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HomeMy WebLinkAboutO-149.%b ORDIrTAr. CE I'0 . 149. All ORDIII�I'CE TO AUTHORIZE TIME ISSUd'ClE i-I:D SAFE OF T.J�Nrl`Y-T:YO THOUSAr.D DOIIARS (022, 000. 00) OF Y OTES OF TKE TUTN OF FAIRHOP -, FOR THE PURPOSE OF PAYING THE COST OF PURCHASE I,'D IITS01LATI OV OF ONE 6 CYIIFDER 450 HP F� IRBrr1,,S-I!OR= 32u-14 DIESEL EI`0II,7 NO. 814895 AID E''UIPM: r'T FOR G - - ATIYG EMECTRICI TY, ALTFRi ATOR YO . 361258 TYPE TGZO , G T FRATOP. NO. X61111 TYPE' DG, r.I'D TO AUTH- ORIZE THE EXL'CUTION AND DELIVERY OF A I.IORTGAGE Or TIT SAID L r�UIPIMET'T Al D BUILDII-GS HOU3IEG THE S,.I,:G TO THE BAFII OF FAIRHOFE , FA IR;MOPE , ALABAI:A , .,zS TRUSTl L, TO SECURC PAY[.rE T OF THE SAID DOTES :IID TO PLEDCM THF: YET Ll RNINGS OF TIE: SriID E";UIP- I.?1TT FOR THE PAY.nYT OF THE SAID NOTES, PRIPCIPAI, . MD INTEREST, .7I'EN nr.D i%.5 TIC SHALL BECOI.'T 1 iy DUE, AhD IF SUCH YLT RE-T:T: E SlD i.LL NOT BE SUFFI - CIT T TO PAY TIM S°iIT, TELK TO PI DGE A SUFFICIENT Al'OL'1IT OF THE T. T EAPff IN G3 OF THE F..IRHOK 7,ECTRIC LIGHT & PO',JER SYSTEM ; PREVIOUSLY 0. Jr:ED TO TIME PhYP.r.F.'T OF T.-E : lID NOTES, PRIYCIPAL f.IT IITEREST, '"='I-D AS T.-iL S iI.I+ EGCOI.IE DUE. IT ORIIIII 2D BY TEE TO'.!',\ C OUI"CIE, OF THE TO:YI-, OT FiiIR- TOF; A5 FOLLOTS: Section 1. That the generating equipment of thn munici- pal light and power system of the Town of Fairhope being inadequate for the demands thereon, said Town of Fairhope , acting through and by its duly constituted officers, did heretofore purchase equipment for the same from the Fairbanks -horse Company, and did enter into a contract with them to pay therefor the sum of 624,850.00, and did also incur expenses in the installation and housing of the said equipment in the sum of "1784.50, the said a3ditional equip wont con- sisting of the followirZ described machinery: One 6 Cylinder 450 HP Fairbanks-Lorse I:odel 32E-14 Riesol Engine No. 814895 and Equipment for Generat- ing Electricity, Alternator I:o. 361258 Type TGZO, Generator to. X61111 Tyxa DG. The said equipment having been installed and housed in such rannar Ls to constitute a complete seT3rate unit from the other Coneratin�g equipment previously owned by the said Town of Fairhope , so that the sLne can and will la operated as a separate unit in the producti ci cf electric energy and so thLt tha earnings from the said unit cars and will be kept saparate from the earnings from the equipment previously owned by the Town of Fairhope, the Town of :Fairhope is authorised and enpowered to borrow money for the purpose of paying for the said e.juip :ert and the said installation and housing and to secure the :w"n by a mortgaLe on the said property and to plpdga the net re- ceipts from tha operation of the said proparty and to pledge soyar- ately the net receiptz from the operation_ of that Dirt of the Said system previously owned by said town. The town, cfter the issuance of t10 notes hereinafter authorized, being well within its consti- tutional debt limit. Section T. That for the nurposa of defraying the cost of the purchase, installation and housing; of the aforesaid -enP.rE tin equipment purchaced from W irbanks-M:irse Company as aforesaid, there be cnd is hereby c uthorized to be issued c nd sold forty (40) note of the To -,-in of Fairhope, each in the sure of '550.00, pay�ble to bearer, and to bear interest at the r: to of K per tnnum, p V:nble on the lst day of July, 1940, knd c ni.-annually tPereafter on the -2- 1st day of January and July of each year, and to be numbered and r±E tuning in anount s as follows: ,totes 1, 2, S, 4, ea ch in the sum of 6550. 00, due on January 1,1941; It 5,6,718, It IT If It TV 5150.00, tt tt tt 1,1942; " 9110111)12, It it It rt It Y550.00, X550.00, TVtt /t 1,1943; '• 13, 14, 15, 16, It It if it It X550.00, it It IT 1, 1944; 17,18,19,20, " " IT " If " " '► " 1,1945; " 21, 22, 23, 24, 't " " '► " IW550,. 00 " " 101946 ; " 25126,27,28, IT It It it is , "550.00, tt tt t 1,194'7; it 29, 30, 31, 32, it it It to n N550. 00, It It 1 1948; t► 33 , 34 , 35 , 36 , It IT It tt it 0,550.00) It IT IT11 1949 ; '► 37 , 38, 39 , 40, It If tt /t tt y�550. 