{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/59.1-501.16.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/59.1-501.16.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/59.1-501.16.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/59.1-501.16.html"}],"law_id":84252,"edition_id":1,"section_id":84252,"structure_id":15005,"section_number":"59.1-501.16","catch_line":"Supplemental principles; good faith; commercial practice","history":"2004, c. 794.","full_text":"a\n\nUnless displaced by this chapter, principles of law and equity, including the merchant law and the common law of the Commonwealth relative to capacity to contract, principal and agent, estoppel, fraud, misrepresentation, duress, coercion, mistake, and other validating or invalidating cause, supplement this chapter. Among the laws supplementing and not displaced by this chapter are trade secret laws and unfair competition laws, including application of such laws as they may deal with failure to disclose defects.b\n\nEvery contract or duty within the scope of this chapter imposes an obligation of good faith in its performance or enforcement.c\n\nAny usage of trade in the vocation or trade in which the parties are engaged or of which the parties are or should be aware and any course of dealing or course of performance between the parties are relevant to determining the existence or meaning of an agreement.","order_by":null,"text":{"0":{"id":301995,"text":"Unless displaced by this chapter, principles of law and equity, including the merchant law and the common law of the Commonwealth relative to capacity to contract, principal and agent, estoppel, fraud, misrepresentation, duress, coercion, mistake, and other validating or invalidating cause, supplement this chapter. Among the laws supplementing and not displaced by this chapter are trade secret laws and unfair competition laws, including application of such laws as they may deal with failure to disclose defects.","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"b"},"1":{"id":301996,"text":"Every contract or duty within the scope of this chapter imposes an obligation of good faith in its performance or enforcement.","type":"section","prefixes":["b"],"prefix":"b","entire_prefix":"b","prefix_anchor":"b","level":1,"prior_prefix":"a","next_prefix":"c"},"2":{"id":301997,"text":"Any usage of trade in the vocation or trade in which the parties are engaged or of which the parties are or should be aware and any course of dealing or course of performance between the parties are relevant to determining the existence or meaning of an agreement.","type":"section","prefixes":["c"],"prefix":"c","entire_prefix":"c","prefix_anchor":"c","level":1,"prior_prefix":"b"}},"ancestry":[{"id":15005,"edition_id":1,"name":"General Provisions","identifier":"1","label":"article","depth":3,"order_by":1,"parent_id":12900,"metadata":{},"date_created":"2026-06-26 03:51:26","date_modified":"2026-06-26 03:51:26","permalink":{"id":261887,"object_type":"structure","relational_id":15005,"identifier":"1","token":"59.1\/43\/1","url":"\/59.1\/43\/1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12900,"edition_id":1,"name":"Uniform Computer Information Transactions Act","identifier":"43","label":"chapter","depth":2,"order_by":1,"parent_id":12809,"metadata":{},"date_created":"2026-06-26 03:44:00","date_modified":"2026-06-26 03:44:00","permalink":{"id":261885,"object_type":"structure","relational_id":12900,"identifier":"43","token":"59.1\/43","url":"\/59.1\/43\/","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":87403,"structure_id":15005,"section_number":"59.1-501.1","catch_line":"Title","url":"\/59.1-501.1\/","token":"59.1\/43\/1\/59.1-501.1","metadata":false},{"id":69535,"structure_id":15005,"section_number":"59.1-501.10","catch_line":"Contractual choice of forum","url":"\/59.1-501.10\/","token":"59.1\/43\/1\/59.1-501.10","metadata":false},{"id":61969,"structure_id":15005,"section_number":"59.1-501.11","catch_line":"Unconscionable contract or term","url":"\/59.1-501.11\/","token":"59.1\/43\/1\/59.1-501.11","metadata":false},{"id":72667,"structure_id":15005,"section_number":"59.1-501.12","catch_line":"Manifesting assent","url":"\/59.1-501.12\/","token":"59.1\/43\/1\/59.1-501.12","metadata":false},{"id":59103,"structure_id":15005,"section_number":"59.1-501.13","catch_line":"Repealed","url":"\/59.1-501.13\/","token":"59.1\/43\/1\/59.1-501.13","metadata":false},{"id":80445,"structure_id":15005,"section_number":"59.1-501.13:1","catch_line":"Opportunity to review","url":"\/59.1-501.13_1\/","token":"59.1\/43\/1\/59.1-501.13_1","metadata":false},{"id":84229,"structure_id":15005,"section_number":"59.1-501.14","catch_line":"Repealed","url":"\/59.1-501.14\/","token":"59.1\/43\/1\/59.1-501.14","metadata":false},{"id":78044,"structure_id":15005,"section_number":"59.1-501.14:1","catch_line":"Pretransaction disclosures in Internet-type transactions","url":"\/59.1-501.14_1\/","token":"59.1\/43\/1\/59.1-501.14_1","metadata":false},{"id":87480,"structure_id":15005,"section_number":"59.1-501.15","catch_line":"Variation by agreement; 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This law was first created in 2004. The record of its establishment is cataloged in chapter 794<\/a> 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.<\/p>","references":false,"refers_to":false,"permalink":{"id":261925,"object_type":"law","relational_id":84252,"identifier":"59.1-501.16","token":"59.1\/43\/1\/59.1-501.16","url":"\/59.1-501.16\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/59.1-501.16\/","token":"59.1\/43\/1\/59.1-501.16","dublin_core":{"Title":"Supplemental principles; good faith; commercial practice","Type":"Text","Format":"text\/html","Identifier":"\u00a7 59.1-501.16","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> Unless displaced by this chapter, principles of law and equity<\/span>, including the merchant law and the common law<\/span> of the Commonwealth relative to capacity to contract<\/span>, principal and agent, estoppel, fraud<\/span>, misrepresentation, duress, coercion, mistake, and other validating or invalidating cause, supplement this chapter. Among the laws<\/span> supplementing and not displaced by this chapter are trade secret laws<\/span> and unfair competition laws<\/span>, including application of such laws<\/span> as they may deal with failure to disclose defects. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> Every contract<\/span> or duty within the scope of this chapter imposes an obligation of good faith in its performance or enforcement. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> Any usage of trade in the vocation or trade in which the parties are engaged or of which the parties are or should be aware and any course of dealing or course of performance between the parties are relevant to determining the existence or meaning of an agreement. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nSUPPLEMENTAL PRINCIPLES; GOOD FAITH; COMMERCIAL PRACTICE (\u00a7 59.1-501.16)\n\na. Unless displaced by this chapter, principles of law and equity, including the\nmerchant law and the common law of the Commonwealth relative to capacity to\ncontract, principal and agent, estoppel, fraud, misrepresentation, duress,\ncoercion, mistake, and other validating or invalidating cause, supplement this\nchapter. Among the laws supplementing and not displaced by this chapter are\ntrade secret laws and unfair competition laws, including application of such\nlaws as they may deal with failure to disclose defects.\n\nb. Every contract or duty within the scope of this chapter imposes an obligation\nof good faith in its performance or enforcement.\n\nc. Any usage of trade in the vocation or trade in which the parties are engaged\nor of which the parties are or should be aware and any course of dealing or\ncourse of performance between the parties are relevant to determining the\nexistence or meaning of an agreement.\n\nHISTORY: 2004, c. 794.","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}}