S T A T E   O F   N E W   Y O R K
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    S. 1394                                                  A. 3953

                       2009-2010 Regular Sessions

                      S E N A T E - A S S E M B L Y

                            January 29, 2009
                               ___________

IN SENATE -- Introduced by Sen. SERRANO -- read twice and ordered print-
  ed, and when printed to be committed to the Committee on Corporations,
  Authorities and Commissions

IN  ASSEMBLY -- Introduced by M. of A. KELLNER -- read once and referred
  to the Committee on Corporations, Authorities and Commissions

AN ACT to amend chapter 899  of  the  laws  of  1984,  relating  to  the
  creation of the Roosevelt Island operating corporation, in relation to
  the management of such corporation

  THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
BLY, DO ENACT AS FOLLOWS:

  Section 1. Chapter 899 of the laws of 1984, relating to  the  creation
of  the Roosevelt Island operating corporation, subdivision 2 of section
3 as amended by chapter 766 of  the  laws  of  2005,  subdivision  5  of
section  3  as  amended  by chapter 55 of the laws of 1992, section 8 as
amended by chapter 770 of the laws of 1988, paragraph 2 of subdivision a
of section 8 as amended by chapter 804 of the laws of 1990  and  section
10-a  as added by chapter 493 of the laws of 2002, is amended to read as
follows:
  Section 1. LEGISLATIVE  DECLARATION.  The  legislature  hereby  finds,
determines  and declares that: (a) the city of New York and the New York
state urban development  corporation  have  entered  into  a  lease  and
related  agreements  providing  for the urban development corporation to
use its statutory powers to create on Roosevelt Island a  new  community
which  would  retain  and  heighten  the  benefits of urban living while
preserving a sense of scale and open space for  Roosevelt  Island  resi-
dents  and  New  York  city as a whole; (b) the urban development corpo-
ration [has] AND ITS SUCCESSORS HAVE constructed the first [phase] PHAS-
ES of the island's development, including public facilities, pursuant to
a general development plan for Roosevelt Island, [which plan  is  being]
updated  [and]  FROM  TIME  TO TIME, WHICH PLAN contemplates significant

 EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                      [ ] is old law to be omitted.
                                                           LBD00004-01-9
              

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future development on the island, including the provision of  additional
housing,  commercial,  civic, recreational and other facilities; (c) [it
is in the public interest for] the  urban  development  corporation  [to
transfer] HAS TRANSFERRED all of its rights and obligations with respect
to  the development, operation and supervision of both such existing and
such proposed development to a public benefit corporation  which  [shall
be]  HAS  BEEN  under the supervision of the commissioner of housing and
community renewal; and (d) it is in the public interest  that  [such  a]
THE  public benefit corporation plan, design, develop, operate, maintain
and manage Roosevelt Island, [that such corporation] AND have vested  in
it  such powers as are necessary or convenient to effectuate those func-
tions and that the division of housing and community renewal be  author-
ized  to  assist  such corporation in the performance of its duties with
respect to Roosevelt Island.
  S 2. DEFINITIONS. As used in this act, the following terms shall  have
the following meanings:
  1. "City" shall mean the city of New York.
  2. "Commissioner" shall mean the commissioner of housing and community
renewal.
  3.  "COMMUNITY  ELECTION"  SHALL  MEAN  AN  ELECTION HELD ON ROOSEVELT
ISLAND FOR THE PURPOSE OF ELECTING THE PUBLIC MEMBERS TO  THE  ROOSEVELT
ISLAND  OPERATING  CORPORATION AS REQUIRED BY SECTION THREE OF THIS ACT.
COMMUNITY ELECTIONS ARE TO BE  HELD  AT  THE  SAME  TIME  AS  A  GENERAL
ELECTION  EVERY THIRD YEAR OR SUCH OTHER TIME AS SHALL BE ESTABLISHED IN
THE BY-LAWS.  SUCH COMMUNITY ELECTION SHALL BE CONDUCTED  IN  ACCORDANCE
WITH  PROCEDURES  ESTABLISHED  IN  THE  BY-LAWS.   THE CORPORATION SHALL
SELECT AN ENTITY TO BE RESPONSIBLE FOR CONDUCTING, MONITORING AND CERTI-
FYING THE ELECTION, EXCEPT IN THE  INITIAL  ELECTION.  FOR  THE  INITIAL
ELECTION,  THE  EXISTING  BOARD  SHALL  SELECT  AN ENTITY EXPERIENCED IN
CONDUCTING SHAREHOLDER ELECTIONS TO BE RESPONSIBLE FOR CONDUCTING, MONI-
TORING AND CERTIFYING THE ELECTION.
  4. "Corporation" shall mean the Roosevelt Island operating corporation
created by section three of this act.
  [4.] 5. "Development subleases" shall  mean  (a)  the  sublease  dated
August [first, nineteen hundred eighty] 1, 1980 between the urban devel-
opment  corporation  and  the  city, (b) the ground lease, dated October
[thirtieth, nineteen hundred seventy-two] 30, 1972,  between  the  urban
development  corporation  and  North Town Phase II Houses, Inc., (c) the
ground lease, dated April [twenty-fifth, nineteen hundred seventy-three]
25, 1973, between the urban development corporation and North Town Phase
III Houses, Inc., [and] (d) the restated ground  lease,  dated  November
[thirtieth,  nineteen hundred seventy-seven] 30, 1977, between the urban
development corporation and Rivercross  Tenants'  Corporation,  (E)  THE
GROUND  LEASE BETWEEN THE CORPORATION AND MANHATTAN PARK DATED AUGUST 4,
1986, (F) THE GROUND LEASE  BETWEEN  THE  CORPORATION  AND  RELATED  AND
HUDSON  COMPANIES  DATED DECEMBER 21, 2001, (G) THE SUBLEASE BETWEEN THE
CORPORATION AND MEPT OCTAGON, LLC DATED NOVEMBER 3, 2004,  AND  (H)  ALL
OTHER RELATED LEASES.
  [5.]  6.  "Division" shall mean the New York state division of housing
and community renewal.
  [6.] 7. "Lease" shall mean the lease,  dated  December  [twenty-third,
nineteen  hundred  sixty-nine]  23,  1969,  as  heretofore  or hereafter
amended, among the city of New York, the New York state  urban  develop-
ment  corporation  and  the  Roosevelt  Island  development corporation,
pursuant to which the city leased substantially all of Roosevelt  Island
to  the  New  York  state  urban development corporation for development