00, tt It it 111950. That such notes shall be executed by the Mayor in the name of the Town of Fairhope and shall be attested by the Clerk of the Tom of Fairhope and shall bear the seal of the Town of Fairhope. There shall be attached to each rote, coupons bearing the fac simile sig- nature of the ::ayor for the interest on the said notes. The said note and the coupon attached thereto shal,1 be substantially in words and figures as follows: 0550.00 Fa it hope , 1.1a., January 1, 1940. On or before 1st day of January, 19 , after date, with- out grace, the Torn of Fairhope promises to pay to the order of bear- er the sure of Five Hundred Fifty Dollars (?"550.00) for value receiv- ed, in any coin or currency which on the date of payment hereof is le3al tender for the payrBnt of -public any private debts, with in- terest from date at the rate of 5. per annum, interest sayable on the 1st da.y. of -July, 1940, and semi-annually thereafter on the lst day of January and July of each year thereafter, interest evidenced by coupon hereto attached, payable at the Bank of Fairhope, Fairhope, .' labama. The parties to this instrument, whether maker, endorser, surety or guarantor, each for hi~~isel_f, hereby severally waive as to this debt, or any renewal thereof, all right to exemption under the Constitution and haws of Alabama, Ps to rersonal property, and they each severally agree to pay all costs of collecting, or securing, or attempting to collect or secure this note, including a reasonable attorney's fee, whether the same be collected or secured by suit or otherwise. And the maker, endorser, surety or guarantor, of thi s note, severally waives demand, presentment, protest, notice of pro- test, suit and v-11 other requirements necessary to hold them, and they agree that time of payment may be extended without notice to them of such extension. The bank at which this note is parable is hereby authorized to apply on or after maturity, to the payment of this debt any funds in said bank belonging to the maker, surety, endorser, guarantor, or any one of them, deposited therein for the purpose of plying this note. This note is one of a saries of forty (40) notes, each in the sum of Five Hundred Fifty Dollars (�%550.00), this day issued by the Town of Fairhope under Ordinance No. 149 adopted on the llth day of December, 1939, .for the purpose of defraying the cost of purchasing, installation and housing electric light and power geror- ating equipment and is secured equally without preference one over the other by a fifst mortgage on the said property executed and de- livered by the Town of Fairhope to the Bank of Fairhope, Fairhopo, Alabama, Ps Trustee, for the benefit of the holders of the said notes, and is payable only, but equally ,Nrithout preference one over the other, out of the net earnings from the said generating equip- ment, and also only, but e cua lly without preference one over the other, out of the net earnir_Js from the entire Fairhope electric light and power systerr, owned prior to the date of this instrument; but subject to and without impairment of the rights of the holders L r7 -,J- of those certain notes issued under Ordinance No. 144 passed by the Town Council of the Town of Fairhope on the 24th day of ;`ay, 1937, secured by mortgage of the Town of Fairhope to the First National Bank of I.'obile, as Trustee, dated June lst, 1937, recorded in the office of the Judge of Probate of Baldwin County, Alabarf., in :Iortgage Book 72, at pages 368-72. In "litne ss ;'Thereof , the Town of Fairhope has caused these presents to be executed in its name by the Mayor of the Town of Fair - hone, and the same to be attested by the Clerk of the said Town, and the corporate seal of the Totan of Fairhope to be hereto affixed, on this the lst day of January, 1940. Attest: Its Clerk. TO:II1 OF F:.IRHOFE, ALABA::A, By Its ?:ayor. On the lst day of , 19 , the To,�ai of Fairhope will pay to bearer the sum of Thirteen and 75/100 Dollars ( '13.75) in any coin or currency which is then legal tender for the payment of public End private debts, at the Bank of Fairhope, Fair - hope, Alabama, out of the special fund set up under Ordinance No. 149 adopted by the Town of Fuirhope on the llth day of December, 1939, being interest then due on note No. issued under auth- ority of the said ordinance and secured by a first riortgE.ge to the Bar-'-, of Fairhope, Fairhope, Alab,:ma, as Trustee, under the afore- said ordinance. I.1a yo r . Section 3. That to secure