{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/59.1-354.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/59.1-354.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/59.1-354.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/59.1-354.html"}],"law_id":76110,"edition_id":1,"section_id":76110,"structure_id":15001,"section_number":"59.1-354","catch_line":"Cancellation","history":"1988, c. 73.","full_text":"A\n\nNotwithstanding the terms, provisions or conditions of any agreement, no supplier shall unilaterally amend, cancel, terminate or refuse to continue to renew any agreement, or unilaterally cause a dealer to resign from an agreement, unless the supplier has first complied with the provisions of \u00a7 59.1-355, and good cause exists for amendment, termination, cancellation, nonrenewal, noncontinuance or causing a resignation. “Good cause” shall not include the sale or purchase of a supplier. “Good cause” shall be limited to withdrawal by the supplier, its successors and assigns, of the sale of its products in Virginia, or dealer performance deficiencies including, but not limited to, the following:1\n\nBankruptcy or receivership of the dealer;2\n\nAssignment for the benefit of creditors or similar disposition of the assets of the dealer, other than the creation of a security interest in the assets of a dealer for the purpose of securing financing in the ordinary course of business; or3\n\nFailure by the dealer to substantially comply, without reasonable cause or justification, with any reasonable and material requirement imposed upon him in writing by the supplier including, but not limited to, a substantial failure by a dealer to (i) maintain a sales volume or trend of his supplier’s product line or lines comparable to that of other similarly situated dealers of that product line, or (ii) render services comparable in quality, quantity or volume to the services rendered by other dealers of the same product or product line similarly situated.\n\t\t\t\tIn any determination as to whether a dealer has failed to substantially comply, without reasonable excuse or justification, with any reasonable and material requirement imposed upon him by the supplier, consideration shall be given to the relative size, population, geographical location, number of retail outlets and demand for the products applicable to the market area of the dealer in question and to comparable market area.B\n\nNo supplier shall be required to give notice or show good cause pursuant to subsection A of this section to unilaterally amend agreements with dealers to comply with federal or state law or, where not inconsistent with this chapter, to uniformly amend agreements as to all dealers of the supplier in question in all states in which the supplier is marketing its products.C\n\nIn any dispute as to whether a supplier has acted with good cause as required by this section the supplier shall have the burden of proof to establish that good cause existed.","order_by":null,"text":{"0":{"id":273168,"text":"Notwithstanding the terms, provisions or conditions of any agreement, no supplier shall unilaterally amend, cancel, terminate or refuse to continue to renew any agreement, or unilaterally cause a dealer to resign from an agreement, unless the supplier has first complied with the provisions of \u00a7 59.1-355, and good cause exists for amendment, termination, cancellation, nonrenewal, noncontinuance or causing a resignation. “Good cause” shall not include the sale or purchase of a supplier. “Good cause” shall be limited to withdrawal by the supplier, its successors and assigns, of the sale of its products in Virginia, or dealer performance deficiencies including, but not limited to, the following:","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"A1"},"1":{"id":273169,"text":"Bankruptcy or receivership of the dealer;","type":"section","prefixes":["A","1"],"prefix":"1","entire_prefix":"A1","prefix_anchor":"A1","level":2,"prior_prefix":"A","next_prefix":"A2"},"2":{"id":273170,"text":"Assignment for the benefit of creditors or similar disposition of the assets of the dealer, other than the creation of a security interest in the assets of a dealer for the purpose of securing financing in the ordinary course of business; or","type":"section","prefixes":["A","2"],"prefix":"2","entire_prefix":"A2","prefix_anchor":"A2","level":2,"prior_prefix":"A1","next_prefix":"A3"},"3":{"id":273171,"text":"Failure by the dealer to substantially comply, without reasonable cause or justification, with any reasonable and material requirement imposed upon him in writing by the supplier including, but not limited to, a substantial failure by a dealer to (i) maintain a sales volume or trend of his supplier’s product line or lines comparable to that of other similarly situated dealers of that product line, or (ii) render services comparable in quality, quantity or volume to the services rendered by other dealers of the same product or product line similarly situated.