S. 1394                             3                            A. 3953

substantially in accordance with the development plan referred to there-
in.
  [7.]  8.  "RESIDENT" SHALL MEAN, FOR THE PURPOSE OF THIS ACT, A PERSON
OVER THE AGE OF EIGHTEEN RESIDING ON ROOSEVELT ISLAND FOR  A  PERIOD  OF
NOT LESS THAN ONE YEAR IMMEDIATELY PRECEDING ANY ELECTION HELD TO SELECT
MEMBERS  TO  THE  ROOSEVELT ISLAND OPERATING CORPORATION BOARD INCLUDING
ANY ELECTION HELD TO FILL A VACANCY TO THE  ROOSEVELT  ISLAND  OPERATING
CORPORATION  BOARD  AS  REQUIRED  BY SUBDIVISION TWO OF SECTION THREE OF
THIS ACT.
  9. "Roosevelt Island" shall mean the island located in the East River,
city and county of  New  York,  extending  from  approximately  fiftieth
street to eighty-sixth street in Manhattan.
  [8.]  10.  "Safe affordable housing for everyone, inc." shall mean the
New York corporation organized under article [six-A] 6-A of the  private
housing finance law and under the supervision and control of the commis-
sioner.
  [9.]  11.  "Tramway franchise" shall mean the franchise for the Roose-
velt Island tramway granted by the city to the urban development  corpo-
ration on February [nineteenth, nineteen hundred seventy-four] 19, 1974.
  [10.]  12.  "Urban  development  corporation"  shall mean the New York
state urban development corporation AND ANY SUCCESSOR AGENCY.
  S 3. ESTABLISHMENT OF CORPORATION;  ORGANIZATION  OF  BOARD.  1.    To
effectuate  the  purposes  and  provisions  of this act, there is hereby
created the "Roosevelt Island operating corporation", which shall  be  a
body corporate and politic constituting a public benefit corporation and
a political subdivision of the state of New York.
  2. The board of directors of the corporation shall be composed of nine
members.  One  member  shall be the commissioner, who shall serve as the
chair; one member shall be the director of the budget; and  THERE  SHALL
BE  seven  public  members  [shall be appointed by the governor with the
advice and consent of the senate.  Of  the  seven  public  members,  two
members, one of whom shall], TWO OF WHOM SHALL BE APPOINTED BY THE MAYOR
OF  THE CITY; AT LEAST ONE OF THE MAYOR'S APPOINTEES SHALL be a resident
of Roosevelt Island[, shall be appointed upon the recommendation of  the
mayor  of  the  city;  and four additional members shall be residents of
Roosevelt Island. Each member]. THE REMAINING FIVE PUBLIC MEMBERS  SHALL
BE  RESIDENTS AND SHALL BE ELECTED IN A COMMUNITY ELECTION.  THE INITIAL
COMMUNITY ELECTION SHALL BE HELD  ON  THE  DATE  OF  THE  FIRST  GENERAL
ELECTION  NEXT  SUCCEEDING THE EFFECTIVE DATE OF THE CHAPTER OF THE LAWS
OF TWO THOUSAND NINE WHICH AMENDED THIS SUBDIVISION, AND THE FIRST MEET-
ING OF EACH NEWLY ELECTED BOARD FOR THE PURPOSE OF ASSUMING  THE  OFFICE
ITSELF  SHALL BE HELD WITHIN TEN DAYS FOLLOWING SUCH ELECTION.  EX-OFFI-
CIO MEMBERS SHALL SERVE AS  LONG  AS  THEY  SHALL  HOLD  OFFICE,  PUBLIC
MEMBERS APPOINTED BY THE MAYOR SHALL SERVE AT THE PLEASURE OF THE MAYOR,
OTHER  MEMBERS  shall  serve  for a term of [four] THREE years and until
[his or her] A successor shall have been appointed and shall have quali-
fied[, except that (a) two of the initial public  members  appointed  by
the  governor,  one  of  whom is a resident of Roosevelt Island, and the
Roosevelt Island resident member appointed upon  the  recommendation  of
the  mayor  of the city shall serve for terms of two years each, and (b)
the commissioner and the director of the budget shall serve so  long  as
they  continue  to  hold their respective offices].  Any action taken by
the directors of the corporation shall be taken by majority vote of  the
directors  then  in  office.    VACANCIES THAT OCCUR IN THE BOARD'S FIVE
ELECTED MEMBERS SHALL BE FILLED BY A RESIDENT APPOINTED BY THE MAYOR  ON
AN  INTERIM  BASIS  UNTIL  THE FOLLOWING COMMUNITY ELECTION. The elected

S. 1394                             4                            A. 3953

public officials who represent Roosevelt Island shall be representatives
to the board of directors of the corporation entitled to receive  notice
of and attend all meetings of such board AND BE PROVIDED WITH ALL INFOR-
MATION  RECEIVED  BY  THE  MEMBERS FOR ALL AGENDA ITEMS but shall not be
entitled to vote.  Failure to give such notice shall not [effect] AFFECT
the validity of any action taken at a meeting of such board.  ALL  MEET-
INGS  OF  THE  BOARD OF DIRECTORS OR ANY COMMITTEE OF THE BOARD SHALL BE
SUBJECT TO THE OPEN MEETINGS LAW.
  3. [The governor may fill any vacancy which occurs  on  the  board  of
directors  of  the  corporation in a manner consistent with the original
appointment.] Any RESIDENT MAY FILE NOTICE OF HIS OR HER CANDIDACY AS  A
PUBLIC MEMBER WITH THE BOARD OF DIRECTORS NOT MORE THAN 30 DAYS NOR LESS
THAN  15  DAYS  PRIOR  TO THE DATE SET FOR THE COMMUNITY ELECTION, OR AS
OTHERWISE PROVIDED IN BY-LAWS ADOPTED BY THE BOARD  OF  DIRECTORS  AFTER
THE FIRST COMMUNITY ELECTION.
  4.  ANY PUBLIC member of the corporation may be removed [by the gover-
nor]  for  cause, UPON A TWO-THIRDS VOTE OF THE REMAINING BOARD MEMBERS,
but not without an opportunity to be heard, in person or by counsel,  in
his OR HER defense, upon not less than ten days' written notice.
  [4.]  5.  The  commissioner  and  the  director of the budget may each
designate an officer or employee of his OR HER  respective  division  to
represent  such  member at meetings of the corporation. Such designation
shall be by written notice filed with the chairman or the  secretary  of
the corporation by the member making the designation, and may be revoked
at  any  time  by similar notice. Any representative so designated shall
have the power to attend and to vote at any meeting of  the  corporation
from  which  the  member  making the designation is absent with the same
force and effect as if the member making the  designation  were  present
and  voting.  No  such  designation  shall limit the right of the member
making the designation to attend and vote in person at  any  meeting  of
the corporation.
  [5.]  6. A member of the corporation who is not an officer or employee
of the state or the city shall not receive a  salary  or  other  compen-
sation,  but shall be entitled to reimbursement for actual and necessary
expenses incurred in the performance of official duties as a member.   A
member of the corporation who is not an officer or employee of the state
or  the  city  may  engage  in private employment, or in a profession or
business, unless otherwise prohibited by law  from  doing  so.  Notwith-
standing  any  other  provision  of  law, general, special, or local, no
officer or employee of the state or any civil division thereof shall  be
deemed  to  have  forfeited,  or shall forfeit such office of employment
because of acceptance of membership in the corporation, or by virtue  of
being an officer, employee or agent thereof.
  S  4. POWERS OF CORPORATION. The corporation's powers shall be limited
to carrying out the development, management and operation  of  Roosevelt
Island.  In carrying out such development, management and operation, the
corporation shall have the power to:
  1. Sue and be sued;
  2. Have a seal and alter the same at pleasure;
  3. Make and alter by-laws for its organization and internal management
and make rules and regulations governing the use  of  its  property  and
facilities;
  4.  Make  and execute contracts and all other instruments necessary or
convenient for the exercise of its powers and functions under this  act;
PROVIDED,  HOWEVER,  THAT  THE  CORPORATION SHALL BE CONSIDERED A CORPO-

