reglab/housing_qa huggingface dataset:
VA Code § 8.2-718 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-718. Liquidation or limitation of damages; deposits

(1) Damages for breach by either party may be liquidated in the agreement but only at an amount which is reasonable in the light of the anticipated or actual harm caused by the breach, the difficulties of proof of loss, and the inconvenience or nonfeasibility of otherwise obtaining an adequate remedy. A term fixing unreasonably large liquidated damages is void as a penalty.(2) Where the seller justifiably withholds delivery of goods because of the buyer's breach, the buyer is entitled to restitution of any amount by which the sum of his payments exceeds(a) the amount to which the seller is entitled by virtue of terms liquidating the seller's damages in accordance with subsection (1), or(b) in the absence of such terms, twenty per cent of the value of the total performance for which the buyer is obligated under the contract or $500, whichever is smaller.(3) The buyer's right to restitution under subsection (2) is subject to offset to the extent that the seller establishes(a) a right to recover damages under the provisions of this title other than subsection (1), and(b) the amount or value of any benefits received by the buyer directly or indirectly by reason of the contract.(4) Where a seller has received payment in goods their reasonable value or the proceeds of their resale shall be treated as payments for the purposes of subsection (2); but if the seller has notice of the buyer's breach before reselling goods received in part performance, his resale is subject to the conditions laid down in this title on resale by an aggrieved seller (§ 8.2-706).1964, c. 219.
VA Code § 8.2-719 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-719. Contractual modification or limitation of remedy

(1) Subject to the provisions of subsections (2) and (3) of this section and of the preceding section [§ 8.2-718] on liquidation and limitation of damages,(a) the agreement may provide for remedies in addition to or in substitution for those provided in this title and may limit or alter the measure of damages recoverable under this title, as by limiting the buyer's remedies to return of the goods and repayment of the price or to repair and replacement of nonconforming goods or parts; and(b) resort to a remedy as provided is optional unless the remedy is expressly agreed to be exclusive, in which case it is the sole remedy.(2) Where circumstances cause an exclusive or limited remedy to fail of its essential purpose, remedy may be had as provided in this act.(3) Consequential damages may be limited or excluded unless the limitation or exclusion is unconscionable. Limitation of consequential damages for injury to the person in the case of consumer goods is prima facie unconscionable but limitation of damages where the loss is commercial is not.1964, c. 219.
VA Code § 8.2-720 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-720. Effect of "cancellation" or "rescission" on claims for antecedent breach

Unless the contrary intention clearly appears, expressions of "cancellation" or "rescission" of the contract or the like shall not be construed as a renunciation or discharge of any claim in damages for an antecedent breach.1964, c. 219.
VA Code § 8.2-721 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-721. Remedies for fraud

Remedies for material misrepresentation or fraud include all remedies available under this title for nonfraudulent breach. Neither rescission or a claim for rescission of the contract for sale nor rejection or return of the goods shall bar or be deemed inconsistent with a claim for damages or other remedy.1964, c. 219.
VA Code § 8.2-722 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-722. Who can sue third parties for injury to goods

Where a third party so deals with goods which have been identified to a contract for sale as to cause actionable injury to a party to that contract(a) a right of action against the third party is in either party to the contract for sale who has title to or a security interest or a special property or an insurable interest in the goods; and if the goods have been destroyed or converted a right of action is also in the party who either bore the risk of loss under the contract for sale or has since the injury assumed that risk as against the other;(b) if at the time of the injury the party plaintiff did not bear the risk of loss as against the other party to the contract for sale and there is no arrangement between them for disposition of the recovery, his suit or settlement is, subject to his own interest, as a fiduciary for the other party to the contract;(c) either party may with the consent of the other sue for the benefit of whom it may concern.1964, c. 219.
VA Code § 8.2-723 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-723. Proof of market price; time and place

(1) If an action based on anticipatory repudiation comes to trial before the time for performance with respect to some or all of the goods, any damages based on market price (§ 8.2-708 or § 8.2-713) shall be determined according to the price of such goods prevailing at the time when the aggrieved party learned of the repudiation.(2) If evidence of a price prevailing at the times or places described in this title is not readily available the price prevailing within any reasonable time before or after the time described or at any other place which in commercial judgment or under usage of trade would serve as a reasonable substitute for the one described may be used, making any proper allowance for the cost of transporting the goods to or from such other place.(3) Evidence of a relevant price prevailing at a time or place other than the one described in this title offered by one party is not admissible unless and until he has given the other party such notice as the court finds sufficient to prevent unfair surprise.1964, c. 219.
VA Code § 8.2-724 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-724. Admissibility of market quotations (subdivision (17) of Supreme Court Rule 2:803 derived from this section)

