N.Y. Public Authorities Law § 581: Bonds and notes of the authority

§ 581. Bonds and notes of the authority. 1. The authority shall have

the power and is hereby authorized from time to time to issue its

negotiable bonds and notes in conformity with applicable provisions of

the uniform commercial code in such amount as may be necessary to pay

the entire cost of financing any one or more of the purposes authorized

pursuant to section five hundred seventy-eight of this chapter, or for

the purpose of refunding any bonds or notes previously issued, and such

cost of financing shall be deemed to include but not be limited to

refunding of any bonds or notes previously issued and then outstanding

as well as any redemption premium thereon and any interest to accrue to

the date of redemption of such bonds or notes, such other expenses as

may be incident to the issuance of such new bonds or notes, interest

prior to and during construction and for six months after completion

thereof, and such other expenses as may be deemed necessary or incident

thereto for placing the same in operation. The issuance of such bonds or

notes, the maturities and other details thereof, the rights of the

holders thereof, and the rights, duties and obligations of the authority

in respect of the same, shall be governed by the provisions of this

title.

2. (a) Such bonds shall be authorized by resolution of the authority,

subject to the approval of the supervisors, and shall bear such date or

dates, and shall mature at such time or times, not exceeding fifty years

from the date of issue, bear interest at such rate or 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. Such bonds

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

authority shall determine.

(b) Whether or not the bonds or notes are of such form and character

as to be negotiable instruments under article eight of the uniform

commercial code, the bonds or notes shall be and hereby are made

negotiable instruments within the meaning and for all purposes of

article eight of the uniform commercial code, subject only to the

provisions of the bonds for registration.

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

contain provisions which shall be a part of the contract with the

holders of the bonds or notes as to:

(a) pledging the tolls and revenues of the authority to secure the

payment of the bonds or notes;

(b) the rates of the tolls to be charged for use of the bridges and

roads and the amounts to be raised in each year by tolls and the use and

disposition of the tolls and other revenues;

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

and disposition thereof;

(d) limitations on the right of the authority and its successors to

restrict and regulate the use of the bridges hereby authorized;

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

issue of bonds or notes then or thereafter to be issued may apply;

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

(g) 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.

4. Neither the members of the board nor any person executing the bonds

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

to any personal liability or accountability by reason of the issuance

thereof.

5. In the discretion of the authority, the bonds may be secured by a

trust indenture by and between the authority and a corporate trustee,

which may be any trust company or bank having the powers of a trust

company in the state. Such trust indenture may contain such provisions

for protecting and enforcing the rights and remedies of the bondholders

as may be reasonable and proper and not in violation of law, including

covenants setting forth the duties of the authority in relation to the

construction, maintenance, operation, repair and insurance of the

bridges or other facilities, and the custody, safeguarding and

application of all moneys, and may provide that the bridges and roads

shall be constructed and paid for under the supervision and approval of

consulting engineers. Nothwithstanding the provisions of section five

hundred eighty of this chapter, the authority may provide by such trust

indenture for the payment of the proceeds of the bonds and the revenues

of the authority to the trustee under such trust indenture or other

depository, and for the method of disbursement thereof, with such

safeguards and restrictions as it may determine. All expenses incurred

in carrying out such trust indenture may be treated as an operating cost

of the authority. If the bonds shall be secured by a trust indenture,

the bondholders shall have no power to appoint a separate trustee to

represent them, and the trustee under such trust indenture shall have

and possess all of the powers which are conferred by section five

hundred eighty-six of this chapter upon a trustee appointed by

bondholders.

6. The authority shall have the 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 such notes, including renewals

thereof shall not exceed seven years from the date of issue of such

original note. Such notes may 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. Such notes shall be as fully negotiable as the

bonds of the authority.

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

issue negotiable notes and renewals thereof in conformity with the

applicable provisions of the uniform commercial code provided, however,

that it shall not issue such notes in an aggregate amount of more than

one hundred thousand dollars without the prior approval of the

supervisors by resolution duly adopted. Such notes may be issued for any

corporate purpose of the authority. The maximum maturity of any such

note, including renewals thereof, shall not exceed five years from the

date of issue of the original note, unless otherwise approved by the

supervisors. Such notes may be paid from any moneys of the authority

available therefor and not otherwise pledged and the authority may

pledge its revenues for the payment thereof. The resolution or

resolutions authorizing such notes 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.

Such notes shall be as fully negotiable as the bonds of the authority.