AN ACT ESTABLISHING THE MASHPEE ECONOMIC DEVELOPMENT AND INDUSTRIAL CORPORATION.
Be it enacted by the Senate and House of Representatives in General Court assembled, and by the authority of the same, as follows:
SECTION 1. As used in this act, the following words shall have the following meanings, unless the context requires otherwise:-
"Corporation", the Mashpee Economic Development and Industrial Corporation, established in section 3.
"Cost of a project", all costs, whether incurred prior to or after the issue of bonds or notes hereunder, of acquisition, site development, construction, improvement, enlargement, reconstruction, alteration, machinery, equipment, furnishings, demolition, or removal of existing buildings or structures, including the cost of acquiring any lands to which such buildings or structures may be moved, financing charges, interest prior to and during the carrying out of any project, interest for up to 2 years after completion or estimated completion date of any project, planning, engineering and legal services, administrative expense, the funding of notes issued for capital purposes, such reserve for debt service or other capital or current expenses as may be required by a trust agreement or resolution securing notes or bonds, and all other expenses incidental to the determination of the feasibility of any project or to carrying out the project or to placing the project in operation.
"Director", the director of the department of housing and community development.
"Economic assistance coordinating council", or "EACC", the council established by section 3B of chapter 23A.
"Economic development area", any blighted open area or any decadent area, as respectively defined in section 1 of chapter 121B of the General Laws, which is located in the town of Mashpee and is zoned for general or restricted manufacturing uses or for general industrial uses whether restricted or not, "industrial uses", or any real open and underutilized land which is suitably zoned for the kinds of activities identified in section 2, including but not limited to research and development, commercial, light industry, and business "nonindustrial" uses.
"Economic development plan", a detailed plan, as it shall be approved from time to time by vote of town meeting as herein provided, for 1 or more economic development projects within an economic development area, which plan shall at a minimum indicate the boundaries of the area, indicate intended land acquisition areas and establish the appropriate land uses for the area. The plan shall include design guidelines and siting standards. The plan shall also describe the process by which the corporation shall notify the public of the availability of development sites within the economic development area in order to encourage competing development proposals and shall include the criteria that will be used in judging the development proposals to assure maximum overall public benefits. The plan as adopted will, for purposes of chapter 30B of the General Laws, be considered the plan required by clause (25) of subsection (b) of section 1 of said chapter 30B. All plans as described herein shall also be consistent with the town's comprehensive plan, economic development element as approved at town meeting.
"Economic development project", (1) a project to be undertaken in accordance with an economic development plan for acquisition by the corporation of land and the improvements thereon, if any, within an economic development area and for clearance and development of the land so acquired; or (2) a project for the removal, or rehabilitation or conservation of an economic development area, or for the demolition, removal, or rehabilitation of improvements on land within an economic development area whenever necessary to eliminate unhealthy, unsanitary or unsafe conditions, lessen density, mitigate or eliminate traffic congestion, reduce traffic hazards, or eliminate obsolete or other uses detrimental to the public welfare; (3) a project involving any combination of the foregoing types of projects. An economic development project may include improvements necessary for carrying out the objectives of the economic development project, together with such site improvements as are necessary for the preparation of any site for uses in accordance with the economic development plans of the town, and making any land or improvements acquired in the area of the project available for redevelopment or rehabilitation by private enterprise, including sale, initial leasing or retention by the corporation for industrial, non-industrial or manufacturing uses in accordance with said economic development plans. An economic development project may also include construction of new buildings, the construction by the corporation of any of the buildings, structures or other facilities located in the area which are to be repaired, moved or rehabilitated.
"MOBD", the Massachusetts office of business development.
"Select board", the select board or board of selectmen in the town of Mashpee.
"Town administrator", the town administrator of the town of Mashpee.
"Town meeting", direct democracy of town voters acting in lawfully convened session.
