{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/59.1-506.1.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/59.1-506.1.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/59.1-506.1.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/59.1-506.1.html"}],"law_id":86497,"edition_id":1,"section_id":86497,"structure_id":14068,"section_number":"59.1-506.1","catch_line":"Performance of contract in general","history":"2000, cc. 101, 996.","full_text":"a\n\nA party shall perform in a manner that conforms to the contract.b\n\nIf an uncured material breach of contract by one party precedes the aggrieved party’s performance, the aggrieved party need not perform except with respect to contractual use terms, but the contractual use terms do not apply to information or copies properly received or obtained from another source. In addition, the following rules apply:1\n\nThe aggrieved party may refuse a performance that is a material breach as to that performance or a performance that may be refused under § 59.1-507.4 (b).2\n\nThe aggrieved party may cancel the contract only if the breach is a material breach of the whole contract or the agreement so provides.c\n\nExcept as otherwise provided in subsection (b), tender of performance by a party entitles the party to acceptance of that performance. In addition, the following rules apply:1\n\nA tender of performance occurs when the party, with manifest present ability and willingness to perform, offers to complete the performance.2\n\nIf a performance by the other party is due at the time of the tendered performance, tender of the other party’s performance is a condition to the tendering party’s obligation to complete the tendered performance.3\n\nA party shall pay or render the consideration required by the agreement for a performance it accepts. A party that accepts a performance has the burden of establishing a breach of contract with respect to the accepted performance.d\n\nExcept as otherwise provided in §§ 59.1-506.3 and 59.1-506.4, in the case of a performance with respect to a copy, this section is subject to §§ 59.1-506.6 through 59.1-506.10 and 59.1-507.4 through 59.1-507.7.","order_by":null,"text":{"0":{"id":309823,"text":"A party shall perform in a manner that conforms to the contract.","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"b"},"1":{"id":309824,"text":"If an uncured material breach of contract by one party precedes the aggrieved party’s performance, the aggrieved party need not perform except with respect to contractual use terms, but the contractual use terms do not apply to information or copies properly received or obtained from another source. In addition, the following rules apply:","type":"section","prefixes":["b"],"prefix":"b","entire_prefix":"b","prefix_anchor":"b","level":1,"prior_prefix":"a","next_prefix":"b1"},"2":{"id":309825,"text":"The aggrieved party may refuse a performance that is a material breach as to that performance or a performance that may be refused under § 59.1-507.4 (b).","type":"section","prefixes":["b","1"],"prefix":"1","entire_prefix":"b1","prefix_anchor":"b1","level":2,"prior_prefix":"b","next_prefix":"b2"},"3":{"id":309826,"text":"The aggrieved party may cancel the contract only if the breach is a material breach of the whole contract or the agreement so provides.","type":"section","prefixes":["b","2"],"prefix":"2","entire_prefix":"b2","prefix_anchor":"b2","level":2,"prior_prefix":"b1","next_prefix":"c"},"4":{"id":309827,"text":"Except as otherwise provided in subsection (b), tender of performance by a party entitles the party to acceptance of that performance. In addition, the following rules apply:","type":"section","prefixes":["c"],"prefix":"c","entire_prefix":"c","prefix_anchor":"c","level":1,"prior_prefix":"b2","next_prefix":"c1"},"5":{"id":309828,"text":"A tender of performance occurs when the party, with manifest present ability and willingness to perform, offers to complete the performance.","type":"section","prefixes":["c","1"],"prefix":"1","entire_prefix":"c1","prefix_anchor":"c1","level":2,"prior_prefix":"c","next_prefix":"c2"},"6":{"id":309829,"text":"If a performance by the other party is due at the time of the tendered performance, tender of the other party’s performance is a condition to the tendering party’s obligation to complete the tendered performance.","type":"section","prefixes":["c","2"],"prefix":"2","entire_prefix":"c2","prefix_anchor":"c2","level":2,"prior_prefix":"c1","next_prefix":"c3"},"7":{"id":309830,"text":"A party shall pay or render the consideration required by the agreement for a performance it accepts. A party that accepts a performance has the burden of establishing a breach of contract with respect to the accepted performance.","type":"section","prefixes":["c","3"],"prefix":"3","entire_prefix":"c3","prefix_anchor":"c3","level":2,"prior_prefix":"c2","next_prefix":"d"},"8":{"id":309831,"text":"Except as otherwise provided in §§ 59.1-506.3 and 59.1-506.4, in the case of a performance with respect to a copy, this section is subject to §§ 