EXHIBIT 4(j)
This instrument was prepared by:
Florida Power & Light Company
000 Xxxxxxxx Xxxxxxxxx
Xxxx Xxxxx, Xxxxxxx 00000
================================================================================
FLORIDA POWER & LIGHT COMPANY
TO
DEUTSCHE BANK TRUST COMPANY AMERICAS
(FORMERLY KNOWN AS BANKERS TRUST COMPANY)
AS TRUSTEE UNDER FLORIDA POWER & LIGHT
COMPANY'S MORTGAGE AND DEED OF TRUST,
DATED AS OF JANUARY 1, 1944.
_______________SUPPLEMENTAL INDENTURE
RELATING TO A PRINCIPAL AMOUNT
NOT TO EXCEED $____
OF FIRST MORTGAGE BONDS, DESIGNATED
SECURED MEDIUM-TERM NOTES, SERIES ____.
*[RELATING TO $____________ PRINCIPAL AMOUNT
OF FIRST MORTGAGE BONDS, ____% SERIES
DUE ___________, ____.]
DATED AS OF ________________, ____
================================================================================
* These three lines will be inserted, in lieu of the four lines
immediately preceding them, in any supplemental indenture relating to
the issuance of First Mortgage Bonds other than those designated
Secured Medium-Term Notes
FLORIDA POWER & LIGHT COMPANY
Reconciliation and Tie of Provisions of Trust Indenture Act of 1939 to
provisions of Mortgage and Deed of Trust to Deutsche Bank Trust Company Americas
(formerly known as Bankers Trust Company) and The Florida National Bank of
Jacksonville (now resigned), as Trustees, dated as of January 1, 1944, as
amended.
Sections of Mortgage and
Sections of Act: Supplemental Indentures
--------------- ------------------------
310(a) (1) (2) (3)......... Mortgage, 35(a), 88 and 103
310(a) (4)................. Not Applicable
310(b)..................... Mortgage, 99; First Supplemental, 14;
Seventh Supplemental, 6
310(c)..................... Not Applicable
311(a)..................... Mortgage, 98
311(b)..................... Mortgage, 98
311(c)..................... Not Applicable
312(a)..................... Mortgage, 43(a) and 43(b)
312(b)..................... Mortgage, 43(c)
312(c)..................... Mortgage, 43(d)
313(a)..................... Mortgage, 100(a)
313(b)..................... Mortgage, 100(b); First Supplemental, 15
313(c)..................... Mortgage, 100(c)
313(d)..................... Mortgage, 100(d)
314(a)..................... Mortgage, 44
314(b)..................... Mortgage, 42
314(c)..................... Mortgage, 121, 3, 61 and 7
314(d)..................... Mortgage, 59(3), 60, 3 and 28(4)
314(e)..................... Mortgage, 121, 3 and 61
314(f)..................... Omitted
315(a)..................... Mortgage, 89 and 88; First Supplemental, 13
315(b)..................... Mortgage, 66 and 3; First Supplemental, 11
315(c)..................... Mortgage, 88
315(d)..................... Mortgage, 89; First Supplemental, 13
315(e)..................... Mortgage, 122
316(a) (1)................. Mortgage, 71; First Supplemental, 12
316(a) (2)................. Omitted
316(b)..................... Mortgage, 80
317(a)..................... Mortgage, 78
317(b)..................... Mortgage, 35(c) and 95; First Supplemental, 7
318(a)..................... Mortgage, 124
____________ SUPPLEMENTAL INDENTURE
INDENTURE, dated as of the ______________ day of ______________,
________ , made and entered into by and between FLORIDA POWER & LIGHT COMPANY,
a corporation of the State of Florida, whose post office address is 000 Xxxxxxxx
Xxxxxxxxx, Xxxx Xxxxx, Xxxxxxx 00000 (hereinafter sometimes called FPL), and
DEUTSCHE BANK TRUST COMPANY AMERICAS (formerly known as Bankers Trust Company),
a corporation of the State of New York, whose post office address is
___________, New York, New York _____, Attention: ____________ (hereinafter
called the Trustee), as the _________________________ supplemental indenture
(hereinafter called the Supplemental Indenture) to the Mortgage and Deed of
Trust, dated as of January 1, 1944 (hereinafter called the Mortgage), made and
entered into by FPL, the Trustee and The Florida National Bank of Jacksonville,
as Co-Trustee (now resigned), the Trustee now acting as the sole trustee under
the Mortgage, which Mortgage was executed and delivered by FPL to secure the
payment of bonds issued or to be issued under and in accordance with the
provisions thereof, reference to which Mortgage is hereby made, this
_____________________ Supplemental Indenture being supplemental thereto;
WHEREAS, Section 8 of the Mortgage provides that the form of each
series of bonds (other than the first series) issued thereunder shall be
established by Resolution of the Board of Directors of FPL and that the form of
such series, as established by said Board of Directors, shall specify the
descriptive title of the bonds and various other terms thereof, and may also
contain such provisions not inconsistent with the provisions of the Mortgage as