SECTION 2. The general court finds and declares that: (a) unused, underused or undeveloped areas exist in parts of the town of Mashpee including the 2 designated economic opportunity areas at the Old Augat site and the Mashpee executive park; (b) each area constitutes an economic liability, substantially impairs or arrests the sound growth of the town and retards the economic well-being of the commonwealth; (c) each area has decreased the value of private investments and threatens the sources of public revenue; (d) redevelopment of the areas is necessary to retain existing industrial and commercial enterprises, to attract new industrial and commercial development and to promote the sound economic growth of the town; (e) the exercise of powers by the corporation and any assistance that may be given by the town or other public body in connection therewith are public uses and purposes for which public money may be expended; (f) the acquisition, planning, clearance, development, rehabilitation or rebuilding of the unused, underused and underdeveloped areas for industrial and commercial purposes are public benefits for which private property may be regulated by wholesome and reasonable order, law and direction and for which public funds may be expended for the welfare of the town and the commonwealth; (g) there exists in the town a condition of unbalanced development which causes social hardships, increases the public assistance burdens, impairs the security of family life, impedes the economic and physical development of the town and adversely affects the welfare and prosperity of the people; (h) underemployment has been caused in substantial part by industrial and commercial companies moving from the town; (i) some existing industrial and commercial facilities within the town are obsolete and inefficient; (j) the facilities are underutilized, thereby creating additional underemployment; (k) the obsolescence and abandonment of existing facilities are causing serious injury to the economy of the town; (l) the industrial and commercial sectors of the economy provide some of the best opportunities for jobs at higher wages for the inhabitants of the town; (m) new industrial and commercial sites are required to attract and house new industrial and commercial development and to retain existing industrial and commercial operations in need of expansion space; and (n) the modest efforts of private industry have not provided the necessary industrial and commercial sites within the area due to the problems encountered in the assembly of suitable building sites, the unreliable commitment of private capital for development and the inability of private enterprise alone to plan, finance and coordinate industrial and commercial development projects.
SECTION 3. There shall be in the town of Mashpee a public body politic and corporate known as the Mashpee Economic Development and Industrial Corporation. There shall be 7 members of the board of directors of the corporation who shall be appointed by the select board. At least 1 member shall be experienced in industrial or commercial development, 1 in financial matters, 1 in real estate matters, 1 in municipal government, at least 1 member representative of low income people who shall be chosen from a list of 3 submitted by the regional or local community action agency or, if there is no such agency, from a list of 3 submitted by the director. The appointing authority shall designate 1 of the 7 members as chair and another as vice-chair. Each of the 7 members shall be sworn to the faithful performance of his/her official duties as a director of the corporation. A majority of the 7 directors shall constitute a quorum for the transaction of any business, but the action of a majority of the entire board shall be necessary for any transaction. For the purposes of section 11A of chapter 30A of the General Laws, the corporation shall be deemed to be an authority established by the general court to serve a public purpose in the commonwealth.
Of the members of the corporation first appointed, 2 shall be appointed to serve for 1 year from the first day of July in the current year, 2 for 2 years from said date, and 3 for 3 years from said date; but the initial appointments may be made at any time after the effective date of this act.
Upon the expiration of the term of office of any such member, or of any subsequent member, his successor shall be appointed in like manner for a term of 3 years. In the event of a vacancy in the office of a member, his successor shall be appointed in like manner to serve for the unexpired term.
Unless reappointed, no member of the corporation shall hold office after the expiration of his term; and the appointment of a successor to any person whose term has expired shall be for the remainder of the term which would have begun at such expiration if the successor had then been appointed.
Any member may be removed by the select board for malfeasance, misfeasance, or willful neglect of duty, but only after reasonable notice and a public hearing, unless the same are in writing expressly waived. For purposes of chapter 268A of the General Laws, the members of the corporation shall be deemed to be special municipal employees.