the aforesaid notes there is hereby authorized to be executed and delivered to the Bank of Fair- hopa, Fairhope, Alabarla, as Trustee, a first mortgage on the prop- erty hereinafter described, which said mortgage shall be dated the lst day of January, 1940, and executed by the :.:ayor in the n4ma of the Town of Fairhope, attested by the Clerk of the Town of Fairhope, and shall be substantially in words and figures Es follows: 17-TOW ALL 'iM � BY TI-C3EI PRrSENTS, that the Torn of Fairhope has, under authority of an Ordinance duly adopted by the Tom Coun- cil of the Totim of Fairhope on the llth day of December, 1939, and numbered 149, issued forty (40) notes, each in the sure of Five Hund- red Fifty Dollars ($`>550.00), numbered l to 40, both inclusive, dat- ed the lst day of January, 1940, payable to bearer at the Bank of Fairhope, Fairhope, Alabama, with interest at 5;f, per annun, inter- est payable on the lst day of July, 1940, and serii-annually there- after on the lst day of January and July of each year, with cou- rons attached thereto, evidencing the interest on the said notes, which said notes are in the following form: "'550.00 Fairhope, Ale., January 1, 1940. On or before lst da, of Janus_ ry, 19 , after dz_te , with- out grace, the Town of Fairhope prorlises to pay to the order of be' r- er the sum of Five Hundred Fifty Dollars ("550. 00) for vE lue received, in any coin or currency which on the date of payment hereof is le- gal tender for the payrient of public and private debts, with inter- est from date at the rate of 5p per annum, interest payable on the I I= lst day of July, 1940, and semi-annually thereafter on the lst day of January and July of each year thereafter, interest evidenced by coupon hereto attached, payable at the Bank of Fairhope, Fairhope, AlG barla . The parties to this instrument, whether maker, endorser, surety or guarantor, each for himself, hereby severally waive as to this debt, or any renevral thereof, all right to exemption under. the Constitution and Laws of Alabama., as to personal property, and they each severally agree to pay all costs of collen.ting, or securing, or attompting to collect or secure this note, including a reasonable attorney's fee, whether the same be collected or secured by suit or othervrise. And the maker, endorser, surety or guarantor, of this note, severally waives demand, presentment, protest, notice of pro- test, suit and all other requirerients necessary to hold them, and they agree that time of payment may be extended without notice to them of such extension. The b^nk at which this note is payable is hereby authorized to apply on or after maturity, to the payment of this debt any funds in said bank belonging to the maker, surety, endorser, guarantor, or any one of them, deposited therein for the purpose of paying this note. This note is one of a series of forty (40) notes, each in the sum of Five Hundred Fifty Dollars (((''550.00), this day issued by the Town of Fairhope under Ordinance No. l49 adopted on the llth day of December, 1939, for the purpose of defraying; the cost of purchasing, installation and housing electric light and power gener- ating equipment and is secured equally without preference one over the other by a first mortgage on the said property executed and de- livered by the Town of Fairhope to the Bank of Fairhope, Fairhope, Alabama, as Trustee, for the benefit of the holders of the said notes, and is payable only, but equally without preference one over the other, out of the net earnings from the said Jenerating equip- ment, and also only, but equally without preference one over. the other, out of the net earnings from the entire Fairhope electric light and power system (7-rued prior to the date of this instrument; but subject to and without impairment of the rights of the holders of those certain notes issued under Ordinance No. 144 passed by the Town Council of the Town of Fairhope on the 24th day of 1.1ay, 1937, secured by mortgage of the ToWn of Fairhope to the First National Bank of 11obile, as Trustee, dated June 1st, 1937, recorded in the office of the Judge of Probate of Baldwin County, Alabama, in 1.ort- gage Book 72, at pages 368-72. In Witness ;'hereof, the Town of Fairhope has caused these presents to be executed in its name by the I.:ayor of the Tom of Fair - hope, and the same to be attested by the Clerk of the said Town, and the corporate seal of the Town of Fairhope to be hereto affixed, on this the lst day of January, 1940. Attest: Its Clerk. No. T0,71' OF FAIRHOFZ, A?ABA•:A, By Its Iayor. On the lst day of ) 19 , the Town of Fairhope will pay to bearer the sum of Thirteen and 75/100 Dollars (?