CHAPTER 642

An Act providing for the construction, maintenance, repair and opera-
_ tion of an airport to serve the need of the county of Fairfax, under
certain conditions, including all facilities incidental to such project;
creating a political subdivision of the Commonwealth to be known
as the Fairfax County Airport Authority and defining its powers
and duties; granting to the Authority power to acquire necessary real
and personal property and to exercise the power of eminent do-
main; providing for financing the construction of such project by
the issuance of revenue bonds of the Authority, payable solely from
revenue of the Authority; authorizing the issuance of revenue re-
funding bonds; providing that no debt of the Commonwealth or of
any county, city, district or political subdivision thereof shall be tn-
curred in the exercise of any of the powers granted by this Act;
providing for the collection of revenues to pay such bonds and the
interest thereon and cost of maintenance, repair and operation of
such project; exempting from taxes and assessments such project
and such bonds and the income therefrom; providing for the execu-
tion of a trust agreement to secure the payment of such bonds without
mortgaging or incumbering such project; and prescribing the powers
and duties of the Authority in connection with the foregoing and the
rights and remedies of the holders of bonds issued under the provi-
sions of this Act.

[S 365]

Approved April 1, 1964

Be it enacted by the General Assembly of Virginia:

1. § 1. Definitions—As used in this Act the following words and
term shall have the following meanings, unless the context shall indicate
another or different meaning or intent:

(a) The word “Authority” shall mean the Fairfax County Airport
Authority hereinafter created or, if the Authority shall be abolished, the
board, body, commission or agency succeeding to the principal functions
thereof or upon whom the powers given by this Act to the Authority
shall be conferred by law.

(b) The word “project” shall mean an airport and appurtenant facili-
ties for general, commercial and private use constructed by or for the
Authority under the provisions of this Act, together with all necessary
and convenient approaches, roads and streets used in connection with such
airport.

(c) The term “cost of the project’? shall embrace the cost of con-
struction, landscaping and conservation, the cost of acquisition of all
land, rights of way, property, rights, easements and interests acquired
by the Authority for the construction and operation of the project, the
cost of demolishing or removing any buildings or structures on land so
acquired, including the cost of acquiring any land to which such build-
ings or structures may be moved, the cost of all machinery and equip-
ment, financing charges, interest prior to and during construction and,
if deemed advisable by the Authority for a period not exceeding one year
after completion of construction, cost of traffic estimates and of engineer-
ing and legal services, plans, specifications, surveys, estimates of cost
and of revenues, provision for working capital and a reserve for interest,
other expenses necessary or incident to determining the feasibility or
practicability of constructing the project, administrative expenses, and
such other expenses as may be necessary or incident to the construction of
the project, the financing of such construction and the placing of the
project in operation.

(d) The word “bonds” or the words “revenue bonds” shall mean reve-
nue bonds or revenue refunding bonds of the Authority issued under the
provisions of this Act.

(e) The word “owner” shall include all individuals, copartnerships,
associations or corporations and also municipalities, political subdivisions
and all public agencies and instrumentalities having any title or interest
in any property, rights, easements and interests authorized to be acquirec

y this Act.

§ 2. Credit of Commonwealth and Political Subdivisions Not Pledged
—Revenue bonds issued under the provisions of this Act shall not be
deemed to constitute a debt of the Commonwealth of Virginia or of any
county, city, district or political subdivision thereof, or a pledge of th«e
faith and credit of the Commonwealth or of any county, city, district or
political subdivision thereof, but such bonds shall be payable solely from
the funds herein provided therefor from tolls and revenues. The issuance
of revenue bonds under the provisions of this Act shall not directly or
indirectly or contingently obligate the Commonwealth or any county, city
or district therein or any political subdivision thereof to levy or to pledge
any form of taxation whatever therefor. All such revenue bonds shall
contain a statement on their face substantially to the foregoing effect.

All expenses incurred in carrying out the provisions of this Act shall
be payable solely from funds provided under the provisions of this Act
and no liability or obligation shall be incurred by the Authority hereunder
beyond the extent to which moneys shall have been provided under the
provisions of this Act.

§ 8. “Fairfax County Airport Authority.”—If the governing body of
the county of Fairfax shall by resolution declare that there is need for
an airport authority to be created for the purpose of establishing and
operating one or more airports or landing fields for such political subdivi-
sion, an airport authority shall upon adoption of such resolution, be created
and constituted a political subdivision of the Commonwealth to be known
as the “Fairfax County Airport Authority’. The exercise by the Authority
of the powers conferred by this Act in the construction, operation and
maintenance of the project authorized by this Act shall be deemed and
held to be the performance of an essential governmental function.