Before the issuance of any bonds under the provisions of this act, each member of the corporation shall execute a surety bond with a surety company authorized to transact business in the commonwealth as surety, in the penal sum of $50,000 conditioned upon the faithful performance of the duties of his office, each such surety bond to be approved by town counsel and filed in the office of the state secretary. The members of the corporation shall receive no compensation for the performance of their duties hereunder, but each member shall be reimbursed for expenses actually incurred in the performance of his duties. Every such reimbursement shall be open to public inspection from and after the requisition therefor.
SECTION 4. The directors of the corporation shall adopt a corporate seal for the corporation, and designate the custodian thereof; may from time to time appoint and at pleasure remove a clerk, a treasurer or such other officers of the corporation as they may deem necessary, and may determine their duties and their compensation, which shall be paid by the corporation; shall cause at all times accurate accounts to be kept of all receipts and expenditures of the funds of the corporation; and shall make a report annually in December to the select board, MOBD and to the director, containing an abstract of such accounts and detailed information of all receipts and expenditures, including prices for land purchased or taken and any buildings constructed thereon, contracts for construction of facilities and for the leasing thereof, and such other detailed information as may be deemed helpful. The office of treasurer and clerk may be the same person. The corporation shall cause an audit of its book and accounts to be made at least once in each fiscal year by certified public accountants and the cost thereof shall be treated as an item of current expense. Except as otherwise provided in this act, the corporation shall have full power to exercise care of its property and the management of its business affairs, and to sell and convey any real estate or other property not needed for its business or affairs, by deed or other instrument sealed with the corporate seal, signed and acknowledged by a majority of the board of agents. The treasurer shall give bond for the faithful performance of his duties, with a surety company authorized to do business in this commonwealth as surety, in such sum as the board may determine, the premium therefor to be paid by the corporation. Neither chapter 31 of the General Laws nor any rule made thereunder shall apply to any person employed or engaged by the corporation under this act.
SECTION 5. The corporation may:
(a) sue and be sued in its own name, and plead and be impleaded;
(b) adopt by-laws for the regulation of its affairs and the conduct of its business, and to alter the same at its pleasure;
(c) make and enter into all contracts and agreements necessary or incidental to the performance of its duties and the execution of its powers under this act, and to employ consulting engineers, superintendents, managers, and such other engineers, construction and accounting experts and attorneys and such other employees, agents, and consultants as may be necessary in its judgment, and to fix their compensation;
(d) receive and accept from any federal agency, the commonwealth or the town grants, loans of advances for or in aid of an economic development program, plan or project and to receive and accept contributions from any source of either money, property, labor, or other things of value, to be held, used and applied for the purposes for which the grants, loans, advances and contributions may be made. The town may borrow outside its debt limits to obtain money for loans to the corporation, or within its debt limits to obtain money for grants to the corporation, with the approval of the bureau of local assessment and the director;
(e) borrow money, and, from time to time, to make, accept, endorse, execute, and issue bonds, debentures, promissory notes, bills of exchange, and other obligations of the corporation, for moneys borrowed or in payment for property acquired or for any other purposes of the corporation, and to secure the payment of such obligations by mortgage, pledge, deed, indenture, agreement, or other instrument of trust, or by other lien upon, assignment of, or agreement in regard to all or any of the property, rights, or privileges of the corporation;
(f) issue revenue bonds of the corporation, payable solely from revenues, for the purpose of paying all or part of the cost of a project or projects, except that the town may, upon request by the corporation, pledge its full faith and credit to the solvency of the corporation;
(g) invest any funds not required for immediate use or disbursement in certificates of deposit or in obligations of the government of the United States or in obligations of the payment of the principal of, and interest on, which is guaranteed by the government of the United States;
(h) provide advisory services and technical assistance necessary or desirable to carry out the purposes of this act;
(i) prepare or cause to be prepared plans, designs, drawings, specifications and estimates of cost for the construction, reconstruction, development, redevelopment, rehabilitation, remodeling, alteration or repair of economic development projects and from time to time modify such plans, designs, drawings, specifications and estimates;