Whenever the prevailing price or value of any goods regularly bought and sold in any established commodity market is in issue, reports in official publications or trade journals or in newspapers or periodicals of general circulation published as the reports of such market shall be admissible in evidence. The circumstances of the preparation of such a report may be shown to affect its weight but not its admissibility.1964, c. 219.
VA Code § 8.2-725 (2021)
2021 Code of Virginia|Title 8.2 - Commercial Code - Sales|Sections|§ 8.2-725. Statute of limitations in contracts for sale

(1) An action for breach of any contract for sale must be commenced within four years after the cause of action has accrued. By the original agreement the parties may reduce the period of limitation to not less than one year but may not extend it.(2) A cause of action accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge of the breach. A breach of warranty occurs when tender of delivery is made, except that where a warranty explicitly extends to future performance of the goods and discovery of the breach must await the time of such performance the cause of action accrues when the breach is or should have been discovered.(3) Where an action commenced within the time limited by subsection (1) is so terminated as to leave available a remedy by another action for the same breach such other action may be commenced after the expiration of the time limited and within six months after the termination of the first action unless the termination resulted from voluntary discontinuance or from dismissal for failure or neglect to prosecute.(4) This section does not alter the law on tolling of the statute of limitations nor does it apply to causes of action which have accrued before this act becomes effective.1964, c. 219.
VA Code § 8.2A-101 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-101. Short title

This title shall be known and may be cited as the Uniform Commercial Code -- Leases.1991, c. 536.
VA Code § 8.2A-102 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-102. Scope

This title applies to any transaction, regardless of form, that creates a lease.1991, c. 536.
VA Code § 8.2A-104 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-104. Leases subject to other law

(1) A lease, although subject to this title, is also subject to any applicable:(a) Certificate of title statute of this Commonwealth such as Article 2 (§ 46.2-616 et seq.) of Chapter 6 of Title 46.2 and Article 2.1 (§ 29.1-733.2 et seq.) of Chapter 7 of Title 29.1;(b) Certificate of title statute of another jurisdiction (§ 8.2A-105); or(c) Consumer protection statute of this Commonwealth, such as Chapter 17 (§ 59.1-196 et seq.) of Title 59.1, or final consumer protection decision of a court of this Commonwealth existing on the effective date of this title.(2) In case of conflict between this title, other than §§ 8.2A-105, 8.2A-304 (3) and 8.2A-305 (3), and a statute or decision referred to in subsection (1) of this section, the statute or decision controls.(3) Failure to comply with an applicable law has only the effect specified therein.1991, c. 536; 2013, c. 787.
VA Code § 8.2A-105 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-105. Territorial application of title to goods covered by certificate of title

Subject to the provisions of subsection (3) of § 8.2A-304 and subsection (3) of § 8.2A-305, with respect to goods covered by a certificate of title issued under a statute of this Commonwealth or of another jurisdiction, compliance and the effect of compliance or noncompliance with a certificate of title statute are governed by the law (including the conflict of laws rules) of the jurisdiction issuing the certificate until the earlier of (a) surrender of the certificate, or (b) four months after the goods are removed from that jurisdiction and thereafter until a new certificate of title is issued by another jurisdiction.1991, c. 536.
VA Code § 8.2A-106 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-106. Limitation on power of parties to consumer lease to choose applicable law and judicial forum

(1) If the law chosen by the parties to a consumer lease is that of a jurisdiction other than a jurisdiction in which the lessee resides at the time the lease agreement becomes enforceable or within 30 days thereafter or in which the goods are to be used, the choice is not enforceable.(2) If the judicial forum chosen by the parties to a consumer lease is a forum that would not otherwise have jurisdiction over the lessee, the choice is not enforceable.1991, c. 536.
VA Code § 8.2A-107 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-107. Waiver or renunciation of claim or right after default

Any claim or right arising out of an alleged default or breach of warranty may be discharged in whole or in part without consideration by a written waiver or renunciation signed and delivered by the aggrieved party.1991, c. 536.
VA Code § 8.2A-108 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-108. Unconscionability