the Board of Directors may, in its discretion, cause to be inserted therein
expressing or referring to the terms and conditions upon which such bonds are to
be issued and/or secured under the Mortgage; and
WHEREAS, Section 120 of the Mortgage provides, among other things, that
any power, privilege or right expressly or impliedly reserved to or in any way
conferred upon FPL by any provision of the Mortgage, whether such power,
privilege or right is in any way restricted or is unrestricted, may be in whole
or in part waived or surrendered or subjected to any restriction if at the time
unrestricted or to additional restriction if already restricted, and FPL may
enter into any further covenants, limitations or restrictions for the benefit of
any one or more series of bonds issued thereunder, or FPL may cure any ambiguity
contained therein, or in any supplemental indenture, or may establish the terms
and provisions of any series of bonds other than said first series, by an
instrument in writing executed and acknowledged by FPL in such manner as would
be necessary to entitle a conveyance of real estate to be recorded in all of the
states in which any property at the time subject to the Lien of the Mortgage
shall be situated; and
WHEREAS, FPL now desires to create the series of bonds described in
Article I hereof and to add to its covenants and agreements contained in the
Mortgage certain other covenants and agreements to be observed by it and to
alter and amend in certain respects the covenants and provisions contained in
the Mortgage; and
WHEREAS, the execution and delivery by FPL of this __________________
Supplemental Indenture, and the terms of the bonds, hereinafter referred to in
Article I, have been duly authorized by the Board of Directors of FPL by
appropriate resolutions of said Board of Directors;
NOW, THEREFORE, THIS INDENTURE WITNESSETH: That FPL, in consideration
of the premises and of One Dollar to it duly paid by the Trustee at or before
the ensealing and delivery of these presents, the receipt whereof is hereby
acknowledged, and in further evidence of assurance of the estate, title and
rights of the Trustee and in order further to secure the payment of both the
principal of and interest and premium, if any, on the bonds from time to time
issued under the Mortgage, according to their tenor and effect, and the
performance of all the provisions of the Mortgage (including any instruments
supplemental thereto and any modification made as in the Mortgage provided) and
of said bonds, hereby grants, bargains, sells, releases, conveys, assigns,
transfers, mortgages, pledges, sets over and confirms (subject, however, to
Excepted Encumbrances as defined in Section 6 of the Mortgage) unto Deutsche
Bank Trust Company Americas, as Trustee under the Mortgage, and to its successor
or successors in said trust, and to said Trustee and its successors and assigns
forever, all property, real, personal and mixed, acquired by FPL after the date
of the execution and delivery of the Mortgage (except any herein or in the
Mortgage, as heretofore supplemented, expressly excepted), now owned (except any
properties heretofore released pursuant to any provisions of the Mortgage and in
the process of being sold or disposed of by FPL) or, subject to the provisions
of Section 87 of the Mortgage, hereafter acquired by FPL and wheresoever
situated, including (without in anywise limiting or impairing by the enumeration
of the same the scope and intent of the foregoing) all lands, power sites,
flowage rights, water rights, water locations, water appropriations, ditches,
flumes, reservoirs, reservoir sites, canals, raceways, dams, dam sites,
aqueducts, and all rights or means for appropriating, conveying, storing and
supplying water; all rights of way and roads; all plants for the generation of
electricity by steam, water and/or other power; all power houses, gas plants,
street lighting systems, standards and other equipment incidental thereto,
telephone, radio and television systems, air-conditioning systems and equipment
incidental thereto, water works, water systems, steam heat and hot water plants,
substations, lines, service and supply systems, bridges, culverts, tracks, ice
or refrigeration plants and equipment, offices, buildings and other structures
and the equipment thereof; all machinery, engines, boilers, dynamos, electric,
gas and other machines, regulators, meters, transformers, generators, motors,
electrical, gas and mechanical appliances, conduits, cables, water, steam heat,
gas or other pipes, gas mains and pipes, service pipes, fittings, valves and
connections, pole and transmission lines, wires, cables, tools, implements,