S. 1394                             5                            A. 3953

RATION AS THAT TERM IS USED IN SECTION 2879 OF  THE  PUBLIC  AUTHORITIES
LAW;
  5.  Acquire in the name of the corporation by purchase, grant or gift,
or by the exercise of the  power  of  eminent  domain  pursuant  to  the
eminent  domain  procedure law, or otherwise, real or personal property,
or any interest therein deemed necessary or desirable for  the  develop-
ment,  management  or  operation of Roosevelt Island, including, without
limitation, leasehold interest, air and subsurface rights, easements and
lands under water at the site of Roosevelt  Island  or  in  the  general
vicinity  thereof, and to subject such property or interest therein to a
purchase money or other lien or security interest in connection with the
acquisition and development thereof, provided that the corporation shall
have no authority or power to issue any notes, bonds or other debt obli-
gations, whether for the purpose of financing the development of  Roose-
velt Island or otherwise;
  6.  Hold  and  dispose  of real or personal property for its corporate
purposes;
  7. Appoint officers, agents and employees, prescribe their duties  and
fix  their  compensation  in accordance with a staffing and compensation
plan [submitted to and] approved by the [director of the  budget]  BOARD
OF DIRECTORS; AND SHALL HIRE A GENERAL MANAGER WITH BROAD, GENERAL MANA-
GERIAL  EXPERIENCE,  WHO  SHALL BE RESPONSIBLE TO THE BOARD FOR CARRYING
OUT THE POLICIES OF THE BOARD;
  8. Engage the services of private consultants on a contract basis  for
rendering professional and technical assistance advice;
  9.  Procure  insurance  against any loss in connection with its activ-
ities, properties and other assets, in such amount and from such  insur-
ers as it deems desirable;
  10. Charge and collect fees, rents and other charges for the occupancy
or other use of real or personal property or facilities owned, operated,
managed or regulated by the corporation;
  11.  Accept  any gifts or grants of money or property, or financial or
other aid in any form, from the federal government, the  state,  or  the
city  (or  any instrumentality of any such government) or from any other
source and, subject to the provisions of this act and  other  applicable
law,  to  comply  with any conditions of such assistance and execute any
contracts or other instruments in connection therewith;
  12. Invest any funds of the corporation, or any other monies under its
custody and control not required for immediate use or  disbursement,  at
the  discretion  of  the corporation, in obligations of the state or the
United States government or obligations the principal  and  interest  of
which are guaranteed by the state or the United States government, or in
any  other  obligations in which the comptroller of the state is author-
ized to invest pursuant  to  section  [ninety-eight]  98  of  the  state
finance law;
  13.  Enter  into such agreements with the state, the urban development
corporation and the city as the  parties  thereto  deem  appropriate  to
effectuate the provisions of this act;
  14.  Assume  and  perform  the obligations and responsibilities of the
urban development corporation under the lease,  the  tramway  franchise,
and  all other contracts, leases, and agreements heretofore entered into
by the  urban  development  corporation  relating  to  the  development,
management  and  operation  of  Roosevelt Island (except that the corpo-
ration shall not assume any of the rights, duties  and  responsibilities
of  the  urban development corporation in relation to any bonds or notes
issued, or mortgages or security agreements held, by the urban  develop-

S. 1394                             6                            A. 3953

ment  corporation  or  any  of its subsidiaries) and exercise all of the
rights of the urban development corporation with respect thereto; [and]
  15.  SUPPLEMENT  ANY  OF  THE  SERVICES PROVIDED BY OTHER GOVERNMENTAL
AGENCIES IN SUCH A WAY THAT WILL  MAKE  THE  SERVICES  TO  RESIDENTS  OF
ROOSEVELT ISLAND BETTER AND MORE COMPLETE THAN OTHERWISE POSSIBLE; AND
  16. Do and perform all other acts necessary or convenient to carry out
the  foregoing  in connection with the development, management or opera-
tion of Roosevelt Island.
  S 5. RULES AND REGULATIONS; APPROVAL OF DEVELOPMENT  PLAN  AMENDMENTS;
APPLICABILITY  OF  LOCAL  LAWS. 1. The corporation shall promulgate such
rules and regulations as it shall deem appropriate to provide an  oppor-
tunity  for  residents  of  Roosevelt  Island  to comment upon any major
amendment of the development plan for Roosevelt Island  referred  to  in
the  lease  at a public hearing held prior to its adoption by the corpo-
ration.
  2. [Any  amendment  of  the  development  plan  for  Roosevelt  Island
referred  to in the lease shall be subject to the review and approval of
the director of the budget, and the corporation] THE  CORPORATION  shall
not  enter  into  any  agreement  for  the design or construction of any
improvement provided for in any [such] amendment TO THE DEVELOPMENT PLAN
FOR ROOSEVELT ISLAND prior to [such] approval BY THE BOARD OF DIRECTORS.
  3.  The requirements of all local laws, ordinances, codes, charters or
regulations shall be  applicable  to  the  construction,  alteration  or
improvement  of any building or structure on Roosevelt Island[, provided
that the corporation may, in lieu of such compliance, determine that the
requirements of the New York state uniform fire prevention and  building
code,  formulated by the state fire prevention and building code council
pursuant to article eighteen of the executive law, shall  be  applicable
to  such  work.  In the event of such compliance with the New York state
uniform fire prevention and building code, the city shall have no  power
to modify any drawings, plans or specifications for such work or for the
plumbing,  heating, lighting or other mechanical branches thereof, or to
require that any person, firm or corporation employed on any  such  work
perform  the same except as provided by such plans and specifications or
obtain any additional authority, approval, permit  or  certificate  from
the city in connection therewith].
  S  6.  POWERS  AND  DUTIES OF URBAN DEVELOPMENT CORPORATION; LEASE AND
TRAMWAY FRANCHISE. 1. The corporation shall perform all  obligations  of
the  urban  development  corporation  or  any  of  its subsidiaries with
respect to  the  development,  management  and  operation  of  Roosevelt
Island,  including,  without  limitation,  all  such obligations arising
under the lease and the tramway franchise.
  2. The urban development corporation, the division and the corporation
shall each use their best efforts to obtain any required consents to the
assignment of the lease and the tramway franchise from the urban  devel-
opment corporation to the corporation and to any other assumption by the
corporation  of  the obligations of the urban development corporation or
any of its subsidiaries under any other contracts, leases, agreements or
instruments entered into by the urban development  corporation,  or  any
such subsidiary, relating to the development, management or operation of
Roosevelt  Island (other than any bonds or notes issued, or mortgages or
security agreements held, by the urban development corporation or any of
its subsidiaries) and, upon obtaining such consents, the corporation and
the urban development corporation shall enter into such  agreements  and
take  such  actions as shall be necessary to effectuate such assignments
and assumptions, provided that in order to permit the urban  development

S. 1394                             7                            A. 3953

corporation  to  recover  the investment which it has heretofore made in
the development of  Roosevelt  Island,  such  agreements  shall  provide
appropriate assurances satisfactory to the urban development corporation
(a) for the prompt payment directly to the urban development corporation
of (i) all sums from time to time due from lessees under the development
subleases and (ii) all sums received by the corporation from the city in
connection  with  the termination of the lease, and (b) for the amending
or supplementing of the development subleases to  the  extent,  if  any,
necessary  to  protect the rights of the holders of any mortgages on the
leasehold interests created thereunder.  Nothing in this act  shall  (a)
constitute  or  authorize  an assignment by the urban development corpo-
ration (or any subsidiary thereof) of any mortgage or security  interest
held  by  the  urban development corporation (or any such subsidiary) on
any real or personal property or interest therein on Roosevelt Island or
any rights or obligations of the urban development corporation  (or  any
such  subsidiary) arising under any such mortgage or security agreement,
(b) relieve the urban development corporation of any of its  obligations
under  any bonds heretofore issued by the urban development corporation,
or (c) otherwise affect the interests of the holders of any such bonds.
  3. All revenues (other than state  appropriations)  derived  from  the
contracts,  leases,  agreements or instruments assigned to or assumed by
the corporation pursuant to subdivision two of  this  section  shall  be
applied first to the payment of those obligations assigned to or assumed
by the corporation.
  4.  The  urban  development corporation and the corporation are hereby
authorized to enter into such agreements with the  city  as  the  corpo-
ration  shall determine to be appropriate to amend, reform or supplement
the lease (including the development plan referred to therein)  and  the
tramway  franchise  in  order to carry out the purposes of this act. The
provisions of any general, special or  local  law  notwithstanding,  the
city  is  hereby authorized[, upon the approval of the board of estimate
of the city,] to enter into any such agreements with the corporation and
the urban development corporation.
  S 7. EQUAL EMPLOYMENT OPPORTUNITIES.  1.  The  corporation  shall  not
discriminate  against  employees or applicants for employment because of
race, creed, color, national origin, sex,  age,  disability  or  marital
status, and will undertake or continue programs of affirmative action to
ensure  that minority group persons and women are afforded equal employ-
ment opportunity without discrimination. Such action shall be taken with
reference, but not be limited, to recruitment, employment,  job  assign-
ment,  promotion,  upgrading,  demotion,  transfer, layoff, termination,
rate of pay or other forms of compensation, and selections for  training
or retraining, including apprenticeship and on-the-job training. SUBJECT
TO  ANY  COLLECTIVE BARGAINING AGREEMENT IN EFFECT, ALL PERSONS WHO HAVE
COMPLETED A PROBATIONARY PERIOD WITH AND ARE THEN EMPLOYED BY THE CORPO-
RATION AS OF JANUARY FIRST NEXT SUCCEEDING THE  EFFECTIVE  DATE  OF  THE
CHAPTER  OF THE LAWS OF TWO THOUSAND NINE WHICH AMENDED THIS SECTION MAY
APPLY FOR AND SHALL BE GIVEN PREFERENCE  IN  FILLING  POSITIONS  ON  THE
REVISED TABLE OF ORGANIZATION CREATED BY THE CORPORATION.
  2.  The corporation shall request each employment agency, labor union,
or authorized representative of workers with which it has  a  collective
bargaining  or  other  agreement  or understanding, to furnish a written
statement that such employment agency,  labor  union  or  representative
shall  not  discriminate because of race, creed, color, national origin,
sex, age, disability or marital status and that such union or  represen-