(1) If the court as a matter of law finds a lease contract or any clause of a lease contract to have been unconscionable at the time it was made, the court may refuse to enforce the lease contract, or it may enforce the remainder of the lease contract without the unconscionable clause, or it may so limit the application of any unconscionable clause as to avoid any unconscionable result.(2) With respect to a consumer lease, if the court as a matter of law finds that a lease contract or any clause of a lease contract has been induced by unconscionable conduct or that unconscionable conduct has occurred in the collection of a claim arising from a lease contract, the court may grant appropriate relief.(3) Before making a finding of unconscionability under subsection (1) or (2) of this section, the court, on its own motion or that of a party, shall afford the parties a reasonable opportunity to present evidence as to the setting, purpose, and effect of the lease contract or clause thereof, or of the conduct.(4) In an action in which the lessee claims unconscionability with respect to a consumer lease:(a) If the court finds unconscionability under subsection (1) or (2) of this section, the court shall award reasonable attorney's fees to the lessee.(b) If the court does not find unconscionability and the lessee claiming unconscionability has brought or maintained an action he or she knew to be groundless, the court shall award reasonable attorney's fees to the party against whom the claim is made.(c) In determining attorney's fees, the amount of the recovery on behalf of the claimant under subsections (1) and (2) of this section is not controlling.1991, c. 536.
VA Code § 8.2A-109 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-109. Option to accelerate at will

(1) A term providing that one party or his or her successor in interest may accelerate payment or performance or require collateral or additional collateral "at will" or "when he or she deems himself or herself insecure" or in words of similar import must be construed to mean that he or she has power to do so only if he or she in good faith believes that the prospect of payment or performance is impaired.(2) With respect to a consumer lease, the burden of establishing good faith under subsection (1) of this section is on the party who exercised the power; otherwise the burden of establishing lack of good faith is on the party against whom the power has been exercised.1991, c. 536.
VA Code § 8.2A-201 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-201. Statute of Frauds

(1) A lease contract is not enforceable by way of action or defense unless:(a) The total payments to be made under the lease contract, excluding payments for options to renew or buy, are less than $1,000; or(b) There is a writing, signed by the party against whom enforcement is sought or by that party's authorized agent, sufficient to indicate that a lease contract has been made between the parties and to describe the goods leased and the lease term.(2) Any description of leased goods or of the lease term is sufficient and satisfies subdivision (1) (b) of this section, whether or not it is specific, if it reasonably identifies what is described.(3) A writing is not insufficient because it omits or incorrectly states a term agreed upon, but the lease contract is not enforceable under subdivision (1) (b) of this section beyond the lease term and the quantity of goods shown in the writing.(4) A lease contract that does not satisfy the requirements of subsection (1) of this section, but which is valid in other respects, is enforceable if:(a) The goods are to be specially manufactured or obtained for the lessee and are not suitable for lease or sale to others in the ordinary course of the lessor's business, and the lessor, before notice of repudiation is received and under circumstances that reasonably indicate that the goods are for the lessee, has made either a substantial beginning of their manufacture or commitments for their procurement;(b) The party against whom enforcement is sought admits in that party's pleading, testimony or otherwise in court that a lease contract was made, but the lease contract is not enforceable under this provision beyond the quantity of goods admitted; or(c) With respect to goods that have been received and accepted by the lessee.(5) The lease term under a lease contract referred to in subsection (4) of this section is:(a) If there is a writing signed by the party against whom enforcement is sought or by that party's authorized agent specifying the lease term, the term so specified;(b) If the party against whom enforcement is sought admits in that party's pleading, testimony, or otherwise in court a lease term, the term so admitted; or(c) A reasonable lease term.1991, c. 536.
VA Code § 8.2A-202 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-202. Final written expression: parol or extrinsic evidence

Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement but may be explained or supplemented:(a) by course of dealing or usage of trade or by course of performance; and(b) by evidence of consistent additional terms unless the court finds the writing to have been intended also as a complete and exclusive statement of the terms of the agreement.1991, c. 536.
VA Code § 8.2A-203 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-203. Seals inoperative

The affixing of a seal to a writing evidencing a lease contract or an offer to enter into a lease contract does not render the writing a sealed instrument and the law with respect to sealed instruments does not apply to the lease contract or offer.1991, c. 536.
VA Code § 8.2A-204 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-204. Formation in general