apparatus, furniture, chattels, and choses in action; all municipal and other
franchises, consents or permits; all lines for the transmission and distribution
of electric current, gas, steam heat or water for any purpose including towers,
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poles, wires, cables, pipes, conduits, ducts and all apparatus for use in
connection therewith; all real estate, lands, easements, servitudes, licenses,
permits, franchises, privileges, rights of way and other rights in or relating
to real estate or the occupancy of the same and (except as herein or in the
Mortgage, as heretofore supplemented, expressly excepted) all the right, title
and interest of FPL in and to all other property of any kind or nature
appertaining to and/or used and/or occupied and/or enjoyed in connection with
any property hereinbefore or in the Mortgage, as heretofore supplemented,
described.
TOGETHER WITH all and singular the tenements, hereditaments and
appurtenances belonging or in anywise appertaining to the aforesaid property or
any part thereof, with the reversion and reversions, remainder and remainders
and (subject to the provisions of Section 57 of the Mortgage) the tolls, rents,
revenues, issues, earnings, income, products and profits thereof, and all the
estate, right, title and interest and claim whatsoever, at law as well as in
equity, which FPL now has or may hereinafter acquire in and to the aforesaid
property and franchises and every part and parcel thereof.
IT IS HEREBY AGREED by FPL that, subject to the provisions of Section
87 of the Mortgage, all the property, rights, and franchises acquired by FPL
after the date hereof (except any herein or in the Mortgage, as heretofore
supplemented, expressly excepted) shall be and are as fully granted and conveyed
hereby and as fully embraced within the Lien of the Mortgage, as if such
property, rights and franchises were now owned by FPL and were specifically
described herein and conveyed hereby.
PROVIDED that the following are not and are not intended to be now or
hereafter granted, bargained, sold, released, conveyed, assigned, transferred,
mortgaged, pledged, set over or confirmed hereunder and are hereby expressly
excepted from the Lien and operation of this _____________ Supplemental
Indenture and from the Lien and operation of the Mortgage, as heretofore
supplemented, viz: (1) cash, shares of stock, bonds, notes and other obligations
and other securities not hereafter specifically pledged, paid, deposited,
delivered or held under the Mortgage or covenanted so to be; (2) merchandise,
equipment, materials or supplies held for the purpose of sale in the usual
course of business and fuel (including Nuclear Fuel unless expressly subjected
to the Lien and operation of the Mortgage by FPL in a future Supplemental
Indenture), oil and similar materials and supplies consumable in the operation
of any properties of FPL; rolling stock, buses, motor coaches, automobiles and
other vehicles; (3) bills, notes and accounts receivable, and all contracts,
leases and operating agreements not specifically pledged under the Mortgage or
covenanted so to be; (4) the last day of the term of any lease or leasehold
which may hereafter become subject to the Lien of the Mortgage; (5) electric
energy, gas, ice, and other materials or products generated, manufactured,
produced or purchased by FPL for sale, distribution or use in the ordinary
course of its business; all timber, minerals, mineral rights and royalties; (6)
FPL's franchise to be a corporation; and (7) the properties already sold or in
the process of being sold by FPL and heretofore released from the Mortgage and
3
Deed of Trust, dated as of January 1, 1926, from Florida Power & Light Company
to Bankers Trust Company and The Florida National Bank of Jacksonville,
trustees, and specifically described in three separate releases executed by
Bankers Trust Company and The Florida National Bank of Jacksonville, dated July
28, 1943, October 6, 1943 and December 11, 1943, which releases have heretofore
been delivered by the said trustees to FPL and recorded by FPL among the Public
Records of all Counties in which such properties are located; provided, however,
that the property and rights expressly excepted from the Lien and operation of
the Mortgage in the above subdivisions (2) and (3) shall (to the extent
permitted by law) cease to be so excepted in the event and as of the date that
the Trustee or a receiver or trustee shall enter upon and take possession of the
Mortgaged and Pledged Property in the manner provided in Article XIII of the
Mortgage by reason of the occurrence of a Default as defined in Section 65
thereof.
