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. One Hundred Fourteenth...
Exhibit
4(a)
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This
instrument was prepared by:
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EXECUTED
IN 60 COUNTERPARTS OF
WHICH
THIS IS COUNTERPART NO. 4
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Xxxx
X. Xxxxxx
Florida
Power & Light Company
000
Xxxxxxxx Xxxxxxxxx
Xxxx
Xxxxx, Xxxxxxx 00000
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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.
One
Hundred Fourteenth Supplemental Indenture
Relating
to $500,000,000 Principal Amount
of
First Mortgage Bonds, 5.96% Series
due
April 1, 2039
Dated
as of March 1, 2009
This
Supplemental Indenture has been executed in several counterparts, all of which
constitute but one and the same instrument. This Supplemental
Indenture has been recorded in several counties and documentary stamp taxes as
required by law in the amount of $1,750,000 and non-recurring intangible taxes
as required by law in the amount of $120,359.37 were paid on the Supplemental
Indenture recorded in the public records of Palm Beach County,
Florida.
Note to
Examiner: The new bonds (“New Bonds”) being issued in
connection with this Supplemental Indenture are secured by real property and
personal property located both within Florida and outside of
Florida. The aggregate fair market value of the collateral exceeds
the aggregate principal amount of (y) the New Bonds plus (z) the other
outstanding bonds secured by the mortgage supplemented hereby and all previous
supplemental indentures thereto. The intangible tax has been computed
pursuant to Section 199.133 (2), Florida Statutes, by (i) determining the
percentage of the aggregate fair market value of the collateral constituting
real property situated in Florida and by multiplying that percentage times the
principal amount of the New Bonds (the result hereinafter defined as the “Tax
Base”) and (ii) multiplying the tax rate times the Tax Base.
ONE
HUNDRED FOURTEENTH SUPPLEMENTAL INDENTURE
INDENTURE, dated as of the 1st
day of March, 2009, 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 00 Xxxx
Xxxxxx, 00xx Xxxxx, Xxx Xxxx, Xxx Xxxx 10005 (hereinafter called the Trustee),
as the one hundred fourteenth supplemental indenture (hereinafter called
the One Hundred Fourteenth
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, and which Mortgage was incorporated by reference in the One Hundredth
Sixth Supplemental Indenture and Mortgage, dated as of September 1, 2004,
and recorded in the Rockingham County, New Hampshire Registry of Deeds at Book
4362, Page 1879, reference to which Mortgage and to which One Hundredth Sixth
Supplemental Indenture and Mortgage is hereby made, this One Hundred Fourteenth
Supplemental Indenture being supplemental thereto;
Whereas,
by an instrument, dated as of April 15, 2002, filed with the Banking Department
of the State of New York, Bankers Trust Company effected a corporate name change
pursuant to which, effective such date, it is known as Deutsche Bank Trust
Company Americas; and
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 One Hundred Fourteenth 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,
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 and the lien and operation of the
One Hundred Sixth Supplemental Indenture and 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 One Hundred Fourteenth 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
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 One Hundred Fourteenth
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.
With
respect to the Property, as defined below, located in New Hampshire, FPL makes
the “mortgage covenants”, as this term is defined in the New Hampshire statute
(New Hampshire Revised Statutes Annotated §477:29,1). The “Property” means the real
property interests described in that certain easement deed from FPL Energy
Seabrook, LLC to FPL, dated June 1, 2004 and recorded in the Rockingham
County Registry of Deeds (the “Registry”) at Book 4304, Page
945 and in the acquisition from FPL Energy Seabrook, LLC of certain fixtures
described in that certain Deed of Transfer dated June 1, 2004 and recorded
in the Registry at Book 4304, Page 950.
FPL
further covenants and agrees to and with the Trustee and its successors in said
trust under the Mortgage, as follows:
ARTICLE
I
One
Hundred Eleventh Series of Bonds
Section
1. (I) There
shall be a series of bonds designated “5.96% Series due April 1, 2039”,
herein sometimes referred to as the “One Hundred Eleventh 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 One Hundred
Eleventh Series shall mature on April 1, 2039 and shall be issued as fully
registered bonds in denominations of One Thousand Dollars and, at the option of
FPL, in integral multiples of One Thousand Dollars (the exercise of such
option to be evidenced by the execution and delivery thereof); they shall bear
interest at the rate of 5.96% per annum, payable semi-annually on April 1
and October 1 of each year (each an “Interest Payment Date”)
commencing on October 1, 2009; 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 One Hundred Eleventh Series shall be dated as in
Section 10 of the Mortgage provided. 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 the bonds of the One Hundred Eleventh Series are held by a securities
depository in book-entry only form or (2) the 15th calendar day immediately
preceding each Interest Payment Date if the bonds of the One Hundred Eleventh
Series are not held by a securities depository in book-entry only
form. Interest on the bonds of the One Hundred Eleventh Series will
accrue from and including March 17, 2009 to but excluding October 1, 2009
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
the bonds of the One Hundred Eleventh Series, from March 17, 2009) to, but
excluding, the next succeeding Interest Payment Date. No interest
will accrue on a bond of the One Hundred Eleventh Series for the day on which
such bond matures. 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.