The Authority shall consist of five members, all of whom shall be ap-
pointed by the governing body of the county of Fairfax, all of whom shall
be residents of such county. Two of the members of the Authority first
appointed shall continue in office for terms expiring on the thirtieth day
of June three years from the date that this Act shall have become effec-
tive, two for terms expiring on the thirtieth day of June two years from
the date that this Act shall have become effective, and one for a term
expiring on the thirtieth day of June within the year from the date that
this Act shall have become effective, the term of each such member to
be designated by said governing body and to continue until his successor
shall be duly appointed and qualified. The successor of each such member
shall be appointed for a term of five years and until his successor shall
be duly appointed and qualified, except that any person appointed to fill
a vacancy shall serve only for the unexpired term. Any member of the
Authority shall be eligible for reappointment. Members of the Authority
shall be subject to removal from office in like manner as are State, county,
town and district officers under the provisions of §§ 15.1-63 to 15.1-66, in-
clusive, of the Code of Virginia. The Authority shall annually elect one
of its members as chairman and another as vice chairman and shall also
elect annually a secretary-treasurer, who may or may not be a member
of the Authority.

The secretary-treasurer shall keep a record of the proceedings of the
Authority and shall be custodian of all books, documents and papers filed
with the Authority and of the minute book or journal of the Authority
and of its official seal. He shall have authority to cause copies to be made
of all minutes and other records and documents of the Authority and to
give certificates under the official seal of the Authority to the effect that
such copies are true copies, and all persons dealing with the Authority
may rely upon such certificates.

Three members of the Authority shall constitute a quorum and the
affirmative vote of three members shall be necessary for any action taken
by the Authority. No vacancy in the membership of the Authority shall
impair the right of a quorum to exercise all the rights and perform all
the duties of the Authority.
_ Before the issuance of any revenue bonds under the provisions of
this Act the secretary-treasurer of the Authority shall execute a surety
bond in the penal sum of fifty thousand dollars, such surety bond to be
conditioned upon the faithful performance of the duties of his office, to
be executed by a surety company authorized to transact business in the
Commonwealth as surety and to be approved by the attorney general and
filed in the office of the secretary of the Commonwealth.

The members of the Authority shall be entitled to reimbursement
for their expenses incurred in attendance upon the meetings of the Au-
thority or while otherwise engaged in the discharge of their duties. Each
member shall also be paid the sum of twenty dollars per day for each
day or portion thereof during which he is engaged in the performance of
his duties, with the maximum payable to any one member in any one
calendar year of fifteen hundred dollars.

8 4. General Grant of Powers.—The Authority is hereby authorized
and empowered:

(a) to adopt by-laws for the regulation of its affairs and the conduct
of its business;

(b) to adopt an official seal and alter the same at pleasure;

(c) to determine the location of the project, to determine, in its
discretion and without reference to any other provisions of any State law,
the design standards and the materials of construction, and to construct,
maintain, repair and operate the project;

(d) to issue revenue bonds of the Authority for any of its purposes,
payable solely from the tolls and revenues pledged for their payment,
and to refund its bonds, all as provided in this Act;

(e) to fix and revise from time to time and charge and collect tolls,
rates, fees, rentals and other charges for the use of the project;

f) to acquire, accept, hold and dispose of real and personal property
including gifts and contributions from political subdivisions, persons or
corporations, in the exercise of its powers and the performance of its duties
under this Act;

(g) to employ, in its discretion, consulting engineers, attorneys, ac-
countants, construction and financial experts, superintendents, managers,
and such other employees and agents as may be necessary in its judgment,
and to fix their compensation ;

(h) to enter upon any lands and premises for the purpose of making
such surveys, soundings, borings and examinations as the Authority may
deem necessary or convenient for its purposes, and such entry shall not
be deemed a trespass, nor shall an entry for such purposes be deemed
an entry under any condemnation proceedings; provided, however, the Au-
thority shall pay any actual damage resulting to such lands and premises
as a result of such entry and activities as a part of the cost of the project ;

(i) to sue and be sued in its own name, plead and be impleaded;

(j) To 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 enter into grant agreements with the
United States government for airport planning, development and opera-
tion under the Federal Airport Act and other appropriate federal laws;

(k) to do all acts and things necessary or convenient to carry out
the powers expressly granted in this Act; and

(1) to borrow money and to issue bonds, refunding bonds, notes.
certificates or other evidence of indebtedness of the Authority.