TO HAVE AND TO HOLD all such properties, real, personal and mixed,
granted, bargained, sold, released, conveyed, assigned, transferred, mortgaged,
pledged, set over or confirmed by FPL as aforesaid, or intended so to be, unto
Deutsche Bank Trust Company Americas, the Trustee, and its successors and
assigns forever.
IN TRUST NEVERTHELESS, for the same purposes and upon the same terms,
trusts and conditions and subject to and with the same provisos and covenants as
are set forth in the Mortgage, as heretofore supplemented, this __________
Supplemental Indenture being supplemental thereto.
AND IT IS HEREBY COVENANTED by FPL that all terms, conditions,
provisos, covenants and provisions contained in the Mortgage shall affect and
apply to the property hereinbefore described and conveyed and to the estate,
rights, obligations and duties of FPL and the Trustee and the beneficiaries of
the trust with respect to said property, and to the Trustee and its successors
as Trustee of said property in the same manner and with the same effect as if
said property had been owned by FPL at the time of the execution of the
Mortgage, and had been specifically and at length described in and conveyed to
said Trustee, by the Mortgage as a part of the property therein stated to be
conveyed.
FPL further covenants and agrees to and with the Trustee and its
successors in said trust under the Mortgage, as follows:
4
ARTICLE I
________ SERIES OF BONDS
**SECTION 1. (I) There shall be a series of bonds designated "Secured
Medium-Term Notes, Series _____", herein sometimes referred to as the
___________ Series", herein sometimes referred to as the ________ Series, each
of which shall also bear the descriptive title First Mortgage Bond, and the form
thereof, which shall be established by Resolution of the Board of Directors of
FPL, shall contain suitable provisions with respect to the matters hereinafter
in this Section specified. Bonds of the __________ Series shall be issued from
time to time in an aggregate principal amount not to exceed $________ at any one
time Outstanding except as provided in Section 16 of the Mortgage. [The amount
which may be Outstanding from time to time will be stated in one or more notices
of receipt of advance under mortgage providing for future advances (a form of
which is annexed hereto) executed by the Company and recorded in Palm Beach
County, Florida, and in one or more acknowledgements of future advance (a form
of which is annexed hereto) executed by FPL and the Trustee and recorded in
Monroe County, Georgia.] Bonds of the ___________ Series shall be issued as
fully registered bonds in the denominations of [One] Thousand Dollars and, at
the option of FPL, in any larger amount that is an integral multiple of [One]
Thousand Dollars or any other denominations (the exercise of such option to be
evidenced by the execution and delivery thereof); each bond of the ___________
Series shall mature on [such date not less than ____________ months nor more
than _________ years from date of issue,] shall bear interest at [such rate or
rates (which may be either fixed or variable) and have such other terms and
provisions not inconsistent with the Mortgage as the Board of Directors may
determine in accordance with a Resolution filed with the Trustee referring to
this Supplemental Indenture]; interest on bonds of the __________ Series [which
bear interest at a fixed rate] shall be payable [semi-annually on and of each
year] and at maturity (each an interest payment date); interest on bonds of the
___________ Series [which bear interest at a variable rate] shall be payable [on
the dates established on the Issue Date [or the Original Interest Accrual Date]
with respect to such bonds and shall be set forth in such bonds.]
[Notwithstanding the foregoing, so long as there is no existing default in the
payment of interest on the bonds of the __________ Series, all bonds of the
__________ Series authenticated by the Trustee after the Record Date hereinafter
specified for any interest payment date, and prior to such interest payment date
(unless the Issue Date [or the Original Interest Accrual Date] is after such
Record Date), shall be dated the date of authentication, but shall bear interest
from such interest payment date, and the person in whose name any bond of the
___________ Series is registered at the close of business on any Record Date
with respect to any interest payment date shall be entitled to receive the
interest payable on such interest payment date, notwithstanding the cancellation
--------------------
** The provisions in this Section 1 will be inserted in supplemental
indentures relating to the issuance of First Mortgage Bonds designated
Secured Medium Term Notes, provided that the bracketed language may
change.
