inclusive, and all appurtenances thereof in' eluding the two million acres of land granted to said 1 Raihvay Company by the rrovince of Quehoc, to wit : by a deed of Mortgage and hypothef-ation of the said Railway appurtenances and land grant, duly executed by the snid Company to 8ir Hugh Alhm, of Montreal, in Canada, Knight, as Trustee, for the holders of the said debentures, before J. A. Charleboi.s, Notary rublie, the sixih day of July, 1872, and lieretofore duly registered in each of the Itegistratiou Divisions through which the said liailway passes. This debentur is one of an issue, amounting to six million dollars, and consisting of six thousand bonds of one thousand dolhirs each, numbered consecutively from I to 6000 inclusive. Tins liOND is entitled to the benefit of the sinking funa by the said mortgage provided for, and is receivable by the said North Shore liailway Company at par as to its principal and accrued interest, in payment for any of the lands or timber standing thereon, granted to the saidCom^ pany in aid of the construction of the Railway herein oh said land shall be sold for »«ill pass by delivery, or by : Shore Railway Company, 'bee and New York, or at jmpany shall keep siich , aon of ownership certified described, at the pri, "V. gold coin. This def > transfer on the bookr at their oHice, in the any other place wh^.. transfer Book^. After a re^io. hereon by the transfer Agent of the Company, no transfer, except upon the Books of the Company, shall be valid un* less the last transfer be to bearer, which shall restore transferability by delivery. But this debenture shall con- tinue subject to successive registration or to transfer to bearer as aforesaid, at the option of each holder. Tins Debenture shall not become obligatory until it shall have been authenticated by the signature of the Trustee. In AVitness Whereof the Honorable Joseph Cauchon, the I'lesident, and A. H. Verret the Secretary of the said 6 Oompciny havo herounto sot their bmuls and affixed the comnioii Seal oft.he *;ai(l Company, at ihe City of Qu-bec, ■"'* ^'^♦^' day ol" .1 Illy oiie thousand eight Jmiidred and soventy-tvvo. Aiitlienticatod JL. S.] Tmstee. President. ♦Seerelarv. Am) Wiiki:f\s the intenlion oi' these presents, is and is hereby decUired to be, that all oi" the debentures ; -rein »neii..oned. amountin.>' in the ai,^:;Tegato to (^ i.OOO, >00;Six jMiJlion Dollars aloresaid, sliall be equally in all'resptcts secured by these presents, without preference, priority or disc.-imination on account of or with reference to the times of t ^romu\ st; ■ houses uiul other huildino-s now held or owned, or whu-h niny heretvl'ter bo held or owned by the sjiid Company, lor the purp(?se of constructinii'. operatiun-, and maintaining the iiaid li.iil way or the acconimoiUition of the bnsine.ss thereof, and also all thet(/li,s, incomes, rents, issnes, proiits and alien- able franchises of the said Company, connected with their Ivailway or relatin'^ thereto, and also the locomotives or stationary enj^ines, tenders and cars of every description machinery and machine shops, tools and implements and materials comected with or intended for the constructioji, equipment, operatinuf and condnctini^of snch Railway now own«'d f>r hevealter to be acquired by tlie said Co:npany, all >vhicli are diclared to be a^/purtenances and ii.mand, which the party of the First Part now has or may here- after acquire in and to the two million acres of land so .^ ^ .^ 8 granted to tho j.arty of the. First Part as hereinbefore set forth; which lands are particularly described and soth forth in the schedule hereto annexed, which with the map thereof is hereby declared to be a part of this deed. And doth further assign and make over to the said party of the Second Part tho rii^ht to obtain from the Government of the Province of Quebec, the Letters Patent for the said binds as they shall become entitled to the .same, and the said party of the First Part hereby consents that the Patent for the said lands shall be taken out in the name of the said party of the Second Part, and tho said lands sold by him for the purpose of the present trust. To HAVE AND TO HOLD, the abore mentioned and des- cribed two million acres of land unto the said party of the Second Part, his successors and assigns, to his and their own and only proper use, benefit, and behoof for ever ; in trust nevertheless, to and for the uses and pur- poses, and subject to the powers herein declared, granted or expressed, to wit : Article First.— That the party of the First Part shall and will pay the principal and interest of said debentures to the several holders or owners thereof, when and as the same shall become due and payable, according to the tenor and etl'ect of the said debentures and coapons. Article second.