\n\t\t\t\tIn any determination as to whether a dealer has failed to substantially comply, without reasonable excuse or justification, with any reasonable and material requirement imposed upon him by the supplier, consideration shall be given to the relative size, population, geographical location, number of retail outlets and demand for the products applicable to the market area of the dealer in question and to comparable market area.","type":"section","prefixes":["A","3"],"prefix":"3","entire_prefix":"A3","prefix_anchor":"A3","level":2,"prior_prefix":"A2","next_prefix":"B"},"4":{"id":273172,"text":"No supplier shall be required to give notice or show good cause pursuant to subsection A of this section to unilaterally amend agreements with dealers to comply with federal or state law or, where not inconsistent with this chapter, to uniformly amend agreements as to all dealers of the supplier in question in all states in which the supplier is marketing its products.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A3","next_prefix":"C"},"5":{"id":273173,"text":"In any dispute as to whether a supplier has acted with good cause as required by this section the supplier shall have the burden of proof to establish that good cause existed.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B"}},"ancestry":[{"id":15001,"edition_id":1,"name":"Heavy Equipment Dealer Act","identifier":"28","label":"chapter","depth":2,"order_by":1,"parent_id":12809,"metadata":{},"date_created":"2026-06-26 03:51:25","date_modified":"2026-06-26 03:51:25","permalink":{"id":261001,"object_type":"structure","relational_id":15001,"identifier":"28","token":"59.1\/28","url":"\/59.1\/28\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12809,"edition_id":1,"name":"Trade and Commerce","identifier":"59.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:54","date_modified":"2026-06-26 03:43:54","permalink":{"id":259521,"object_type":"structure","relational_id":12809,"identifier":"59.1","token":"59.1","url":"\/59.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":57216,"structure_id":15001,"section_number":"59.1-353","catch_line":"Chapter title; definitions","url":"\/59.1-353\/","token":"59.1\/28\/59.1-353","metadata":false},{"id":76110,"structure_id":15001,"section_number":"59.1-354","catch_line":"Cancellation","url":"\/59.1-354\/","token":"59.1\/28\/59.1-354","metadata":false},{"id":60399,"structure_id":15001,"section_number":"59.1-355","catch_line":"Notice of intent to terminate","url":"\/59.1-355\/","token":"59.1\/28\/59.1-355","metadata":false},{"id":82861,"structure_id":15001,"section_number":"59.1-356","catch_line":"Transfer of business","url":"\/59.1-356\/","token":"59.1\/28\/59.1-356","metadata":false},{"id":60800,"structure_id":15001,"section_number":"59.1-357","catch_line":"Notices","url":"\/59.1-357\/","token":"59.1\/28\/59.1-357","metadata":false},{"id":59059,"structure_id":15001,"section_number":"59.1-358","catch_line":"Remedies","url":"\/59.1-358\/","token":"59.1\/28\/59.1-358","metadata":false},{"id":70127,"structure_id":15001,"section_number":"59.1-359","catch_line":"Management","url":"\/59.1-359\/","token":"59.1\/28\/59.1-359","metadata":false},{"id":79189,"structure_id":15001,"section_number":"59.1-360","catch_line":"Waiver of chapter void","url":"\/59.1-360\/","token":"59.1\/28\/59.1-360","metadata":false},{"id":59455,"structure_id":15001,"section_number":"59.1-361","catch_line":"Applicability","url":"\/59.1-361\/","token":"59.1\/28\/59.1-361","metadata":false},{"id":63941,"structure_id":15001,"section_number":"59.1-362","catch_line":"Reasonableness and good faith","url":"\/59.1-362\/","token":"59.1\/28\/59.1-362","metadata":false},{"id":87117,"structure_id":15001,"section_number":"59.1-363","catch_line":"Exclusions","url":"\/59.1-363\/","token":"59.1\/28\/59.1-363","metadata":false}],"previous_section":{"id":57216,"structure_id":15001,"section_number":"59.1-353","catch_line":"Chapter title; definitions","url":"\/59.1-353\/","token":"59.1\/28\/59.1-353","metadata":false},"next_section":{"id":60399,"structure_id":15001,"section_number":"59.1-355","catch_line":"Notice of intent to terminate","url":"\/59.1-355\/","token":"59.1\/28\/59.1-355","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/59.1-354\/","history_text":"

This law was first created in 1988. The record of its establishment is cataloged in chapter 73 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1988 \u201cActs\u201d aren\u2019t available online.<\/p>","references":[{"id":59059,"section_number":"59.1-358","catch_line":"Remedies","order_by":null,"url":"\/59.1-358\/"}],"refers_to":[{"id":60399,"section_number":"59.1-355","catch_line":"Notice of intent to terminate","order_by":null,"url":"\/59.1-355\/"}],"permalink":{"id":261007,"object_type":"law","relational_id":76110,"identifier":"59.1-354","token":"59.1\/28\/59.1-354","url":"\/59.1-354\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/59.1-354\/","token":"59.1\/28\/59.1-354","dublin_core":{"Title":"Cancellation","Type":"Text","Format":"text\/html","Identifier":"\u00a7 59.1-354","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> Notwithstanding the terms, provisions or conditions of any agreement<\/span>, no supplier<\/span> shall unilaterally amend<\/span>, cancel, terminate or refuse to continue to renew any agreement<\/span>, or unilaterally cause a dealer<\/span> to resign from an agreement<\/span>, unless the supplier<\/span> has first complied with the provisions of \u00a7 59.1-355<\/a>, and good cause exists for amendment, termination, cancellation, nonrenewal, noncontinuance or causing a resignation. “Good cause” shall not include the sale or purchase of a supplier<\/span>. “Good