(j) finance pollution control facilities in the same manner provided by this act for economic development projects, in which event all provisions of this act which are applicable to economic development projects apply to the pollution control facilities, insofar as the provisions are apt, except as otherwise provided;
(k) subject to the approval of town meeting, designate areas of the town as economic development areas, or economic opportunity areas as approved by the economic assistance coordinating council;
(l) acquire and hold by bequest, devise, grant, gift, purchase, exchange, lease, judicial order or decree, or otherwise, for any of its objects and purposes, any property, either real or personal, or any interest therein; and without limiting the generality of the foregoing, acquire by purchase, on such terms and conditions and in such manner as it may deem proper, or by the exercise of the power of eminent domain following a public hearing and an affirmative 2/3 vote at an annual town meeting or a special town meeting called for the purpose, with the advice of MOBD and the director in accordance with chapter 79 or chapter 80A of the General Laws insofar as these chapters may apply, private lands, or any interests therein, as it considers necessary for carrying out this act or for providing for the relocation of persons and businesses displaced as a result of carrying out economic development plans, programs and projects. Section 40 of said chapter 79 shall apply to any taking by the corporation, except that the security therein required shall be deposited with the town treasurer and shall be in an amount at least 25 per cent higher than the aggregate average assessed valuations in the 3 previous calendar years of all real estate to be taken by eminent domain. With the advice of MOBD and the director, the date as of which the value of such lands shall be determined for eminent domain purposes shall be the date on which said taking is approved by the town select board;
(m) make relocation payments to persons and businesses displaced as a result of carrying out economic development plans, programs and projects, including such payments on a pro tanto basis;
(n) procure insurance against any loss in connection with its property and other assets and operations in amounts and from insurers as it considers desirable;
(o) clear and improve property acquired by it, and engage in or contract for construction, reconstruction, development, redevelopment, rehabilitation, remodeling, alteration or repair thereof;
(p) arrange or contract with the town for the planning, replanning, opening, grading or closing of streets, roads, alleys or other places or for the furnishing of facilities or for the acquisition by the town of property or property rights or for the furnishing of property or services in connection with a project or projects;
(q) sell, convey, mortgage, lease, transfer, option, exchange or otherwise dispose of, any property, either real or personal, or any interest therein, as the objects and purposes of the corporation may require, subject to such limitations as may be prescribed by law;
(r) loan on mortgages, including purchase money mortgages, on real estate and personal property within economic development areas, to foreclose the same when in default, and bid for and purchase property at any foreclosure or other sale; and in that event, deal with the property in a manner necessary or desirable to protect the interests of the corporation therein;
(s) manage any plan, program or project whether owned or leased by the corporation and enter into agreements with the commonwealth or the town or any agency or instrumentality thereof or with any person, firm, partnership or corporation either public or private for the purpose of causing any plan, program or project to be managed;
(t) act with respect to 1 or more projects, as a corporation organized under section 3 or section 18B of chapter 121A of the General Laws; provided that the accounts for each project shall be kept separately, and the income of 1 project shall not be expended upon or for the benefit of another project;
(u) borrow money for the purposes of aiding in the construction of equipment required by the commonwealth or United States to abate air or water pollution;
(v) apply to the federal government or to the commonwealth for economic development and urban renewal assistance grants to meet in part the cost of approved economic development projects, receive and administer the grants, contract with the commonwealth for financial assistance, apply for and receive advances for the estimated costs of surveys and plans and administrative expenses in preparation for economic development projects and apply for, receive and administer community development action grants, all to the same extent and subject to the same terms and conditions as an urban renewal agency pursuant to sections 53 to 57A, inclusive, of chapter 121B of the General Laws;
(w) do all acts and things necessary or convenient to carry out the powers expressly granted in this act. The corporation shall pay the reasonable relocation costs of persons and businesses displaced as a result of carrying out economic development plans, but the corporation shall not be required hereby to pay or contribute to the payment of such costs of any relocation in excess of $40,000.