- TJntil default shall be made in the payment of the principal or interest, or some part thereof, of the said debentures, or some one of them, or until de- fault shall be made, or have occurred, in respect to some thing by tnese presents required to be observed, performed, or kept by the party of the First Part to said party of the Second Part, the said party of the First Part shall be suffer- ed and permitted to possess, manage, operate and enjoy the Ivailway, equipment, appurtenances, property and fran- chises aforesaid, and to take and use tlie rents, revenues, incomes, profits, tolls, and issues thereof, in the same 9 ' manner and with the same effect as if this deed had no^ been made Article third. — In case default shall he made In the payment of any interest on any of the aforesaid debentures i^ssued or to be issued, according to the tenor of the cou- pons thereto annexed, or the provisions hereof, or in any requirements hereof to be done or kept by the party of the First Part to said party of the Second Part, and if such de- fault shall continue for the period of six months, it shall be huvful for the said Trustee or his successor, personally, or by his attorneys or agents, to enter into, and upon all and singular the premises hereby mortgaged and hypothecated; and also on the lands hereby conveyed or intended so to be, and each and every part thereof, and to have, hold and use the same, operating by his superintendents, managers, receivers or servants, or other attorneys or agents, the said Ivailway, and conducting the business thereof, and exercis- ing the franchises pertaining thereto, and making from time to time all repairs and replacements, and such useful alterations, additions and improvements thereto as may- seem to him to be judicious ; and to collect and receive all tolls, freights, incomes, rents, issues and profits of the same and of every part thereof; and after deducting (he expenses of operating said Railway and conducting its business, and of all the said repairs, replacements, alter- ations, additions and improvements, and all payments which may be made for taxes, assessments, charges or liens, prior to the lien of these presents upon the said pre- mises or any part thereof, as well as just compensation lor his own services,and for the services of such attorneys and conn- sel as may have been by him employed, to apply the moneys arising as aforesaid to the payment of interest in the order in which such interest shall have become or shall become due, ratably to the persons holding the coupons evidencing the right to such interest. And in case all the said pay- ments shall have been made in full, and no sale shall have been made in conformity hereto, the said Trustee, after 10 rnaking- such provision as to him may soom ndvisithh' for any half voar'« interest next to liill due, shall restore the possession of the premises hereby hypothecated and con- veyed, vinto the said party of the First Part, its successors or assigns; provided, that if any of the delimits hereinbe- fore specified be subsequei\tly made, »nch restoration shall not, nor shall any previous entry be construed to exhaust, or in any manner impair the jwwers of entry or sale, or any power hereby granted to or conferred upon the said Trustee. Article Fourth, — In case default shall be made a» aforesaid and shall continue as aforesaid, or in case default shall be made in the payment of any principal of any of the said bonds, it shall likewise be lawful for the said Trustee, after entry as aforesaid or other entry, or without entry, to sell and dispose of all and singular the premises hereby hypothecated and conveyed or intended so to be, or any part thereof, at public auction, in the City of Que- bec, or at such place within the Dominion in which the gaid Kailway is situate, as the said Trustee may designate, and at such time as he may appoint, haA'ing first given notice of the place and the time of such sale, by adverti- sement, published not less than for ten weeks, in one or more newspapers in each of the Cities of Quebec and Montreal, or to adjourn the said sale from time to time in his discretion, and if so adjourning, to make the same without further notice, at the time and place to which the same may be so adjourned; and to make and deliAer to the pitrchaser or purchasers thereof, good and suifieient deed or deeds in the law for the same in fee simpi', which • .de made as aforesaid, shall be a perpetual bar, both in law and equity, against the party of the First Part, and all other persons lawfully claiming the said premises or any part