N.Y. Public Authorities Law § 1020-h*2: Bonds and notes of the authority

* § 1020-h. Bonds and notes of the authority. 1. The authority shall

have the power and is hereby authorized from time to time to issue bonds

in conformity with applicable provisions of the uniform commercial code

for any of its corporate purposes, including incidental expenses in

connection therewith, and to secure the payment of the same by the

pledge of the revenues of the authority or by lien on the property of

the authority. The authority shall have power from time to time 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

may issue bonds partly to refund bonds then outstanding and partly for

any of its corporate purposes. Bonds issued by the authority may be

general obligations secured by the faith and credit of the authority or

may be special obligations payable out of particular revenues or other

moneys of the authority as may be designated in the proceedings of the

authority under which the bonds shall be authorized to be issued,

subject only to any agreements with the holders of outstanding bonds

pledging any particular moneys, earnings or revenues.

2. The authority is authorized to obtain from any department or agency

of the United States of America or the state or any nongovernmental

insurer or financial institution any insurance, guaranty or other credit

support device, to the extent now or hereafter available, as to, or for

the payment or repayment of interest or principal, or both, or any part

thereof, on any bonds issued by the authority and to enter into any

agreement or contract with respect to any such insurance or guaranty,

except to the extent that the same would in any way impair or interfere

with the ability of the authority to perform and fulfill the terms of

any agreement made with the holders of outstanding bonds of the

authority.

3. The bonds shall be authorized by resolution of the authority and

shall bear such date or dates, mature at such time or times, except that

bonds and any renewal thereof shall mature within forty years of the

date of their original issuance and notes and any renewal thereof shall

mature within five years of the date of their original issuance, bear

interest at such rate or rates per annum payable at such times, be in

such denominations, be in such form, 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 and conditions, as such

resolution or resolutions may provide. Such bonds of the authority may

be sold at public or private sale for such price or prices as the

authority shall determine, provided that no issue of bonds may be sold

at private sale unless the terms of such sale shall have been approved

in writing by (i) the comptroller, where such sale is not to such

comptroller, or (ii) the director of the budget, where such sale is to

such comptroller. The foregoing provisions shall be applicable to bonds

issued by the authority notwithstanding the provisions of any other

general, special or local law to the contrary.

4. Any resolution or resolutions of the authority authorizing any

bonds or any issue of bonds may contain provisions, which may be a part

of the contract with the holders of the bonds thereby authorized, as to:

(a) pledging all or any part of the revenues of the authority,

together with any other moneys, securities, contracts or property of the

authority to secure the payment of the bonds or of any issue of the

bonds, subject to such agreements with bondholders as may then exist;

(b) the rates, rentals, fees and other charges to be fixed and

collected and the amounts to be raised in each year thereby, and the use

and disposition of the earnings and other revenues;

(c) the setting aside of reserves and the creation of sinking funds

and the regulation and disposition thereof;

(d) limitations on the right of the authority to restrict and regulate

the use of the properties in connection with which such bonds are

issued;

(e) limitations in the purposes to which the proceeds of sale of any

issue of bonds may be applied and pledging such proceeds to secure the

payment of the bonds or any issue of the bonds;

(f) limitations on the issuance of additional bonds, the terms upon

which additional bonds may be issued and secured and the refunding of

outstanding or other bonds;

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

bondholders may be amended or abrogated, including the proportion of

bondholders which must consent thereto and the manner in which such

consent may be given;

(h) the creation of special funds into which any revenues or other

moneys of the authority may be deposited;

(i) the terms and provisions of any mortgage or trust deed or

indenture securing the bonds or under which bonds may be issued;

(j) vesting in a trustee or trustees such properties, rights, powers

and duties in trust as the authority may determine, which may include

any or all of the rights, powers and duties of the trustee appointed by

the bondholders pursuant to section one thousand twenty-i of this title,

and limiting or abrogating the right of the bondholders to appoint a

trustee under such section or limiting the rights, duties and powers of

such trustee;

(k) defining the acts or omissions to act which may constitute a

default in the obligations and duties of the authority to the

bondholders and providing for the rights and remedies of the bondholders

in the event of such default, including as a matter of right the

appointment of a receiver, provided, however, that such rights and

remedies shall not be inconsistent with the general laws of the state

and other provisions of this title;

(l) limitations on the power of the authority to sell or otherwise

dispose of its properties or any part thereof;

(m) limitations on the amount of moneys or revenues to be expended for

operating, administrative or other expenses of the authority;

(n) the payment of the proceeds of bonds, revenues and other moneys to

a trustee or other depositary, and for the method of disbursement

thereof with such safeguards and restrictions as the authority may

determine; and

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

any way affect the security or protection of the bonds or the rights and

remedies of bondholders.

5. In addition to the powers herein conferred upon the authority to

secure its bonds, the authority shall have power in connection with the

issuance of bonds to enter into such agreements as the authority may

deem necessary, convenient or desirable concerning the use or

disposition of its revenues or other moneys or property, including the

mortgaging of any of its properties and the entrusting, pledging or

creation of any other security interest in any such revenues, moneys or

properties and the doing of any act, including refraining from doing any

act, which the authority would have the right to do in the absence of

such agreements. The authority shall have power to enter into amendments

of any such agreements within the powers granted to the authority by

this title and to perform such agreements. The provisions of any such

agreements may be made a part of the contract with the holders of bonds

of the authority.

6. Any provision of the uniform commercial code to the contrary

notwithstanding, any pledge of or other security interest in revenues,

moneys, accounts, contract rights, general intangibles or other personal

property made or created by the authority shall be valid, binding and

perfected from the time when such pledge is made or other security

interest attaches without any physical delivery of the collateral or

further act, and the lien of any such pledge or other security interest

shall be valid, binding and perfected against all parties having claims

of any kind in tort, contract or otherwise against the authority

irrespective of whether or not such parties have notice thereof. Neither

the resolution nor any other instrument by which such pledge or security

interest is created nor any financing statement relating thereto need be

recorded or filed.

7. Whether or not the bonds of the authority are of such form and

character as to be negotiable instruments under the terms of the uniform

commercial code, the bonds are hereby made negotiable instruments within

the meaning of and for all purposes of the uniform commercial code,

subject only to the provisions of the bonds for registration.

8. Neither the members nor officers of the authority, nor any person

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

subject to any personal liability or accountability by reason of the

issuance thereof.

9. The authority, subject to such agreements with bondholders as then

may exist, shall have power out of any funds available therefor to

purchase bonds of the authority, which shall thereupon be cancelled.

10. The authority shall have power and is hereby authorized to issue

negotiable bond anticipation notes in conformity with applicable

provisions of the uniform commercial code and may renew the same from

time to time but the maximum maturity of any such note, including

renewals thereof, shall not exceed five years from the date of issue of

such orginal note. Such notes shall be paid from any moneys of the

authority available therefor and not otherwise pledged or from the

proceeds of sale of the bonds of the authority in anticipation of which

they were issued. The notes shall be issued in the same manner as the

bonds and such notes and the resolution or resolutions authorizing the

same may contain any provisions, conditions or limitations which the

bonds or a bond resolution of the authority may contain. Such notes may

be sold at public or private sale for such price or prices as the

authority shall determine, provided that no issue of notes may be sold

at private sale unless the terms of such sale shall have been approved

in writing by (i) the comptroller, where such sale is not to such

comptroller, or (ii) the director of the budget, where such sale is to

such comptroller.

* NB There are 2 § 1020-h's