{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/59.1-503.2.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/59.1-503.2.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/59.1-503.2.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/59.1-503.2.html"}],"law_id":59844,"edition_id":1,"section_id":59844,"structure_id":15655,"section_number":"59.1-503.2","catch_line":"Practical construction","history":"2000, cc. 101, 996.","full_text":"a\n\nThe express terms of an agreement and any course of performance, course of dealing, or usage of trade must be construed whenever reasonable as consistent with each other. However, if that construction is unreasonable:1\n\nexpress terms prevail over course of performance, course of dealing, and usage of trade;2\n\ncourse of performance prevails over course of dealing and usage of trade; and3\n\ncourse of dealing prevails over usage of trade.b\n\nAn applicable usage of trade in the place where any part of performance is to occur must be used in interpreting the agreement as to that part of the performance.c\n\nEvidence of a relevant course of performance, course of dealing, or usage of trade offered by one party in a proceeding is not admissible unless and until the party offering the evidence has given the other party notice that the court finds sufficient to prevent unfair surprise.d\n\nThe existence and scope of a usage of trade must be proved as facts.","order_by":null,"text":{"0":{"id":219221,"text":"The express terms of an agreement and any course of performance, course of dealing, or usage of trade must be construed whenever reasonable as consistent with each other. However, if that construction is unreasonable:","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"a1"},"1":{"id":219222,"text":"express terms prevail over course of performance, course of dealing, and usage of trade;","type":"section","prefixes":["a","1"],"prefix":"1","entire_prefix":"a1","prefix_anchor":"a1","level":2,"prior_prefix":"a","next_prefix":"a2"},"2":{"id":219223,"text":"course of performance prevails over course of dealing and usage of trade; and","type":"section","prefixes":["a","2"],"prefix":"2","entire_prefix":"a2","prefix_anchor":"a2","level":2,"prior_prefix":"a1","next_prefix":"a3"},"3":{"id":219224,"text":"course of dealing prevails over usage of trade.","type":"section","prefixes":["a","3"],"prefix":"3","entire_prefix":"a3","prefix_anchor":"a3","level":2,"prior_prefix":"a2","next_prefix":"b"},"4":{"id":219225,"text":"An applicable usage of trade in the place where any part of performance is to occur must 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satisfaction","url":"\/59.1-503.9\/","token":"59.1\/43\/3\/59.1-503.9","metadata":false}],"previous_section":{"id":82998,"structure_id":15655,"section_number":"59.1-503.11","catch_line":"Reserved","url":"\/59.1-503.11\/","token":"59.1\/43\/3\/59.1-503.11","metadata":false},"next_section":{"id":84002,"structure_id":15655,"section_number":"59.1-503.3","catch_line":"Modification and rescission","url":"\/59.1-503.3\/","token":"59.1\/43\/3\/59.1-503.3","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/59.1-503.2\/","history_text":"

This law was first created in 2000. The record of its establishment is cataloged in chapters 101<\/a> and 996<\/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":262057,"object_type":"law","relational_id":59844,"identifier":"59.1-503.2","token":"59.1\/43\/3\/59.1-503.2","url":"\/59.1-503.2\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/59.1-503.2\/","token":"59.1\/43\/3\/59.1-503.2","dublin_core":{"Title":"Practical construction","Type":"Text","Format":"text\/html","Identifier":"\u00a7 59.1-503.2","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> The express terms of an agreement and any course of performance, course of dealing, or usage of trade must be construed whenever reasonable as consistent with each other. However, if that construction is unreasonable: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> express terms prevail over course of performance, course of dealing, and usage of trade; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> course of performance prevails over course of dealing and usage of trade; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> course of dealing prevails over usage of trade. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> An applicable usage of trade in the place where any part of performance is to occur must be used in interpreting the agreement as to that part of the performance. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> Evidence<\/span> of a relevant course of performance, course of dealing, or usage of trade offered by one party<\/span> in a proceeding is not admissible<\/span> unless and until the party<\/span> offering the evidence<\/span> has given the other party<\/span> notice that the court<\/span> finds sufficient to prevent unfair surprise. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

d.<\/span> The existence and scope of a usage of trade must be proved as facts<\/span>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nPRACTICAL CONSTRUCTION (\u00a7 59.1-503.2)\n\na. The express terms of an agreement and any course of performance, course of\ndealing, or usage of trade must be construed whenever reasonable as consistent\nwith each other. However, if that construction is unreasonable:\n\n 1. express terms prevail over course of performance, course of dealing, and\n usage of trade;\n\n 2. course of performance prevails over course of dealing and usage of trade;\n and\n\n 3. course of dealing prevails over usage of trade.\n\nb. An applicable usage of trade in the place where any part of performance is to\noccur must be used in interpreting the agreement as to that part of the\nperformance.\n\nc. Evidence of a relevant course of performance, course of dealing, or usage of\ntrade offered by one party in a proceeding is not admissible unless and until\nthe party offering the evidence has given the other party notice that the court\nfinds sufficient to prevent unfair surprise.\n\nd. The existence and scope of a usage of trade must be proved as facts.\n\nHISTORY: 2000, cc. 101, 996.","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}}