SECTION 6. (a) No economic development project shall be undertaken until (1) a public hearing relating to the town's economic development plans covering the project has been held by the corporation after due notice; (2) the town's economic development plans have been approved by an affirmative 2/3 vote of an annual town meeting or a special town meeting called for the purpose by the town. If an economic development project covered by the plans is not commenced within 7 years after the approval of the plans, the approval of the plans shall lapse.
(b) Every economic development plan submitted to town meeting for approval under this act (i) shall require that every person occupying the whole or any part of the economic development area shall make every reasonable effort, in employing persons in his business, to give to the fullest practicable extent preference to residents of the town and (ii) shall be accompanied by a report on the plan by the planning board of the town to whom the plan shall have been submitted before its submission to town meeting, by a statement of the proposed method for financing each project covered by the plan, by a comprehensive relocation plan and by such other information as the corporation considers advisable.
(c) Notice of the public hearing required by subsection (a) shall be given by the corporation to (1) persons, groups and organizations as have requested in writing that notice be given them, (2) MOBD and the director and any agency, whether of the town or of the commonwealth, likely in the judgment of the corporation to have an actual or potential interest in the economic development plan, (3) the senator for every senatorial district of the commonwealth, and the representative for every representative district thereof, within which the economic development area or any part thereof lies, and (4) each community group supported in whole or in part by public funds, whose territory covers all or part of the economic development area.
(d) If an economic development plan is so approved by town meeting, the corporation shall have the powers and duties imposed by this act to undertake and carry out the economic development projects covered by the plan. The corporation shall not be required to submit an economic development plan so approved to MOBD for further approval.
SECTION 7. Except as provided herein, rents and charges for services or facilities furnished or supplied by the corporation shall not be subject to supervision or regulation by any department, division, commission, board, bureau or agency of the commonwealth or the town. If such rents and charges are derived from a project in connection with which revenue bonds have been issued, they shall, with all other revenues derived from the project, except the part thereof necessary to pay the cost of maintenance, repair and operation and to provide such reserves therefor as provided for in the resolution authorizing the issuance of the bonds or in the trust agreement, but including the part thereof necessary to provide such reserves for the payment of the principal of and the interest on the revenue bonds as provided for in the resolution or trust agreement, and including also use proceeds of any and all sales by the corporation of property within the project area, be set aside at the regular intervals provided for in the resolution or trust agreement in a sinking fund. That fund is hereby pledged to and charged with the payment of (1) the interest upon the bonds as the interest shall fall due, (2) the principal of the bonds as the same shall fall due, (3) the necessary charges of paying agents for paying principal and interest, and (4) the redemption price or the purchase price of bonds retired by call or purchase as therein provided.
SECTION 8. The corporation shall be liable in contract or in tort in the same manner as a private corporation. The directors, employees, officers and agents of the corporation shall not be liable as such on its contracts or for torts not committed or directly authorized by them. The property or funds of the corporation shall not be subject to attachment or to levy and sale on execution, but if the corporation refuses to pay a judgment entered against it in any court of competent jurisdiction, the superior court, sitting within and for the county in which the corporation is situated, may, by writ of mandamus, direct the treasurer of the agency to pay the judgment. The real estate of the corporation shall not be subject to liens under chapter 254 of the General Laws; but sections 28 and 29 of chapter 149 of the General Laws shall be applicable to any construction work by the corporation.
SECTION 9. The real estate and tangible personal property of the corporation shall be deemed to be public property used for essential public and governmental purposes and shall be exempt from taxation and from betterments and special assessments; but in lieu of such taxes, betterments and special assessments, the town may determine a sum to be paid to it annually in any year or period of years, the sum to be in any year not in excess of the amount that would be levied at the then current tax rate upon the average of the assessed value of such real estate, including buildings and other structures, for the 3 years preceding the year of acquisition thereof, the valuation for each year being reduced by all abatements thereon.
The town may agree with the corporation upon the payments to be made, or the corporation may make and the town may accept the payments, the amount of which shall not in either case be subject to the foregoing limitation.