5
of such bond of the ____________ Series, upon any transfer or exchange thereof
subsequent to the Record Date and on or prior to such interest payment date. If
the Issue Date [or the Original Interest Accrual Date] of the bonds of the
____________ Series of a designated interest rate and maturity is after the
Record Date, such bonds shall bear interest from the Issue Date [or the Original
Interest Accrual Date] but payment of interest shall commence on the second
interest payment date succeeding the Issue Date [or the Original Interest
Accrual Date]. "Record Date" for bonds of the __________ Series which bear
interest at a fixed rate shall mean __________ for interest payable __________
and __________ for interest payable ___________ , and for bonds of the
___________ Series which bear interest at a variable rate, the date 15 calendar
days prior to any interest payment date, provided that, interest payable on the
maturity date will be payable to the person to whom the principal thereof shall
be payable. "Issue Date" [or "Original Interest Accrual Date"] with respect to
bonds of the ___________ Series of a designated interest rate and maturity
[unless a Resolution filed with the Trustee on or before such date shall specify
another date from which interest shall accrue, then such other date for bonds of
such designated interest rate and maturity.] shall mean the date of first
authentication of bonds of such designated interest rate and maturity.] The
principal of and interest on each said bond is payable at the office or agency
of FPL 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. Bonds of the _________ Series shall be
dated as in Section 10 of the Mortgage provided.
***[(II) Bonds of the ___________ Series may be redeemable
either at the option of FPL or pursuant to the requirements of the Mortgage
(including, among other requirements, the application of cash delivered to or
deposited with the Trustee pursuant to the provisions of Section 39 or Section
64 of the Mortgage or with proceeds of Released Property) in whole at any time,
or in part from time to time, prior to maturity, upon notice, as provided in
Section 52 of the Mortgage, mailed at least thirty (30) days prior to the date
fixed for redemption, as the Board of Directors may determine in accordance with
a Resolution filed with the Trustee referring to this ______________
Supplemental Indenture.]
[(III) At the option of the registered owner, any bonds of the _______
Series, upon surrender thereof for exchange at the office or agency of FPL in
the Borough of Manhattan, The City of New York, together with a written
instrument of transfer wherever required by FPL, duly executed by the registered
owner or by his duly authorized attorney, shall (subject to the provisions of
Section 12 of the Mortgage) be exchangeable for a like aggregate principal
amount of bonds of the same series of other authorized denominations which have
the same issue date, maturity date, and redemption provisions, if any, and which
bear interest at the same rate.]
---------------------
*** These or other redemption provisions or other terms and conditions
relating to the series of First Mortgage Bonds may be inserted here.
6
Bonds of the __________ Series shall be transferrable (subject to the
provisions of Section 12 of the Mortgage) at the office or agency of FPL in the
Borough of Manhattan, The City of New York.
Upon any exchange or transfer of bonds of the ________ Series, FPL may
make a charge therefor sufficient to reimburse it for any tax or taxes or other
governmental charge, as provided in Section 12 of the Mortgage, but FPL hereby
waives any right to make a charge in addition thereto for any exchange or
transfer of bonds of the _________ Series.
