{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.2A-303.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.2A-303.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.2A-303.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.2A-303.html"}],"law_id":58906,"edition_id":1,"section_id":58906,"structure_id":14808,"section_number":"8.2A-303","catch_line":"Alienability of party’s interest under lease contract or of lessor’s residual interest in goods; delegation of performance; transfer of rights","history":"1991, c. 536; 2000, c. 1007.","full_text":"1\n\nAs used in this section, “creation of a security interest” includes the sale of a lease contract that is subject to Title 8.9A, Secured Transactions, by reason of subdivision (a) (3) of § 8.9A-109.2\n\nExcept as provided in subsection (3) of this section and § 8.9A-407, a provision in a lease agreement which (i) prohibits the voluntary or involuntary transfer, including a transfer by sale, sublease, creation or enforcement of a security interest, or attachment, levy, or other judicial process, of an interest of a party under the lease contract or of the lessor’s residual interest in the goods, or (ii) makes such a transfer an event of default, gives rise to the rights and remedies provided in subsection (4) of this section, but a transfer that is prohibited or is an event of default under the lease agreement is otherwise effective.3\n\nA provision in a lease agreement which (i) prohibits a transfer of a right to damages for default with respect to the whole lease contract or of a right to payment arising out of the transferor’s due performance of the transferor’s entire obligation, or (ii) makes such a transfer an event of default, is not enforceable, and such a transfer is not a transfer that materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party to the lease contract within the purview of subsection (4) of this section.4\n\nSubject to subsection (3) of this section and \u00a7 8.9A-407:a\n\nIf a transfer is made which is made an event of default under a lease agreement, the party to the lease contract not making the transfer, unless that party waives the default or otherwise agrees, has the rights and remedies described in subsection (2) of § 8.2A-501;b\n\nSubdivision (a) of this subsection is not applicable and if a transfer is made that (i) is prohibited under a lease agreement or (ii) materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party to the lease contract, unless the party not making the transfer agrees at any time to the transfer in the lease contract or otherwise, then, except as limited by contract, (i) the transferor is liable to the party not making the transfer for damages caused by the transfer to the extent that the damages could not reasonably be prevented by the party not making the transfer and (ii) a court having jurisdiction may grant other appropriate relief, including cancellation of the lease contract or an injunction against the transfer.5\n\nA transfer of “the lease” or of “all my rights under the lease,” or a transfer in similar general terms, is a transfer of rights and, unless the language or the circumstances, as in a transfer for security, indicate the contrary, the transfer is a delegation of duties by the transfer to the transferee. Acceptance by the transferee constitutes a promise by the transferee to perform those duties. The promise is enforceable by either the transfer or the other party to the lease contract.6\n\nUnless otherwise agreed by the lessor and the lessee, a delegation of performance does not relieve the transferor as against the other party of any duty to perform or of any liability for default.7\n\nIn a consumer lease, to prohibit the transfer of an interest of a party under the lease contract or to make a transfer an event of default, the language shall be specific, by a writing, and conspicuous.","order_by":null,"text":{"0":{"id":215980,"text":"As used in this section, “creation of a security interest” includes the sale of a lease contract that is subject to Title 8.9A, Secured Transactions, by reason of subdivision (a) (3) of § 8.9A-109.","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"next_prefix":"2"},"1":{"id":215981,"text":"Except as provided in subsection (3) of this section and § 8.9A-407, a provision in a lease agreement which (i) prohibits the voluntary or involuntary transfer, including