Nothing in this act shall be construed to prevent the taxation to the same extent and in the same manner as other real estate is taxed, of real estate acquired by the corporation for an economic development project and sold by it, or the taxation to the same extent and in the same manner as real estate of the commonwealth is taxed, of real estate so acquired by the corporation and leased by it; but real estate so acquired by the corporation and sold or leased to an urban redevelopment corporation or other entity operating under chapter 121A of the General Laws or to an insurance company or savings bank or group of savings banks operating under said chapter 121A, shall be taxed as provided in said chapter 121A and not otherwise.
The corporation and the debentures, revenue bonds and revenue refunding bonds issued under the provisions of this act, their transfer and the income therefrom including any profit made on the sale thereof, shall at all times be free from taxation by the commonwealth or the town.
SECTION 10. To provide funds for the general purposes of the corporation, including working capital, the corporation may from time to time issue debentures; but the debentures outstanding at any one time shall not exceed $5,000,000 unless specifically approved by the director. The debentures, unless otherwise authorized by law, shall not constitute a debt of the commonwealth or of the town of Mashpee or a pledge of the faith and credit of the commonwealth or of the town of Mashpee and shall be subordinated to all other obligations of the corporation and shall be payable at the time or times and in the installments, if any, as the corporation shall determine, but solely out of the net assets of the corporation; and the holders thereof shall be entitled to interest thereon but only out of the net earnings of the corporation, and in no event at a rate higher than the rate specified therein.
The debentures may be secured by a trust agreement by and between the corporation and a corporate trustee, which shall be located within the commonwealth and shall be a trust company or bank having the powers of a trust company. The trust agreement shall contain provisions for protecting and enforcing the rights and remedies of the debenture holders as may be reasonable and proper and not in violation of law. It shall be lawful for any bank or trust company incorporated under the laws of the commonwealth which may act as depository under the trust agreement to furnish indemnifying bonds or to pledge securities as may be required by the corporation. The trust agreement shall set forth the rights and remedies of the debenture holders and of the trustee, and may restrict the individual right of action by debenture holders. In addition to the foregoing, the trust agreement may contain other provisions as the corporation may consider reasonable and proper for the security of the debenture holders. All expenses incurred in carrying out the trust agreement may be treated as an item of current expense.
Debentures may be issued under this act without obtaining the consent of any department, division, commission, board, bureau or agency of the commonwealth or the town of Mashpee and without any other proceedings or the happening of any other condition or things other than those proceedings, conditions, or things which are specifically required by this act.
SECTION 11. The town may raise and appropriate or may borrow, or may agree with the corporation or with the federal government or the commonwealth to raise and appropriate and to borrow, in aid of the corporation, sums necessary to carry out the purpose and powers of the corporation including defraying part of the development, acquisition and operating costs of any project. Indebtedness of the town authorized under this section shall be outside the limit of indebtedness prescribed in section 10 of chapter 44 of the General Laws and shall be payable within 20 years and otherwise subject to sections 16 to 27, inclusive, of said chapter 44; but the sole amount of indebtedness of the town, outstanding at any one time under this section and clauses (1), (2), and (4) of section 20 of chapter 121B of the General Laws shall not exceed 5 per cent of the town equalized valuation as defined in section 1 of said chapter 44. Indebtedness incurred under this act shall also be subject to approval under section 22 of said chapter 121B in like manner as indebtedness incurred under said section 20.