thereof by, from, through or under the said party of the First Part ; and after deducting from the proceeds of such sale just allowances for all expenses of the said sale, including' attorneys and counsel fees, and all other 11 expenses, advances or liabilities which may have been made bv him for taxes and assessments, and for charges and liens prior to the lieu of these presents on the said premises, or any part thereof, as well as compensation for his services, to apply the said proceeds to the payment of the principal of such of the aforesaid bonds as may be at that time unpaid, whether or not the same shall have pre- viously become due, and of the interest which shall at that time have accrued on the said principal uid be unpaid without discrimination or preference, but ratably to the a^'i^reg-ate amount of such unpaid principal and accrued and unpaid interest ; and if, after the satisfaction thereof, a surplus of the said proceeds shall remain, to pay over the said surplus to the said Railway Company, or to render the same as any Court of competent jurisdiction shtdl order. And it is hereby declared that the receipt or receipts of the said Trustee shall be a sufficient discharge to the purcha- ser or purchasers ; and his or their heirs, executors or admi- nistrators shall not, after payment thereof, and having such receipt, be liable to see to its being applied upon or lor the trusts and purposes of these presents, or in any manner howsoever be answerable for any loss, misapplication or non-application of such purchase money or any part thereof, or be obliged to inquire into the necessity, expe- diency or au'hority of or for any such sale. Article Fifth, — At any sale of the aforesaid property, or any part thereof, whether made by virtue of the power herein granted, or by judicial authority, the Trustee may in his discretion, bid for and purchase, or cause to be bidden ibr and purchased, the property so sold, or any part thereof, in behalf of the holders of the bonds secured by this instrument and then outstanding, in the proportion of the respective interests of such bond holders, at a reason- able price, if but a portion of the said property shall be sold ; or if all of it be sold, at a price not exceeding the whole amount of such bonds then outstanding with the interest at.'crued thereon. 12 i\[] Article Sixth. — In case default shall he made in the payment of any half year's interest, on any of the aforesaid bonds, at the time and in the manner determined in the Cou- pon issued therewith, provided the said Coupon having been presented, and the payment of the interest thereon speci- fied having been demanded, and if such default shall con- tinue for the period of six months after the said Coupon shall have become due and payable, then and thereupon the principal of all the bonds secured hereby shall, at the election of the Tiustee, become immediately due and payable, anything contained in the said bonds or herein to the contrary uotvviths^anding ; but a majority in interest oi the holders of said bonds may, by an instrument in writing signed by said majority, before the interest in arrears shall be paid, instruct the Trustee to declare the said principal to be due, or to waive the right so to declare, on such terms and conditions as such majority shall deem proper, or may iinnul or reverse the election of the Trustee, provided tliat no action of the Trustee or bond holder shall rxtend to, or be taken to afl'ect any subsequent defavilt, or to impair the rights resulting therefrom. AiiTiciiE 8EVENTH. — On the first day of July of each year, commencing in the year one thousand eight hundred and seventy-eight, or within sixty days thereafter, there shall be paid over to, or a like amount of the Bonds of the party of the First Part at the par value, shall be deposited with the said Trustee as a sinking fund for the redemp- tion of the Bon Is secured by these presents, such amount annually as will redeem two million dollars of said Bonds, with accrued interest, the first day of July, one thousand eight hundred and ninety-two; and from and after the last mentioned day on each succeeding 1st (first) July in each year, such annual sum as will redeem the balance of four million dollars with accrued interest on the first of July one thousand nine hundred and seven. The Trustee shall at once deposit the said surplus so paid over to him, iu any di^pository deemed by him safe. 13 and the said moneys together with all accumulations of interest thereon which may actually come within the dis- posal of the said Trustee, shall, after paying the expenses of the trust, be invested by the said Trustee in the manner following, that is to say : First. In the purchase of the de- bentures secured by these presents at not exceeding live per cent above the par value ; Secondly. If the said Trustee shall be \inable lor three monlhs to purchase the aforesaid debentures, then he shall invest the said money, or any balance therof iu such .'securities as he may deem best for the interest oi" the holders of the said deben- tures ; and the debentures or securities so purchased })y the said Trustee shall be deposited wath such depository as the Trustee may deem to be sale, and the de])enture.j secured by these presents so purchased by him shall be immediate- ly registered, btamped or endorsed as belonging to the said sinkin"- i'und, but shall reiiiain in force, and the interest thereon shall continue to be paid by the said party ol the First Tart ; and the amount ol' such interest shall be added and applied, as well as the interest upon other securities so purchased by the said Trustee, ii' any, as a part of the ca- pital of the sinking fund herel)y e.Htablished, and be invest- ed in the purchase of other debentures in the same manner as the annual payments to the sinking fund hereinbefore provided for; pro^'ided, nevertheless, that it shall be at all times competent lor the party of the First Part, and the holders of the bonds secured, hereby acting by a majority in interest, to enter into any new agreement which they may deem necessary or proper for the modification of the sinking fund hereby established, or Mie regulation of in- vestments under the same. AliTlOT.E KiuiiTiT. — The public lands granted to saidCora- pany and conveyed to the party of the Second Part, hereby, shall be carefully surveyed, mapped and platted by the party of the First Part, their olhcersand agents, and shall be carefully valued and appraised in such suitalde and proper di V isious and parts as shall beem most expedient for eilecting 14 a sale thereof, or the timber standinj? thereon, which allot- ments and valuations shall be made in writii o IVom time to time as may be found convenient and prolitable, and shall l)o subject to the approval of the party of the Second Tart ; and Upon such approval, duplicates thereof shall be deposited and liled with the party of the Second i art, and also with the ^'reasurer of the party of the First Part, which said allot- ments and valuations may be varied and chauiyed from time to tiuiu' l)y the party of the First Part, with the Written consent of the party of the Sjcond Part, ami not otherwise. The party of the First Part shall, at all times be at liberty to contract for the sale of any parcel or parcels of said land, or of the timber growing- "thereon, at a price not less than that lixed in the valuations aforesaid, and shall receive in payment thereof cash, or any ol the debentuvcs aforesaid at the par value thereof; and upon the payment of such cash or surrender of such debentures to the party of the Second Part, he (the party of the Second Part) shall by pioper deeds or instruments executed by him or his duly autJiorixed agent or attorney, grant and convey such parcel or parcels of land to the purchaser or purchasers thereof. The party of the Second Part shall have full power from time to time, to employ such clerks and assistants as he shall find necessary to enable him to discharge properly the duties devolving upon him under the provisions of this instrument; and he shall also have power and be at liberty to appoint an agent or attorney to execute conveyances of said land, and to act generally in his behalf, and from time to time to remove such agent and appoint another in his place ; and all conveyances executed by such agent or attorney, and other acts, within the scope of his ''power, shall be legal and valid in the same manner as if execut^ed or done by the party of the Second Part. Article Ninth.-AH the moneys, after deductino- the expenses oi such surveying, mai,ping, platting and ap- 15 praisals jind oth(M' oxponsos of this trust in coniipr.ion with such lands, including* tho piiymont of taxt>s, if any, arising from the sule of said hvnds, or of the timber stundinu- there- on, are pledged to the payment of the principal and interest of the said del)entures, and for that purpose shall bo piiid to the party of the Second Part, and shall be by him applied in the manner following that is to say : First. —To the piyments of the sinking fund as herein- before provided. Second. — To the purchase and satisl\iction at their par ralue or less, of the debentures hereinbefore authorized to be issued. In case a sufficient amount of the said bonds in this article mentioned cannot be pur-^-hased at such rate, then, TiiilJD. — Any balance thereof in his hands shall bo invested in such securities as he may deem proper. All such securities and the interest thereof shall be applied in the manner provided in the Second Part of this article, whenever such debentures can be purchased at par or less. All such debentures so purchased or satisfied by the party of the Second Part shall be immediately canceled by him and delivered to the party of the First Part or its duly- authorized officer or agent. Article Tenth.