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§ 59.1-503.5 Terms to be specified

An agreement that is otherwise sufficiently definite to be a contract is not invalid because it leaves particulars of performance to be specified by one of the parties. If particulars of performance are to be specified by a party, the following rules apply:

1. Specification must be made in good faith and within limits set by commercial reasonableness.

2. If a specification materially affects the other party’s performance but is not seasonably made, the other party:

A. is excused for any resulting delay in its performance; and

B. may perform, suspend performance, or treat the failure to specify as a breach of contract.

History

This law was first created in 2000. The record of its establishment is cataloged in chapters 101 and 996 of that year’s edition of “Acts of Assembly,” the annual state publication listing all changes made to the Code of Virginia in that year.

2000, cc. 101, 996.

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