SECTION 12. The corporation may provide by resolution, at one time or from time to time, for the issuance of revenue bonds of the corporation for the purposes of paying all or any part of the cost of a project or projects. The principal of and interest on the bonds shall be payable solely from the funds herein provided for the payment. The bonds of each issue shall be dated, shall bear interest at the rates, and shall mature at the time or times, not exceeding 50 years from their date or dates, as determined by the corporation, and may be made redeemable before maturity, at the option of the corporation, at the price or prices and under the terms and conditions as fixed by the corporation before the issuance of the bonds. The corporation shall determine the form of the bonds, including any interest coupons to be attached thereto, and the manner of execution of the bonds, and shall fix the denomination or denominations of the bonds and the place or places of payment of principal and interest, which may be at any bank or trust company within the commonwealth. In case any officer whose signature or a facsimile of whose signature shall appear on any bonds or coupons shall cease to be an officer before the delivery of the bonds, the signature or facsimile shall nevertheless be valid and sufficient for all purposes the same as if he had remained in office until the delivery. The bonds may be issued in coupon or registered form or both, as the corporation may determine and provision may be made for the registration of any coupon bonds as to principal alone and also as to both principal and interest. The corporation may sell such bonds in such manner either at public or at private sale, and for such price as it may determine to be in the best interests of the corporation.
The proceeds of the bonds shall be used solely for the payment of the cost of the project or projects, and shall be disbursed in the manner and under the restrictions, if any, as the corporation may provide. Before the preparation of definitive bonds, the corporation may, under like restrictions, issue interim receipts or temporary bonds, with or without coupons, exchangeable for definitive bonds when the bonds have been executed and are available for delivery. The corporation may also provide for the replacement of any bonds which shall become mutilated or shall be destroyed or lost. Revenue bonds may be issued under the provisions of this act subject only to those proceedings, conditions or things which are specifically required by this act.
The corporation may provide by resolution for the issuance of revenue refunding bonds of the corporation for the purpose of refunding any revenue bonds then outstanding and issues under the provisions of this act, including the payment of any redemption premium thereon and any interest accrued or to accrue to the date of redemption of such bonds, and, if deemed advisable by the corporation, for the additional purpose of constructing or reconstructing any extensions or improvements of the project. The issue of the bonds, the maturities, and other details thereof, the rights of the holders thereof, and the duties of the corporation in respect of the same shall be governed by the provisions of this act insofar as the same may be applicable.
While any bonds issued by the corporation remain outstanding, the powers, duties or existence of the corporation shall not be diminished or impaired in any way that will affect adversely the interests and rights of the holders of the bonds.
Revenue and revenue refunding bonds issued under this act, unless otherwise authorized by law, shall not constitute a debt of the commonwealth or of the town, or a pledge of the faith and credit of the commonwealth or of the town, but the bonds shall be payable solely from the funds herein provided therefor from revenues. In the event that the corporation, or the town or commonwealth is not obliged to pay the revenue and revenue refunding bonds, then, and in that event, all the revenue and revenue refunding bonds shall contain on the face thereof a statement to the effect that neither the corporation nor the commonwealth nor the town shall be obliged to pay the same or the interest thereon except from revenues and that neither the faith and credit nor taxing power of the commonwealth or of the town is pledged to the payment of the principal of or the interest on the bonds.
All revenue and revenue refunding bonds issued under this act shall have and are hereby declared to have all the qualities and incidents of negotiable instruments as defined in section 3-104 of chapter 106 of the General Laws.
SECTION 13. In the discretion of the corporation, the revenue bonds or revenue refunding bonds may be secured by a trust agreement by and between the corporation and a corporate trustee, which may be any trust company or bank having the powers of a trust company within the commonwealth. The trust agreement may pledge or assign the revenues to be received, but shall not convey or mortgage any project or part thereof.