`13.75) in any coin or currency which is then legal tender for the payment of public and private debts, at the Lank of Fairhope, Fair - hope, Alabama, out of the special fund set up under Ordinance No. 149 adopted by the Town of Fairhopa on the llth day of December, 1939, being interest then due on note No. issued under author- ity of the said ordinance and secured by F first mortgage to the Bank of Fairhope, Fairhope, Alabama, as Trustee, under the fore - said ordinance. 11a fro r . -5- And which seid notes are numbered and mature in amounts as follows: I:otes 1, 2, 3,14, each in the sum of " 550.00, 4550.00, due on January 1, 1941; " 5,6,7,8, ►t ►r tr tt It rt +► tt 1, 1942; " 9,10, 7�1,12, " " " " " '�550.00, " " " 1, 1943 ; " 13,14,1,5,16, " " '• " TM 650.00, " " " 1, 19441; " 17118,19,201 " " " " " 550.00, " " " 1, 1945; 21,22,23,24, " " " " " .550.00, " " " 1, 1946; " 25,262N7,28, " " " " " Y550.00, " " " 1, 1947; " 29,30,31,32, " " " " " `�550.00, " " " 1, 1948; " 33134)350,1 " " " " " X550.001 " " " 1, 1949; " 37,38,39,40, " " " " " w550.00, " " " 1, 1950; and that the Town of Fairhope desires to secure the same; YO;T THEREFORE, in consideration of the premises and of the sum of Five Dollars (5.00) to it in hand paid by the Bank of Fairhope, Fairhope, Alabama, as Trustee, the Town of Fairhope does hereby GR1�11T, BARGAIN, BELL and CONVEY unto the PAi1K OF FAIRHOPE, Fairhope, Alabama, as Trustee, the following; described property, to - wit: One 6 Cylinder 450 IiP Fairbanks-;.;orse I;odel 32F-14 Diesel En 'sine Too. 814895 and Equipment for Generat- ing Electricity, Alternator Ito. 361258 Type TGZO, Generator Yo. X61111 Type DG. From an Iron Stake which is ter_ feet last of the 1'orth- west corner of .ot five, Division four, according to the :.ap of the Fairhope Single Tax Corporation Lands, recorded in Miscellaneous Book 1, pages 320-321, in Baldwin County Records, dated Auust 4, 1911, surveyed by Prescott A. Parker, Surveyor, said lot being located in Section 37, Barron De Ferriet Grant; From said Iron Stake run East twontir nine and seven - tenths feet and Forth twenty-three and five -tenths feet for a point of beginning, thence run I"orth t�:onty-seven and five -tenths feet; thence East eleven feet; thence South twent- -seven and five -tenths feet; thence ,lest eleven feety to point of be 3innirg, all in Baldwin, County, Alabama. TO 1U7E AND TO HOLD unto the said LL K OF F URHOPE, FF ir- hope, Al&bai:a, as Trustee, its successors and assigns. And the ;aid Town of Fairhope does for itself, its successors and assi-ns, covenant with the said Lank of F,. irhope , Fc�rA irhope , A1aba.ria , a., Trus- tee, its successors and assigns, th._t it is lawfully seized in fee sir.. -le of said premises; that they are free from all encurlbr, .-:ces o dy th& t it has a good right to sell and convey the some as afore- said; that it is in the nuiet Lnd peaccnble possession of the !,ane; thLt it -.:ill and its successors and. assigns, shall warrant end de- fend the sc..:e to the said Bark of Fairhope, Feirhope, Llabama, as Trustee, its successors and assigns, forevgr, against the lawful claim: of all persons. The intent and purpose of this instrument is to ssc;are t ze Lc yracr_t of the note above des(,,,-i yea e _a 1-T ti,ithout preference one over the other when and as the same shall become due, principal and interest, and t13 said Town of Fairhope does hereby covencnt ^nd U,-rrEe With the said Sank of Fairhope, Fairhope, Alaba--ia, Trustee, una With the holders of the aforesaid notes, that it will keep the afore- s,-id property insured against loss or dama8e by fire for the full in- surable value thereof, with loss, if any, t.ayable to tha Said ,3anK of Fa i rhoho , Fairhope, Alaba:La , Ps Trustee, for the benefit of the holders of the aforesaid notes, t nd thy.