S. 1394                             8                            A. 3953

tative  will  cooperate in the implementation of the corporation's obli-
gations hereunder.
  3. The corporation shall state, in all solicitations or advertisements
for employees placed by or on behalf of the corporation, that all quali-
fied  applicants  will  be afforded equal employment opportunity without
discrimination because of race, creed, color, national origin, sex, age,
disability or marital status.
  4. The corporation shall seek  meaningful  participation  by  minority
business  enterprises  in  the  programs  of  the  corporation and shall
actively and affirmatively promote and assist their participation in the
corporation's programs, so as to facilitate the award of a fair share of
contracts to such enterprises. For purposes hereof,  "minority  business
enterprise"  shall  mean  any  business  enterprise  which  is  at least
[fifty-one] 51 per centum owned by, or in the  case  of  publicly  owned
business,  at  least  [fifty-one] 51 per centum of the stock of which is
owned by, citizens or permanent resident aliens who are Black, Hispanic,
Asian, American Indian or women, and such ownership  interest  is  real,
substantial and continuing.
  S  8.  [a.]  NOTICE  OF  CLAIMS. 1. The state shall indemnify and hold
harmless the corporation, urban development corporation and safe afford-
able housing for everyone, inc., and pursuant to section [seventeen]  17
of  the  public  officers  law, their respective officers, directors and
employees, from and against any and all liability, claim, loss,  damage,
suit  or judgment and any and all costs and expenses (including, but not
limited to, counsel fees and disbursements) that  such  corporations  or
their  officers,  directors  or  employees  may suffer or incur, whether
before or after the date hereof, as a result of either (a) the  develop-
ment, management or operation of Roosevelt Island or (b) the performance
or  non-performance  by the division of any of its obligations or duties
with respect to Roosevelt Island.  All  of  the  provisions  of  section
[seventeen]  17  of  the  public officers law which are not inconsistent
with this section shall apply to the officers, directors, and  employees
of  such  corporations, including the provisions relating to the defense
by the attorney general or private counsel of any civil action  and  the
payment  of  legal  costs incurred in connection with the defense of any
such action. Any member, officer or employee of such corporations  seek-
ing  to  be saved harmless or indemnified or to claim any other benefits
available pursuant to this section or  section  [seventeen]  17  of  the
public  officers  law  shall  comply with the procedural requirements of
such section [seventeen]  17.    As  used  in  this  section  the  terms
"member",  "officer" and "employee" shall include a former member, offi-
cer or employee, his estate or judicially appointed  personal  represen-
tative.
  2.  A  notice  of  claim,  served in accordance with the provisions of
section [fifty-e] 50-E of the general municipal law, shall be  a  condi-
tion precedent to the commencement of an action against the corporation,
its officers, directors and employees. No such action shall be commenced
more  than  one year after it has accrued, except that an action against
the corporation for wrongful death shall be commenced within the  notice
of  claim and time limitation provisions of title [eleven] 11 of article
[nine] 9 of the public authorities law.
  [b. 1.] 3. Notwithstanding the  provisions  of  section  [one  hundred
thirteen]  113  of  the retirement and social security law and any other
general, special or local law, the  Roosevelt  Island  operating  corpo-
ration shall provide to persons employed by the Roosevelt Island operat-
ing  corporation  any  retirement,  disability,  death or other benefits

S. 1394                             9                            A. 3953

provided or required pursuant to any agreement with  a  labor  union  of
which  its  employees  are  members,  and the Roosevelt Island operating
corporation is hereby authorized to retroactively or in the future  make
such contributions as may be necessary to provide such benefits.
  [2.]  4.  For  purposes  of  the  retirement  and social security law,
persons employed by the Roosevelt Island operating  corporation  and  to
whom the Roosevelt Island operating corporation provides any retirement,
disability,  death and other benefits required pursuant to any agreement
with a labor union of which its employees are members, shall  be  deemed
not to be employees of the Roosevelt Island operating corporation.  Such
other persons who are employees of the Roosevelt Island operating corpo-
ration as of the effective date of this act shall be eligible to receive
credit under the retirement and social security law for previous service
with the entities (or where applicable, their subsidiaries) made subject
to  section [seventeen] 17 of the public officers law by subdivision [a]
ONE of this section.
  S 9. ANNUAL BUDGET AND REPORT. 1. On or before  September  [fifteenth,
nineteen  hundred  eighty-four] 15, 1984 and on each September fifteenth
thereafter, the [chairman] GENERAL MANAGER of the corporation shall make
and deliver to the director of the budget for his OR HER review  AND  TO
THE BOARD OF DIRECTORS a proposed budget for the operation of the corpo-
ration  for  the  next fiscal year of the state. The [chairman] CHAIR of
the corporation shall also deliver a copy of such budget to the  [chair-
man]  CHAIR  of the senate finance committee and the [chairman] CHAIR of
the assembly ways and means committee at the same time that  the  budget
is delivered to the director of the budget. The budget shall include the
total amount needed for corporate purposes, including the funds required
by  the  corporation  for  operation  of Roosevelt Island facilities and
improvements, the source of all funds that the  corporation  expects  to
receive  and  such other information as the director of the budget shall
require OR AS MAY BE REQUIRED BY THE BOARD OF DIRECTORS.   The  governor
shall  recommend  in his OR HER annual budget such appropriations to the
corporation for its CAPITAL NEEDS AND operations WHICH ARE IDENTIFIED IN
THE AUDITS CONDUCTED PURSUANT TO SECTION SEVENTEEN OF THIS ACT as he  OR
SHE deems necessary.  THE BOARD OF DIRECTORS SHALL MEET THE REQUIREMENTS
OF  SUBDIVISION  TWO OF THIS SECTION WITH RESPECT TO NOTICE AND A PUBLIC
HEARING BEFORE A VOTE ON THE BUDGET MAY BE HELD.
  2. THE GENERAL MANAGER SHALL PUBLISH IN A PAPER OF GENERAL CIRCULATION
WITHIN THE COMMUNITY A DATE FOR A PUBLIC HEARING AND A NOTICE  THAT  THE
PROPOSED BUDGET IS AVAILABLE FOR PUBLIC INSPECTION.  SUCH PUBLIC HEARING
ON  THE  BUDGET SHALL BE HELD WITHIN 30 DAYS, BUT NOT LESS THAN 15 DAYS,
AFTER THE DATE OF PUBLICATION.  THE BOARD OF DIRECTORS SHALL APPROVE THE
BUDGET PRIOR TO THE BEGINNING OF THE FISCAL YEAR.
  3. The [corporation] GENERAL MANAGER shall submit to the  director  of
the budget, [chairman] CHAIR of the senate finance committee [and chair-
man],  THE  CHAIR of the assembly ways and means committee AND THE BOARD
OF DIRECTORS, within ninety days after the end of  its  fiscal  year,  a
complete  and  detailed report setting forth (a) [its] THE CORPORATION'S
operations and accomplishments, and (b) its  receipts  and  expenditures
during  such  fiscal  year in accordance with categories and classifica-
tions established by the corporation, [with the approval of the director
of the budget,] for its operating and  capital  outlay  purposes.    THE
GENERAL  MANAGER  SHALL  MAKE  AVAILABLE FOR PUBLIC INSPECTION A COPY OF
SUCH REPORT.
  S 10. FUTURE MANAGEMENT STUDY. The [corporation]  BOARD  OF  DIRECTORS
shall  [also] APPOINT A COMMITTEE OF ROOSEVELT ISLAND RESIDENTS TO study

