§ 1141. Proceedings to recover tax. (a) Whenever any person required
to collect tax shall fail to collect or pay over any tax, penalty or
interest imposed by this article as therein provided, or whenever any
customer shall fail to pay any such tax, penalty or interest, the
attorney general shall, upon the request of the tax commission, bring or
cause to be brought an action to enforce the payment of the same on
behalf of the state of New York in any court of the state of New York or
of any other state or of the United States.

(b) As an additional or alternate remedy, the tax commission may issue
a warrant, directed to the sheriff of any county commanding him to levy
upon and sell the real and personal property of any person liable for
the tax, which may be found within his county, for the payment of the
amount thereof, with any penalties and interest, and the cost of
executing the warrant, and to return such warrant to the tax commission
and to pay it the money collected by virtue thereof within sixty days
after the receipt of such warrant. The sheriff shall within five days
after the receipt of the warrant file with the county clerk a copy
thereof, and thereupon such clerk shall enter in the judgment docket the
name of the person mentioned in the warrant and the amount of the tax,
penalties and interest for which the warrant is issued and the date when
such copy is filed. Thereupon the amount of such warrant so docketed
shall become a lien upon the title to and interest in real and personal
property of the person against whom the warrant is issued. Such lien
shall not apply to personal property unless such warrant is filed in the
department of state. The sheriff shall then proceed upon the warrant, in
the same manner, and with like effect, as that provided by law in
respect to executions issued against property upon judgments of a court
of record and for services in executing the warrant he shall be entitled
to the same fees, which he may collect in the same manner. In the
discretion of the tax commission a warrant of like terms, force and
effect may be issued and directed to any officer or employee of the
department of taxation and finance, and in the execution thereof such
officer or employee shall have all the powers conferred by law upon
sheriffs, but shall be entitled to no fee or compensation in excess of
the actual expenses paid in the performance of such duty. Upon such
filing of a copy of a warrant, the tax commission shall have the same
remedies to enforce the amount due thereunder as if the state had
recovered judgment therefor.

(c) Whenever a person required to collect tax shall make a sale,
transfer, or assignment in bulk of any part or the whole of his business
assets, otherwise than in the ordinary course of business, the
purchaser, transferee or assignee shall at least ten days before taking
possession of the subject of said sale, transfer or assignment, or
paying therefor, notify the tax commission by registered mail of the
proposed sale and of the price, terms and conditions thereof whether or
not the seller, transferrer or assignor, has represented to, or informed
the purchaser, transferee or assignee that he owes any tax pursuant to
this article, and whether or not the purchaser, transferee, or assignee
has knowledge that such taxes are owing, and whether any such taxes are
in fact owing.

Whenever the purchaser, transferee or assignee shall fail to give
notice to the tax commission as required by the preceding paragraph, or
whenever the tax commission shall inform the purchaser, transferee or
assignee that a possible claim for such tax or taxes exists, any sums of
money, property or choses in action, or other consideration, which the
purchaser, transferee or assignee is required to transfer over to the
seller, transferrer or assignor shall be subject to a first priority
right and lien for any such taxes theretofore or thereafter determined
to be due from the seller, transferrer or assignor to the state, and the
purchaser, transferee or assignee is forbidden to transfer to the
seller, transferrer or assignor any such sums of money, property or
choses in action to the extent of the amount of the state's claim.
Within ninety days of receipt of the notice of the sale, transfer, or
assignment from the purchaser, transferee or assignee, the tax
commission shall give notice to the purchaser, transferee or assignee
and to the seller, transferrer, or assignor of the total amount of any
tax or taxes which the state claims to be due from the seller,
transferrer, or assignor to the state, and whenever the tax commission
shall fail to give such notice to the purchaser, transferee, or assignee
and the seller, transferrer, or assignor within ninety days from receipt
of notice of the sale, transfer, or assignment, such failure will
release the purchaser, transferee or assignee from any further
obligation to withhold any sums of money, property or choses in action,
or other consideration, which the purchaser, transferee or assignee is
required to transfer over to the seller, transferrer or assignor, except
that with respect to pending matters such ninety day periods shall not
begin to run until ninety days after the effective date of this
provision. For failure to comply with the provisions of this subdivision
the purchaser, transferee or assignee, in addition to being subject to
the liabilities and remedies imposed under the provisions of article six
of the uniform commercial code, shall be personally liable for the
payment to the state of any such taxes theretofore or thereafter
determined to be due to the state from the seller, transferrer or
assignor, except that the liability of the purchaser, transferee or
assignee shall be limited to an amount not in excess of the purchase
price or fair market value of the business assets sold, transferred or
assigned to such purchaser, transferee, or assignee, whichever is
higher, and such liability may be assessed and enforced in the same
manner as the liability for tax under this article. Upon receipt within
the ninety days as aforesaid of the notice of the total amount of the
state's claim from the tax commission, and demand for payment thereof,
the purchaser, transferee or assignee may make payment of such claim to
the state from any sums of money, property, or choses in action withheld
in accord with the provisions of this paragraph, except that such
payment shall be limited to an amount not in excess of the purchase
price or fair market value of the business assets sold, transferred, or
assigned to such purchaser, transferee, or assignee, whichever is
higher, and upon making the payment, such purchaser, transferee, or
assignee shall be relieved of all liability for such amounts to the
seller, transferrer, or assignor, and such amounts paid to the state
shall be deemed satisfaction of the tax liability of the seller,
transferrer, or assignor to the extent of the amount of such payment.

Where the liability of a purchaser, transferee or assignee, for the
payment to the state of any such taxes determined to be due from the
seller, transferrer or assignor, has been wholly paid or satisfied or no
longer exists, the tax commission shall mail to such purchaser,
transferee or assignee a notice, addressed to his last known address,
setting forth that such liability has been wholly paid or satisfied or
no longer exists. The tax commission shall include in such notice the
following additional information:

(1) the name and last known address of the purchaser, transferee or
assignee;

(2) the amount of the lien paid, satisfied or vacated; and

(3) a statement to the effect that consumer reporting agencies must
delete from a credit file any reference to the particular tax lien
within thirty days of receipt from the purchaser, transferee or assignee
of such notice. Provided, however, no order or decree in a bankruptcy
proceeding shall be construed as giving rise to the requirement that the
notice provided for in this paragraph be given.