— The Trustee shall have full power, in his discretion, upon the written request of the party of the First Part, to convey by way of release or otherwise, to the persons designated by the said Itailway Company, any lands acquired or held for the purposes of stations, depots, shop.s, or other t.uildings; and shall also have power to convey as aforesaid, on lilw request, any lands or property which, in the judgment of the Trustee, shall not be necessary for use in connection with the said Hailway, or which may have been held for a supply of fuel, gravel ov other materials, and also to convey as aforesaid, on like request, any lands not occupied by the track, which mny become disused — by reason of a change of the location of any station house, depot, shop, or other building connected 16 with tho said Kailway, and such laiids occupied by the track and adjacent to siicli station house, depot, shop, or other huildinn- as the liiiilvvay Company may deem it expedient to disuse or abandon by reason of such change, and ro consent to any such chang-e and to such other eli;in^<'s in the location of the track or depot or other buikling-s as in its juduinent shall have become expedient ; and to make and deliver the conveyances necessary to carry th(^ same into eli'ect ; l)ut any lands which may ))e acquired lor permanent use in substitution for any so released, shall bo conveyed to the Trustee upon tho trusts of these presents ; and the Trustee shall also have full power to allow the said Railway Company, from time to time, to dispose of, according' to its discretioii, such portions of the equipments, machinery and implements at any time held or acquired for the use of the said Railway, as may have become unfit for such use, replacing the same by new, w^hich shall be conveyed to the Trustee, or be other- wdse made subject to the operation of these presents. AiiTicLE Elevextii.— If the party of the First Tart shall well and truly pay the sum of money herein required to be paid by the said Company, 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 party of the First Part to the said party of the Second Part, according to the true intent and meaning of these presents, then, and in that case, the estate, right, title and interest of ttie said party of the Second Part and of his successors in the trust hereby created, shall cease, determine and become void, otherwise the same shall be and remain in full force and virtue. AiiTiCLE TWELFTH —It is hereby declared and agreed that it shall be the duty of the Trustee to exercise the power of entry hereljy granted, or the power of sale here- by granted, or both, or to take appropriate proceedings in equity or at law, to enforce the rights of the bondholders 17 under these presents, upon the requisition in writin- as hereinafter Kpeciiied. ° First.— If the default be os to interest or principal of any boiuls, such requisition upon the said Trustee shall be by holders of not less than live hundred thousand dollars 111 aggregate amount of the said bonds ; and upon such re- qiusition and a proper indenmilication given on behalf of, or by the p-rsous making the same to the Trustee, against the costs and expenses to be by said Trustee incurred, and against any damages he may incur by acting upon such requisition, it shall be the duty of the Trustee to enforce the rights of the bondholders under these presents, by en- try, sale or legal proceedings, as he, being advised by counsel learned in the law, shall deem most expedient for the interest oi" all the holders of the said bonds. Seco.vd.— If the defliult be in the omission of any act or thing required by the covenant hereinafter contained, for the further assuring of the title of the Trustee to any pro- perty or franchises now possessed or hereafter acquired, or in the omission to comply with any other agreement or covenant herein contained, from the party of the First Part, to the said party of the Second Part, then and in either of such cases, the requisition shall be as aforesaid, ])ut it shall be within the discretion of the Trustee to en- force or waive the rights of th j bondholders by reason of such d<3fault, subject to the power hereby declared of a majority in interest of the holders of the said bonds, by requisition in writing, signed by such majority, to instruct the said Trustee to waive such default, or upon adequate indemnity as aforesaid, to enforce their rights by reason thereof. Provided, that no action of the said Trustee, or bondholders or both, in waiving such default, or other- wise, shall extend to or be taken to aflvct any subsequent defiiult, or to impair the rights resulting therefrom. Article thirteenth.