59.1-506.6 through 59.1-506.10 and 59.1-507.4 through 59.1-507.7.","type":"section","prefixes":["d"],"prefix":"d","entire_prefix":"d","prefix_anchor":"d","level":1,"prior_prefix":"c3"}},"ancestry":[{"id":14068,"edition_id":1,"name":"Performance","identifier":"6","label":"article","depth":3,"order_by":1,"parent_id":12900,"metadata":{},"date_created":"2026-06-26 03:46:46","date_modified":"2026-06-26 03:46:46","permalink":{"id":262185,"object_type":"structure","relational_id":14068,"identifier":"6","token":"59.1\/43\/6","url":"\/59.1\/43\/6\/","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":86497,"structure_id":14068,"section_number":"59.1-506.1","catch_line":"Performance of contract in general","url":"\/59.1-506.1\/","token":"59.1\/43\/6\/59.1-506.1","metadata":false},{"id":75583,"structure_id":14068,"section_number":"59.1-506.10","catch_line":"Copy; effect of acceptance; burden of establishing; notice of claims","url":"\/59.1-506.10\/","token":"59.1\/43\/6\/59.1-506.10","metadata":false},{"id":60299,"structure_id":14068,"section_number":"59.1-506.11","catch_line":"Access contracts","url":"\/59.1-506.11\/","token":"59.1\/43\/6\/59.1-506.11","metadata":false},{"id":74114,"structure_id":14068,"section_number":"59.1-506.12","catch_line":"Correction and support contracts","url":"\/59.1-506.12\/","token":"59.1\/43\/6\/59.1-506.12","metadata":false},{"id":59517,"structure_id":14068,"section_number":"59.1-506.13","catch_line":"Contracts involving publishers, dealers, and end users","url":"\/59.1-506.13\/","token":"59.1\/43\/6\/59.1-506.13","metadata":false},{"id":61428,"structure_id":14068,"section_number":"59.1-506.14","catch_line":"Risk of loss of copy","url":"\/59.1-506.14\/","token":"59.1\/43\/6\/59.1-506.14","metadata":false},{"id":74142,"structure_id":14068,"section_number":"59.1-506.15","catch_line":"Excuse by failure of presupposed conditions","url":"\/59.1-506.15\/","token":"59.1\/43\/6\/59.1-506.15","metadata":false},{"id":57489,"structure_id":14068,"section_number":"59.1-506.16","catch_line":"Termination; survival of obligations","url":"\/59.1-506.16\/","token":"59.1\/43\/6\/59.1-506.16","metadata":false},{"id":65824,"structure_id":14068,"section_number":"59.1-506.17","catch_line":"Notice of termination","url":"\/59.1-506.17\/","token":"59.1\/43\/6\/59.1-506.17","metadata":false},{"id":71699,"structure_id":14068,"section_number":"59.1-506.18","catch_line":"Termination; enforcement","url":"\/59.1-506.18\/","token":"59.1\/43\/6\/59.1-506.18","metadata":false},{"id":74174,"structure_id":14068,"section_number":"59.1-506.19","catch_line":"Reserved","url":"\/59.1-506.19\/","token":"59.1\/43\/6\/59.1-506.19","metadata":false},{"id":55179,"structure_id":14068,"section_number":"59.1-506.2","catch_line":"Licensor's obligations to enable use","url":"\/59.1-506.2\/","token":"59.1\/43\/6\/59.1-506.2","metadata":false},{"id":68452,"structure_id":14068,"section_number":"59.1-506.3","catch_line":"Submissions of information to satisfaction of party","url":"\/59.1-506.3\/","token":"59.1\/43\/6\/59.1-506.3","metadata":false},{"id":77078,"structure_id":14068,"section_number":"59.1-506.4","catch_line":"Immediately completed performance","url":"\/59.1-506.4\/","token":"59.1\/43\/6\/59.1-506.4","metadata":false},{"id":60020,"structure_id":14068,"section_number":"59.1-506.5","catch_line":"Electronic regulation of performance","url":"\/59.1-506.5\/","token":"59.1\/43\/6\/59.1-506.5","metadata":false},{"id":71340,"structure_id":14068,"section_number":"59.1-506.6","catch_line":"Copy; delivery; tender of delivery","url":"\/59.1-506.6\/","token":"59.1\/43\/6\/59.1-506.6","metadata":false},{"id":85002,"structure_id":14068,"section_number":"59.1-506.7","catch_line":"Copy; performance related to delivery; payment","url":"\/59.1-506.7\/","token":"59.1\/43\/6\/59.1-506.7","metadata":false},{"id":82364,"structure_id":14068,"section_number":"59.1-506.8","catch_line":"Copy; right to inspect; payment before inspection","url":"\/59.1-506.8\/","token":"59.1\/43\/6\/59.1-506.8","metadata":false},{"id":58478,"structure_id":14068,"section_number":"59.1-506.9","catch_line":"Copy; when acceptance occurs","url":"\/59.1-506.9\/","token":"59.1\/43\/6\/59.1-506.9","metadata":false}],"next_section":{"id":75583,"structure_id":14068,"section_number":"59.1-506.10","catch_line":"Copy; effect of acceptance; burden of establishing; notice of claims","url":"\/59.1-506.10\/","token":"59.1\/43\/6\/59.1-506.10","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/59.1-506.1\/","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":[{"id":77078,"section_number":"59.1-506.4","catch_line":"Immediately completed performance","order_by":null,"url":"\/59.1-506.4\/"}],"refers_to":[{"id":75583,"section_number":"59.1-506.10","catch_line":"Copy; effect of acceptance; burden of establishing; notice of claims","order_by":null,"url":"\/59.1-506.10\/"},{"id":68452,"section_number":"59.1-506.3","catch_line":"Submissions of information to satisfaction of party","order_by":null,"url":"\/59.1-506.3\/"},{"id":77078,"section_number":"59.1-506.4","catch_line":"Immediately