§ 4-a. In addition to the powers conferred by the preceding section,
the Authority is hereby empowered to lease, sell or encumber any rea]
property owned by the Authority.

§ 5. Acquisition of Property.—(a) The Authority is hereby author.
ized and empowered to acquire by purchase solely from funds provided
under the provisions of this Act, such lands, structures, property, rights,
rights of way, franchises, easements and other interests in lands as it may
deem necessary or convenient for the construction and operation of the
project, upon such terms and at such prices as may be considered by
it to be reasonable and can be agreed upon between it and the owner
thereof.

All public agencies and the commissions of the Commonwealth, with
the approval of the Governor, and the County of Fairfax, notwithstanding
any contrary provisions of law, are hereby authorized and empowered to
lease, lend, grant or convey to the Authority at its request upon such
terms and conditions as may be mutually agreed upon, without the neces-
sity for any advertisement, order of court or other action or formality,
any real property which may be necessary or convenient to the effectua-
tion of the authorized purposes of the Authority, including public high-
ways and other real property already devoted to public use.

(b) The Authority is authorized and empowered to acquire by the ex-
ercise of the power of eminent domain limited to the definition of “project”
as set forth herein, any lands, property, rights, rights of way, fran-
chises, easements and other property, including public lands, parks,
playgrounds, reservations, highways or parkways, or parts thereof or
rights therein, of any person, copartnership, association, public service,
public utility or other corporation, or of the county, deemed necessary or
convenient for the construction or the efficient operation of the project
or necessary in the restoration, replacement or relocation of public or
private property damaged or destroyed, whenever a reasonable price can-
not be agreed upon or whenever the Authority cannot agree on the terms
of purchase or settlement with the owner or owners because of the in-
capacity of such owner or owners or because of the inability to agree
on the compensation to be paid or other terms of settlement or pur-
chase, or because such owner or owners are nonresidents of the Com-
monwealth, or are unknown, or are unable to convey valid title to such
property. Such proceedings shall be in accordance with and subject to
the provisions of any and all laws of the Commonwealth applicable to
the exercise of the power of eminent domain in the name of the State
Highway Commissioner and subject to the provisions of § 25-233 of the
Code of Virginia, 1950, as fully as if the Authority were a corporation
possessing the power of eminent domain; provided, however, that title to
any property condemned by the Authority shall immediately vest in the
Authority, and the Authority shall be entitled to the immediate posses-
sion of such property upon the deposit with the clerk of the court in
which such condemnation proceedings are originated, of the total amount
of the appraised price of the property and court costs and fees as pro-
vided by said laws, notwithstanding that any of the parties to such pro-
ceedings shall appeal from any decision in such condemnation proceedings.
Whenever the Authority shall make such deposit in connection with any
condemnation proceeding, the making of such deposit shall not preclude
the Authority from appealing any decision rendered in such proceedings.
Upon the deposit with the clerk of the court of the appraised price, any
person or persons entitled thereto may, upon petition to the court, be paid
his or their pro rata share of 90% of such appraised price. The accep-
tance of such payment shall not preclude such person or persons from
appealing any decision rendered in such proceedings. If the appraisement
is greater or less than the amount finally determined by the decision in
such proceeding or by an appeal, the amount of the increase or decrease
shall be paid by or refunded to the Authority.

The terms “appraised price” and “appraisement” as used in this
section mean the value determined by two competent real estate ap-
praisers appointed by the Authority for such purposes. _

The acquisition of any such property by condemnation or by the
exercise of the power of eminent domain shall be and is hereby declared
to be a public use of such property.

(c) Title to any property acquired by the Authority shall be taken
in the name of the Authority.

(d) In any eminent domain proceedings the court having jurisdiction
of the suit, action or proceeding may make such orders as may be just
to the Authority and to the owners of the property to be condemned and
may require an undertaking or other security to secure such owners
against any loss or damage by reason of the failure of the Authority to
accept and pay for the property, or by reason of the taking of property
occupied by such owners, but neither such undertaking or security nor
any act or obligation of the Authority shall impose any liability upon the
Commonwealth or upon any county, or other political subdivision of the
Commonwealth.

(e) If the owner, lessee or occupier of any property to be condemned
or otherwise acquired shall refuse to remove his property therefrom or
give up possession thereof, the Authority may proceed to obtain possession
in any manner provided by law.

(f) The Commonwealth hereby consents to the use of any lands or
property owned by the Commonwealth which are deemed by the Au-
thority to be necessary for the construction or operation of the project.