— It is mutually agreed by and between the parties hereto, that the word " Trustee, " as used in these presents, shall be construed to mean the 18 Trustee for the time beings, whether orij^iiial or new. And it is mutuiilly agreed })y anvl between the partiivs hereto, a« a condition on which the party of the Second I'art has assented to these presents, that the said Trnstee shall be entitled to just oomiMMisation lor all services which he may hereafter rendin- in his trust, to be paid by the said llailway (.'ompany, or out of the income of the property ; and for that purpose, may at any time, apply to the courts, with- out notice to any i>erson but the said party of the First Part ; that said Trustee or any successor may resign and diseharire himself of the trust created by these presents, by notice! in writing to the said Railway Company, three months. before such r(>signation shall take effect, or such shorter time as the said Railway Company may accept as adequate notice, and upon the due execution of the conveyances here- inafter ren the said Company and a majority in interest of the said bondholders, and in case such default shall have occured and shall then exist, then said Trustee shall be appointed by the holders for the time Ix^ing of a majority in interest of the said bonds then outstanding, |>y an ins- trument in writing signed by such majority ; and the Irusti e so appointed shall thereupon become vested with all the powers, authorities and estates granted to or conferred upon the party of the Second Tart by these pre- sents, and all the rights and interests requisite to enable Jiuu to execute the purposes of this trust without any 19 fnrthor nsMirance or conveyance, so fur as such eirectmay he lawlul ; and upon the lefsigiuition or removal of any Trustee, or any appointment in his place in pursuance of these presents, all his powers and authorities by virtue hereof shall cease; and all the estate, right, title and in- terest in the said premises of any Trustee so resignino-, or beinjr removed, shall wholly cease and determine ° hut the said Trustee so resiirning or being removed shall, on the written request of the new Trustee who may be ap- pointed, immediately execute a deed or deeds of conveyance to vest in such new Trustee, upon the trust herein ex- pressed, all the property, rights and franchises which may be at that time held upon the said trusts : Provided, nevertheless, and it is hereby agreed ad declared that in case it shall at any time hereafter prove impracticablp, alter reasonable exertions, to appoint in the manner herein- before provided, a succeseor in any vacancy which may have happened in said trust, appHcation, in behalf of all the holders of the bonds secured hereby, may be made by holders of the said bonds to the aggregate amount of one hundred thousand dollars, to a Judge of the Superior Court of the Province in which the aforesaid Kailway is situate, for the appointment of a new Trustee. It is also mutally agreed that the said party of the Second Part, and his successors in the trust, shall be accountable for reiusonable diligence in the management thereof, but shall not be responsible for the acts or default of any agent employed by him in good faith. And the said party of the First Part, for itself and its successors, in consideration of the premises, and of one dollar to it duly paid by the said party of the Second Part, the receipt whereof is hereby acknowledged, hereby further covenants and agrees to and with the said party of the Second Part, his successors and assigns, that the said party of the First Part and its suc- cessors shaU and will, from time to time and at all times hereafter and as often as thereunto requested by the Trustee, execute, deliver and ackiiowlege all such further 20 M. convoynncoe and a««,™„c,.» i„ ,he h,w, for ,hp better «»»«,.,„« „,„„ i„e said Trus.ee (l,e ,„iKv.,,;, ,.