S. 1394                            10                            A. 3953

the future operation and management of Roosevelt Island  AT  LEAST  ONCE
IN  EACH  DECADE.    [Such  study shall be completed by December thirty-
first, nineteen hundred eighty-five.]
  S  10-a. Open space development prohibited.  Notwithstanding any other
provision of this act, or any other law to the contrary, on or after the
effective date of this section, no further development  or  construction
for  other  than  park  purposes shall be permitted on any real property
which is identified as open space areas in the general development  plan
as  amended  May  10,  1990 and approved by the board of estimate of the
city of New York on August 17, 1990 and referred to in the lease defined
in subdivision [six] SEVEN of section two of this act, and on such  real
property  shall  remain  open  space areas for the duration of the lease
[unless such development or construction  includes  the  reconstruction,
restoration,  rehabilitation  or  preservation of the historic landmarks
located in such open space areas and  furthers  the  use  of  the  areas
surrounding  the  historic  landmarks  as  open space areas]. Open space
areas, as used in this section shall INCLUDE,  BUT  NOT  be  limited  to
Lighthouse park, Octagon park, Blackwell park, and South Point park.
  S  11.  LIABILITY  FOR  COMMUNITY OBLIGATIONS; TAX EXEMPTION. 1.   The
obligations of the corporation shall not be debts of the state, and  the
state  shall  not  be  liable thereon, and such obligations shall not be
payable out of any funds other than those of the corporation.
  2. It is hereby found, determined and declared that  the  creation  of
the  corporation and the carrying out of its purposes is in all respects
for the benefit of the people of the state and is a public purpose,  and
that  the corporation will be performing an essential governmental func-
tion in the exercise of the powers conferred upon it by this act.    The
corporation  and  its  operations, property and moneys shall be free and
exempt from taxation of every kind by the city and  the  state  and  any
subdivision  thereof.  Except  as hereinabove provided and except as may
otherwise specifically be provided, nothing contained in this act  shall
confer  exemption from any tax, assessment or fee upon any person, firm,
corporation or other entity, or upon the obligations of any of them.
  3. ANY EXPENDITURES OF THE CORPORATION SHALL BE IN ACCORDANCE WITH THE
ADOPTED BUDGET OR A MODIFICATION APPROVED BY  THE  BOARD  OF  DIRECTORS.
EXPENDITURES SHALL BE MADE BY CHECK, SIGNED AS PROVIDED BY THE BY-LAWS.
  S  12.    DIVISION  OF  HOUSING  AND COMMUNITY RENEWAL; ASSISTANCE AND
SERVICES. The corporation may from time to time request the division  to
perform such services and render such technical assistance to the corpo-
ration  with  respect  to  the  development,  management or operation of
Roosevelt Island as the corporation deems necessary  or  convenient  and
may  provide for the reimbursement to the division by the corporation of
the reasonable cost of such services. The division is hereby  authorized
to  perform such services and render such technical assistance as may be
agreed upon between the division and the corporation  pursuant  to  this
section. In addition, the commissioner is hereby authorized to represent
the  corporation in any negotiations with the city concerning amendments
or supplements to or reformations of the lease and tramway franchise  as
contemplated by section six of this act.
  S  13.  OPERATION  OF  MOTOR  VEHICLES. In addition to any other power
conferred upon it by this act, the corporation is hereby  authorized  to
prescribe  rules  and regulations governing the operation (including the
parking, standing or stopping) of vehicles on Roosevelt Island; provided
however, that such rules and regulations shall not UNREASONABLY restrict
access to any city facilities situated on Roosevelt Island nor unreason-
ably restrict parking by city of New York employees, their visitors  and

S. 1394                            11                            A. 3953

invitees  IN  THE  IMMEDIATE  VICINITY  OF  SUCH  CITY FACILITIES.   The
violation of such rules or regulations shall be  an  offense  punishable
upon  a  first  conviction thereof by a fine of not more than [fifty] 50
dollars, upon a second within a period of [eighteen] 18 months by a fine
of  not  more  than [one hundred fifty] 150 dollars, and upon a third or
subsequent conviction thereof within a period of [eighteen] 18 months by
a fine of not more than [one hundred fifty] 150 dollars, or by imprison-
ment for not more than [thirty] 30 days, or by both such fine  and  such
imprisonment.    For  purposes of enforcement and administration of such
rules and regulations, including but not limited to conferring jurisdic-
tion with respect thereto upon the applicable courts and  administrative
tribunals,  all  provisions of law relating to, and rules or regulations
of, the New York city department of transportation not inconsistent with
this act shall be applicable.
  S 14. SEPARABILITY OF PROVISIONS. If any section, clause or  provision
of  this  act or the application thereof shall be adjudged invalid, such
judgment shall not affect or invalidate any  other  section,  clause  or
provision of this act.
  S  15.  TRANSFER  OF  FUNDS.  1. Notwithstanding the provisions of any
general or special law, the director of  the  budget  is  authorized  to
transfer  to the corporation from funds appropriated to the division for
the fiscal year beginning April [first, nineteen hundred eighty-four] 1,
1984, the amount he determines necessary to carry out the provisions  of
this  act,  including providing for Roosevelt Island operations, capital
improvement program and any other appropriate management expenses.
  2.  Notwithstanding the provisions of any general or special  law,  no
part  of  such appropriations shall be available for the purposes desig-
nated until a certificate of approval of availability  shall  have  been
issued  by  the director of the budget and a copy of such certificate is
filed with the state comptroller, the [chairman]  CHAIR  of  the  senate
finance  committee  and  the  [chairman]  CHAIR of the assembly ways and
means committee. Such certificate may be  amended  from  time  to  time,
subject  to  the  approval  of the director of the budget, and a copy of
each such amendment shall be  filed  with  the  state  comptroller,  the
[chairman]  CHAIR  of  the  senate  finance committee and the [chairman]
CHAIR of the assembly ways and means committee.
  S 16. TRANSITIONAL RULE.  IMMEDIATELY AFTER THE EFFECTIVE DATE OF  THE
CHAPTER OF THE LAWS OF TWO THOUSAND NINE WHICH AMENDED THIS SECTION, AND
UNTIL  THE PUBLIC MEMBERS OF THE BOARD OF DIRECTORS HAVE BEEN ELECTED IN
A COMMUNITY ELECTION, THE EXISTING BOARD  OF  DIRECTORS  SHALL  MAKE  NO
CONTRACT,  COMMITMENT  OR  OBLIGATION WITH A DURATION OF MORE THAN THREE
MONTHS.
  S 17. AUDITS.  ON OR BEFORE THE NINETIETH DAY FOLLOWING THE COMPLETION
OF THE FIRST COMMUNITY ELECTION PURSUANT TO SECTION THREE OF  THIS  ACT,
THE  BOARD  OF  DIRECTORS, IN CONSULTATION WITH THE COMMISSIONER AND THE
DIRECTOR OF THE BUDGET, SHALL CONTRACT FOR TWO AUDITS. THE  FIRST  AUDIT
SHALL  CONSIST OF A THOROUGH FINANCIAL AUDIT OF THE CORPORATION, INCLUD-
ING, THE PERIOD THREE YEARS PRIOR TO THE EFFECTIVE DATE OF THIS  SECTION
TO  THE PRESENT, AND SHALL ASSESS THE ABILITY OF THE CORPORATION TO MEET
ITS FUTURE OBLIGATIONS AND LIABILITIES WITH ANTICIPATED REVENUES.    THE
SECOND  AUDIT  SHALL  CONSIST OF AN INDEPENDENT ENGINEERING STUDY OF THE
PHYSICAL STRUCTURES, IMPROVEMENTS AND INFRASTRUCTURE  WHICH  THE  CORPO-
RATION  IS  RESPONSIBLE TO OPERATE OR MAINTAIN INCLUDING A REVIEW OF ALL
EXISTING STUDIES OR OTHER DOCUMENTS AND SHALL IDENTIFY  ANY  MAINTENANCE
OR  REPAIRS  WHICH  ARE REQUIRED OR COULD REASONABLY BE EXPECTED AND THE
COST OF SUCH MAINTENANCE OR REPAIRS.