(g) No property shall be acquired by any method by the Authority
without the prior approval of the governing body of the county after public
hearing held thereon.

§ 6. Revenue Bonds.—The Authority is hereby authorized to provide
by resolution for the issuance, at one time or from time to time, of
revenue bonds of the Authority for the purpose of paying all or any part
of the cost of the project. The principal of and the interest on such bonds
shall be payable solely from the funds herein provided for such payment.
The bonds of each issue shall be dated, shall bear interest at such rate
or rates not exceeding six per centum (6%) per annum, shall mature at
such time or times not exceeding forty years from their date or dates,
as may be determined by the Authority, and may be made redeemable
before maturity, at the option of the Authority, at such price or prices
and under such terms and conditions as may be fixed by the Authority
prior to the issuance of the bonds. The Authority shall determine the
form and the manner of execution of the bonds, including any interest
coupons to be attached thereto, and shall fix the denomination or denomina-
tions of the bonds and the place or places of payment of principal and
interest, which may be at any bank or trust company within or without
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 such officer before the delivery of such bonds, such signature or such
facsimile shall nevertheless be valid and sufficient for all purposes the
same as if he had remained in office until such delivery. Notwithstanding
any other provision of this Act or any recitals in any bonds issued under
the provisions of this Act, all such bonds shall be deemed to be negoti-
able instruments under the laws of the Commonwealth. The bonds may
be issued in coupon or in registered form, or both, as the Authority may
determine, and provision may be made for the registration of any cou-
pon bonds as to principal alone and also as to both principal and inter-
est, for the reconversion into coupon bonds of any bonds registered ag
to both principal and interest, and for the interchange of registered and
coupon bonds. The Authority may sell such bonds in such manner, either
at public or negotiated sale, and for such price, as it may determine will
best effect the purposes of this Act.

The proceeds of the bonds shall be used solely for the payment of
the cost of the project, and shall be disbursed in such manner and under
such restrictions, if any, as the Authority may provide in the resolution
authorizing the issuance of such bonds or in the trust agreement here-
inafter mentioned securing the same. If the proceeds of the bonds of any
issue, by error of estimates or otherwise, shall be less than such cost,
additional bonds may in like manner be issued to provide the amount of
such deficit, and, unless otherwise provided in the resolution authorizing
the issuance of such bonds or in the trust agreement securing the same,
shall be deemed to be of the same issue and shall be entitled to pay-
ment from the same fund without preference or priority of the bonds
first issued. If the proceeds of the bonds of any issue shall exceed such
cost, the surplus shall be deposited to the credit of the sinking fund for
such bonds.

Prior to the preparation of definitive bonds, the Authority may,
under like restrictions, issue interim receipts or temporary bonds, with
or without coupons, exchangeable for definitive bonds when such bonds
shall have been executed and are available for delivery. The Authority
may also provide for the replacement of any bonds which shall become
mutilated or shall be destroyed or lost. Bonds may be issued under the
provisions of this Act without obtaining the consent of any department,
division, commission, board, bureau or agency of the Commonwealth, and
without any other proceedings or the happening of any other conditions
or things than those proceedings, conditions or things which are specifi-
cally required by this Act.

§ 7. Trust Agreement. — In the discretion of the Authority any
bonds issued under the provisions of this Act may be secured by a trust
agreement by and between the Authority and a corporate trustee, which
may be any trust company or bank having the powers of a trust com-
pany within or without the Commonwealth. Such trust agreement or the
resolution providing for the issuance of such bonds may pledge or assign
the tolls and other revenues to be received, but shall not convey or mort-
gage the project or any part thereof. Such trust agreement or resolution
providing for the issuance of such bonds may contain such 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 cove-
nants setting forth the duties of the Authority in relation to the acquisi-
tion of property and the construction, improvement, maintenance, repair,
operation and insurance of the project, the rates of toll or other charges
to be charged, and the custody, safeguarding and application of all moneys.
It shall be lawful for any bank or trust company incorporated under the
laws of the Commonwealth which may act as depositary of the proceeds
of bonds or of revenues to furnish such indemnifying bonds or to pledge
such securities as may be required by the Authority. Any such 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.
In addition to the foregoing, any such trust agreement or resolution may
contain such other provisions as the Authority may deem reasonable and
proper for the security of the bondholders. All expenses incurred in
carrying out the provisions of such trust agreement or resolution may
be treated as a part of the cost of the operation of the project.