(II) Bonds
of the One Hundred Eleventh 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 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 (the “Redemption Date”), at a price
(the “Redemption Price”)
equal to 100% of the principal amount thereof plus accrued and unpaid interest,
if any, to the Redemption Date plus a premium, if any (the “Make-Whole
Premium”). In no event will the Redemption Price be less than
100% of the principal amount of the bonds of the One Hundred Eleventh Series
being redeemed plus accrued and unpaid interest, if any, to, but excluding, the
Redemption Date.
The
amount of the Make-Whole Premium with respect to any bond of the One Hundred
Eleventh Series (or portion thereof) to be redeemed will be equal to the excess,
if any, of:
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(1)
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the
sum of the present values, calculated as of the Redemption Date,
of:
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a.
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each
interest payment that, but for such redemption, would have been payable on
the bond of the One Hundred Eleventh Series (or portion thereof) being
redeemed on each Interest Payment Date occurring after the Redemption Date
(excluding any accrued interest for the period prior to the Redemption
Date); and
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b.
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the
principal amount that, but for such redemption, would have been payable at
the final maturity of the bond of the One Hundred Eleventh Series (or
portion thereof) being redeemed;
over
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(2)
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the
principal amount of the bond of the One Hundred Eleventh Series (or
portion thereof) being redeemed.
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The
present values of interest and principal payments referred to in clause (1)
above will be determined in accordance with generally accepted principles of
financial analysis. Such present values will be calculated by
discounting the amount of each payment of interest or principal from the date
that each such payment would have been payable, but for the redemption, to the
Redemption Date at a discount rate equal to the Treasury Yield (as defined
below) plus 35 basis points.
The
Make-Whole Premium will be calculated by an independent investment banking
institution of national standing appointed by FPL; provided that if FPL fails to
make such appointment at least 30 days prior to the Redemption Date, or if the
institution so appointed is unwilling or unable to make such calculation, such
calculation will be made by BNY Mellon Capital Markets, LLC, Calyon Securities
(USA) Inc., Greenwich Capital Markets, Inc., X.X. Xxxxxx Securities Inc. or
Mitsubishi UFJ Securities (USA), Inc., or if such firms are unwilling or unable
to make such calculation, by an independent investment banking institution of
national standing appointed by the Trustee at the expense of FPL (in any such
case, an “Independent
Investment Banker”).
For
purposes of determining the Make-Whole Premium, “Treasury Yield” means a rate
of interest per annum equal to the weekly average yield to maturity of United
States Treasury Notes that have a constant maturity that corresponds to the
remaining term to maturity of the bonds of the One Hundred Eleventh Series to be
redeemed, calculated to the nearest 1/12th of a year (the “Remaining
Term”). The Independent Investment Banker will determine the
Treasury Yield as of the third business day immediately preceding the applicable
Redemption Date.
The
weekly average yields of United States Treasury Notes will be determined by
reference to the most recent statistical release published by the Federal
Reserve Bank of New York and designated “H.15(519) Selected Interest Rates” or
any successor release (the “H.15 Statistical
Release”). If the H.15 Statistical Release sets forth a weekly
average yield for the United States Treasury Notes having a constant maturity
that is the same as the Remaining Term, then the Treasury Yield will be equal to
such weekly average yield. In all other cases, the Treasury Yield
will be calculated by interpolation, on a straight-line basis, between the
weekly average yields on the United States Treasury Notes that have a constant
maturity closest to and greater than the Remaining Term and the United States
Treasury Notes that have a constant maturity closest to and less than the
Remaining Term (in each case as set forth in the H.15 Statistical
Release). Any weekly average yields so calculated by interpolation
will be rounded to the nearest 1/100th of 1%, with any figure of 1/200th of 1%
or above being rounded upward. If weekly average yields for United
States Treasury Notes are not available in the H.15 Statistical Release or
otherwise, then the Treasury Yield will be calculated by interpolation of
comparable rates selected by the Independent Investment Banker.
(III) At
the option of the registered owner any bonds of the One Hundred Eleventh 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 One Hundred Eleventh 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 One Hundred Eleventh 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 One Hundred Eleventh 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 One Hundred Eleventh Series” immediately
before the words “remain Outstanding”.
ARTICLE
III
Miscellaneous
Provisions
Section
3. Subject
to the amendments provided for in this One Hundred Fourteenth Supplemental
Indenture, the terms defined in the Mortgage, as heretofore supplemented, shall,
for all purposes of this One Hundred Fourteenth Supplemental Indenture, have the
meanings specified in the Mortgage, as heretofore supplemented.
Section
4. The
holders of bonds of the One Hundred Eleventh 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 One Hundred Eleventh 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 One Hundred Fourteenth 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 One Hundred Fourteenth 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 One Hundred
Fourteenth Supplemental Indenture.