S. 1394                            12                            A. 3953

  S 18. CERTIFICATIONS.  WITHIN 60 DAYS OF THE RECEIPT  OF  THE  FINANCE
AUDIT  REQUIRED  BY  SECTION  SEVENTEEN OF THIS ACT, THE DIRECTOR OF THE
BUDGET SHALL REPORT TO THE GOVERNOR,  THE  TEMPORARY  PRESIDENT  OF  THE
SENATE  AND  THE  SPEAKER OF THE ASSEMBLY ON THE FISCAL CONDITION OF THE
CORPORATION,  ITS  REVENUE  NEEDS TO MEET CURRENT AND FUTURE OBLIGATIONS
AND RECOMMENDATIONS FOR FUNDING ALTERNATIVES. ALSO  WITHIN  60  DAYS  OF
RECEIPT OF THE PHYSICAL AUDIT REQUIRED BY SECTION SEVENTEEN OF THIS ACT,
THE  COMMISSIONER  SHALL PROVIDE A REPORT TO THE GOVERNOR, THE TEMPORARY
PRESIDENT OF THE SENATE AND THE SPEAKER OF THE ASSEMBLY  CONCERNING  THE
PHYSICAL  CONDITION  OF  ROOSEVELT  ISLAND  AND  ITS  INFRASTRUCTURE AND
IMPROVEMENTS FOR WHICH THE ISLAND IS RESPONSIBLE,  AN  ANALYSIS  OF  THE
CAPITAL FUNDING NEEDS OF THE CORPORATION AND RECOMMENDATIONS FOR FUNDING
ALTERNATIVES.
  S  19.  BONDS  OF  THE  CORPORATION. 1. THE CORPORATION SHALL HAVE THE
POWER AND IS HEREBY AUTHORIZED FROM TIME TO TIME TO ISSUE  BONDS  UP  TO
THE  AGGREGATE PRINCIPAL AMOUNT OF TWENTY-FIVE MILLION DOLLARS OUTSTAND-
ING AT ANY ONE TIME.  THE CORPORATION SHALL FURTHER HAVE POWER FROM TIME
TO TIME AND WHENEVER IT DEEMS REFUNDING EXPEDIENT, 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 PURPOSE DESCRIBED IN THIS ACT.
BONDS OF THE CORPORATION SHALL BE REVENUE OBLIGATIONS PAYABLE  FROM  AND
SECURED SOLELY BY SUCH REVENUES AS THE CORPORATION DETERMINES ARE AVAIL-
ABLE  THEREFOR  AND  UPON  SUCH TERMS AND CONDITIONS AS SPECIFIED BY THE
CORPORATION IN THE RESOLUTION UNDER WHICH THE BONDS ARE ISSUED.
  2. THE CORPORATION MAY ALSO ENTER INTO LOAN AGREEMENTS, LINES OF CRED-
IT 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  CORPORATION  IS
AUTHORIZED TO PAY.
  3.  (A) BONDS SHALL BE AUTHORIZED BY RESOLUTION OF THE BOARD OF DIREC-
TORS, 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  30 YEARS FROM THE DATE OF
ORIGINAL ISSUANCE OF ANY SUCH BONDS.  ANY SUCH RESOLUTION  MAY  DELEGATE
TO  AN  OFFICER  OR COMMITTEE OF THE CORPORATION, AND ANY SUCH COMMITTEE
MAY DELEGATE TO AN OFFICER, THE POWER TO ISSUE SUCH BONDS FROM  TIME  TO
TIME  AND TO FIX THE DETAILS OF ANY SUCH ISSUES OF BONDS BY AN APPROPRI-
ATE CERTIFICATE OF SUCH AUTHORIZED OFFICER.
  (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 PLAC-
ES,  AND  BE SUBJECT TO SUCH TERMS AND CONDITIONS AS SUCH RESOLUTION MAY
PROVIDE. NOTWITHSTANDING ANY OTHER PROVISION OF LAW, THE  BONDS  OF  THE
CORPORATION  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  4  NOR MORE THAN 15 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 CORPO-
RATION, 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 NEWSPA-
PER  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 CORPORATION, IN ITS DISCRETION, MAY REJECT  ANY  OR  ALL

S. 1394                            13                            A. 3953

BIDS  MADE  PURSUANT  TO  SUCH  ADVERTISEMENTS, AND IN THE EVENT OF SUCH
REJECTION, THE CORPORATION IS AUTHORIZED TO READVERTISE FOR BIDS IN  THE
FORM  AND  MANNER ABOVE DESCRIBED AS MANY TIMES AS, IN ITS JUDGMENT, MAY
BE NECESSARY TO EFFECT SATISFACTORY SALE.
  (C)  NOTWITHSTANDING  THE PROVISIONS OF PARAGRAPH (B) OF THIS SUBDIVI-
SION, WHENEVER IN THE JUDGMENT OF THE AUTHORITY  THE  INTERESTS  OF  THE
CORPORATION  WILL  BE SERVED THEREBY, THE MEMBERS OF THE BOARD OF DIREC-
TORS, 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  CORPORATION  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
CORPORATION  SHALL  INCLUDE,  BUT  NOT BE LIMITED TO, A REQUIREMENT THAT
WHERE THE INTERESTS OF THE CORPORATION WILL BE SERVED BY  A  PRIVATE  OR
PUBLIC  SALE  OF BONDS, THE CORPORATION SHALL SELECT UNDERWRITERS TAKING
INTO ACCOUNT, AMONG OTHER THINGS, QUALIFICATIONS OF UNDERWRITERS  AS  TO
EXPERIENCE, THEIR ABILITY TO STRUCTURE AND SELL CORPORATION BOND ISSUES,
ANTICIPATED COSTS TO THE AUTHORITY, THE PRIOR EXPERIENCE OF THE AUTHORI-
TY  WITH  THE  FIRM,  IF  ANY, THE CAPITALIZATION OF SUCH FIRMS, PARTIC-
IPATION OF QUALIFIED MINORITY AND WOMEN-OWNED BUSINESS ENTERPRISE  FIRMS
IN  SUCH  PRIVATE  OR  PUBLIC  SALES OF BONDS OF THE CORPORATION AND THE
EXPERIENCE AND ABILITY OF FIRMS UNDER CONSIDERATION TO WORK WITH MINORI-
TY AND WOMEN-OWNED BUSINESS ENTERPRISES SO  AS  TO  PROMOTE  AND  ASSIST
PARTICIPATION BY SUCH ENTERPRISES.
  (D)  THE  CORPORATION  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 CORPORATION WITHOUT PRIOR APPROVAL OF THE  STATE  COMP-
TROLLER.  THE CORPORATION 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 CORPORATION IS REQUIRED TO MAKE.
  (F) THE CORPORATION SHALL ANNUALLY SUBMIT ITS BOND SALE REPORT TO  THE
DIRECTOR  OF  THE  BUDGET,  STATE  COMPTROLLER AND COPIES THEREOF TO THE
SENATE FINANCE COMMITTEE AND THE ASSEMBLY WAYS AND MEANS COMMITTEE.
  (G) THE CORPORATION 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.
  4. ANY RESOLUTION OR RESOLUTIONS AUTHORIZING BONDS  OR  ANY  ISSUE  OF
BONDS  BY  THE CORPORATION 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  CORPORATION  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 CORPORATION
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;

