§ 461. Notes and bonds of the fund. 1. (a) Subject to the provisions
of section four hundred sixty-two of this chapter, the fund shall have
the power and is hereby authorized from time to time to issue its
negotiable bonds and notes in such principal amount as, in the opinion
of the fund, shall be necessary, after taking into account other monies
which may be available for the purpose, to provide sufficient funds for
achieving its corporate purposes, including the construction,
acquisition, reconstruction, rehabilitation or improvement of the school
portion of combined occupancy structures pursuant to this article, the
payment of interest on bonds and notes of the fund, establishment of
reserves to secure such bonds and notes, and all other expenditures of
the fund incident to and necessary or convenient to carry out its
corporate purposes and powers;

(b) The fund shall have power, from time to time, to issue renewal
notes, to issue bonds to pay notes and whenever it deem refunding
expedient, to refund any bonds by the issuance of new bonds, whether the
bonds to be refunded have or have not matured, and to issue bonds partly
to refund bonds then outstanding and partly for any other purpose. The
refunding bonds shall be sold and the proceeds applied to the purchase,
redemption or payment of the bonds to be refunded;

(c) Except as may otherwise be expressly provided by the fund, every
issue of its notes or bonds shall be general obligations of the fund
payable out of any revenues or monies of the fund, subject only to any
agreements with the holders of particular notes or bonds pledging any
particular receipts or revenues;

(d) Whether or not the notes or bonds are of such form and character
as to be negotiable instruments under the provisions of article eight of
the uniform commercial code, the notes or bonds shall be and hereby are
made negotiable instruments within the meaning of and for all the
purposes of the uniform commercial code, subject only to the provisions
of the notes or bonds for registration.

2. The notes and bonds of the fund shall be authorized by resolution
of the trustees, shall bear such date or dates, and shall mature at such
time or times, in the case of any such note, or any renewals thereof,
not exceeding five years, from the date of issue of such original note,
and in the case of any such bond not exceeding forty years from the date
of issue, as such resolution or resolutions may provide. The notes and
bonds shall 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. The notes
and bonds of the fund may be sold by the fund, at public or private
sale, at such price or prices as the fund shall determine. No notes or
bonds of the fund may be sold by the fund at private sale, however,
unless such sale and the terms thereof have been approved in writing by
the city comptroller.

3. Any resolution or resolutions authorizing any notes or bonds or any
issue thereof may contain provisions, which shall be a part of the
contract with the holders thereof, as to:

(a) pledging all or any part of the fees and charges made or received
by the fund, and all or any part of (i) the rentals or other payments to
be received by the fund with respect to the school portion of combined
occupancy structures financed with the proceeds of such bonds and notes,
and (ii) the rentals or other payments to be received by the fund with
respect to the non-school portion of combined occupancy structures and
(iii) any other monies, assets or accounts received or to be received by
the fund or pledged or assigned to the fund to secure the payment of
such notes or bonds or of any issue thereof, subject to such agreements
with bondholders or noteholders as may then exist;

(b) pledging all or any part of the assets of the fund to secure the
payment of such notes or bonds or of any issue of notes or bonds,
subject to such agreements with noteholders or bondholders as may then
exist;

(c) the use and disposition of the gross income of the fund in
connection with combined occupancy structures financed or constructed,
acquired, reconstructed, rehabilitated or improved by it or on its
behalf;

(d) the setting aside of reserves or sinking funds and the regulation
and disposition thereof;

(e) limitations on the purpose to which the proceeds of sale of notes
or bonds may be applied and pledging such proceeds to secure the payment
of the notes or bonds or of any issue thereof;

(f) limitations on the issuance of additional notes or bonds; the
terms upon which additional notes or bonds may be issued and secured;
the refunding of outstanding or other notes or bonds;

(g) the procedure, if any, by which the terms of any contract with
noteholders or bondholders may be amended or abrogated, the amount of
notes or bonds the holders of which must consent thereto, and the manner
in which such consent may be given;

(h) limitations on the amount of monies to be expended by the fund for
operating, administrative or other expenses of the fund;

(i) vesting in a trustee or trustees such property, rights, powers and
duties in trust as the fund may determine, which may include any or all
of the rights, powers and duties of the trustee appointed by the
bondholders pursuant to this article, and limiting or abrogating the
right of the bondholders to appoint a trustee under this article or
limiting the rights, powers and duties of such trustee;

(j) any other matters, of like or different character, which in any
way affect the security or protection of the notes or bonds.

4. It is the intention hereof that any pledge made by the fund shall
be valid and binding from the time when the pledge is made; that the
monies or property so pledged and thereafter received by the fund shall
immediately be subject to the lien of such pledge without any physical
delivery thereof or further act; and that the lien of any such pledge
shall be valid and binding as against all parties having claims of any
kind in tort, contract or otherwise against the fund, irrespective of
whether such parties have notice thereof. Neither the resolution nor any
other instrument by which a pledge is created need be recorded.

5. Neither the trustees of the fund nor any person executing the notes
or bonds shall be liable personally on the notes or bonds or be subject
to any personal liability or accountability by reason of the issuance
thereof.

6. The fund, subject to such agreements with noteholders or
bondholders as may then exist, shall have power out of any funds
available therefor to purchase notes or bonds of the fund, which shall
thereupon be cancelled, at a price not exceeding (a) if the notes or
bonds are then redeemable, the redemption price then applicable plus
accrued interest to the next interest payment date thereon, or (b) if
the notes or bonds are not then redeemable, the redemption price
applicable on the first date after such purchase upon which the notes or
bonds become subject to redemption plus accrued interest to such date.

7. Neither the state nor the city of New York shall be liable on the
notes or bonds of the fund and such notes and bonds shall not be a debt
of the city or the state, and such notes and bonds shall contain on the
face thereof a statement to such effect.