Section
6. Whenever
in this One Hundred Fourteenth 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 One Hundred Fourteenth 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.
Section
7. Nothing
in this One Hundred Fourteenth 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 One Hundred Fourteenth Supplemental Indenture or any covenant,
condition, stipulation, promise or agreement hereof, and all the covenants,
conditions, stipulations, promises and agreements in this One Hundred
Fourteenth 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 States of Florida, Georgia and New Hampshire, 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. The
mortgage granted in the One Hundred Sixth Supplemental Indenture and Mortgage,
dated as of September 1, 2004, in the Seabrook Substation Property (as
defined in said One Hundred Sixth Supplemental Indenture and Mortgage), as
supplemented hereby, is upon the statutory conditions as defined in New
Hampshire Revised Statutes Annotated §477:29, and upon the further condition
that all covenants and agreements of FPL contained in said One Hundred
Sixth Supplemental Indenture and Mortgage and in the Mortgage, as supplemented
hereby, shall be kept and fully performed, for any breach of which the Trustee
shall have the statutory power of sale as defined in New Hampshire Revised
Statutes Annotated §477:29.
Section
10. This
One Hundred Fourteenth 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.
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 its Vice Presidents or Assistant Vice
Presidents, and its corporate seal to be attested by one of its Vice Presidents,
Assistant Vice Presidents, one of its Assistant Secretaries or one of its
Associates, all as of the day and year first above written.
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Florida
Power & Light Company
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By:
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/s/
K. Xxxxxxx Xxxxx
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K.
Xxxxxxx Xxxxx
Vice
President, Accounting
and
Chief Accounting Officer
0000
Xxxx Xxxxxxx Xxxxxx
Xxxxx,
XX 00000
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Attest:
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By:
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/s/
Xxxx X. Xxxxxx
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Xxxx
X. Xxxxxx
Treasurer
and Assistant Secretary
000
Xxxxxxxx Xxxxxxxxx
Xxxx
Xxxxx, XX 00000
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Executed,
sealed and delivered by
Florida
Power & Light Company
in
the presence of:
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/s/
Xxxxxx XxXxxxxx
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/s/
Xxxxxx Xxxxxx
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Deutsche
Bank Trust Company Americas
As
Trustee
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By:
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/s/
Xxxxx Xx
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Xxxxx
Xx
Vice
President
00
Xxxx Xxxxxx, 00xx Xxxxx
Xxx
Xxxx, XX 00000
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By:
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/s/
Xxxxx Xxxxxxx
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Xxxxx
Xxxxxxx
Vice
President
00
Xxxx Xxxxxx, 00xx Xxxxx
Xxx
Xxxx, XX 00000
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Attest:
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/s/
Xxxxxxxx Xxxxx
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Xxxxxxxx
Xxxxx
Assistant
Vice President
00
Xxxx Xxxxxx, 00xx Xxxxx
Xxx
Xxxx, XX 00000
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Executed,
sealed and delivered by
Deutsche
Bank Trust Company Americas
in
the presence of:
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/s/
Xxxxxx X. Xxxxxxxx
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Xxxxxx
X. Xxxxxxxx
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/s/
Xxxxxxxx Xxx
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Xxxxxxxx
Xxx
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State
of Florida
County
of Palm Beach
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}
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SS:
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On
the 13th day of March, in the year 2009 before me personally came K. Xxxxxxx
Xxxxx, to me known, who, being by me duly sworn, did depose and say that he is
the Vice President, Accounting and Chief Accounting Officer 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 13th day of March, 2009, before me personally
appeared K. Xxxxxxx Xxxxx and Xxxx X. Xxxxxx, respectively, the Vice President,
Accounting and Chief Accounting Officer and the Treasurer and Assistant
Secretary 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.
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.
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/s/
Xxxxxxxxx Xxxxxxxx
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Notary
Public – State of Florida
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Xxxxxxxxx
Xxxxxxxx
Notary
Public – State of Florida
My
Commission Expires May 1, 2011
Commission
# DD 646085
Bonded
Through National Notary Assn.
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On
the 11th day of March in the year 2009, before me personally came Xxxxx Xx and
Xxxxx Xxxxxxx, to me known, who, being by me duly sworn, did depose and say that
they are respectively a Vice President and a Vice President of Deutsche Bank
Trust Company Americas, one of the corporations described in and which executed
the above instrument; that they know 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 they signed their
names thereto by like order.
I
Hereby Certify, that on this 11th day of March, 2009, before me personally
appeared Xxxxx Xx, Xxxxx Xxxxxxx and Xxxxxxxx Xxxxx, respectively, a Vice
President, a Vice President and an Assistant Vice President 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.
Witness
my signature and official seal at New York, in the County of New York, and State
of New York, the day and year last aforesaid.
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/s/
Xxxxx Xxxxxxxxxxxxx
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Xxxxx
Xxxxxxxxxxxxx
Notary
Public, State of New York
No
01JA6062022
Qualified
in New York County
Commission
Expires September 23, 2009
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