S. 1394                            14                            A. 3953

  (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 CORPORATION AND THE AMOUNT TO BE RAISED IN EACH YEAR THEREBY AND
THE USE AND DISPOSITION OF REVENUES;
  (E) LIMITATIONS ON THE RIGHT OF THE CORPORATION TO RESTRICT AND  REGU-
LATE  THE  USE  OF  THE 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  ACT  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 CORPORATION TO THE BOND-
HOLDERS 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 ACTS OR OMISSIONS TO ACT WHICH
MAY CONSTITUTE A DEFAULT AND SUCH  RIGHTS  AND  REMEDIES  SHALL  NOT  BE
INCONSISTENT  WITH THE GENERAL LAWS OF THE STATE AND OTHER PROVISIONS OF
THIS ACT;
  (L) LIMITATIONS ON THE POWER OF THE CORPORATION TO SELL  OR  OTHERWISE
DISPOSE OF ANY PROJECT OR ANY PART THEREOF OR OTHER PROPERTY;
  (M)  LIMITATIONS  ON  THE  AMOUNT  OF  REVENUES AND OTHER MONIES TO BE
EXPENDED OR OPERATING, ADMINISTRATIVE OR OTHER EXPENSES  OF  THE  CORPO-
RATION;
  (N) THE PAYMENT OF THE PROCEEDS OF BONDS, REVENUES AND OTHER MONIES TO
A TRUSTEE OR OTHER DEPOSITORY, AND FOR THE METHOD OF DISBURSEMENT THERE-
OF  WITH  SUCH SAFEGUARDS AND RESTRICTIONS AS THE CORPORATION MAY DETER-
MINE; 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 REME-
DIES OF THE BONDHOLDERS.
  5. IN ADDITION TO THE POWERS HEREIN CONFERRED UPON THE CORPORATION  TO
SECURE  ITS  BONDS,  THE  CORPORATION 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 CORPORATION MAY
DEEM  NECESSARY,  CONVENIENT OR DESIRABLE CONCERNING THE USE OR DISPOSI-
TION OF ITS REVENUES OR OTHER MONIES OR PROPERTY, INCLUDING THE MORTGAG-
ING 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
CORPORATION WOULD HAVE THE RIGHT TO DO IN THE  ABSENCE  OF  SUCH  RESOL-
UTIONS,  TRUST  INDENTURES,  AGREEMENTS OR OTHER INSTRUMENTS. THE CORPO-
RATION SHALL HAVE POWER TO ENTER INTO  AMENDMENTS  OF  ANY  SUCH  RESOL-

S. 1394                            15                            A. 3953

UTIONS,  TRUST  INDENTURES,  AGREEMENTS  OR OTHER INSTRUMENTS WITHIN THE
POWERS GRANTED TO THE CORPORATION BY THIS ACT AND TO PERFORM SUCH RESOL-
UTIONS,  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 CORPORATION.
  6. 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 CORPORATION 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 CORPORATION IRRE-
SPECTIVE  OF WHETHER OR NOT SUCH PARTIES HAVE NOTICE THEREOF. NO INSTRU-
MENT 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 OF THE CORPORATION 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 DIRECTORS NOR THE OFFICERS OF THE CORPORATION 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.
  9.  SUBJECT TO SUCH AGREEMENTS WITH BONDHOLDERS AS MAY THEN EXIST, THE
CORPORATION SHALL HAVE POWER OUT OF  ANY  FUNDS  AVAILABLE  THEREFOR  TO
PURCHASE BONDS OF THE CORPORATION, IN LIEU OF REDEMPTION, 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 THEREUPON BE CANCELED.
  10. THE CORPORATION SHALL HAVE POWER AND IS HEREBY AUTHORIZED TO ISSUE
NEGOTIABLE   BOND  ANTICIPATION  NOTES  IN  CONFORMITY  WITH  APPLICABLE
PROVISIONS OF THE UNIFORM COMMERCIAL CODE AND IN ACCORDANCE WITH SECTION
21.00 OF THE LOCAL FINANCE LAW, AS AMENDED FROM TIME TO TIME.
  S 20. AGREEMENTS OF THE STATE. THE  STATE  OF  NEW  YORK  DOES  HEREBY
PLEDGE  TO  AND  AGREE WITH THE HOLDERS OF THE BONDS THAT THE STATE WILL
NOT LIMIT OR IMPAIR THE RIGHTS  HEREBY  VESTED  IN  THE  CORPORATION  TO
ACQUIRE, CONSTRUCT, MAINTAIN, RECONSTRUCT AND OPERATE ITS PROPERTIES, TO
ESTABLISH AND COLLECT RENTALS, FEES AND OTHER CHARGES AND TO FULFILL THE
TERMS  OF  ANY  AGREEMENTS MADE WITH THE HOLDERS OF THE BONDS, OR IN ANY
WAY IMPAIR THE RIGHTS AND REMEDIES OF THE BONDHOLDERS, UNTIL THE  BONDS,
TOGETHER  WITH  INTEREST  THEREON,  INCLUDING  INTEREST  ON  ANY  UNPAID
INSTALLMENTS OF INTEREST AND ALL COSTS AND EXPENSES IN  CONNECTION  WITH
ANY  ACTION  OR PROCEEDING BY OR ON BEHALF OF THE BONDHOLDERS, ARE FULLY
MET AND DISCHARGED.
  S 21. STATE AND CITY NOT LIABLE ON BONDS. THE BONDS  AND  OTHER  OBLI-
GATIONS  OF THE CORPORATION SHALL NOT BE A DEBT OF THE STATE OF NEW YORK
OR THE CITY OF NEW YORK, AND NEITHER THE STATE NOR  THE  CITY  SHALL  BE
LIABLE  THEREON,  NOR  SHALL THEY BE PAYABLE OUT OF ANY FUNDS OTHER THAN

