Okla. Stat. tit. 82, § 82-870

and indenture or agreement - Approval by Attorney General -

Registration - Notice of meetings and conference concerning certain

coal plants.

The district shall have power and is hereby authorized to issue

from time to time, as the need therefor arises, revenue bonds for

its corporate purposes in such amount or amounts not to exceed Three

Billion Six Hundred Million Dollars ($3,600,000,000.00) outstanding

at any time as are necessary, incidental or convenient to the

exercise of the powers, rights, privileges and functions conferred

upon it by Section 862 of this title, or any other act or law, and

without limitations of the generality of the powers, rights and

privileges heretofore granted, for acquiring a steam generating

plant or plants and related facilities, and to extend, improve and

reconstruct the same; and for constructing, installing and acquiring

dams, reservoirs, hydroelectric power plants, or any electrical

generating plant or plants or any other electrical power or

generating facilities; or any plant or plants for the production of

steam for heating and processing purposes; and all and any

facilities of every kind necessary, incidental or convenient for the

production and generation of electric power and energy; and for

acquiring, constructing and installing transmission lines,

substations and all facilities necessary, incidental or convenient

to the sale, resale, interchange and distribution of electric power

and energy; and for carrying on the business and functions of the

district, as is now or hereafter may be authorized by law; and for

acquiring additions and improvements to and extensions of

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facilities, at any time existing, of the district; and for the

acquisition of lands and rights-of-way for such use as is now, or

may be, authorized by law for the construction, replacement and

repair of any dams, plants or other facilities of the district; and

to enable it to finance, in cooperation with any public agency, as

defined under the Interlocal Cooperation Act, Sections 1001 through

1008 of Title 74 of the Oklahoma Statutes, any other agency of

government, rural electric cooperative corporation, or any private

or public corporation, the development and utilization of electrical

energy or the water resources and rights in waters vested in the

district for such purposes as are, or may be, authorized by the laws

of Oklahoma, and for financing and refinancing present outstanding

obligations of the district, including the payment of any claims,

charges or interest on bonds required to be paid. The bonds herein

authorized may either be (1) sold for cash, at public or private

sale, at such price or prices as the Board shall determine with the

advice and assistance of the State Bond Advisor, or (2) may be

issued on such terms as the Board shall determine in exchange for

property of any kind, real, personal or mixed, or any interest

therein which the Board shall deem necessary, incidental or

convenient for any such corporate purposes, or (3) may be issued in

exchange for like principal amounts of other obligations of the

district, matured or unmatured, or (4) may be issued in such

principal amounts that when the proceeds thereof are invested in

legal and qualified investments, the proceeds together with the

resulting proceeds of such investments will be sufficient to retire

the outstanding indebtedness or any portion thereof at maturity or

at prior redemption or upon purchase or tender for purchase. The

proceeds of sale of such bonds shall be deposited in such bank or

banks or trust company or trust companies, and shall be paid out

pursuant to such terms and conditions as may be agreed upon between

the district and the purchasers of such bonds. All such bonds shall

be authorized by resolutions of the Board concurred in by at least

four of the members thereof, and shall bear such date or dates,
oceeds of sale of such bonds shall be deposited in such bank or

banks or trust company or trust companies, and shall be paid out

pursuant to such terms and conditions as may be agreed upon between

the district and the purchasers of such bonds. All such bonds shall

be authorized by resolutions of the Board concurred in by at least

four of the members thereof, and shall bear such date or dates,

mature at such time or times, bear interest at such rate or rates,

at such time or times, be in such denominations, be in such form,

either coupon or registered, carry such registration privileges as

to principal only or as to both principal and interest, and as to

exchange of coupon bonds for registered bonds or vice versa, and

exchange of bonds of one denomination for bonds of other

denominations, be executed in such manner and be payable at such

place or places within or without this state as such resolution or

resolutions may provide. Any resolution or resolutions, including

any related trust indenture or indentures, authorizing any bonds may

contain provisions which shall be part of the contract between the

district and the holders thereof from time to time (a) reserving the

right to redeem such bonds at such time or times, in such amounts

Oklahoma Statutes - Title 82. Waters and Water Rights Page 156

and at such prices as may be provided, (b) providing for the setting

aside of sinking funds or reserve funds and the regulation and

disposition thereof, (c) pledging to secure the payment of the

principal of and interest on such bonds and of the sinking fund or

reserve fund payments agreed to be made in respect of such bonds all

or any part of the gross or net revenues thereafter received by the

district in respect of the property, real, personal or mixed, to be

acquired or constructed with such bonds or the proceeds thereof, or

all or any part of the gross or net revenues thereafter received by

the district from whatever source derived and monies and securities

held under such resolutions or indentures or contract rights with

respect to any of the foregoing, (d) prescribing the purposes to

which such bonds or any bonds thereafter to be issued, or the

proceeds thereof, may be applied, (e) agreeing to fix and collect

rates and charges sufficient to produce revenues adequate to pay the

items specified in subparagraphs (a), (b), (c), (d) and (e) of

Section 868 of this title and prescribing the use and disposition of

all revenues, and the investment of such revenues and other monies

pending their expenditures in investments authorized or permitted by

law, (f) prescribing limitations upon the issuance of additional

bonds and upon the agreements which may be made with the purchasers

and successive holders thereof, (g) with regard to the construction,

extension, improvement, reconstruction, operation, maintenance and

repair of the properties of the district, carrying of insurance upon

all or any part of the properties covering loss or damage or loss of

use and occupancy resulting from specified risk, (h) fixing the

procedure, if any, by which, if the district shall so desire, the

terms of any contract with the holders of such bonds may be amended

or abrogated, the amount of bonds the holders of which must consent

thereto, and the manner in which such consent may be given, (i) for

the execution and delivery by the district to a bank or trust

company authorized by law to accept trusts, or to the United States

of America or any office or agency thereof, of indentures and

agreements for the benefit of the holders of such bonds setting

forth any or all of the agreements herein authorized to be made with

or from the benefit of the holders of such bonds and such other

provisions as may be customary in such indentures or agreements, and
company authorized by law to accept trusts, or to the United States