****SECTION 1. (I) THERE SHALL BE A SERIES OF BONDS DESIGNATED "___%
SERIES DUE ____________, _____", HEREIN SOMETIMES REFERRED TO AS THE "
__________ SERIES", EACH OF WHICH SHALL ALSO BEAR THE DESCRIPTIVE TITLE FIRST
MORTGAGE BOND, AND THE FORM THEREOF, WHICH SHALL BE ESTABLISHED BY RESOLUTION OF
THE BOARD OF DIRECTORS OF FPL, SHALL CONTAIN SUITABLE PROVISIONS WITH RESPECT TO
THE MATTERS HEREINAFTER IN THIS SECTION SPECIFIED. BONDS OF THE __________
SERIES SHALL MATURE ON _____________ , _________ AND SHALL BE ISSUED AS FULLY
REGISTERED BONDS IN DENOMINATIONS OF [ONE] THOUSAND DOLLARS AND, AT THE OPTION
OF FPL, IN ANY MULTIPLE OR MULTIPLES OF [ONE] THOUSAND DOLLARS OR ANY OTHER
DENOMINATIONS (THE EXERCISE OF SUCH OPTION TO BE EVIDENCED BY THE EXECUTION AND
DELIVERY THEREOF); THEY SHALL BEAR INTEREST FROM _____________ , _______ [AT THE
RATE OF _________ % PER ANNUM, PAYABLE SEMI-ANNUALLY ON _________ AND _________
OF EACH YEAR;] THE PRINCIPAL OF AND INTEREST ON EACH SAID BOND TO BE PAYABLE AT
THE OFFICE OR AGENCY OF FPL 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. BONDS OF THE ________
SERIES SHALL BE DATED AS IN SECTION 10 OF THE MORTGAGE PROVIDED.
[(II) BONDS OF THE __________ SERIES SHALL BE REDEEMABLE EITHER AT THE
OPTION OF FPL OR PURSUANT TO THE REQUIREMENTS OF THE MORTGAGE (INCLUDING, AMONG
OTHER REQUIREMENTS, THE APPLICATION OF CASH DELIVERED TO OR DEPOSITED WITH THE
TRUSTEE PURSUANT TO THE PROVISIONS OF SECTION 39 OR SECTION 64 OF THE MORTGAGE
OR WITH PROCEEDS OF RELEASED PROPERTY) IN WHOLE AT ANY TIME, OR IN PART FROM
TIME TO TIME, PRIOR TO MATURITY, UPON NOTICE, AS PROVIDED IN SECTION 52 OF THE
MORTGAGE, MAILED AT LEAST THIRTY (30) DAYS PRIOR TO THE DATE FIXED FOR
REDEMPTION, AT THE FOLLOWING GENERAL REDEMPTION PRICES, EXPRESSED IN PERCENTAGES
OF THE PRINCIPAL AMOUNT OF THE BONDS TO BE REDEEMED:
GENERAL REDEMPTION PRICES
IF REDEEMED DURING THE 12 MONTH PERIOD ENDING ______________,
---------------------
**** THESE PROVISIONS WILL BE INSERTED IN ANY SUPPLEMENTAL INDENTURES
RELATING TO THE ISSUANCE OF FIRST MORTGAGE BONDS OTHER THAN THOSE
DESIGNATED SECURED MEDIUM-TERM NOTES, PROVIDED THAT THE BRACKETED
LANGUAGE MAY CHANGE.
7
IN EACH CASE, TOGETHER WITH ACCRUED INTEREST TO THE DATE FIXED FOR
REDEMPTION.]*****
(III) AT THE OPTION OF THE REGISTERED OWNER, ANY BONDS OF THE _________
SERIES, UPON SURRENDER THEREOF FOR EXCHANGE AT THE OFFICE OR AGENCY OF FPL IN
THE BOROUGH OF MANHATTAN, THE CITY OF NEW YORK, TOGETHER WITH A WRITTEN
INSTRUMENT OF TRANSFER WHEREVER REQUIRED BY FPL, DULY EXECUTED BY THE REGISTERED
OWNER OR BY HIS DULY AUTHORIZED ATTORNEY, SHALL (SUBJECT TO THE PROVISIONS OF
SECTION 12 OF THE MORTGAGE) BE EXCHANGEABLE FOR A LIKE AGGREGATE PRINCIPAL
AMOUNT OF BONDS OF THE SAME SERIES OF OTHER AUTHORIZED DENOMINATIONS.
BONDS OF THE ____________ SERIES SHALL BE TRANSFERABLE (SUBJECT TO THE
PROVISIONS OF SECTION 12 OF THE MORTGAGE) AT THE OFFICE OR AGENCY OF FPL IN THE
BOROUGH OF MANHATTAN, THE CITY OF NEW YORK.
