2023 New York Laws › PBA - Public Authorities › Article 5 - Public Utility Authorities › Title 6-C* - Dutchess County Water and Wastewater Authority › 1128*2 - Bonds of the Authority.

* §  1128.  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 as it may determine to be necessary to pay the cost of
any  project  or  for  any other corporate purpose, including 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
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  only  to  any
agreements with the holders of outstanding bonds pledging any particular
revenues, earnings or moneys.
2. The authority is authorized to obtain from any 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, guaranty  or  other  credit
support  device,  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. (a) 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 their original
issuance and notes and any renewals thereof  shall  mature  within  five
years  from  the date of their original issuance. Bonds shall be subject
to such terms of redemption, bear interest at such  rate  or  rates  per
annum,  which  may vary from time to time, as may be necessary to effect
the sale thereof and shall be payable at such times, be  in  such  form,
carry  such  registration  privileges,  be  executed  in such manner, be
subject to tender to  the  authority,  with  or  without  extinction  or
cancellation,  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  may be sold by the authority at private sale unless such
sale and the  terms  thereof  have  been  approved  in  writing  by  the
comptroller, where such sale is not to be to such comptroller, or by the
state  director  of  the  budget,  where  such  sale  is  to  be  to the
comptroller.
(b) The state comptroller shall promulgate rules in  conformance  with
the   state  administrative  procedure  act  governing  the  sale  on  a
negotiated basis of bonds, notes and certificates  of  participation  by
public  authorities and public benefit corporations made subject to such
rules by law. No such sale by the authority on a negotiated basis  shall
be  conducted  without prior approval of the state comptroller except as
provided in such rules, which shall set forth  the  circumstances  under
which  such approval shall not be required. Such rules shall be reviewed
at least annually and updated as may be necessary. The corporation shall
annually deliver to the senate finance committee, the assembly ways  and
means  committee and the director of the division of the budget a report
listing all such sales conducted in the previous year, including but not

limited to the name of the issuer, the amount of the issue, the interest
rate and interest cost per year for each such sale.
(c)  Agreements  for  credit  enhancement. (1) The authority is hereby
authorized and empowered to enter  into  such  agreements  as  it  deems
reasonable  and appropriate, with any department or agency of the United
States of America, the  state,  or  any  other  financially  responsible
party,  to  facilitate  the issuance, sale, resale and payment of bonds,
notes, or other evidences of indebtedness of the  authority,  including,
but not limited to letters of credit, lines of credit, revolving credit,
bond insurance or other credit enhancements. Such agreements may provide
for:  (i) the advance or advances of funds on behalf of the authority to
pay bonds, notes or other evidences of indebtedness of the authority  on
their   date   or   dates  of  maturity  or  redemption;  and  (ii)  the
reimbursement of such advance or advances by the authority.
(2) Such agreements may be executed on or before the date of  issuance
of  the obligations to be paid pursuant thereto, provided, however, that
any  reimbursement  obligation  of  the  authority   shall   be   deemed
indebtedness  of  the  authority;  (i)  only  as  of  the  date that the
corresponding advance is made  pursuant  to  subparagraph  one  of  this
paragraph;  and  (ii) only in the amount of the advance made pursuant to
such subparagraph. Such agreements may include a pledge by the authority
of its faith and credit for the payment of any indebtedness deemed to be
contracted as set forth in this paragraph, and may provide that any such
indebtedness arising from a reimbursement obligation contracted pursuant
to this section shall be paid in  accordance  with  the  terms  of  such
agreement. Such indebtedness shall be excluded in ascertaining the power
of the authority to contract indebtedness pursuant to this chapter. Such
agreements shall also include such terms and conditions as the authority
shall   deem  appropriate,  including  provisions  for  the  payment  of
reasonable fees by the authority in return for a commitment  to  advance
funds  pursuant to such agreement. Such fees shall be deemed part of the
cost of the  object  or  purpose  in  connection  with  which  they  are
incurred.
(3)  Prior to procurement of any credit or liquidity enhancements, the
authority shall, to the extent practicable:
(i) consider the  ability  of  the  credit  or  liquidity  enhancement
provider  to  make  required payments as and when due under the terms of
the appropriate governing instruments;
(ii) consider the business  reputation  of  the  credit  or  liquidity
enhancement provider;
(iii) consider the maximum term of the credit or liquidity enhancement
relative  to the maturity of the bonds, notes or other obligations being
credit or liquidity enhanced;
(iv) provide for the right of substitution for the credit or liquidity
enhancement provider in all agreements, including a provision permitting
such substitution when the rating of the credit or liquidity enhancement
provider falls below the probable credit rating  of  the  issue  without
considering the credit or liquidity enhancer; and
(v)  consider the cost of the credit or liquidity enhancement relative
to the savings or other  benefit  likely  to  be  achieved  through  the
utilization of the credit or liquidity enhancement.
(4)   Where  the  credit  or  liquidity  enhancement  procured  is  an
irrevocable letter of  credit  or  an  acquisition  arrangement  with  a
liquidity enhancer, such instrument shall be:
(i)  issued  or  confirmed  by  a  bank  holding company or its direct
subsidiaries, a federally chartered bank or its subsidiaries, or a state
chartered bank  or  its  subsidiaries,  licensed  or  authorized  to  do
business in this state; and
(ii)  issued  or confirmed by an agency or branch of a foreign banking
institution licensed to do business in this state with  total  worldwide
assets in excess of five billion dollars.
(5)  Any such issuing banking organization referred to in subparagraph
four of this paragraph shall meet the regulatory guidelines for  capital
adequacy  as  promulgated  by  the appropriate federal banking agency as
defined in the Federal Deposit Insurance Act, 12 U.S.C. 1813(q).
(6) Where the credit or liquidity enhancement procured is provided  by
an  insurance company, such insurer shall be licensed to write financial
guarantee insurance in this state.
(7) The failure of the authority to comply  with  subparagraphs  three
through  six of this paragraph shall not invalidate or impair any credit
or liquidity enhancement contract or instrument.
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, 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 any project or part hereof 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  portion  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  moneys
may be deposited;
(i) the terms and provisions of any trust, deed, mortgage 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 trustee appointed by  the
bondholders  pursuant to section one thousand one hundred twenty-nine 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;
(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 any project or any part thereof;
(m) limitations on the amount of  revenues  and  other  moneys  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  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 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  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 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  power  out of any moneys available therefor to
purchase bonds of the authority, which shall thereupon be cancelled at a
price  not  exceeding;  (i)  if  the  bonds  are  then  redeemable,  the
redemption  price  then  applicable  plus  accrued  interest to the next
interest payment date, or (ii) if the bonds  are  not  then  immediately
redeemable  then 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.
* NB There are 2 § 1128's