S. 1394                            16                            A. 3953

THOSE OF THE AUTHORITY. ALL SUCH BONDS  AND  NOTES  OF  THE  CORPORATION
SHALL CONTAIN ON THE FACE THEREOF A STATEMENT TO THAT EFFECT.
  S  22.  BONDS;  LEGAL INVESTMENT FOR FIDUCIARIES. THE BONDS ARE HEREBY
MADE SECURITIES IN WHICH ALL PUBLIC OFFICERS AND BODIES  OF  THIS  STATE
AND  ALL MUNICIPALITIES AND MUNICIPAL SUBDIVISIONS, ALL INSURANCE COMPA-
NIES AND ASSOCIATIONS AND OTHER PERSONS CARRYING ON AN  INSURANCE  BUSI-
NESS,  ALL  BANKS,  BANKERS,  TRUST COMPANIES, SAVINGS BANKS AND SAVINGS
ASSOCIATIONS, INCLUDING SAVINGS AND LOAN ASSOCIATIONS, INVESTMENT COMPA-
NIES AND OTHER PERSONS CARRYING ON A  BANKING  BUSINESS  AND  ALL  OTHER
PERSONS  WHATSOEVER,  EXCEPT AS HEREINAFTER PROVIDED, WHO ARE NOW OR MAY
HEREAFTER BE AUTHORIZED TO INVEST IN BONDS OR OTHER OBLIGATIONS  OF  THE
STATE,  MAY PROPERLY AND LEGALLY INVEST FUNDS INCLUDING CAPITAL IN THEIR
CONTROL  OR  BELONGING  TO  THEM;  PROVIDED  THAT,  NOTWITHSTANDING  THE
PROVISIONS  OF  ANY  OTHER  GENERAL OR SPECIAL LAW TO THE CONTRARY, SUCH
BONDS SHALL NOT BE ELIGIBLE FOR THE INVESTMENT OF FUNDS, INCLUDING CAPI-
TAL, TRUSTS, ESTATES OR GUARDIANSHIPS UNDER THE  CONTROL  OF  INDIVIDUAL
ADMINISTRATORS,  GUARDIANS,  EXECUTORS,  TRUSTEES  AND  OTHER INDIVIDUAL
FIDUCIARIES. THE BONDS ARE ALSO HEREBY  MADE  SECURITIES  WHICH  MAY  BE
DEPOSITED  WITH AND MAY BE RECEIVED BY ALL PUBLIC OFFICERS AND BODIES OF
THIS STATE AND ALL MUNICIPALITIES AND  MUNICIPAL  SUBDIVISIONS  FOR  ANY
PURPOSE  FOR  WHICH  THE  DEPOSIT  OF BONDS OR OTHER OBLIGATIONS OF THIS
STATE IS NOW OR MAY HEREAFTER BE AUTHORIZED.
  S 23. TAX EXEMPTION AND TAX CONTRACT BY THE STATE.  1.  IT  IS  HEREBY
DETERMINED  THAT THE CREATION OF THE CORPORATION AND THE CARRYING OUT OF
ITS CORPORATE PURPOSES IS IN ALL RESPECTS FOR THE BENEFIT OF THE  PEOPLE
OF  THE  STATE  OF  NEW  YORK  AND IS A PUBLIC PURPOSE. ACCORDINGLY, THE
CORPORATION SHALL BE REGARDED AS PERFORMING  AN  ESSENTIAL  GOVERNMENTAL
FUNCTION  IN  THE  EXERCISE OF THE POWERS CONFERRED UPON IT BY THIS ACT,
AND THE CORPORATION SHALL NOT  BE  REQUIRED  TO  PAY  ANY  FEES,  TAXES,
SPECIAL  AD  VALOREM LEVIES OR ASSESSMENTS OF ANY KIND, WHETHER STATE OR
LOCAL, INCLUDING BUT NOT LIMITED TO  FEES,  TAXES,  SPECIAL  AD  VALOREM
LEVIES  OR ASSESSMENTS ON REAL PROPERTY, FRANCHISE TAXES, SALES TAXES OR
OTHER TAXES, UPON OR WITH RESPECT TO ANY PROPERTY OWNED BY IT  OR  UNDER
ITS  JURISDICTION,  CONTROL OR SUPERVISION, OR UPON THE USES THEREOF, OR
UPON OR WITH RESPECT TO ITS ACTIVITIES OR OPERATIONS IN  FURTHERANCE  OF
THE  POWERS CONFERRED UPON IT BY THE ACT, OR UPON OR WITH RESPECT TO ANY
RENTALS, RATES, CHARGES, FEES, REVENUES OR OTHER INCOME RECEIVED BY  THE
CORPORATION.
  2.  ANY  BONDS  ISSUED  PURSUANT  TO THIS ACT TOGETHER WITH THE INCOME
THEREFROM SHALL AT ALL TIMES BE EXEMPT FROM TAXATION.
  3. THE STATE HEREBY COVENANTS WITH THE PURCHASERS AND WITH ALL  SUBSE-
QUENT  HOLDERS AND TRANSFEREES OF BONDS ISSUED BY THE CORPORATION PURSU-
ANT TO THIS ACT, IN CONSIDERATION OF THE ACCEPTANCE OF AND  PAYMENT  FOR
THE BONDS, THAT THE BONDS OF THE CORPORATION ISSUED PURSUANT TO THIS ACT
AND  THE  INCOME  THEREFROM AND ALL REVENUES, MONIES, AND OTHER PROPERTY
PLEDGED TO PAY OR TO SECURE THE PAYMENT OF SUCH BONDS SHALL AT ALL TIMES
BE FREE FROM TAXATION.
  S 24. REMEDIES FOR BONDHOLDERS. 1. IN THE EVENT THAT  THE  CORPORATION
SHALL  DEFAULT  IN  THE PAYMENT OF PRINCIPAL OR INTEREST ON ANY ISSUE OF
BONDS AFTER THE SAME SHALL BECOME DUE, WHETHER AT MATURITY OR UPON  CALL
REDEMPTION,  AND SUCH DEFAULT SHALL CONTINUE FOR A PERIOD OF 30 DAYS, OR
IN THE EVENT THAT THE CORPORATION SHALL FAIL OR REFUSE  TO  COMPLY  WITH
THE  PROVISIONS OF THIS ACT, OR SHALL DEFAULT IN ANY AGREEMENT MADE WITH
THE HOLDERS OF ANY ISSUE OF BONDS, THE  HOLDERS  OF  25  PER  CENTUM  IN
AGGREGATE  PRINCIPAL AMOUNT OF THE BONDS OF SUCH ISSUE THEN OUTSTANDING,
BY INSTRUMENT OR INSTRUMENTS FILED IN THE OFFICE OF  THE  CLERK  OF  THE

S. 1394                            17                            A. 3953

COUNTY  IN WHICH THE PRINCIPAL OFFICE OF THE CORPORATION IS LOCATED, AND
PROVED OR ACKNOWLEDGED IN THE SAME MANNER AS A DEED TO BE RECORDED,  MAY
APPOINT  A  TRUSTEE  TO  REPRESENT  THE  HOLDERS  OF  SUCH BONDS FOR THE
PURPOSES HEREIN PROVIDED.
  2. SUCH TRUSTEE MAY, AND UPON WRITTEN REQUEST OF THE HOLDERS OF 25 PER
CENTUM IN PRINCIPAL AMOUNT OF SUCH BONDS THEN OUTSTANDING SHALL, IN HIS,
HER OR ITS OWN NAME:
  (A)  BY  SUIT, ACTION OR PROCEEDING IN ACCORDANCE WITH THE CIVIL PRAC-
TICE LAW AND RULES, ENFORCE ALL RIGHTS OF  THE  HOLDERS  OF  THE  CORPO-
RATION'S  BONDS,  AND  INCLUDE  THE  RIGHT TO REQUIRE THE CORPORATION TO
COLLECT FEES AND CHARGES AND INTEREST ADEQUATE TO CARRY OUT  ANY  AGREE-
MENTS  AS  TO,  OR  PLEDGE  OR ASSIGNMENT OF OR LIEN UPON, SUCH FEES AND
CHARGES AND INTEREST, ON PROPERTIES AND TO REQUIRE  THE  CORPORATION  TO
CARRY OUT ANY OTHER AGREEMENTS WITH THE HOLDERS OF SUCH BONDS TO PERFORM
ITS DUTIES UNDER THIS ACT;
  (B) BRING SUIT UPON SUCH BONDS;
  (C)  BY  ACTION  OR  SUIT, REQUIRE THE CORPORATION TO ACCOUNT AS IF IT
WERE THE TRUSTEE OF AN EXPRESS TRUST FOR THE HOLDERS OF SUCH BONDS;
  (D) BY ACTION OR SUIT, ENJOIN ANY ACTS OR THINGS WHICH MAY BE UNLAWFUL
OR IN VIOLATION OF THE RIGHTS OF THE HOLDERS OF SUCH BONDS; AND
  (E) DECLARE ALL SUCH BONDS DUE AND PAYABLE, AND IF ALL DEFAULTS  SHALL
BE  MADE GOOD, THEN WITH THE CONSENT OF THE HOLDERS OF THE 25 PER CENTUM
OF THE PRINCIPAL AMOUNT OF SUCH BONDS THEN OUTSTANDING,  TO  ANNUL  SUCH
DECLARATION AND ITS CONSEQUENCES.
  3.  SUCH  TRUSTEE  SHALL IN ADDITION TO THE FOREGOING HAVE AND POSSESS
ALL OF THE POWERS NECESSARY AND APPROPRIATE  FOR  THE  EXERCISE  OF  ANY
FUNCTIONS  SPECIFICALLY SET FORTH IN THIS ACT OR INCIDENT TO THE GENERAL
REPRESENTATION OF THE HOLDERS OF THE CORPORATION'S BONDS IN THE ENFORCE-
MENT AND PROTECTION OF THEIR RIGHTS.
  4. THE SUPREME COURT SHALL HAVE JURISDICTION OF ANY  SUIT,  ACTION  OR
PROCEEDING BY THE TRUSTEE ON BEHALF OF SUCH HOLDERS OF THE CORPORATION'S
BONDS. THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING SHALL BE LAID IN
THE CITY IN WHICH THE PRINCIPAL OFFICE OF THE CORPORATION IS LOCATED.
  S  25.  This  act shall take effect [thirty days] ON THE THIRTIETH DAY
after it shall have become a law.
  S 2. This act shall take effect immediately.