N.Y. Public Authorities Law § 1230-m: Bonds of the authority

§ 1230-m. Bonds of the authority. 1. The authority shall have the

power and is hereby authorized from time to time to issue bonds in

conformance with applicable provisions of the uniform commercial code in

such principal amounts as it may determine to be necessary to pay the

cost of any project or projects, or for any other corporate purpose,

including reasonable and incidental expenses in connection therewith.

The authority shall have power from time to time 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 other corporate purpose. Bonds issued by the

authority may be general obligation bonds secured by the faith and

credit of the authority or may be special obligations payable solely out

of particular revenues or other moneys as may be designated in the

proceedings of the authority under which the bonds shall be authorized

to be issued, subject to any agreements entered into between the

authority and the city, and the authority, the water board and the city,

and subject to any agreements with the holders of outstanding bonds

pledging any particular property, revenues or moneys.

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

of the United States or the state or any non-governmental 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 bonds or notes of the authority

as may then exist.

3. Bonds shall be authorized by resolution of the authority, be in

such denominations, bear such date or dates and mature at such time or

times as such resolution may provide, except that bonds and any renewals

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. Such bonds shall be

subject to such terms of redemption, bear interest at such rate or rates

payable at such times, 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 may provide. Bonds 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 by the authority

at private sale unless such sale and the terms thereof have been

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

such comptroller, or (b) by the state director of the budget, where such

sale is to be to the comptroller. The authority may pay all expenses,

premiums and commissions which it may deem necessary or advantageous in

connection with the issuance and sale of bonds or authority obligations.

4. The authority may also enter into loan agreements, lines of credit

and other security agreements and obtain for or on its behalf letters of

credit, insurance, guarantees or other credit enhancements to the extent

now or hereafter available, in each case for securing its bonds or to

provide direct payment of any costs which the authority is authorized to

pay.

5. Any resolution or resolutions authorizing 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 part of the revenues, other monies or property of

the authority to secure the payment of the bonds, or any costs of

issuance thereof, including, but not limited to, any contracts, earnings

or proceeds of any grant to the authority received from any private or

public source subject to such agreements with bondholders as may then

exist;

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

and the regulation and disposition thereof;

(c) limitations on the purpose to which the proceeds from the sale of

bonds may be applied;

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

the use of the project or part thereof in connection with which bonds

are issued;

(e) 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;

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

bondholders may be amended or abrogated, the amount of bonds the holders

of which must consent thereto, and the manner in which such consent may

be given;

(g) the creation of special funds into which any revenues or monies

may be deposited;

(h) the terms and provisions of any trust, mortgage, deed or indenture

securing the bonds under which the bond may be issued;

(i) 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 trustees appointed by the

bondholders to appoint a trustee pursuant to this title or limiting or

abrogating the rights of the bondholders to appoint a trustee, or

limiting the rights, duties and powers of such trustee;

(j) 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;

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

dispose of any project or any part thereof;

(l) limitations on the amount of revenues and other monies to be

expended for operating, administrative or other expenses of the

authority;

(m) the payment of the proceeds of bonds, revenues and other monies to

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

thereof with such safeguards and restrictions as the authority may

determine; and

(n) any other matters of like or different character which in any way

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

remedies of bondholders.

6. 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 adopt resolutions and enter into such trust

indentures, agreements or other instruments as the authority may deem

necessary, convenient or desirable concerning the use or disposition of

its revenues or other monies or property, including the mortgaging of

any property and the entrusting, pledging or creation of any other

security interest in any such revenues, monies or property 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 resolutions, trust

indentures, agreements or other instruments. The authority shall have

power to enter into amendments of any such resolutions, trust

indentures, agreements or other instruments. The provisions of any such

resolutions, trust indentures, agreements or other instruments may be

made a part of the contract with the holders of bonds of the authority.

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

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

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

property made or created by the authority or the water board, pursuant

to this title, shall be valid, binding and perfected against all

persons, 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 or the

water board, irrespective of whether such parties have notice thereof.

No instrument by which such a pledge or security interest is created nor

any financing statement need be recorded or filed.

8. Whether or not the bonds 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 the purposes of the uniform commercial code, subject only to

the provisions of the bonds for registration.

9. Neither the members of the authority nor any person executing its

bonds shall be liable personally on its bonds or be subject to any

personal liability or accountability by reason of the issuance thereof.

10. Subject to such agreements with bondholders as may then exist, the

authority shall have power out of any funds available therefor to

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

a price not exceeding (a) if the bonds are then redeemable, the

redemption price then applicable plus accrued interest to the next

interest payment date, or (b) if the bonds are not then redeemable, the

redemption price applicable on the first date after such purchase upon

which the bonds become subject to redemption plus accrued interest to

the next interest payment date. Bonds so purchased shall thereupon be

cancelled.