completed performance","order_by":null,"url":"\/59.1-506.4\/"},{"id":71340,"section_number":"59.1-506.6","catch_line":"Copy; delivery; tender of delivery","order_by":null,"url":"\/59.1-506.6\/"},{"id":54948,"section_number":"59.1-507.4","catch_line":"Copy; refusal of defective tender","order_by":null,"url":"\/59.1-507.4\/"},{"id":58037,"section_number":"59.1-507.7","catch_line":"Copy; revocation of acceptance","order_by":null,"url":"\/59.1-507.7\/"}],"permalink":{"id":262187,"object_type":"law","relational_id":86497,"identifier":"59.1-506.1","token":"59.1\/43\/6\/59.1-506.1","url":"\/59.1-506.1\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/59.1-506.1\/","token":"59.1\/43\/6\/59.1-506.1","dublin_core":{"Title":"Performance of contract in general","Type":"Text","Format":"text\/html","Identifier":"\u00a7 59.1-506.1","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> A party<\/span> shall perform in a manner that conforms to the contract<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> If an uncured material<\/span> breach of contract<\/span> by one party precedes the aggrieved party<\/span>’s performance, the aggrieved party<\/span> need not perform except with respect to contractual use terms, but the contractual use terms do not apply to information or copies properly received or obtained from another source. In addition, the following rules apply: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> The aggrieved party<\/span> may refuse a performance that is a material<\/span> breach as to that performance or a performance that may be refused under § 59.1-507.4<\/a> (b). <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> The aggrieved party<\/span> may cancel the contract<\/span> only if the breach is a material<\/span> breach of the whole contract<\/span> or the agreement so provides. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> Except as otherwise provided in subsection (b), tender of performance by a party entitles the party to acceptance of that performance. In addition, the following rules apply: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> A tender of performance occurs when the party, with manifest present ability and willingness to perform, offers to complete the performance. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> If a performance by the other party is due at the time of the tendered performance, tender of the other party’s performance is a condition to the tendering party’s obligation to complete the tendered performance. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> A party shall pay or render the consideration required by the agreement for a performance it accepts. A party that accepts a performance has the burden of establishing a breach of contract<\/span> with respect to the accepted performance. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

d.<\/span> Except as otherwise provided in §§ 59.1-506.3<\/a> and 59.1-506.4<\/a>, in the case of a performance with respect to a copy, this section is subject to §§ 59.1-506.6<\/a> through 59.1-506.10<\/a> and 59.1-507.4<\/a> through 59.1-507.7<\/a>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nPERFORMANCE OF CONTRACT IN GENERAL (\u00a7 59.1-506.1)\n\na. A party shall perform in a manner that conforms to the contract.\n\nb. If an uncured material breach of contract by one party precedes the aggrieved\nparty’s performance, the aggrieved party need not perform except with\nrespect to contractual use terms, but the contractual use terms do not apply to\ninformation or copies properly received or obtained from another source. In\naddition, the following rules apply:\n\n 1. The aggrieved party may refuse a performance that is a material breach as\n to that performance or a performance that may be refused under §\n 59.1-507.4 (b).\n\n 2. The aggrieved party may cancel the contract only if the breach is a\n material breach of the whole contract or the agreement so provides.\n\nc. Except as otherwise provided in subsection (b), tender of performance by a\nparty entitles the party to acceptance of that performance. In addition, the\nfollowing rules apply:\n\n 1. A tender of performance occurs when the party, with manifest present\n ability and willingness to perform, offers to complete the performance.\n\n 2. If a performance by the other party is due at the time of the tendered\n performance, tender of the other party’s performance is a condition to\n the tendering party’s obligation to complete the tendered performance.\n\n 3. A party shall pay or render the consideration required by the agreement for\n a performance it accepts. A party that accepts a performance has the burden of\n establishing a breach of contract with respect to the accepted performance.\n\nd. Except as otherwise provided in §§ 59.1-506.3 and 59.1-506.4, in\nthe case of a performance with respect to a copy, this section is subject to\n§§ 59.1-506.6 through 59.1-506.10 and 59.1-507.4 through 59.1-507.7.\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}}