N.Y. Public Authorities Law § 1500-i: Bonds or notes of the authority

§ 1500-i. Bonds or notes of the authority. 1. The authority shall have

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

notes, or other obligations in conformity with applicable provisions of

the uniform commercial code to: (a) pay the cost of acquisition of

property in any covered project; (b) pay the cost of reconstructing,

maintaining, improving or repairing any covered project; (c) pay such

expenses as may be deemed by the board necessary or desirable to the

financing thereof and placing such covered project in operation; (d)

establish reserves to secure the bonds; and (e) pay the 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 not exceed sixty-five million

dollars, excluding bonds, notes or other obligations issued to refund or

repay bonds, notes or other obligations therefore issued for such

purposes; provided, however, that upon any such refunding or repayment

the total aggregate principal amount of outstanding bonds, notes or

other obligations may be greater than sixty-five million dollars, only

if the present value of the aggregate debt service of the refunding or

repayment of bonds, notes or other obligations to be issued shall not

exceed the present value of the aggregate debt service of the bonds,

notes or other obligations so to be refunded or repaid. For the purpose

of this section, the present value of the aggregate debt service of the

refunding or repayment bonds, notes or other obligations and the

aggregate debt service of the bonds, notes or other obligations refunded

or repaid shall be calculated by utilizing the effective interest rate

of the refunding or repayment of bonds, notes or other obligations,

which shall be that rate arrived at by doubling the semi-annual interest

rate (compounded semi-annually) necessary to discount the debt service

payments on the refunding or repayment of bonds, notes or other

obligations from payment of dates thereof to the date of issue of the

refunding or repayment of bonds, notes or other obligations and to the

price bid including estimated accrued interest from the sale thereof.

The authority shall have the power and is hereby authorized to enter

into such agreements and perform such acts as may be required under any

applicable federal law, rule or regulation to secure a federal guarantee

to any bonds. With respect to any proposed borrowing by the authority,

the authority shall notify the Buffalo fiscal stability authority of

each proposed issue of bonds or notes to be issued to give the Buffalo

fiscal stability authority an opportunity to review the terms of and

comment on the prudence of each proposed issue of bonds or notes to be

issued by the parking authority for a period of no less than ten days

prior to issuing such bonds or notes.

2. The authority shall have the power from time to time to renew bonds

or to issue renewal bonds for such purpose, to issue bonds to pay bonds,

and, whenever it deems refunding expedient, to refund any bond 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 purpose of the authority. Bonds issued for

refunding purposes shall be sold and the proceeds applied to the

purchase, redemption or payment of the bonds or notes to be refunded.

3. 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 monies as may be

designated in the proceedings of the authority under which the bonds

shall be authorized to be issued, subject as to priority only to any

agreements with the holders of outstanding bonds pledging any particular

property, revenues or monies. 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.

4. (a) Bonds shall be authorized by resolution of the authority be in

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

or times, as such resolution may provide, provided that bonds and

renewals thereof shall mature within thirty years from the date of

original issuance of any such bonds.

(b) 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. Notwithstanding any other provision of law, the bonds of

the authority issued pursuant to this section shall be sold to the

bidder offering the lowest true interest cost, taking into consideration

any premium or discount not less than four nor more than fifteen days,

Sunday excepted, after a notice of such sale has been published at least

once in a newspaper of general circulation in the area served by the

authority, which shall state the terms of the sale. The terms of the

sale may not change unless notice of such change is published in such

newspaper at least one day prior to the date of the sale as set forth in

the original notice of sale. Advertisements shall contain a provision to

the effect that the authority, in its discretion, may reject any or all

bids made pursuant to such advertisements, and in the event of such

rejection, the authority is authorized to negotiate a private or public

sale or readvertise for bids in the form and manner described above in

this paragraph as many times as, in its judgment, may be necessary to

effect satisfactory sale.

(c) Notwithstanding the provisions of paragraph (b) of this

subdivision, whenever in the judgment of the authority the interests of

the authority will be served thereby, the board, on the written

recommendation of the chairperson may authorize the sale of such bonds

at private or public sale on a negotiated basis or on either a

competitive or negotiated basis. The authority shall set guidelines

governing the terms and conditions of any such private or public sales.

The private or public bond sale guidelines set by the authority shall

include, but not be limited to, a requirement that where the interests

of the authority will be served by a private or public sale of bonds,

the authority shall select underwriters taking into account, among other

things, qualifications of underwriters as to experience, their ability

to structure and sell authority bond issues, anticipated costs to the

authority, the prior experience of the authority with the firm, if any,

the capitalization of such firms, participation of qualified minority

and women-owned business enterprise firms in such private or public

sales of bonds of the authority and the experience and ability of firms

under consideration to work with minority and women-owned business

enterprises so as to promote and assist participation by such

enterprises.

(d) The authority shall have the power from time to time to amend such

private bond sale guidelines in accordance with the provisions of this

subdivision.

(e) No private or public bond sale on a negotiated basis shall be

conducted by the authority without prior approval of the state

comptroller. The authority shall annually prepare and approve a bond

sale report which shall include the private or public bond sale

guidelines as specified in this subdivision, amendments to such

guidelines since the last private or public bond sale report, an

explanation of the bond sale guidelines and amendments, and the results

of any sale of bonds conducted during the fiscal year. Such bond sale

report may be a part of any other annual report that the authority is

required to make.

(f) The authority shall annually submit its bond sale report to the

Buffalo fiscal stability authority and the state comptroller and copies

thereof to the senate finance committee and the assembly ways and means

committee.

(g) The authority shall make available to the public copies of its

bond sale report upon reasonable request thereof.

(h) Nothing contained in this subdivision shall be deemed to alter,

affect the validity of, modify the terms of, or impair any contract or

agreement made or entered into in violation of, or without compliance

with, the provisions of this subdivision.

5. Any resolution or resolutions authorizing bonds or any issue of

bonds by the authority 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, together with any 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) the rates, rents, fees and other charges to be fixed and collected

by the authority and the amount to be raised in each year thereby and

the use and disposition of revenues;

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

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

bonds are issued;

(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 monies

may be deposited;

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

securing the bonds under which the 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 trustees appointed by the

bondholders pursuant to this title 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 appointment

of a receiver, provided, however, that such rights and remedies shall

not be inconsistent with the laws of the state and other provisions of

this title;

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

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

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

expended for operating, administrative or other expenses of the

authority;

(n) 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

(o) 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 the bondholders.

6. In addition to the powers conferred by this section upon the

authority to secure its bonds, the authority shall have the 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 within

the powers granted to the authority by this title and to perform 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 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.

8. 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 the purposes of the uniform commercial code,

subject only to the provisions of the bonds for registration.

9. Neither the members nor the officers 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 the power to purchase the bonds of the authority,

in lieu of redemption, out of any funds available therefor, at a price

not exceeding, if the bonds are then redeemable, the redemption price

then applicable plus accrued interest to the next interest payment date,

or, 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 there upon be canceled.

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

negotiable bond anticipation notes in conformity with the 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 two years from the date of issue of

such original note.