§ 8. Revenues.—The Authority is hereby authorized to fix, revise,
charge and collect tolls or other charges for the use of the project and to
contract with any person, partnership, association or corporation desiring
the use of any part thereof, including the right of way adjoining the airport
for placing thereon telephone, telegraph, electric light or power lines, and
to fix the terms, conditions, rents and rates of charges for such use. Such
tolls or other charges shall be so fixed and adjusted in respect of the
aggregate of tolls or other charges from the project as to provide a fund
sufficient with other revenues, if any, to pay (a) the cost of maintaining,
repairing and operating such project and (b) the principal of and interest
on such bonds as the same shall become due and payable, and to create
reserves for such purposes. The tolls and all other revenues derived
from the project, except such part thereof as may be necessary to pay
such cost of maintenance, repair and operation and to provide such
reserves therefor as may be provided for in the resolution authorizing
the issuance of such bonds or in the trust agreement securing the same,
shall be set aside at such regular intervals as may be provided in such
resolution or such trust agreement in a sinking fund which is hereby
pledged to, and charged with, the payment of the principal of and the
interest on such bonds as the same shall become due, and the redemption
price or the purchase price of bonds retired by call or purchase as therein
provided. Such pledge shall be valid and binding from the time when
the pledge is made; the tolls and other revenues or other moneys s0
pledged and thereafter received by the Authority shall immediately be
subject to the lien of such pledge without any physical delivery thereof
or further act, and the lien of any such pledge shall be valid and binding
as against all parties having claims of any kind in tort, contract or other-
wise against the Authority, irrespective of whether such parties have
notice thereof. Neither the resolution nor any trust agreement by which
a pledge is created need be filed or recorded except in the records of the
Authority. The use and disposition of moneys to the credit of such sinking
fund shall be subject to the provisions of the resolution authorizing the
issuance of such bonds or of such trust agreement. Except as may other-
wise be provided in such resolution or such trust agreement, such sinking
fund shall be a fund for all such bonds without distinction or priority of
one over another.

§ 9. Trust Funds.—All moneys received pursuant to the provisions
of this Act, whether as proceeds from the sale of bonds or as revenues,
shall be feemed to be trust funds to be held and applied solely as provided
in this Act.

§ 10. Remedies.—Any holder of bonds issued under the provisions
of this Act or of any of the coupons appertaining thereto, and the trustee
under any trust agreement, except to the extent the rights herein given,
may be restricted by such trust agreement, may either at law or in equity,
by suit, action, injunction, mandamus or other proceedings, protect and
enforce any and all rights under the laws of the Commonwealth or
granted by this Act or under such trust agreement or the resolution au-
thorizing the issuance of such bonds and may enforce and compel the
performance of all duties required by this Act or by such agreement or
resolution to be performed by the Authority or by any officer or agent
thereof including the fixing, charging and collection of tolls or other
charges.

§ 11. Exemption from Taxation.—The exercise of the powers granted
by this Act shall be in all respects for the benefit of the inhabitants of
the Commonwealth, for the increase of their commerce, and for the
promotion of their safety, health, welfare, convenience and prosperity
and as the operation and maintenance of the project by the Authority
will constitute the performance of essential governmental functions, the
Authority shall not be required to pay any taxes or assessments upon the
project or any property acquired or used by the Authority under ths
provisions of this Act or upon the income therefrom; and the bond:
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 and exempt from taxation by the Commonwealth and by any
municipality, county or other political subdivision thereof.

§ 12. Revenue Refunding Bonds.—The Authority is hereby authorized
to provide by resolution for the issuance of its revenue refunding bonds
for the purpose of refunding any bonds then outstanding which shall
have been issued 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
Authority, for the additional purpose of constructing improvements, ex-
tensions or enlargements of the project. The issuance of such bonds, the
maturities and other details thereof, the rights of the holders thereof,
and the rights, duties and obligations of the Authority in respect of the
same, shall be governed by the provisions of this Act in so far as the same
may be applicable.

§ 18. Act Liberally Construed.—This Act, being necessary for the
welfare of the Commonwealth and its inhabitants, shall be liberally con-
strued to effect the purposes thereof.

§ 14. Constitutional Construction.—The provisions of this Act are
severable and if any of its provisions shall be held unconstitutional by
any court of competent jurisdiction, the decisions of such court shall not
affect or impair any of the remaining provisions of this Act. It is hereby
declared to be the legislative intent that this Act would have been adopted
had such unconstitutional provisions not been included therein.

§ 15. Inconsistent Laws Inapplicable-—All other general or special
laws inconsistent with any provision of this Act are hereby declared to be
inapplicable to the provisions of this Act.