+ it Yill also keep the said property insured a -t inst stows in a sup. not less than fifty per cent. (50;�) of the v:)1ue thereof, with loss, if any, raTable to the said -6- Bank of Fairhope, Fairhope, Alabama, a a Truster, for the benefit of the holders of the said notes. ' The ToWn of Fairhope does further contract and agree i,i th the said Bank of Fairhope, Fairhope, Alabama;, as Trustee, and with the holders of the said notes, th�:t it will keep the earrings from the property herein described and conveyed separate from the eLrn- inas of the electric light and power syster, ot,med prior to the ac- quisition of the aforesaid property, and after deducting the cost of operating, maintaining and repairing the same, will apply such net Earnings to the puyr----nt of the aforesaid notes, principal and inter- est, equ= lly without preference one over the other, and for this pur- pose hill deposit the same in the Lank of Fairhope, Fairhope, Alabama, as Trustee, for the purpose of paying the said Notes, principal and interest, as aforesaid, when and as the same shall become due, and this instrurient does hereby authorize the said Bank of Fairhope, Fairhope, Alaba:ra, to pay the said notes, principal and interest, when and as the same shall become due out of and only out of any funds deposited with it for the purpose of paying the aforesaid notes, principal and interest. The Town will file with the Trustee each month a copy of its detailed monthly statement of plant operating data. In the event the net earnings from the aforesaid property shr-11 be insufficient to pay the said notes, principal and interest, when and as the same shall become due, then the said Torn of Fair - hope does further contract and agree that it will apply so much of the net earnings from the light and power s;rstem owned previous to the ynurchase of the aforesaid property as shall be necessary to make up any such deficit from the net earnings of the property herei.nabove described; but subject to and without impairment of the ri. ;hts of the holders of those certain notes issued under Ordinance No. 144 passed by the Town Council of the Town of Fairhope on the 24:th day of I:ay, 1937, secured by mortgage of the Town of. Fairhope to the First !'at- ional Bank of 1,.obile, us Trustee, dated June 1st, 1937, recorded in the office of the Judge of Probate of Baldwin County, Alabama, in llort`age Book 72, at pages 368-72. It is expressly understood and agreed, however, that no part of the general fund of the Town of Fairhope , or of any special fund raised by taxes or otherwise ffor specific purposes, shall ever be chargeable with the payment of the notes above described, or .-rith any expenses or disbursements incurred or made by said Trustee, or any holder or holders of any of said notes, pursuant or incident to any of the provisions hereof, it being the intent and purpose, agree- ment and understanding bet-ieen the Town of Fairhope, the Bank of Fair - hope, Fairhope, Alabama, as Trustee, and the holders of the said notes that the same shall be paid only out of the net earnings from the prop- erty hereinabove described if the net earnings shall be sufficient to pay the same, and if the net earnings shall not be sufficient to pay the same, then any deficit shall be paid only out of the net earnings of the light and power system owned by the Town of Fairhope prior to the acquisition of the aforesaid property; but subject to and without impE, irment of the rights of the holders of those certain notes issued under Ordinance I:o. 144 passed by the Town Council of the Ton of Fairhope on the 24th day of I:ay, 1937, secured by mort^age of the Town of Fairhope to the First National Bank of I:obile , as Trustee, dated June lst, 1937, recorded in the office of the Judge of Probate of Baldwin County, Alabama. , in Iortgage Book 72, at pages 36E'--72. The Town of Fairhope does further contract and agree with the Trustee and with the holders of the notes issued hereunder, (a) that it will deposit with the Trustee on or before the lst day of each calendar month one -twelfth of the principal of said notes fall- ing due within twelve (12) months, plus accrued interest to the said date of each deposit, and (b) in addition thereto for the first twelve (12) calendar months after the date of this instrument, will -7- deposit on the 1st day of each calendar month the sum of One Hundred Dollars in addition to the said sum above provided to bs deposited, and thLt after Vielve (12) months from date of