of America or any office or agency thereof, of indentures and

agreements for the benefit of the holders of such bonds setting

forth any or all of the agreements herein authorized to be made with

or from the benefit of the holders of such bonds and such other

provisions as may be customary in such indentures or agreements, and

(j) such other provisions, not inconsistent with the provisions of

Section 861 et seq. of this title, as the Board may approve.

Any such resolution and any indenture or agreement entered into

pursuant thereto may provide that in the event that (a) default

shall be made in the payment of the interest on any or all bonds

when and as the same shall become due and payable, or (b) default

shall be made in the payment of the principal of any or all bonds

when and as the same shall become due and payable, whether at the

maturity thereof, by call for redemption or otherwise, or (c)

default shall be made in the performance for any agreement made with

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the purchasers or successive holders of any bonds, and such default

shall have continued such period, if any, as may be prescribed by

the resolution in respect thereof, the trustee under the indenture

or indentures entered into in respect of the bonds authorized

thereby, or if there shall be no such indenture, a trustee appointed

in the manner provided in such resolution or resolutions by the

holders of twenty-five percent (25%) in aggregate principal amount

of the bonds authorized thereby and at the time outstanding may,

and, upon the written request of the holders of twenty-five percent

(25%) in aggregate principal amount of the bonds authorized by such

resolution or resolutions at the time outstanding, shall, in his,

her, or its own name, but for the equal and proportionate benefit of

the holders of all of such bonds, and with or without possession

thereof,

(1) By mandamus or other suit, action or proceeding at law

or in equity, enforce all rights of the holders of

such bonds,

(2) Bring suit upon such bonds and/or the appurtenant

coupons,

(3) By action or suit in equity, require the district to

account as if it were the trustee of an express trust

for the bondholders,

(4) By action or suit in equity, enjoin any acts or things

which may be unlawful or in violation of the rights of

the holders of such bonds, and/or

(5) After such notice to the district as such resolution

may provide, declare the principal of all of such

bonds due and payable, and if all defaults shall have

been made good, then with the written consent of the

holder or holders of twenty-five percent (25%) in

aggregate principal amount of such bonds at the time

outstanding annul such declaration and its

consequence; provided, however, that the holders of

more than a majority in principal amount of the bonds

authorized thereby and at the time outstanding by

instrument or instruments in writing delivered to such

trustee have the right to direct and control any and

all action taken or to be taken by such trustee under

this paragraph. Any such resolution, indenture or

agreement may provide that in any such suit, action or

proceeding, any such trustee, whether or not all of

such bonds shall have been declared due and payable,

and with or without possession of any thereof, shall

be entitled as of right to the appointment of a

receiver who may enter and take possession of all or

any part of the properties of the district and operate

and maintain the same, and fix, collect and receive

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rates and charges sufficient to provide revenues

adequate to pay the items set forth in subparagraphs
f any thereof, shall

be entitled as of right to the appointment of a

receiver who may enter and take possession of all or

any part of the properties of the district and operate

and maintain the same, and fix, collect and receive

Oklahoma Statutes - Title 82. Waters and Water Rights Page 158

rates and charges sufficient to provide revenues

adequate to pay the items set forth in subparagraphs

(a), (b), (c), (d) and (e) of Section 868 of this

title and the costs and disbursements of such suit,

action or proceeding, and to apply such revenues in

conformity with the provisions of Section 861 et seq.

of this title and the resolution or resolutions

authorizing such bonds. In any suit, action or

proceeding by any such trustee, the reasonable fees,

counsel fees and expense of such trustee and of the

receiver or receivers, if any, shall constitute

taxable disbursements and all costs and disbursements,

and all costs and disbursements allowed by the court

shall be a first charge upon any revenues pledged to

secure the payment of such bonds. Subject to the

provisions of the Oklahoma Constitution, the courts of

the County of Craig, or other county wherein the

domicile may be situated, shall have jurisdiction of

any such suit, action or proceeding by any such

trustee on behalf of the bondholders and of all

property involved therein. In addition to the powers

hereinabove specifically provided for, each such

trustee shall have and possess all powers necessary or

appropriate for the exercise of any thereof, or

incident to the general representation of the

bondholders in the enforcement of their right.

Before any bonds shall be sold by the district, a certified copy

of the proceedings for the issuance thereof, including the form of

such bonds, together with any other information which the Attorney

General of this state may require, shall be submitted to the

Attorney General and if he or she shall find that such bonds have

been issued in accordance with law he or she shall approve such

bonds and execute a certificate to that effect which shall be filed

in the Office of the State Auditor and Inspector of this state and

be recorded in a record kept for that purpose. No bonds shall be

issued until the same shall have been registered by the State

Auditor and Inspector, who shall so register the same if the

Attorney General shall have filed with the State Auditor and

Inspector his or her certificate approving the bonds and the

proceedings for the issuance thereof as hereinabove provided. All

bonds approved by the Attorney General as aforesaid, and registered

by the State Auditor and Inspector as aforesaid, and issued in

accordance with the proceedings so approved shall be valid and

binding obligations of the district and shall be incontestable for

any cause from and after the time of such registration.