UPON ANY EXCHANGE OR TRANSFER OF BONDS OF THE _____________ SERIES, FPL
MAY MAKE A CHARGE THEREFOR SUFFICIENT TO REIMBURSE IT FOR ANY TAX OR TAXES OR
OTHER GOVERNMENTAL CHARGE, AS PROVIDED IN SECTION 12 OF THE MORTGAGE, BUT FPL
HEREBY WAIVES ANY RIGHT TO MAKE A CHARGE IN ADDITION THERETO FOR ANY EXCHANGE OR
TRANSFER OF BONDS OF THE ______________ SERIES.]
ARTICLE II
DIVIDEND COVENANT
SECTION 2. Section 3 of the Third Supplemental Indenture, as heretofore
amended, is hereby further amended by inserting the words "or _______ Series"
immediately before the words "remain Outstanding".
-----------------
***** THESE OR OTHER REDEMPTION PROVISIONS OR OTHER TERMS AND CONDITIONS
RELATING TO THE SERIES OF FIRST MORTGAGE BONDS MAY BE INSERTED HERE.
8
ARTICLE III
MISCELLANEOUS PROVISIONS
SECTION 3. Subject to the amendments provided for in this ________
Supplemental Indenture, the terms defined in the Mortgage, as heretofore
supplemented, shall, for all purposes of this ________ Supplemental Indenture,
have the meanings specified in the Mortgage, as heretofore supplemented.
******SECTION 4. The holders of bonds of the _________ Series consent
that FPL may, but shall not be obligated to, fix a record date for the purpose
of determining the holders of bonds of the __________ Series entitled to consent
to any amendment, supplement or waiver. If a record date is fixed, those persons
who were holders at such record date (or their duly designated proxies), and
only those persons, shall be entitled to consent to such amendment, supplement
or waiver or to revoke any consent previously given, whether or not such persons
continue to be holders after such record date. No such consent shall be valid or
effective for more than 90 days after such record date.
SECTION 5. The Trustee hereby accepts the trust herein declared,
provided, created or supplemented and agrees to perform the same upon the terms
and conditions herein and in the Mortgage, as heretofore supplemented, set forth
and upon the following terms and conditions:
The Trustee shall not be responsible in any manner whatsoever for or in
respect of the validity or sufficiency of this ___________ Supplemental
Indenture or for or in respect of the recitals contained herein, all of which
recitals are made by FPL solely. In general, each and every term and condition
contained in Article XVII of the Mortgage, as heretofore amended, shall apply to
and form part of this __________ Supplemental Indenture with the same force and
effect as if the same were herein set forth in full with such omissions,
variations and insertions, if any, as may be appropriate to make the same
conform to the provisions of this _________ Supplemental Indenture.
SECTION 6. Whenever in this _________ Supplemental Indenture either of
the parties hereto is named or referred to, this shall, subject to the
provisions of Articles XVI and XVII of the Mortgage, as heretofore amended, be
deemed to include the successors and assigns of such party, and all the
covenants and agreements in this _______ Supplemental Indenture contained by or
on behalf of FPL, or by or on behalf of the Trustee, or either of them, shall,
subject as aforesaid, bind and inure to the respective benefits of the
respective successors and assigns of such parties, whether so expressed or not.
-------------------
****** This provision may be deleted in any supplemental indenture relating to
the issuance of First Mortgage Bonds other than those which are issued
to The Depository Trust Company, or its successor. The remaining
sections will be renumbered accordingly.
9
SECTION 7. Nothing in this ________ Supplemental Indenture, expressed
or implied, is intended, or shall be construed, to confer upon, or to give to,
any person, firm or corporation, other than the parties hereto and the holders
of the bonds and coupons Outstanding under the Mortgage, any right, remedy or
claim under or by reason of this ________ Supplemental Indenture or any
covenant, condition, stipulation, promise or agreement hereof, and all the
covenants, conditions, stipulations, promises and agreements in this ________
Supplemental Indenture contained by or on behalf of FPL shall be for the sole
and exclusive benefit of the parties hereto, and of the holders of the bonds and
coupons Outstanding under the Mortgage.
SECTION 8. The Mortgage, as heretofore supplemented and amended and as
supplemented hereby, is intended by the parties hereto, as to properties now or
hereafter encumbered thereby and located within the State of Georgia, to operate
and is to be construed as granting a lien only on such properties and not as a
deed passing title thereto.