this ins tru: nt it will maintain at all times on deposit in said Bank Tvrelve Eundred Dollars in addition to the deposits required by i ter: (a) , and thr:.t in the evont it shr-)11 fail to ria..e the said deposit required in items (a) and (b), then the Trustee, Et its option, may declare the indebt- ednass o:•r;.ng hereunder due and payable end foreclose this instrument in the manner provided herein, and in addition thereto may a -ply any part of the said minimum deposit reeuired to be made within twelve (12) months to the cost of foreclosure and to the principal and in- terest on said notes, or to the cost of performing any duty or en- forcing any right imposed or granted hereunder. For the further protection of the holders of the notes issued hereunder, the Town of Fairhope further contracts and agrees with the Trustee cnd with the holders of the notes issued hereunder, that it will deposit with the Trustee under tr:, t certain riortgage executed by the Town of Fairhopc to the First National Lznk of l:obile, as Trustee, doted June lst, 1937, recorded in the office of the Judge of Probste of Baldwin County, Alab:..ma, in Z:ortgage Look 72, at p& ;cs 768-372, on the lst day of each calendar month one-tt'rslfth of the principal falling due within twelve (12) nonths, together :':ith all accrued interest to the drte of such deposit, and that in the event it shall fail to maie:e such dei osit, then the Trustee under this in- strument clay declare the indebtedness owing hereunder due and payabi.e and foreclose the same in the isanner Frovided in this nortgage or by appropriate action in court. PROVIDED t L AYS, and these presents are upon the express condition tht,t if the said Town of Fairhope shall well and truly pay the aforesaid notes, principal and interest, when and as the skne shall become due, then these presents shall cease, determino and be null and void, othert,rise to remain in full force and effect. But in the event the said Town of Fairhope shall be and be- come in default in the payment of the said notes, or - ny one of there, principal or interest, as the sane shall boconp- or be declared due hereunder, and rena in in default for the period of ninety (90) days, then the owner or holder of the said notes so in default nay at his option, by written request addressed to the Bank of Fairhope, Fair - hope, Alabama, as Trustee, and to the Torn of Fairhope, require the Bank of Fairhope, Fairhope, lilebama., as Trustee, to sell (or the Trustee on its own motion may sell) the property hereinabove describ- ed at public outcry, for cash, to the highest bidder, during the le- gal hours of sale, in front of the court house door of Baldwin County, Alabama, after giving notice of the time, place and terns of sale, by publication once a week for eight (8) consecutive weeks in any newspaper published in Baldwin County, ^,labaria, and the proceeds to alply, first, to the costs of sale, including a reasonable attorney's fee, then to the notes hereby secured equally and pro -ratably t'rithout preference one over the other, whether the sar.'pe be due or not, and any balance to pay over to the To:rn of Fairhope. Bank of Fairhope, Fairhope, Alabama, r s Trustee, its agent or attorney, is authorized to conduct any sale held hereunder and to make conveyance to the purchaser in the name of the Town of Fairhope, as its attorney in fact, and any and all things lawfully done in the premises the Town of Fairhope hereby ratifies and confirms. The said Bank of Fc ir- hopa, Fairhope, xlabama, individually or as Trustee, or all or any one or riore of the holders of the said notes may bid and purchase at any sale held hereunder as though a stranr;er to this instrument. It shall not bo necessary to have the aforesaid property at the place of sale. c V IM If at any time before the e ctual sale of the property un- der the powers above given the Town of Fairhope shall pay the note or notes in default, principal and interest, or shall perform the Ggreenent on which default has been declared, then such foreclosure proceedings shall thereby be stayed, but a foreclosure may be had for any subsenuent default or defaults. If the town shall not insure the property as herein pro- vided, the said Ban,, of Fairhope, as Trustee, at the recuest of the holder of any one of the said notes, shall, without