a transfer by sale, sublease, creation or enforcement of a security interest, or attachment, levy, or other judicial process, of an interest of a party under the lease contract or of the lessor’s residual interest in the goods, or (ii) makes such a transfer an event of default, gives rise to the rights and remedies provided in subsection (4) of this section, but a transfer that is prohibited or is an event of default under the lease agreement is otherwise effective.","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1","next_prefix":"3"},"2":{"id":215982,"text":"A provision in a lease agreement which (i) prohibits a transfer of a right to damages for default with respect to the whole lease contract or of a right to payment arising out of the transferor’s due performance of the transferor’s entire obligation, or (ii) makes such a transfer an event of default, is not enforceable, and such a transfer is not a transfer that materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party to the lease contract within the purview of subsection (4) of this section.","type":"section","prefixes":["3"],"prefix":"3","entire_prefix":"3","prefix_anchor":"3","level":1,"prior_prefix":"2","next_prefix":"4"},"3":{"id":215983,"text":"Subject to subsection (3) of this section and \u00a7 8.9A-407:","type":"section","prefixes":["4"],"prefix":"4","entire_prefix":"4","prefix_anchor":"4","level":1,"prior_prefix":"3","next_prefix":"4a"},"4":{"id":215984,"text":"If a transfer is made which is made an event of default under a lease agreement, the party to the lease contract not making the transfer, unless that party waives the default or otherwise agrees, has the rights and remedies described in subsection (2) of § 8.2A-501;","type":"section","prefixes":["4","a"],"prefix":"a","entire_prefix":"4a","prefix_anchor":"4a","level":2,"prior_prefix":"4","next_prefix":"4b"},"5":{"id":215985,"text":"Subdivision (a) of this subsection is not applicable and if a transfer is made that (i) is prohibited under a lease agreement or (ii) materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party to the lease contract, unless the party not making the transfer agrees at any time to the transfer in the lease contract or otherwise, then, except as limited by contract, (i) the transferor is liable to the party not making the transfer for damages caused by the transfer to the extent that the damages could not reasonably be prevented by the party not making the transfer and (ii) a court having jurisdiction may grant other appropriate relief, including cancellation of the lease contract or an injunction against the transfer.","type":"section","prefixes":["4","b"],"prefix":"b","entire_prefix":"4b","prefix_anchor":"4b","level":2,"prior_prefix":"4a","next_prefix":"5"},"6":{"id":215986,"text":"A transfer of “the lease” or of “all my rights under the lease,” or a transfer in similar general terms, is a transfer of rights and, unless the language or the circumstances, as in a transfer for security, indicate the contrary, the transfer is a delegation of duties by the transfer to the transferee. Acceptance by the transferee constitutes a promise by the transferee to perform those duties. The promise is enforceable by either the transfer or the other party to the lease contract.","type":"section","prefixes":["5"],"prefix":"5","entire_prefix":"5","prefix_anchor":"5","level":1,"prior_prefix":"4b","next_prefix":"6"},"7":{"id":215987,"text":"Unless otherwise agreed by the lessor and the lessee, a delegation of performance does not relieve the transferor as against the other party of any duty to perform or of any liability for default.","type":"section","prefixes":["6"],"prefix":"6","entire_prefix":"6","prefix_anchor":"6","level":1,"prior_prefix":"5","next_prefix":"7"},"8":{"id":215988,"text":"In a consumer lease, to prohibit the transfer of an interest of a party under the lease contract or to make a transfer an event of default, the language shall be specific, by a writing, and conspicuous.","type":"section","prefixes":["7"],"prefix":"7","entire_prefix":"7","prefix_anchor":"7","level":1,"prior_prefix":"6"}},"ancestry":[{"id":14808,"edition_id":1,"name":"Effect of Lease Contract","identifier":"3","label":"part","depth":2,"order_by":1,"parent_id":12736,"metadata":{},"date_created":"2026-06-26 03:50:03","date_modified":"2026-06-26 