„,„> m.'nts ni,i,„r„.,,auco» and land, hereinhelbre .ne, t „„ ir l..t,M,ded ™ to be, and all other property and thin T v ^t neclioii wiih the saue, or any part thereof, and all Iran- ch,.e» pertaining thereto, now held or here II r a 1, , ed m by he ™d Trustee, or by his eo„n.sel learned i thlw ^hall be reasonably advised, devised or required And the sf,id party of the First Part, for itself and its suceessors ,„ consideration of the premises an o „ , dollar to ,t duly paid by the ,,aid party of the Second V" t further ...ovenants and agrees to and with the s" id p," v ol the Second Part, his successors and assigns, th t it t e wn Til :' '"^ f '"'/■"'• "■"' "^ ™ece:sor's, sha • and w.lb at an times hereafter, keep open an olHce or a-encv 01 ad upon the bonds hereinbefore recited and described as the same shaH become payable, and for the tl sirr and deemed nnrl il P^/^o^mance of this covenant shall be Ca.::nftcrt^r '-- --"^ ^--^ "^' -. thelrnr^iSr^rSTo*''" '"^ '-'' '-'y "' His services as ^^^^ T^:^t! ^ 7^:tZJZ dollars per uumim until the payment of the Tink .""fa d commences, from which time he shall be entit ed ,n fl.„ nua sum of Four thousand dollars with i h toher sum as shall re hereafter determined in the event ol h sZ cnrc::;i;t:yTtirort""^'^ these presents ^ obligations contracted by And for the execution of these presents the parties have 21 plectod thoir aoniicilcs at liiulvvay Conipuny, in (he City of Qaob tho OfRco of tho North Sh ore T u.s DOXK AND KXECUTEi), in the City of Montreal in h. 1'rovn.c. of Qu^hee, at the Office of\he said "ty o theN^eond 'art ontheday, month and year .^Ir.st above written xuuler the number Fivx^ hundred and sixtv-three IN W.TNK.H WU.UKOP. the partien aforesaid, have to hese presents, hvst duly read, set and subscribed their names and si8;natures, the party of the First Part affixing also the seal ol the .aid Kaiiuay Company with and iu presence of the undersigned Notary. (Signed) - JOSEI'II CAUCIION, " " President N. S. R. W. C. " " HUGH ALLAN, " " J. A. CHARLEBOLS, N. P. ■ True Copy of the ori-inal remaining of record in my (L. S.) DOMLV'ION OP CANADA TIIK NORTH SHOaE RAILWAY COMPANY ,?5 35 Dominion of canada THK NORTH SHORE RAILWAY COMPANY '{5 Vi'iU hull the liidifr, at the (Mlrn ,,i' it. tt-ii i , "" '" ' ' tttll lit f\l^H^ \\.^l. Citii tif Xew )'()/■/•, THIRTY-FIVE DALLARS, GOLD, Citii (if iXrv Varl', THIRTY-FIVE DOLLARS, GOLD, ,„,, ,, , , ,. , , ' — -". iniKiT-MVE DOLLARS, GOLD • >IIOIlt/lH llltv,l;t oil Jioiid f^v. A. II. VERRET, Sicreta i-ij. A. II. VERRET. HiKictanJ. Kjr Kl Vlfirift This is a copy of the interest coupons referred o in the foregoing Deed and annexed to the said Movtnao-e Bond on this sixth day of July, 1872, numbered from one to seventy inclusive. 0-7 84 Vict., chap. XXI. SCIIEDULK. BLOCK. A. Tho torritory inohidod in this dosignatioii being situate in the county of Pontiac, at the western extremity of this provinoe, and being- traversed by the principal branch of tho Ottawa river, and ])y that of the river called the Abittibi, is bounded as follows, that is to say : Beginning- at the point of intersection of the meridian of the mouth of the river Blanche, on lake Temiscamingue, with the rear line of the Indian reserve, situate between such last mentioned river and lake des Quinze, at the point A, as set forth on the map hereinabove mentioned ; thence prolonging such meridian line for a distance of 31 miles or thereabouts to the height of land separating the waters of the S*-. Lawrence from those of Hudson's bay to B ; thence following a line running north, 71 ® east, astro- nomically, a distance of 64 miles, to C ; thence in a true southerly direction, a distance of 60 miles, to D ; thence, following a western coarse, astronomically, a distance of 23 miles or thereabouts, to the intersection of the most southerly bay of lake Missizowaja, at the point E ; thence skirting the eastern and northern shore of the said lake, and that of lake des Quinze, antil opposite the point at which it discharges itself, by means of the river of the same name, at the place designated by the letter F ; thence pursuing a course usually north, to G, to the stake planted by the Surv-yor, Charles Bouchette, in 1854, to mark the north-east angle of the Indian reserve aforesaid ; thence following the northern boundary of the said reserve, to its intersection wuth the meridian of the mouth of the river Blanche, to the point of Departure at A, a distance of I51 miles or thereabouts. The said block A, comprising an extent ' of territory of 1,827,400 acres in superficies. Mil 2S BLOCK B. The territory so designated, including the island of lake Edward, and watered by the river Batiscan and by the river known as the Pierre river, being situate partly in the county of Tortneuf and partly in the county of Quebec, is bounded as follows, that is to say : Beginning at the letter A on the said plan, to the point of intersection of the line of survey drawn during the summer of 1870, by the Surveyor Ignace Dery, with the north bank of the river a Pierre, from thence following