The New York herald., 1873-12-04
THE sPRAGUE MORTGAGE DEED.

THE sPRAGUE MORTGAGE DEED.
The Original Trustees Refuse to Sign
the Decd and Are Unceremoniously
| Set Aside-A willing Trustee APP
pointed-Mafn Provisions Of the Deed.
PROVIDENCE. r. l., Dec. 3, 1873.
Several weeks have elapsed since the meeting OF
the creditors Of A. w. Sprague 4 Co., and during
all that time the Spragues and their attorneys,
together with the trustees and their counsel, have
been engaged in the construction OF the mortgage
deed. The form was repeatedly altered and re-
vised, and when at last the members OF the
Sprague corporation signifed their acceptance OF
the document and affixed their signatures to it,
the trustees, Messrs. Waterman, Lockwood and
Nightingale, acting under the advice OF their
lawyers,
REFUSED TO SIGN THE DEED
In the form then made out, as it involved too great
a personal liability upon them, and furthermore
stating that unless there was some modification
they would feel compelled to resign. They sent
the following
COMMUNICATION CREDITORS COMMITTEE.
WILLIAM j. kINc. esq. Chairman, &c. =
sprasue property to be cxecpted BY US as trustees be
careful consideration with earnest desire see
advice Of counsel we must cne to do so Unless cred
Us US: against @ Personal LIABILITY Very resescsay,
WATERMAN.
A. d. LOCKWOOD.
GEO. c. NIGHTINGALE
PROVIDENCE, Nov. 30. 1873
With view of efIecting some agreement or CON-
promise there was he'd on Saturday
CONFERENCE BETWEEN THE TRUSTEES AND CREDIT
0RS' COMMITTEES,
but after protracted discussion, during which
several propositions Tor settlement were made,
the trustees failed to come to an agreement, de-
clarlng that they would consult with their counsel
the next day. The SpragueS, however, were get
ting impatient, and without single word to the
TOOK THE MATTER INTO THEIR OWN HANDS
by setting aside the unwilling trustees and ap-
pointing one OF their own-Zachariah Cnaifee-as
sole trustee. This gentleman is treasurer and
agent OF the Bulloers Iron Foundry, an establish
he was selected as a willing instrument Tor the
Spragues, VINO thoroughly knew their man. The
creditors and our business community generally
were taken Dy surprise upon learning that the
Spraguc deed was
EXECUTED AND FORTHWITH RECORDED,
having been duly signed, sealed and delivered in
the presence Of Thomas A. Doyle, nrother-in-law Of
the Spragues, 4. w. Latham and George W. Harris.
This sudden tut n in affairs a sort OF hank
movement on the part OF the Spragues, shrewdly
| bankrupt law Is imminent, leaving the present
measures the only recourse for the creditors. The
1 most eminent counsel have been employed on both
Sides and the promptness with which the 5prayues
& Co., signed the document caused the trustees
! to suspect that 1t was framed with too much
| favor to the company, and placing too great .
1 responsibility upon them. The latter have been
| extremely cautious and critical. the continued
/
] Is asserted not without good reason. One OF the
papers heie plainly intimates that the Spragues
/ TOOK AN UNFAIR ADVANTAGE
| OF the trustees and creditors. 1t says that the
| committee appointed by the meeting OF the credi-
surprised thereat. Indeed 1T Is well understood
they not consulted in the proceedings. The
eject upon the creditors ut large IL would be use
less to speculate upon. 1t would appear that
| course was taken to
SAVE ATTACHMENTS UNDER THE STATE ACT.
| In view OF possible repeal OF the Bankrupt law,
how effective 1T Will be in this particular only the
| lawyers can decide. Senator Sprague signed tue
Deed Friday evening and departed next day Tor
Washington, and he Is generally understood to be
one OF the most Jealous aborers for repeal OF the
! Bankrupt act
1t is clear to see through all this, and the
Spragues evidently knew what they were about
when they engaged several OF the most learned and
| important work of constructing the deed, and,
| seen how guarded are its provisions and how the
lawyers have done their work.
THE MAIN PROVISIONS
OF the deed are substantially the same as have
been stated several weeks ago. The company have
executed their TO- 500 negotiable promlssosy notes,
all bearing even date and made payable to tue order
OF said A. x w. Sprague and by them endorsed,
| payable three years from December l. 1873, with
interest from December /, 1873, semi annually, at
the rate Of $40 per cent per annum till the prin-
cipal paid. 1t is also provided that for the
preservation OF the manufacturing properties OF
SAID A. y W. Spraeue Manufacturing Company and
the best interests OF the creditors require TO pre-
vent great loss and sbrinkage. that the business OF
THE MILLS AND PRINT WORKS SHALL IN THE MEAN
| 1t is further provided that the trustee for the
time being may at any time. or from time TO time,
before default OF payment or breach OF contract,
or alter, enter upon said granted estates or prop
erty or any part or parts thereof, and take and
assume the full and
| ABSOLUTE POSSESSION AND CONTROL or THE SAME
and in his discretion continue to run operate or
close the mills or print works OF said company,
or any or either OF them, he (the trustee
the time being shall deem Tor the best interests OF
the creditors 1t is further provided, in the case
OF default or breach IN the covenants or agree
ments, that the trustee, upon written request OF
the holders OF one.ilth IN amount of the notes out
standing, snail sell, either together IN parcels
the estates ana property described. And Ii Is lur-
ther declared that no purchaser. under any or
either Of the foregoing trusts, shall be under any
obligation
10 INQUIRE INTO THE NECESSITY OR REGULARITY
or ANY SALE
thereunder nor to see TO the application Of any OF
the purchase moneys thereof but that the receipt
oil the trustees or trustee for the time being To
such purchaser or purchasers for such purchase
moneys shall be his or their u ald enectua ac-
quttance and discharge therefor
the above are substantially the principal features
OF thc ueeu upon the issuing Oh the instrument
the committee OF the creditors came out In card
stating tnat, although the substitution oil Mr..
Chanee Tor The gentlemen named In the deed OF
trust was Without their knowledge they
ACCEPTED THE SITUATION.
IL is however, the prevalent belief that the
creditors accept the action OF the Spragues not
through choice, but through necessity, Tor the lat
ter got tnem In such place that they could not
well back out 50 they deemed that the best thing
they could do was to
MAKE VIRTUE or NECESSITY
ana give IN their acceptance. A great many OF
them admit that they cannot understand the situa-
ion ana the least they can say is to hope that the
| trustee VIII successfully administer the affairs,
ana that everything will come out re easonably sats-
factory.
THE REFORMED EPISCOPAL CHURCH.
The Executive Committee OF the new Reformed