(a) The Corporation shall have the power to issue asset-backed bonds, notes, and other obligations, including refunding asset-backed bonds at or before maturity, to finance, or assist in the financing of healthcare projects described in title 33, section 3100b(c) Virgin Islands Code, and such obligations shall be payable solely from, and secured by the assets of the Corporation, including all of the rights, title and interest of the Government to certain payments received or to be received under the Master Settlement Agreement, including the power to provide for the authorization, securing, sale, and issuance of the Bonds and the Residual Bond, if any, consistent with this chapter.
(b) The Corporation, by resolution of its board, may authorize the issuance of the Bonds. The resolution may stipulate the terms of the Bonds, including the following:
(1) The date a Bond bears;
(2) The date a Bond matures and, if different, such other date on which a Bond may be paid;
(3) Whether the Bonds are issued as current interest bonds, capital appreciation bonds, convertible, capital, appreciation bonds or a combination thereof;
(4) Whether the Bonds are issued as serial bonds, term bonds or as a combination of the two;
(5) The denominations;
(6) The interest rate or rates, or variable rate or rates changing from time to time, as provided in or determined pursuant to, authorization under the resolution; provided, that the Bonds shall bear interest at a rate not to exceed 8.5% per annum;
(7) The method and terms of sale;
(8) The method for payment;
(9) Security for the Bonds;
(10) The terms of redemption;
(11) The establishment of reserves and debt service funds and the use of proceeds of the Bonds for costs of issuance, capitalized interest and otherwise in accordance with this chapter; and
(12) Any other terms which, in the opinion of the board or its advisors, may be necessary or desirable for the sale of the Bonds.
(c) The resolution authorizing the issuance of the Bonds shall include a statement as to whether the Bonds are intended to be issued on a tax-exempt or taxable basis.
(d) The Corporation shall send a copy of the resolution authorizing the issuance of the Bonds to the Legislature within three days of its adoption.
(e) The board may delegate to any member of the board, the authority to prescribe the terms and conditions of the Bonds, including those referred to in subsection (b) of this section, except that the terms and conditions of the Residual Bond, if any, shall be consistent with the terms of the Purchase Agreement.
(f) A pledge by the Corporation of contract rights, general intangibles, assets or revenues collected by or on behalf of the Corporation as security for the Bonds shall be valid and binding from the time the pledge is made. The contract rights, general intangibles, assets or revenues pledged shall immediately be subject to the lien of the pledge without physical delivery or further act, and the lien of any pledge shall be valid and binding against any person having a claim of any kind in tort, contract, or otherwise against the Corporation or the Government irrespective of whether the person has notice. Notwithstanding any law, the filing or recording of a resolution, trust, agreement, financing statement, continuation statement, or other instrument adopted or entered into by the Corporation in any public record is not required to perfect the lien against third parties.
(g) The Bonds shall be securities in which all public officers and bodies of the Government and all agencies, instrumentalities, commissions, authorities, and political subdivisions thereof, all insurance companies and associations and other persons carrying on an insurance business, all banks, bankers, trust companies, savings banks and savings associations, including savings and loan associations, building and loan associations, investment companies and other persons carrying on a banking business, and all other persons whatsoever who are now or may hereafter be authorized to invest in bonds or other obligations of the Corporation, may properly and legally invest funds including capital in their control or belonging to them.
(h) The Bonds shall be securities which may be deposited with and shall be received by all public officers and bodies of the Government and all agencies, instrumentalities, commissions, authorities, and political subdivisions thereof, for any purpose for which the deposit of bonds or other obligations of the Corporation is now or may hereafter be authorized.
(i)
(1) The Bonds, debts, obligations, contracts, notes, bonds, debentures, expenditures, accounts, funds, property and facilities of the Corporation are those of the Corporation and not those of the Government, or any department, office, agency, commission, municipality, branch, bureau, agent, officer or employee of the Government.
(2) The Bonds are not general obligations of the Government and are not secured by a pledge of the full faith and credit of the Government and the holders of the Bonds may not require the levy or imposition of taxes.
(3) The Bonds are special obligations of the Corporation payable solely from and secured by the assets of the Corporation including the payments received under the Master Settlement Agreement.
(4) The Corporation has no taxing power.
(5) The Bonds shall contain on their face the statements contained in paragraphs (1) through (4) of this subsection.
(6) Nothing contained in the Bonds, or in the related financing or closing documents, shall create an obligation on the part of the Corporation or the Government to make payments with respect to the Bonds from sources other than the assets of the Corporation including the payments received by the Corporation under the Master Settlement Agreement.
(j) Upon the issuance of the Bonds, the authority to issue the Bonds, the regularity thereof, the validity of any pledge or lien, and the validity and legality of the resolution authorizing the Bonds and the proceedings so adopted shall be conclusively presumed.
(k) No official, employee, or agent of the Corporation or the Government shall be held personally liable solely because the Bonds are issued. Members of the board, while acting within the scope of their authority as members of the Corporation, shall not be subject to any personal or civil liability from the exercise of any of the Corporation's purposes, duties or responsibilities, unless the conduct of such member is determined by a court of competent jurisdiction to constitute willful wrongdoing or gross negligence.
(l) The Government pledges to the Corporation and the holders of the Bonds that the Government will not limit or alter the rights vested in the Corporation to fulfill the terms of the Purchase Agreement and the Indenture and all other agreements made with holders of the Bonds, or in any way impair the rights and remedies of the holders of the Bonds, until the Bonds, together with the interest thereon and with interest on any unpaid installments of interest and all costs and expenses in connection with any action or proceedings by or on behalf of the holders of the Bonds are fully met and discharged. Without limiting the foregoing, the Government pledges to the Corporation and the holders of the Bonds that the Government shall not enact any law permitting the Corporation to be a debtor under any bankruptcy or similar law until all obligations of the Corporation to the holders of the Bonds are fully met and discharged. The Government further pledges to take all actions as may be required by law fully to preserve, maintain, defend, protect and confirm the interests of the Corporation and the holders of the Bonds in the Master Settlement Agreement and the payments therefrom pursuant to the terms of the Purchase Agreement. The Corporation may include these pledges of the Government in any agreement with the holders of the Bonds.
(m) The signature of an officer of the Corporation which appears on the Bonds, including Bonds not yet issued or delivered, shall remain valid notwithstanding that the person has ceased to hold that office.
(n) The Bonds shall be exempt as to principal and interest from taxation by the Government or by any political subdivision of the Government.