(1) A lease contract may be made in any manner sufficient to show agreement, including conduct by both parties which recognizes the existence of a lease contract.(2) An agreement sufficient to constitute a lease contract may be found although the moment of its making is undetermined.(3) Although one or more terms are left open, a lease contract does not fail for indefiniteness if the parties have intended to make a lease contract and there is a reasonably certain basis for giving an appropriate remedy.1991, c. 536.
VA Code § 8.2A-205 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-205. Firm offers

An offer by a merchant to lease goods to or from another person in a signed writing that by its terms gives assurance it will be held open is not revocable, for lack of consideration, during the time stated or, if no time is stated, for a reasonable time, but in no event may the period of irrevocability exceed three months. Any such term of assurance on a form supplied by the offeree must be separately signed by the offeror.1991, c. 536.
VA Code § 8.2A-206 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-206. Offer and acceptance in formation of lease contract

(1) Unless otherwise unambiguously indicated by the language or circumstances, an offer to make a lease contract must be construed as inviting acceptance in any manner and by any medium reasonable in the circumstances.(2) If the beginning of a requested performance is a reasonable mode of acceptance, an offeror who is not notified of acceptance within a reasonable time may treat the offer as having lapsed before acceptance.1991, c. 536.
VA Code § 8.2A-208 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-208. Modification, rescission and waiver

(1) An agreement modifying a lease contract needs no consideration to be binding.(2) A signed lease agreement that excludes modification or rescission except by a signed writing may not be otherwise modified or rescinded, but, except as between merchants, such a requirement on a form supplied by a merchant must be separately signed by the other party.(3) Although an attempt at modification or rescission does not satisfy the requirements of subsection (2) of this section, it may operate as a waiver.(4) A party who has made a waiver affecting an executory portion of a lease contract may retract the waiver by reasonable notification received by the other party that strict performance will be required of any term waived, unless the retraction would be unjust in view of a material change of position in reliance on the waiver.1991, c. 536.
VA Code § 8.2A-209 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-209. Lessee under finance lease as beneficiary of supply contract

(1) The benefit of a supplier's promises to the lessor including those of any third party provided in connection with or as part of the supply contract and of all warranties, whether express or implied, under the supply contract, extends to the lessee to the extent of the lessee's leasehold interest under a finance lease related to the supply contract, but is subject to the terms of the warranty and of the supply contract and all defenses or claims arising therefrom.(2) The extension of the benefit of a supplier's promises and of warranties to the lessee (§ 8.2A-209 (1) ) does not: (i) modify the rights and obligations of the parties to the supply contract, whether arising therefrom or otherwise, or (ii) impose any duty or liability under the supply contract on the lessee.(3) Any modification or rescission of the supply contract by the supplier and the lessor is effective between the supplier and the lessee unless, before the modification or rescission, the supplier has received notice that the lessee has entered into a finance lease related to the supply contract. If the modification or rescission is effective between the supplier and the lessee, the lessor is deemed to have assumed, in addition to the obligations of the lessor to the lessee under the lease contract, promises of the supplier to the lessor and warranties that were so modified or rescinded as they existed and were available to the lessee before modification or rescission.(4) In addition to the extension of the benefit of the supplier's promises and of warranties to the lessee under subsection (1) of this section, the lessee retains all rights that the lessee may have against the supplier which arise from an agreement between the lessee and the supplier or under other law.1991, c. 536.
VA Code § 8.2A-210 (2021)
2021 Code of Virginia|Title 8.2A - Commercial Code - Leases|Sections|§ 8.2A-210. Express warranties

(1) Express warranties by the lessor are created as follows:(a) Any affirmation of fact or promise made by the lessor to the lessee which relates to the goods and becomes part of the basis of the bargain creates an express warranty that the goods will conform to the affirmation or promise.(b) Any description of the goods which is made part of the basis of the bargain creates an express warranty that the goods will conform to the description.(c) Any sample or model that is made part of the basis of the bargain creates an express warranty that the whole of the goods will conform to the sample or model.(2) It is not necessary to the creation of an express warranty that the lessor use formal words, such as "warrant" or "guarantee," or that the lessor have a specific intention to make a warranty, but an affirmation merely of the value of the goods or a statement purporting to be merely the lessor's opinion or commendation of the goods does not create a warranty.1991, c. 536.