such said line, so already established, for a course north 45 * west, astronomically, to the river Batiscan, a distance of 10 miles and 35 chains, and pursuing in the same direction a distance of about 9 miles to the line of survey drawn by the Surveyors Eugene Casgrain and JI. Legendre, in 1869, to the point B., from thence at a right angle fol- lowing the said line of survey, a distance of about 3 miles to D, to its junction Avith the south western branch of the river Batiscan, known as the river Jeanotte, and ascending the left bank of the said river and following the windings thereof to its source in lake Edward, and skirting the south shore of such laki; to its western extremity, and ascendino- to its source (at the place marked D), the little river Avhich discharges itself at such place. From this point, the said block to be bounded towards the north by a line rujininf tru'j east about 2 miles to the point E, situate at 6 miles at right angles to the general course of the river Metabet- chouan, then at the said distance following parallel the- reto, in a south and south westerly direction, the course and windings of the said river to lake a'lx Ro!2;//ons, and thence, by prolonging, at the said distance of six miles, a parallel line to the survey of the continuation of the Gosford road, fixed by the Surveyor E. Casgrain, to the point of meeting the river a Pierre, at the point F, and descending the course of the sai(^ iver, to its iiitersectiou 2i with theline ofsurvoy of Mr. Dery, at the point of de- parture already mentioned. The said block B, comprising 319,440 acres. BLOCK C. Situate in the county of Montcalm, bounded as follows, that is to say : Beginning- at a distance of 10 miles from the north- western tingle of the township of Doncaster on the divi- sion line between the counties of Argenteuil und I^Iont- calm. at the north-western angle of the proiwsed township of Archambault, at the i>oiiit A of the said map, following the said line, and, in continuation, Ihe line dividing the districts of Montreal and Ottawa, to its meetings with the principal branch of the Riviere Rouge, a distance of about 26 miles, in B ; thence ascending the cuurse of the said principal branch to a pohit of intersection with the line '-v tween the counties of Montcalm and Joliette, in C. Thence, iollowing such line on a course, astronomically south, 45 ^ east, for a distance of 34;^ miles to the north- east angle of the proposed township ot Lussier, to about i^iw miles from the north-east angle of that of Chilton, in D. Thence following the rear line of the said proposed town- ships Lussier and Archam])ault, a distance of 30 miles, to the point ol Departure in A. The said block C, comprising an ^rea of ^71,200 acres in superficies. BLOCK D. This extent of territory, situated on the eastern bank of the river St. Maurice, partly in the county of Champlaiu and partly in that of Chicoutimi, is bounded as follows, that IS to- say: Beginning at the mouth o^ the Grande Rivwre Pierridw, on the St. Maurice, about 10 chains from t 25 h point tr;"'-:""^^"'^ "'^' --'--^ ■'' ; a distance of 37 "mtt t B "l^'^t "''1''" "T-'T angles with the said meridir, o,!^ ^ "' "' "^'^t mioally. a distance oTneal 37 mil"? Tf' "'''™°- m-/.e, at the place mLke^l A ,1 ^?^^' ^^'^^'^"^^ ^'>'- tL rnul ki T n ' ^"^ already described, liie said block D, comprisino- an arpp r.f c^k ,aa in superficies ° ^ "^^ ^^^'"^^^ acres t This is the description of the land referred tn i„ ,1, forego.no. Mortgage Bond annexed to tie said Deed .' signed by the parties of the First andll!. 1 ^ ! "^ and in presence of the „nder!Sid Not" ' ™" Montreal, this 6th July, 1872. (Signed,) " JOSEPH CAUCHON, " " President N. S. R. W. C. " " HUGH ALLAN, » " J- A. CHARLEBOIS N P " ^ r 26 LEGAL OPINIONS. The followinj^ is the joint opinion of the Honorable George Irvine, M. P., Solicitor G-eneral of the Province of Quebec, and the Honorable J. J. C. Abbott, M. P., late Solicitor G-eneral^ as to the validity of the foregoing mort- gage Deed and Bond. " Quebec, July 11, 1872. " "We have examined th-^ Mortgage Deed, passed by the North Shore Railway Company, in favor of Sir Hugh Allan, as Trustee, for the holders of their Bonds, and dated 6th July, instant, and we are of opinion that the said Mortgage Deed gives the holdei„ J the Bonds, through their Trustee, the first hypothecary claim on the Road, and the right to hold the Lands granted by the Govern- ment, to secure the payment of the Bonds. " " GEORGE IRVINE, (Signed,) " Q. C. " J. J. C. ABBOTT, "Q. C." .»tw:j»*r--.».l*>-»rj!H^-. ■ y. ..j^f^p'Y^'ll'-.ifJiXJ. dlrmtmmt '^^EO .Jr-fTirrr^/ij *iA<^/ZYy /Ar> /^//^////^<5^^^> 7y.//ri/ry/n/,'<•' JC'^-.-^f /'> (i'j 'W