SECTION 9. This ________ Supplemental Indenture shall be executed in
several counterparts, each of which shall be an original and all of which shall
constitute but one and the same instrument.
10
IN WITNESS WHEREOF, FPL has caused its corporate name to be hereunto
affixed, and this instrument to be signed and sealed by its President or one of
its Vice Presidents, and its corporate seal to be attested by its Secretary or
one of its Assistant Secretaries for and in its behalf, and DEUTSCHE BANK TRUST
COMPANY AMERICAS has caused its corporate name to be hereunto affixed, and this
instrument to be signed and sealed by one of its Vice Presidents or Assistant
Vice Presidents, and its corporate seal to be attested by one of its Assistant
Vice Presidents, one of its Assistant Secretaries or one of its Associates, all
as of the day and year first above written.
FLORIDA POWER & LIGHT COMPANY
By:________________________________
Attest:___________________
Executed, sealed and delivered by
FLORIDA POWER & LIGHT COMPANY
in the presence of:
__________________________
__________________________
11
DEUTSCHE BANK TRUST COMPANY AMERICAS,
As Trustee
By:___________________________
Attest:___________________
Executed, sealed and delivered by
DEUTSCHE BANK TRUST COMPANY AMERICAS
in the presence of:
__________________________
__________________________
12
STATE OF FLORIDA )
) SS.:
COUNTY OF PALM BEACH )
On the _____ day of ___________ , in the year _______, before me
personally came ____________, to me known, who, being by me duly sworn, did
depose and say that he resides at _________________________________ ; that he is
a ________________ of FLORIDA POWER & LIGHT COMPANY, one of the corporations
described in and which executed the above instrument; that he knows the seal of
said corporation; that the seal affixed to said instrument is such corporate
seal; that it was so affixed by order of the Board of Directors of said
corporation, and that he signed his name thereto by like order.
I HEREBY CERTIFY, that on this _____ day of ____________ , _______,
before me personally appeared _____________ and ____________ , respectively, the
______________ and an ___________ of FLORIDA POWER & LIGHT COMPANY, a
corporation under the laws of the State of Florida, to me known to be the
persons described in and who executed the foregoing instrument and severally
acknowledged the execution thereof to be their free act and deed as such
officers, for the uses and purposes therein mentioned; and that they affixed
thereto the official seal of said corporation, and that said instrument is the
act and deed of said corporation.
____________________ and ____________ produced Florida Driver's License
No. and Florida Driver's License No. ____________ as identification,
respectively[, and did take an oath].
WITNESS my signature and official seal at Juno Beach, in the County of
Palm Beach, and State of Florida, the day and year last aforesaid.
Notary Public, State of Florida
Commission No.___________
My Commission Expires___________
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STATE OF NEW YORK )
) SS.:
COUNTY OF NEW YORK )
On the _____ day of ___________ , in the year _______, before me
personally came _____________, to me known, who, being by me duly sworn, did
depose and say that he resides at _______________________ ; that he is a
___________ of DEUTSCHE BANK TRUST COMPANY AMERICAS, one of the corporations
described in and which executed the above instrument; that he knows the seal of
said corporation; that the seal affixed to said instrument is such corporate
seal; that it was so affixed by order of the Board of Directors of said
corporation, and that he signed his name thereto by like order.
I HEREBY CERTIFY, that on this _____ day of ____________ , _______,
before me personally appeared _____________ and ____________ , respectively, a
______________ and an ___________ of DEUTSCHE BANK TRUST COMPANY AMERICAS, a
corporation under the laws of the State of New York, to me known to be the
persons described in and who executed the foregoing instrument and severally
acknowledged the execution thereof to be their free act and deed as such
officers, for the uses and purposes therein mentioned; and that they affixed
thereto the official seal of said corporation, and that said instrument is the
act and deed of said corporation.
______________ and __________ produced _____________ Driver's License
No. ____________ and __________ Driver's License No. ____________ as
identification, respectively[, and did take an oath].
WITNESS my signature and official seal at New York City, in the County
of New York, and State of New York, the day and year last aforesaid.
Notary Public, State of New York
Commission No. ____________
Qualified in _________ County
My Commission Expires___________
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