legend at the end of this bond for restrictions on transferability and change of form)] FORM OF REGISTERED BOND FLORIDA POWER & LIGHT COMPANY First Mortgage Bond, _____ Series due ___________
Exhibit
4(bk)
[(legend
at the end of this
bond
for
restrictions on transferability
and
change of form)]
FORM
OF REGISTERED BOND
FLORIDA
POWER & LIGHT COMPANY
_____
Series
due
___________
CUSIP
No. __________
|
|
No. R-__ |
$___________
|
FLORIDA
POWER & LIGHT COMPANY, a corporation of the State of Florida (hereinafter
called the “Company”), for value received, hereby promises to pay
to
or
registered assigns, on ______________, at the office or agency of the Company
in
the Borough of Manhattan, The City of New York,
in
such
coin or currency of the United States of America as at the time of payment
is
legal tender for public and private debts, and to pay to the registered owner
hereof interest thereon [semi-annually] [quarterly] on _____[, ______, _______]
and __________ in each year (each an “Interest Payment Date”), at the rate of
____% per annum in like coin or currency at such office or agency, until the
principal of this bond shall have become due and payable, and to pay interest
on
any overdue principal and (to the extent that payment of such interest is
enforceable under applicable law) on any overdue installment of interest at
the
rate of six per centum per annum. Interest on this bond shall accrue from and
including ______________ to but excluding _______________ and, thereafter,
from
and including the last Interest Payment Date to which interest has been paid
or
duly provided for (and if no interest has been paid on this bond, from
______________) to, but excluding, the next succeeding Interest Payment Date.
The amount of interest payable for any period will be computed on the basis
of a
360-day year consisting of twelve 30-day months. The amount of interest payable
for any period shorter than a full semi-annual period for which interest is
computed will be computed on the basis of the number of days in the period
using
30-day calendar months. The record date for payments of interest on any Interest
Payment Date shall be the close of business on (1) the business day immediately
preceding such Interest Payment Date so long as this bond is in book-entry
only
form, registered in the name of The Depository Trust Company or any other
successor depositary or a nominee thereof or (2) the 15th calendar day
immediately preceding each Interest Payment Date if this bond is not in
book-entry only form, registered in the name of The Depository Trust Company
or
any other successor depositary or a nominee thereof.
This
bond
is one of an issue of bonds of the Company issuable in series and is one of
a
series known as its First Mortgage Bonds, ____% Series due ___________, all
bonds of all series issued and to be issued under and equally secured (except
insofar as any sinking or other fund, established in accordance with the
provisions of the Mortgage hereinafter mentioned, may afford additional security
for the bonds of any particular series) by a Mortgage and Deed of Trust (herein,
together with any indenture supplemental thereto, including the
____________________ Supplemental Indenture dated as of _______, ____, called
the “Mortgage”), dated as of January 1, 1944, executed by the Company to
Deutsche Bank Trust Company Americas (formerly known as Bankers Trust Company)
(hereinafter sometimes called the “Corporate Trustee”) and The Florida National
Bank of Jacksonville (now resigned), as Trustees. Reference is made to the
Mortgage for a description of the property mortgaged and pledged, the nature
and
extent of the security, the rights of the holders of the bonds and of the
Corporate Trustee in respect thereof, the duties and immunities of the Corporate
Trustee and the terms and conditions upon which the bonds are and are to be
secured and the circumstances under which additional bonds may be issued. With
the consent of the Company and to the extent permitted by and as provided in
the
Mortgage, the rights and obligations of the Company and/or the rights of the
holders of the bonds and/or coupons and/or the terms and provisions of the
Mortgage may be modified or altered by affirmative vote or votes of the holders
of bonds then outstanding as specified in the Mortgage.
The
principal hereof may be declared or may become due prior to the maturity date
hereinbefore named on the conditions, in the manner and at the time set forth
in
the Mortgage, upon the occurrence of a default as in the Mortgage
provided.
This
bond
is transferable as prescribed in the Mortgage by the registered owner hereof
in
person, or by his duly authorized attorney, at the office or agency of the
Company in the Borough of Manhattan, The City of New York, upon surrender and
cancellation of this bond, and, thereupon, a new fully registered bond of the
same series and maturity for a like principal amount will be issued to the
transferee in exchange herefor as provided in the Mortgage. The Company and
the
Corporate Trustee may deem and treat the person in whose name this bond is
registered as the absolute owner hereof for the purpose of receiving payment
and
for all other purposes and neither the Company nor the Corporate Trustee shall
be affected by any notice to the contrary.
