West Virginia Code § 17-16F-17

Division empowered to issue bonds, renewal notes and refunding
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bonds; requirements and manner of such issuance.
(a) The division, with approval of the secretary, may raise the cost of one or more railroad
projects or parts of railroad projects by the issuance of railroad maintenance revenue bonds
and notes of the state in such principal amount as the division deems necessary, but the
aggregate amount of all issues of bonds and notes outstanding at one time feor all projects
authorized hereunder may not exceed that amount capable of being serviced by revenues
received from such projects. r
(b) The division, with approval of the secretary, may issue renewual notes, issue bonds to pay
the notes and whenever it deems refunding expedient, refund any bonds by the issuance of
railroad maintenance revenue refunding bonds of the state, twhether the bonds to be
refunded have or have not matured, and issue bonds partly to refund bonds then outstanding
and partly for any other authorized purpose. The refunding bonds shall be sold, and the
proceeds applied to the purchase, redemption, or payment of the bonds to be refunded.
Except as may otherwise be expressly provided by the division, every issue of its bonds or
notes pursuant to this section are obligations sof the division payable out of the revenues of
the State Rail Section, which are pledged for such payment, without preference or priority of
the first bonds issued, subject only to any agreements with the holders of particular bonds or
notes pledging any particular revenuges. Such pledge is valid and binding from the time the
pledge is made, and the revenue so pledged and thereafter received by the division is
immediately subject to the liene of such pledge without any physical delivery or further act
and the lien of any such pledge is valid and binding as against all parties having claims of
any kind in tort, contracLt or otherwise against the division irrespective of whether the
parties have notice.
(c) All bonds and notes have and are declared to have all the qualities of negotiable
instruments.
(d) WThe bonds and notes authorized by the division, with approval of the secretary, shall bear
the date and shall mature at such time, in the case of any note or any renewals not
exceeding five years from the date of issue of the original note, and in the case of any bond
not exceeding 50 years from the date of issue, as the authorization may provide. The bonds
and notes shall bear interest at a rate, be in denominations, be in the form, either coupon or
registered, carry registration privileges, be payable in a medium of payment, at place and be
subject to any terms of redemption that the division may authorize. The bonds and notes
shall be sold by the division at public or private sale, at or not less than the price the division
determines. The bonds and notes shall be executed by the commissioner. The official seal of,
or a facsimile, shall be affixed or printed and attested, manually or by facsimile signature, by
the commissioner, which may be made by facsimile or electronic signature. Any coupons
attached shall bear the signature, facsimile signature, or electronic signature of the
commissioner. In case the commissioner whose signature, a facsimile signature, or an
electronic signature, appears on any bonds, notes or coupons ceases to be commissioner
before delivery of the bonds or notes, the signature, facsimile or electronic signature is
nevertheless sufficient for all purposes the same as if he or she had remained in their
respective positions until delivery and in case the seal of the commissioner has been
changed after a facsimile has been imprinted on such bonds or notes the facsimile seal will
continue to be sufficient for all purposes.
(e) Any authorization of any bonds or notes or any issue shall contain provisions, subject to
agreements with bondholders or noteholders as may then exist, as part of thee contract with
the holders, as to pledging all or any part of the revenues of the State Rail Section to secure
the payment of the bonds or notes or of any issue; the use and dispositiron of revenues of the
State Rail Section; a covenant to fix, alter and collect rates, rentals and other charges so that
pledged revenues will be sufficient to pay the costs of operation, maintenance and repairs,
pay principal of and interest on bonds or notes secured by the pledge of such revenues and
provide any reserves that may be required by the applicablet authorization or trust
agreement; the setting aside of reserve funds, sinking funds or replacement and
improvement funds and the regulation and disposition; the crediting of the proceeds of the
sale of bonds or notes to and among the funds referred to or provided for in the
authorization of issuance of the bonds or notes; the use, lease, sale or other disposition of
any railroad project or any other assets of the division; limitations on the purpose to which
the proceeds of sale of bonds or notes may be applied and pledging such proceeds to secure
the payment of the bonds or notes or of any issue; notes issued in anticipation of the
issuance of bonds, the agreement of the commissioner to do all things necessary for the
authorization, issuance and sale of such bonds in such amounts that may be necessary for
the timely retirement of the noetes; limitations on the issuance of additional bonds or notes;
the terms upon which additional bonds or notes may be issued and secured; the refunding of
outstanding bonds or noLtes; the procedure, if any, by which the terms of any contract with
bondholders or noteholders may be amended or abrogated, the amount of bonds or notes the
holders of which mus t consent and the manner in which such consent may be given;
limitations onV the amount of moneys to be expended by the division for operating,
administrative or other expenses of the division; securing any bonds or notes by a trust
agreement; and any other matters, of like or different character, which in any way affect the
security or protection of the bonds or notes.
(f) No person executing the bonds or notes is liable personally on the bonds or notes or be
subject to any personal liability or accountability by reason of the issuance.

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