notice to the Town of Fairhope, proceed to sell the property hereinabove described under the powers herein given, but in the event insurance shall be taken out and policy delivered to the Bank of Fairhope, as Trustee, before the date of sale, then the sale shall be stayed. Except as herein expressly provided to the contrary, no remedy or right herein conferred upon or reserved to the Trustee or note holders is intended to be exclusive of any other right or remedy, but each and every right or remedy shall be cumulative and shall be in addition to every other remedy or right giver hereunder and now or hereafter existing in law or in equity. No delay or omission to exercise any remedy or right accruing on default shall impair any such right or remedy, or shall be construed to be a waiver of any such default or acquiescence therein, nor shall it affect any subsecuent default of the same of whatever nature, but every such remedy or right may be exercised from time to time and as often as deemed expedient by the holder of the notes secured hereby. In case of any suit or proceeding in any way affecting or relating to the property herein conveyed, wherein the Trustee or note holders shall be a party or parties, reasonable costs and charges, including at- torney's fees, in and about said suit or proceeding shall be allo­.,ed to the Trustee and note holders and charged as cost in such proceed- ing: , and shall be a further charge and lien upon the aforesaid prop- erty and secured hereby. The Trustee shall be under no obligation to recognize any person, firm or corporation as a holder or o�,rner of sny of the notes secured hereby unless and until the note claimed to be owned is Pro- duced to the Trustee. Said Trustee shill not be answerable for any default or misconduct of any agent or attorney emrloyed by it in and bout the execution of this trust, if such agent or attorney shall have been selected with reasonable care, or for anything whatever in connection with this trust, except wilful misconduct or -rosy negligence, itself or its employee or attorneys. It shall be under no obligation to take any action toward the execution or enforcement of any trust hereby created, which in its opinion shall be liltEly to involve it in any expense or liability, unless one or more of the holders of the notes hereby secured shall, as often a s reouested by the Trustee, pay said Trustee such expenses or the anoun_t of such lip bility, or furnish it satisfactory indemnity against such expense or liability, nor to defend any suit or proceeding brought against it by reason of its being Trustee hereunder unless indemnity satisfact- ory to it is furnished by the Town of Fairhope or the holders of "he rotes socured hereby. The Trustee shall be entitled to be reirfa-zrsedfor my and all proper outlay of event' sort and nature by it incurred in the dis- charge of this trust, or in defense of any suit or proceeding; brow ,ht a. -zainst it as Trustee hereunder, and to receivo a reason' -Able cominen- sation for any duty tht-t it rm..y r.orform at Lny time in the di-char';E of this trust, or in the defense of such proceed] nos, end all such. fees, compensation and disbur cr.ents, including reasonable -ttorns�•'s fcos, sh, ll constitute a first lion on the property abovo daccribad -9— and secured hereby. In every case ir_which notice or request is re- quired by this instrument to be given, such notice or request, if ad- dros::ed to the party to whon notice is required to be Tiven, shall be sufficient. Tha Bank of Fairhope, Fairhope, Ala.barma, as Trustee, .rill receive such funds as the To7-rn_ of Fairhope is required hereur_dor to deposit with it for tho payment of the aforesaid notes, principal and interest, and will apply the sc.,, to the payment of the said notes, yprincipal and interest, ;Then and as the same shall become due, but it srt.li be in no held liable beyond the funds so de},os:_ted :vith it, it being expressly understood rn: £greod that it shall not be responsible for the failure on the Part of the Torn of Fairhope to deposit any funds with it. IA' ;JI1I.FSS 4,REor the Town_ of Fairhope has caused these en s to be exenuted by Nov,:ard RuCe, its '",yor, and attested by w � , its Clerk, Lnd its corporate seal to be hereto attach d, on th• s the 1st day of January, 1940. TO;JT: OF