In
the
manner prescribed in the Mortgage, any bonds of this series, upon surrender
thereof for exchange, at the office or agency of the Company in the Borough
of
Manhattan, The City of New York, together with a written instrument of transfer
wherever required by the Company duly executed by the registered owner or by
his
duly authorized attorney, are exchangeable for a like aggregate principal amount
of bonds of the same series and maturity of other authorized
denominations.
[Redemption
provisions, if any]
As
provided in the Mortgage, the Company shall not be required to make transfers
or
exchanges of bonds of any series for a period of ten days next preceding any
interest payment date for bonds of said series, or next preceding any
designation of bonds of said series to be
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redeemed,
and the Company shall not be required to make transfers or exchanges of any
bonds designated in whole or in part for redemption.
No
recourse shall be had for the payment of the principal of or interest on this
bond against any incorporator, or any past, present or future subscriber to
the
capital stock, or any stockholder, officer or director of the Company or of
any
predecessor or successor corporation, as such, either directly or through the
Company or any predecessor or successor corporation, under any rule of law,
statute or constitution or by the enforcement of any assessment or otherwise,
all such liability of incorporators, subscribers, stockholders, officers and
directors being released by the holder or owner hereof by the acceptance of
this
bond and being likewise waived and released by the terms of the
Mortgage.
This
bond
shall not become obligatory until Deutsche Bank Trust Company Americas, the
Corporate Trustee under the Mortgage, or its successor thereunder, shall have
signed the form of authentication certificate endorsed hereon.
ON
OR
BEFORE THE DATE HEREOF, THE FLORIDA AND GEORGIA EXCISE TAXES, IF ANY, ON
DOCUMENTS HAVE BEEN PAID AND THE PROPER DOCUMENTARY STAMPS ARE AFFIXED TO
ORIGINAL RECORDED SUPPLEMENTAL INDENTURES UNDER WHICH THIS BOND IS
ISSUED.
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IN
WITNESS WHEREOF, FLORIDA POWER & LIGHT COMPANY has caused this bond to be
signed in its corporate name by its President or one of its Vice Presidents
by
his signature or a facsimile thereof, and its corporate seal to be impressed
or
imprinted hereon and attested by its Secretary or one of its Assistant
Secretaries by his signature or a facsimile thereof, on
FLORIDA
POWER & LIGHT COMPANY
By:
________________________________
ATTEST:
By:
________________________________
FORM
OF
CORPORATE TRUSTEE’S AUTHENTICATION CERTIFICATE
This
bond
is one of the bonds, of the series herein designated, described or provided
for
in the within-mentioned Mortgage.
DEUTSCHE
BANK TRUST COMPANY AMERICAS,
as
Corporate Trustee
By:
________________________________
Authorized Signatory
Authorized Signatory
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[LEGEND
Unless
and until this bond is exchanged in whole or in part for certificated bonds
registered in the names of the various beneficial holders hereof as then
certified to the Corporate Trustee by The Depository Trust Company or its
successor (the “Depositary”), this bond may not be transferred except as a whole
by the Depositary to a nominee of the Depositary or by a nominee of the
Depositary to the Depositary or another nominee of the Depositary or by the
Depositary or any such nominee to a successor Depositary or a nominee of such
successor Depositary.
Unless
this certificate is presented by an authorized representative of the Depositary
to the Company or its agent for registration of transfer, exchange or payment,
and any certificate to be issued is registered in the name of Cede & Co., or
in such other name as is requested by an authorized representative of the
Depositary and any amount payable thereunder is made payable to Cede & Co.,
or such other name, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof,
Cede & Co., has an interest herein.
This
bond
may be exchanged for certificated bonds registered in the names of the various
beneficial owners hereof if (a) the Depositary is at any time unwilling or
unable to continue as depositary and a successor depositary is not appointed
by
the Company within 90 days, or (b) subject to the procedures of the Depositary,
the Company elects to issue certificated bonds to beneficial owners (as
certified to the Company by the Depositary).]
5