03:50:03","permalink":{"id":282493,"object_type":"structure","relational_id":14808,"identifier":"3","token":"8.2A\/3","url":"\/8.2A\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12736,"edition_id":1,"name":"Commercial Code \u2014 Leases","identifier":"8.2A","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:50","date_modified":"2026-06-26 03:43:50","permalink":{"id":282367,"object_type":"structure","relational_id":12736,"identifier":"8.2A","token":"8.2A","url":"\/8.2A\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":68458,"structure_id":14808,"section_number":"8.2A-301","catch_line":"Enforceability of lease contract","url":"\/8.2A-301\/","token":"8.2A\/3\/8.2A-301","metadata":false},{"id":56636,"structure_id":14808,"section_number":"8.2A-302","catch_line":"Title to and possession of goods","url":"\/8.2A-302\/","token":"8.2A\/3\/8.2A-302","metadata":false},{"id":58906,"structure_id":14808,"section_number":"8.2A-303","catch_line":"Alienability of party's interest under lease contract or of lessor's residual interest in goods; delegation of performance; transfer of rights","url":"\/8.2A-303\/","token":"8.2A\/3\/8.2A-303","metadata":false},{"id":60750,"structure_id":14808,"section_number":"8.2A-304","catch_line":"Subsequent lease of goods by lessor","url":"\/8.2A-304\/","token":"8.2A\/3\/8.2A-304","metadata":false},{"id":71591,"structure_id":14808,"section_number":"8.2A-305","catch_line":"Sale or sublease of goods by lessee","url":"\/8.2A-305\/","token":"8.2A\/3\/8.2A-305","metadata":false},{"id":76970,"structure_id":14808,"section_number":"8.2A-306","catch_line":"Priority of certain liens arising by operation of law","url":"\/8.2A-306\/","token":"8.2A\/3\/8.2A-306","metadata":false},{"id":77642,"structure_id":14808,"section_number":"8.2A-307","catch_line":"Priority of liens arising by attachment or levy on, security interests in, and other claims to goods","url":"\/8.2A-307\/","token":"8.2A\/3\/8.2A-307","metadata":false},{"id":79922,"structure_id":14808,"section_number":"8.2A-308","catch_line":"Special rights of creditors","url":"\/8.2A-308\/","token":"8.2A\/3\/8.2A-308","metadata":false},{"id":76447,"structure_id":14808,"section_number":"8.2A-309","catch_line":"Lessor's and lessee's rights when goods become fixtures","url":"\/8.2A-309\/","token":"8.2A\/3\/8.2A-309","metadata":false},{"id":67646,"structure_id":14808,"section_number":"8.2A-310","catch_line":"Lessor's and lessee's rights when goods become accessions","url":"\/8.2A-310\/","token":"8.2A\/3\/8.2A-310","metadata":false},{"id":77068,"structure_id":14808,"section_number":"8.2A-311","catch_line":"Priority subject to subordination","url":"\/8.2A-311\/","token":"8.2A\/3\/8.2A-311","metadata":false}],"previous_section":{"id":56636,"structure_id":14808,"section_number":"8.2A-302","catch_line":"Title to and possession of goods","url":"\/8.2A-302\/","token":"8.2A\/3\/8.2A-302","metadata":false},"next_section":{"id":60750,"structure_id":14808,"section_number":"8.2A-304","catch_line":"Subsequent lease of goods by lessor","url":"\/8.2A-304\/","token":"8.2A\/3\/8.2A-304","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.2A-303\/","history_text":"

This law was first created in 1991. The record of its establishment is cataloged in chapter 536 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 1991 \u201cActs\u201d aren\u2019t available online. It has been modified 1 time. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. That modification is as follows: in 2000, chapter 1007<\/a>.<\/p>","references":[{"id":60750,"section_number":"8.2A-304","catch_line":"Subsequent lease of goods by lessor","order_by":null,"url":"\/8.2A-304\/"},{"id":71591,"section_number":"8.2A-305","catch_line":"Sale or sublease of goods by lessee","order_by":null,"url":"\/8.2A-305\/"},{"id":78910,"section_number":"8.9A-406","catch_line":"Discharge of account debtor; notification of assignment; identification and proof of assignment; restrictions on assignment of accounts, chattel paper, payment intangibles, and promissory notes ineffective","order_by":null,"url":"\/8.9A-406\/"},{"id":86952,"section_number":"8.9A-407","catch_line":"Restrictions on creation or enforcement of security interest in leasehold interest or in lessor's residual interest","order_by":null,"url":"\/8.9A-407\/"}],"refers_to":[{"id":75475,"section_number":"8.2A-501","catch_line":"Default; procedure","order_by":null,"url":"\/8.2A-501\/"},{"id":86952,"section_number":"8.9A-407","catch_line":"Restrictions