N.Y. NYS Project Finance Agency Act7/75 § 6: Bonds and notes of the agency

§ 6. Bonds and notes of the agency.

1. (a) The agency shall have power and is hereby authorized from time

to time to issue its negotiable or non-negotiable bonds and notes in

such principal amount as, in the opinion of the agency, shall be

necessary to provide sufficient funds for achieving its corporate

purposes, including the making of eligible purchases and eligible loans,

the payment of interest on bonds and notes of the agency, establishment

of reserves to secure such bonds and notes, and all other expenditures

of the agency incident to and necessary or convenient to carry out its

corporate purposes and powers;

(b) The agency shall have power, from time to time, to issue renewal

notes, to issue bonds to pay notes and, whenever it deems refunding

expedient, to refund any bonds by the issuance of new bonds, whether the

bonds to be refunded have or have not matured, and to issue bonds partly

to refund bonds then outstanding and partly for any other purpose. The

refunding bonds shall be sold and the proceeds applied to the purchase,

redemption or payment of the bonds to be refunded;

(c) Except as may otherwise be expressly provided by the agency, every

issue of its notes or bonds shall be general obligations of the agency

payable out of any revenues or monies of the agency, subject only to any

agreements with the holders of particular notes or bonds pledging any

particular receipts or revenues or other property.

2. The notes and bonds shall be authorized by resolution of the

members, shall bear such date or dates, and shall mature at such time or

times, in the case of any such note, or any renewals thereof, not

exceeding ten years from the date of issue of such original note, and in

the case of any such bond not exceeding fifty years from the date of

issue, as such resolution or resolutions may provide. The notes and

bonds shall bear interest at such rates, be in such denominations, be in

such form, either coupon or registered, carry such registration

privileges, be executed in such manner, be payable in such medium of

payment, at such place or places and be subject to such terms of

redemption as such resolution or resolutions may provide. The notes and

bonds of the agency may be sold by the agency, at public or private

sale, at such price or prices as the agency shall determine. No notes or

bonds of the agency may be sold by the agency at private sale, however,

unless such sale and the terms thereof have been approved in writing by

(a) the comptroller, where such sale is not to the comptroller, or (b)

the director of the budget, where such sale is to the comptroller.

3. Any resolution or resolutions authorizing any notes or bonds or any

issue thereof may contain provisions, which shall be a part of the

contract with the holders thereof, as to:

(a) pledging all or any part of the fees and charges made or received

by the agency, and all or any part of the payments to be received in

respect of corporation first mortgages purchased by the agency or in

respect of eligible loans, and any amounts realized on account of the

corporation first mortgages and other assets or revenues pledged or

assigned as security for such eligible loans, and other monies received

or to be received, to secure the payment of bonds or notes or of any

issue thereof, subject to such agreements with bondholders or

noteholders as may then exist;

(b) pledging all or any part of the assets or revenues of the agency,

including mortgages and other obligations, owned by or pledged or

assigned to the agency, to secure the payment of the bonds or notes,

subject to such agreements with bondholders or noteholders as may then

exist;

(c) the use and disposition of payments received on account of

mortgages and other obligations owned by or pledged or assigned to the

agency;

(d) the setting aside of reserves or sinking funds and the regulation

and disposition thereof;

(e) limitations on the purpose to which the proceeds of sale of notes

or bonds may be applied and pledging such proceeds to secure the payment

of the notes or bonds or of any issue thereof;

(f) limitations on the issuance of additional notes or bonds; the

terms upon which additional notes or bonds may be issued and secured;

the refunding of outstanding or other notes or bonds;

(g) the procedure, if any, by which the terms of any contract with

noteholders or bondholders may be amended or abrogated, the amount of

notes or bonds the holders of which must consent thereto, and the manner

in which such consent may be given;

(h) limitations on the amount of monies to be expended by the agency

for operating, administrative or other expenses of the agency;

(i) vesting in a trustee or trustees or an agent or agents, for

bondholders or noteholders, such property, rights, powers and duties in

trust or as security as the agency may determine, which may, but not by

way of limitation, include any or all of the rights, powers and duties

of the trustee which may be appointed by bondholders or noteholders

pursuant to section thirteen of this act, and limiting or abrogating the

applicability of section thirteen of this act to the affected bonds or

notes, the holders thereof or any trustee or agent for such holders;

(j) any other matters, of like or different character, which in any

way affect the security or protection of the notes and bonds.

4. It is the intention hereof that any pledge or assignment for

security made by the agency shall be valid and binding from the time

when the same is made; that the monies or property so pledged or

assigned and then held or thereafter received by the agency shall

immediately be subject to the lien or security interest of such pledge

or assignment without any physical delivery thereof or further act; and

that the lien or security interest of any such pledge or assignment

shall be valid and binding as against all parties having claims of any

kind in tort, contract or otherwise against the agency, irrespective of

whether such parties have notice thereof. Neither the resolution nor any

other instrument by which any such pledge or assignment is created need

be recorded, and no filing with respect to such pledge or assignment

need be made under the uniform commercial code.

5. Neither the members of the agency nor any person executing the

notes or bonds shall be liable personally on the notes or bonds or be

subject to any personal liability or accountability by reason of the

issuance thereof.

6. The agency, subject to such agreements with noteholders and

bondholders as may then exist, shall have power out of any funds

available therefor to purchase notes or bonds of the agency, which shall

thereupon be cancelled, at a price not exceeding (a) if the notes or

bonds are then redeemable, the redemption price then applicable plus

accrued interest to the next interest payment date thereon, or (b) if

the notes or bonds are not then redeemable, the redemption price

applicable on the first date after such purchase upon which the notes or

bonds become subject to redemption plus accrued interest to such date.

7. The state shall not be liable on notes or bonds of the agency and

such notes and bonds shall not be a debt of the state, and such notes

and bonds shall contain on the face thereof a statement to such effect.