Terms Used In 12 Guam Code Ann. § 81106

  • Contract: A legal written agreement that becomes binding when signed.
  • Lien: A claim against real or personal property in satisfaction of a debt.
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
  • Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
  • Trustee: A person or institution holding and administering property in trust.
) The Authority may issue bonds, from time to time, for the purposes and in the manner provided in this Chapter. The Authority may issue bonds to refund all or any portion of bonds previously issued under this Chapter.

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12 Guam Code Ann. AUTONOMOUS AGENCIES
CH. 81 GEDCA TOBACCO SETTLEMENT REVENUE BOND ACT

(b) All bonds must be payable solely from and secured solely by the tobacco receipts, or the portion of the tobacco receipts the board determines to pledge for payment of the bonds.

(c) Neither the members of the board, nor any person executing the bonds or any notes, nor any employee of the Authority or the government shall be liable individually or personally on the bonds or notes, or be subject to any personal liability or accountability by reason of the issuance of the bonds; provided, however, that nothing in this Chapter shall relieve any such person from the performance of any ministerial duty required by law.

(d) The board has no power to pledge the faith, credit or taxing power of the government in connection with the issuance of the bonds, and each bond must recite on its face that it is a limited obligation of the Authority issued pursuant to and in accordance with this Chapter; that it is payable solely from and secured solely by the tobacco receipts; that it is not an obligation of the government; and that it is not backed by the full faith, credit or taxing power of the government. Failure to include this language on the face of any bond does not cause the bond to become an obligation of the government, or a pledge of the full faith, credit or taxing power of the government.

(e) Any pledge made by the Authority of the tobacco receipts is valid and binding from the time when the pledge is made, and the tobacco receipts pledged and then or thereafter received by the Authority are immediately subject to the lien of the pledge, and the pledge shall constitute a lien and security interest, which shall immediately attach to the tobacco receipts, without any physical delivery thereof or further act. The lien of the pledge is valid and binding against all parties having claims of any kind in tort, contract or otherwise against the Authority, irrespective of whether the parties have notice of such pledge. Neither the resolution of the Authority or any indenture, trust agreement or other instrument by which a pledge is created need be recorded or filed to perfect the pledge.

(f) The Authority may sell bonds issued under this Chapter either in a negotiated sale, or through a competitive bidding process in accordance under procedures established by the board. The determination of whether to sell bonds through negotiation or through competitive bidding shall be made by the board.

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12 Guam Code Ann. AUTONOMOUS AGENCIES
CH. 81 GEDCA TOBACCO SETTLEMENT REVENUE BOND ACT

(g) The Authority may not issue any bonds, unless the board has first adopted its resolution authorizing the issuance, finding that the issuance and the proposed use of the bond proceeds is in accordance with this Chapter, and authorizing the execution and delivery of any indenture providing for the pledge and other terms of the bonds.
(h) The technical form and language of the bonds, including provisions for execution, exchange, transfer, registration, paying agency, lost or mutilated bonds, negotiability, cancellation and other tenets, covenants or conditions not inconsistent with this Chapter, shall be as specified in the indenture approved by the board. Regardless of their form or character, bonds issued under this Chapter shall be negotiable instruments for all purposes, subject only to the provisions of such bonds for registration. Such indenture may also appoint one (1) or more trustees or other fiduciaries authorized to receive and hold in trust the tobacco receipts, the proceeds of the bonds and other moneys relating thereto, to protect the rights of bondholders and to perform such other duties as may be specified in the indenture. Covenants of the Authority in the indenture may include, without limitation, the establishment and maintenance of reserve funds for the payment of debt service on bonds if the tobacco receipts are inadequate in any year, restrictions on the later issuance of additional bonds or making the later issuance subject to certain conditions relating to available debt service coverage or otherwise, conditions on the timing of the release of all or a portion of the tobacco receipts from the lien of the indenture, the enforcement of the Master Settlement Agreement, or any other matter that the board considers appropriate, subject to Subsections (d), (i) and (j) of this Section.

(i) The Authority may not enter into any covenant that purports to create any right on the part of the board, the Authority, any bondholder, or any trustee to recover amounts consisting of the tobacco receipts once those amounts have been released from the lien of the indenture. Any covenant in violation of this Subsection is void and of no effect.

(j) The Authority may establish such limitations on the investment of the proceeds of the bonds and other moneys relating to the bonds as may be necessary or desirable to establish and protect the exclusion of interest on the bonds from gross income for Federal income tax purposes.