on creation or enforcement of security interest in leasehold interest or in lessor's residual interest","order_by":null,"url":"\/8.9A-407\/"}],"permalink":{"id":282503,"object_type":"law","relational_id":58906,"identifier":"8.2A-303","token":"8.2A\/3\/8.2A-303","url":"\/8.2A-303\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.2A-303\/","token":"8.2A\/3\/8.2A-303","dublin_core":{"Title":"Alienability of party’s interest under lease contract or of lessor’s residual interest in goods; delegation of performance; transfer of rights","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.2A-303","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

1.<\/span> As used in this section, “creation of a security interest<\/span>” includes the sale of a lease contract<\/span> that is subject to Title 8.9A, Secured Transactions, by reason of subdivision (a) (3) of § 8.9A-109<\/a>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> Except as provided in subsection (3) of this section and § 8.9A-407<\/a>, a provision in a lease agreement which (i) prohibits the voluntary or involuntary transfer, including a transfer by sale, sublease, creation or enforcement of a security interest, or attachment<\/span>, levy<\/span>, or other judicial process, of an interest of a party<\/span> under the lease contract<\/span> or of the lessor’s residual interest in the goods, or (ii) makes such a transfer an event of default<\/span>, gives rise to the rights and remedies provided in subsection (4) of this section, but a transfer that is prohibited or is an event of default<\/span> under the lease agreement is otherwise effective. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> A provision in a lease agreement which (i) prohibits a transfer of a right to damages<\/span> for default<\/span> with respect to the whole lease contract<\/span> or of a right to payment arising out of the transferor’s due performance of the transferor’s entire obligation, or (ii) makes such a transfer an event of default<\/span>, is not enforceable, and such a transfer is not a transfer that materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party<\/span> to the lease contract<\/span> within the purview of subsection (4) of this section. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> Subject to subsection (3) of this section and \u00a7 8.9A-407<\/a>: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

a.<\/span> If a transfer is made which is made an event of default<\/span> under a lease agreement, the party<\/span> to the lease contract<\/span> not making the transfer, unless that party<\/span> waives<\/span> the default<\/span> or otherwise agrees, has the rights and remedies described in subsection (2) of § 8.2A-501<\/a>; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> Subdivision (a) of this subsection is not applicable and if a transfer is made that (i) is prohibited under a lease agreement or (ii) materially impairs the prospect of obtaining return performance by, materially changes the duty of, or materially increases the burden or risk imposed on, the other party<\/span> to the lease contract<\/span>, unless the party<\/span> not making the transfer agrees at any time to the transfer in the lease contract<\/span> or otherwise, then, except as limited by contract<\/span>, (i) the transferor is liable to the party<\/span> not making the transfer for damages<\/span> caused by the transfer to the extent that the damages<\/span> could not reasonably be prevented by the party<\/span> not making the transfer and (ii) a court<\/span> having jurisdiction<\/span> may grant other appropriate relief, including cancellation of the lease contract<\/span> or an injunction<\/span> against the transfer. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

5.<\/span> A transfer of “the lease” or of “all my rights under the lease,” or a transfer in similar general terms, is a transfer of rights and, unless the language or the circumstances, as in a transfer for security, indicate the contrary, the transfer is a delegation of duties by the transfer to the transferee. Acceptance by the transferee constitutes a promise by the transferee to perform those duties. The promise is enforceable by either the transfer or the other party<\/span> to the lease contract<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