Either the resolution providing for the issuance of bonds or the trust agreement may contain 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 without limiting the generality of the foregoing provisions defining defaults and providing for remedies in the event thereof, which may include the acceleration of maturities, and covenants setting forth the duties of, and limitations on, the corporation in relation to the acquisition, construction, improvement, enlargement, alteration, equipping, furnishing, maintenance, operation, repair, insurance and disposition of property, the custody, safeguarding, investment, and application of moneys, the use of any surplus bond or note proceeds and the establishment of reserves. The resolution or trust agreement may also contain covenants by the corporation in relation to, among other things, (a) the establishment, revision and collection of rents and charges for services or facilities furnished or supplied by the corporation as shall provide revenues sufficient with other revenues of the project, if any, to pay (i) the cost of maintaining, repairing and operating the project and of making renewals and replacements in connection therewith, (ii) the principal of and the interest on the revenue bonds as the same shall become due and payable, (iii) payments in lieu of taxes, betterment and special assessments, and (iv) reserves for all such purposes, (b) the purpose or purposes for which the proceeds of the sale of the bonds will be applied and the use and disposition thereof, (c) the use and disposition of the gross revenues of the corporation from the project, any additions thereto and extensions and improvements thereof, including the creation and maintenance of funds for working capital and for renewals and replacements to the project, (d) the amount, if any, of additional revenue bonds payable from the revenues of the project; and the limitations, terms and conditions on which the additional revenue bonds may be issued, and (e) the operation, maintenance, management, accounting and auditing of the project and of the income and revenues of the corporation. It shall be lawful for any bank or trust company incorporated under the laws of the commonwealth to act as depository of the proceeds of bonds or of revenues and to furnish the indemnifying bonds or to pledge securities required by the corporation. The trust agreement may set forth the rights and remedies of the bondholders and of the trustee, and may restrict the individual right of action by bondholders as is customary in trust agreements or trust indentures securing bonds and debentures of corporations. In addition to the foregoing, the trust agreement may contain other provisions that the corporation considers reasonable and proper for the security of the bondholders. All expenses incurred in carrying out the provisions of the trust agreement may be treated as a part of the cost of the operation of the project. The pledge by the trust agreement or resolution shall be valid and binding from the time when the pledge is made; the revenues or other moneys so pledged and then held or thereafter received by the corporation shall immediately be subject to the lien of the pledge without any physical delivery thereof or further act; and the lien of the pledge shall be valid and binding as against all parties having claims of any kind in tort, contract or otherwise against the corporation, irrespective of whether the parties have notice thereof. Neither the resolution nor any trust agreement by which pledge is created need be filed or recorded except in the records of the corporation, and no filing need be made under chapter 106 of the General Laws.
SECTION 14. Revenue bonds and revenue refunding bonds issued under this act shall be securities in which all public officers and public bodies of the commonwealth and its political subdivisions, all insurance companies, trust companies in their commercial departments and within the limits set by section 14 of chapter 167E of the General Laws, banking associations, investment companies, executors, trustees and other fiduciaries, and all other persons whatsoever who are now or may hereafter be authorized to invest in bonds or other obligations of a similar nature may properly and legally invest funds, including capital in their control or belonging to them; and the bonds shall be obligations which may properly and legally be made eligible for the investment of savings deposits and the income thereof in the manner provided by section 2 of chapter 167F of the General Laws. The bonds shall be securities which may properly and legally be deposited with and received by any state or municipal officer or any agency or political subdivision of the commonwealth for any purpose for which the deposit of bonds or other obligations of the commonwealth is now or may hereafter be authorized by law.
SECTION 15. Any holder of bonds or debentures issued under this act or of any coupons appertaining thereto, and the trustee, except to the extent the rights herein given may be restricted by the trust agreement, may, either at law or in equity, by suit, action, mandamus or other proceeding, protect and enforce any and all rights under the laws of the commonwealth or granted hereunder or under the trust agreement, and may enforce and compel the performance of all duties required by this act or by the trust agreement, to be performed by the corporation or by any officer thereof.
SECTION 16. Insofar as this act is inconsistent with any other general or special law, excluding the state building code, and the municipal zoning ordinance or by-law, this act shall be controlling.
SECTION 17. This act, being necessary for the welfare of the town and its inhabitants, shall be liberally construed to effect its purpose.
SECTION 18. If the town shall modify its charter, or if it shall adopt a new charter, then without amendment of this act, the provisions of this act which refer to specific municipal officials or municipal bodies shall be understood, upon a charter change, to refer to those who under such change exercise the same or equivalent functions.
SECTION 19. This act shall take effect upon its passage.