cause” shall be limited to withdrawal by the supplier<\/span>, its successors and assigns, of the sale of its products in Virginia, or dealer<\/span> performance deficiencies including, but not limited to, the following: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> Bankruptcy<\/span> or receivership of the dealer<\/span>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Assignment for the benefit of creditors<\/span> or similar disposition<\/span> of the assets<\/span> of the dealer<\/span>, other than the creation of a security interest in the assets<\/span> of a dealer<\/span> for the purpose of securing financing in the ordinary course of business; or <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> Failure by the dealer<\/span> to substantially comply, without reasonable cause or justification, with any reasonable and material<\/span> requirement imposed upon him in writing by the supplier<\/span> including, but not limited to, a substantial failure by a dealer<\/span> to (i) maintain a sales volume or trend of his supplier<\/span>’s product line or lines comparable to that of other similarly situated dealers<\/span> of that product line, or (ii) render services comparable in quality, quantity or volume to the services rendered by other dealers<\/span> of the same product or product line similarly situated.\n\t\t\t\tIn any determination as to whether a dealer<\/span> has failed to substantially comply, without reasonable excuse or justification, with any reasonable and material<\/span> requirement imposed upon him by the supplier<\/span>, consideration shall be given to the relative size, population, geographical location, number of retail outlets and demand for the products applicable to the market area of the dealer<\/span> in question and to comparable market area. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> No supplier<\/span> shall be required to give notice or show good cause pursuant to subsection A of this section to unilaterally amend<\/span> agreements<\/span> with dealers<\/span> to comply with federal or state law<\/span> or, where not inconsistent with this chapter, to uniformly amend<\/span> agreements<\/span> as to all dealers<\/span> of the supplier<\/span> in question in all states in which the supplier<\/span> is marketing its products. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> In any dispute as to whether a supplier<\/span> has acted with good cause as required by this section the supplier<\/span> shall have the burden of proof<\/span> to establish that good cause existed. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nCANCELLATION (\u00a7 59.1-354)\n\nA. Notwithstanding the terms, provisions or conditions of any agreement, no\nsupplier shall unilaterally amend, cancel, terminate or refuse to continue to\nrenew any agreement, or unilaterally cause a dealer to resign from an agreement,\nunless the supplier has first complied with the provisions of \u00a7 59.1-355, and\ngood cause exists for amendment, termination, cancellation, nonrenewal,\nnoncontinuance or causing a resignation. “Good cause” shall not\ninclude the sale or purchase of a supplier. “Good cause” shall be\nlimited to withdrawal by the supplier, its successors and assigns, of the sale\nof its products in Virginia, or dealer performance deficiencies including, but\nnot limited to, the following:\n\n 1. Bankruptcy or receivership of the dealer;\n\n 2. Assignment for the benefit of creditors or similar disposition of the\n assets of the dealer, other than the creation of a security interest in the\n assets of a dealer for the purpose of securing financing in the ordinary\n course of business; or\n\n 3. Failure by the dealer to substantially comply, without reasonable cause or\n justification, with any reasonable and material requirement imposed upon him\n in writing by the supplier including, but not limited to, a substantial\n failure by a dealer to (i) maintain a sales volume or trend of his\n supplier’s product line or lines comparable to that of other similarly\n situated dealers of that product line, or (ii) render services comparable in\n quality, quantity or volume to the services rendered by other dealers of the\n same product or product line similarly situated.\n \t\t\t\tIn any determination as to whether a dealer has failed to substantially\n comply, without reasonable excuse or justification, with any reasonable and\n material requirement imposed upon him by the supplier, consideration shall be\n given to the relative size, population, geographical location, number of\n retail outlets and demand for the products applicable to the market area of\n the dealer in question and to comparable market area.\n\nB. No supplier shall be required to give notice or show good cause pursuant to\nsubsection A of this section to unilaterally amend agreements with dealers to\ncomply with federal or state law or, where not inconsistent with this chapter,\nto uniformly amend agreements as to all dealers of the supplier in question in\nall states in which the supplier is marketing its products.\n\nC. In any dispute as to whether a supplier has acted with good cause as required\nby this section the supplier shall have the burden of proof to establish that\ngood cause existed.\n\nHISTORY: 1988, c. 73.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}