6.<\/span> Unless otherwise agreed by the lessor and the lessee, a delegation of performance does not relieve the transferor as against the other party<\/span> of any duty to perform or of any liability for default<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

7.<\/span> In a consumer lease, to prohibit the transfer of an interest of a party<\/span> under the lease contract<\/span> or to make a transfer an event of default<\/span>, the language shall be specific, by a writing, and conspicuous. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nALIENABILITY OF PARTY’S INTEREST UNDER LEASE CONTRACT OR OF LESSOR’S\nRESIDUAL INTEREST IN GOODS; DELEGATION OF PERFORMANCE; TRANSFER OF RIGHTS (\u00a7\n8.2A-303)\n\n1. As used in this section, “creation of a security interest”\nincludes the sale of a lease contract that is subject to Title 8.9A, Secured\nTransactions, by reason of subdivision (a) (3) of § 8.9A-109.\n\n2. Except as provided in subsection (3) of this section and § 8.9A-407, a\nprovision in a lease agreement which (i) prohibits the voluntary or involuntary\ntransfer, including a transfer by sale, sublease, creation or enforcement of a\nsecurity interest, or attachment, levy, or other judicial process, of an\ninterest of a party under the lease contract or of the lessor’s residual\ninterest in the goods, or (ii) makes such a transfer an event of default, gives\nrise to the rights and remedies provided in subsection (4) of this section, but\na transfer that is prohibited or is an event of default under the lease\nagreement is otherwise effective.\n\n3. A provision in a lease agreement which (i) prohibits a transfer of a right to\ndamages for default with respect to the whole lease contract or of a right to\npayment arising out of the transferor’s due performance of the\ntransferor’s entire obligation, or (ii) makes such a transfer an event of\ndefault, is not enforceable, and such a transfer is not a transfer that\nmaterially impairs the prospect of obtaining return performance by, materially\nchanges the duty of, or materially increases the burden or risk imposed on, the\nother party to the lease contract within the purview of subsection (4) of this\nsection.\n\n4. Subject to subsection (3) of this section and \u00a7 8.9A-407:\n\n a. If a transfer is made which is made an event of default under a lease\n agreement, the party to the lease contract not making the transfer, unless\n that party waives the default or otherwise agrees, has the rights and remedies\n described in subsection (2) of § 8.2A-501;\n\n b. Subdivision (a) of this subsection is not applicable and if a transfer is\n made that (i) is prohibited under a lease agreement or (ii) materially impairs\n the prospect of obtaining return performance by, materially changes the duty\n of, or materially increases the burden or risk imposed on, the other party to\n the lease contract, unless the party not making the transfer agrees at any\n time to the transfer in the lease contract or otherwise, then, except as\n limited by contract, (i) the transferor is liable to the party not making the\n transfer for damages caused by the transfer to the extent that the damages\n could not reasonably be prevented by the party not making the transfer and\n (ii) a court having jurisdiction may grant other appropriate relief, including\n cancellation of the lease contract or an injunction against the transfer.\n\n5. A transfer of “the lease” or of “all my rights under the\nlease,” or a transfer in similar general terms, is a transfer of rights\nand, unless the language or the circumstances, as in a transfer for security,\nindicate the contrary, the transfer is a delegation of duties by the transfer to\nthe transferee. Acceptance by the transferee constitutes a promise by the\ntransferee to perform those duties. The promise is enforceable by either the\ntransfer or the other party to the lease contract.\n\n6. Unless otherwise agreed by the lessor and the lessee, a delegation of\nperformance does not relieve the transferor as against the other party of any\nduty to perform or of any liability for default.\n\n7. In a consumer lease, to prohibit the transfer of an interest of a party under\nthe lease contract or to make a transfer an event of default, the language shall\nbe specific, by a writing, and conspicuous.\n\nHISTORY: 1991, c. 536; 2000, c. 1007.","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}}