Flli.IMIOPE, JILAB!!71 "., A.tt,�:nt: By Its :.uyor. Its Clerk. And shF ll be ackna.,rledred in the f on, prescribed by law. Section 4. That the Tocm of Fairhope rill and its offic- er", and employes are hereby directed and re ruired to keep the net earnin-s from the pr.ol.erty herein doscribed separate from the net Earnings of the Municipal light and ponder systP: i owned by the to�,m previous to the acruisitior. of the property described in this ordin- ance, and to apply the samo to the paynont of the notes issued under authority of this ordinance, principal and interest, when and ^s the s mo shall be none due, and for this purpose shall deposit the same, f ro:n time to time with the Bank of Fairhope, Fairhope, Alabama, n s Trustee. Section 5. That in the event the net earnings from the property described in this ordinance shall be insufficient to "Cy the notes issued hereunder when and as the same shall become due, principal and interest, then the said Torn of Fairhope hereby plcd,�es that it will apply to the payment of said notes out of the net earnings of the municipal light &nd po:rer system owned by the Town prior to the acquisition of the property described In this or- dinLnce, such sum as shall be necessar-T to make up any such deficit in the payment of said notes, principal end interest; but subjent to and without impairment of the rights of the holders of those certain notes issued under Ordinance No. 144 passed by the Town Council of the To:•m of Fairhope on the 24th day of P.,ay, 1937, secured by mort- gage of the To:m of Fairhope to the First National Ban'-,- of I.:obile, as Trustee, dated June lst, 1937, recorded in the office of tha Judge of Probate of Baldwin County, Alabama, in 1,or.tgage Book 72, at pUges 366-72. Section 6. The Yayor and the Town Clerk are authorized, empowered and directed to execute the notes and mortgage securing the same herein provided for, and to sell the aforesaid notes at not less than nar, and to apply the proceeds thereof to the payment of the purchase price of the &foresaid -property and to the cost of installation and housing of the sane, and to the cost of drE-fting, printing, issuing and selling said notes, and if there sholl remain -10- any surplus over and above the amount necessary to pay the purchase price, installation cnd housing, such surplus shall be deposited in the Bank of Fairhope, Fairhope, Alabama, as Trustee, to be used in the payment of the said notes, princiral ind interest, when and as the same shall become due. Section 7. The .,ayor and Town Clerk are hereby authorized, directed and reruired on the lst day of each calendar month co-rrienc- ing with January 1st, 1940, to make all deposits of money required to be riade under the mortgage executed and delivered under authority and direction of this ordinance. Section 8. The sections and provisions of this ordinance are severable, and if any section or provision of this ordinance or of the instruments issued hereunder shall be held invalid, it shall not invalidate the rerwini.ng sections and provisions if sufficient thereof shall remain to effect the purpose of this ordinance. Section 9. The Town of Fairhope covenants and a3rees with the holders of the notes issued hereunder that it will operate the said generating, equipment described in the mortgage authorized to be executed hereby in an efficient and economic manner, and tha t it will charge such rates for the energy therdby generated tl- t the net earnings therefrom will be sufficient to pay the said notes irnen and as they shall become due. In the event it shall not so oper- ate the same and charge such rates, the holder of any one of said notes in default may apply to a court of competent jurisdiction for the aprointment of a receiver, who shall take over the same and oper- ate such generating equipment for the benefit of the holders of said notes until such time as the same shall be paid in full. The pro- visions of this section shall not be construed to give any such re- ceiver possession, authority or jurisdiction over any property or equipment not covered by said mortgage. Section 10. This ordinance shall be known and may be cited as "G�.T ,-Tvi-TI'TG E jalr Er'T PURCHASE 11ORT^�^GE, ORDIrAFCE 170. 149, FPRO TED DECE; TBER 11TF, 19 39 t9 . Approved this December llth, 1939. Att G Clk. yore 40-1 �_Z