N.Y. Public Authorities Law § 1232-g: Bonds of the authority

§ 1232-g. Bonds of the authority. 1. The authority shall have the

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

principal amounts, not to exceed three hundred fifty million dollars

($350,000,000), as it may determine to be necessary to pay the cost of

any project or for any other of its corporate purposes, including the

establishment of reserves to secure the bonds, the payment of principal

of, premium, if any, and interest on the bonds and the payment of

incidental expenses in connection therewith. The aggregate principal

amount of such bonds, notes or other obligations shall exclude bonds,

notes or other obligations issued to refund or otherwise repay bonds,

notes or other obligations theretofore issued for such purpose. The

authority shall have power from time to time to refund any bond,

including bonds of the county issued to pay the cost of any project, 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 of the authority. Bonds

issued by the authority may be general obligations 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 priority only to any agreements with the

holders of outstanding bonds pledging any particular property, revenues,

earnings or moneys. 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 available, in each case for securing its

bonds or to provide direct payment of any costs that the authority is

authorized to pay.

2. 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 from the date of original

issuance of any such bonds or within the applicable period of probable

usefulness of the object or purpose financed as set forth in the local

finance law assuming such provision was applicable, whichever is less.

Bonds shall be subject to such terms of redemption, bear interest at

such rate or rates, be payable at such times, 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 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 bonds of

the authority, other than obligations designated as notes, shall be sold

by the authority at private sale unless such sale and the terms thereof

have been approved in writing by the comptroller, or 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.

3. The authority shall have the power and is hereby authorized to

assume any bonds of the county issued and sold to the New York state

environmental facilities corporation and in connection therewith to

issue its bonds to the New York state environmental facilities

corporation in substitution therefor.

4. 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 any part of the revenues of the authority,

together with any other moneys or property of the authority to secure

the payment of the bonds or any costs of the 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, including the proportion of

bondholders 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 moneys

may be deposited;

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

securing the bonds under which the bonds 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 trustee appointed by

the bondholders pursuant to section twelve hundred thirty-two-h of this

title and limiting or abrogating the rights of the bondholders to

appoint a trustee under such section 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; notwithstanding any provision to the

contrary, nothing contained in this title shall be deemed to restrict

the right of the state or county of Nassau to amend, modify or otherwise

alter laws, ordinances, resolutions or agreements imposing or relating

to taxes or fees or appropriations relating thereto. The authority shall

not include in any resolution or contract or agreement with the holder

of its bonds any provision which provides that a default shall occur as

a result of the state or county exercising its right to amend, modify or

otherwise alter laws, ordinances, resolutions or agreements imposing or

relating to taxes or fees or appropriations relating thereto;

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

dispose of any project or any part thereof or other property;

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

expended for administrative or other expenses of the authority;

(m) the payment of the proceeds of bonds, revenues and other moneys 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 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 conferred by this section 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 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. Notwithstanding any provision of the uniform commercial code to the

contrary, 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. No

instrument by which such a pledge or security interest is created nor

any financing statement need be recorded or filed.

7. 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.

8. Neither the members of the authority nor any person executing bonds

shall be liable personally thereon 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 the power, out of any moneys available therefor,

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

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

issue negotiable notes only for the purpose of paying the cost of any

project or for any other of its corporate purposes 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

issuance of such original note.