{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.2A-511.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.2A-511.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.2A-511.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.2A-511.html"}],"law_id":84556,"edition_id":1,"section_id":84556,"structure_id":13914,"section_number":"8.2A-511","catch_line":"Merchant lessee’s duties as to rightfully rejected goods","history":"1991, c. 536.","full_text":"1\n\nSubject to any security interest of a lessee (subsection (5) of § 8.2A-508), if a lessor or a supplier has no agent or place of business at the market of rejection, a merchant lessee, after rejection of goods in his or her possession or control, shall follow any reasonable instructions received from the lessor or the supplier with respect to the goods. In the absence of those instructions, a merchant lessee shall make reasonable efforts to sell, lease, or otherwise dispose of the goods for the lessor’s account if they threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming.2\n\nIf a merchant lessee as mentioned in subsection (1) of this section or any other lessee (§ 8.2A-512) disposes of goods, he or she is entitled to reimbursement either from the lessor or the supplier or out of the proceeds for reasonable expenses of caring for and disposing of the goods and, if the expenses include no disposition commission, to such commission as is usual in the trade, or if there is none, to a reasonable sum not exceeding ten percent of the gross proceeds.3\n\nIn complying with this section or § 8.2A-512, the lessee is held only to good faith. Good faith conduct hereunder is neither acceptance or conversion nor the basis of an action for damages.4\n\nA purchaser who purchases in good faith from a lessee pursuant to this section or § 8.2A-512 takes the goods free of any rights of the lessor and the supplier even though the lessee fails to comply with one or more of the requirements of this title.","order_by":null,"text":{"0":{"id":303051,"text":"Subject to any security interest of a lessee (subsection (5) of § 8.2A-508), if a lessor or a supplier has no agent or place of business at the market of rejection, a merchant lessee, after rejection of goods in his or her possession or control, shall follow any reasonable instructions received from the lessor or the supplier with respect to the goods. In the absence of those instructions, a merchant lessee shall make reasonable efforts to sell, lease, or otherwise dispose of the goods for the lessor’s account if they threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming.","type":"section","prefixes":["1"],"prefix":"1","entire_prefix":"1","prefix_anchor":"1","level":1,"next_prefix":"2"},"1":{"id":303052,"text":"If a merchant lessee as mentioned in subsection (1) of this section or any other lessee (§ 8.2A-512) disposes of goods, he or she is entitled to reimbursement either from the lessor or the supplier or out of the proceeds for reasonable expenses of caring for and disposing of the goods and, if the expenses include no disposition commission, to such commission as is usual in the trade, or if there is none, to a reasonable sum not exceeding ten percent of the gross proceeds.","type":"section","prefixes":["2"],"prefix":"2","entire_prefix":"2","prefix_anchor":"2","level":1,"prior_prefix":"1","next_prefix":"3"},"2":{"id":303053,"text":"In complying with this section or § 8.2A-512, the lessee is held only to good faith. Good faith conduct hereunder is neither acceptance or conversion nor the basis of an action for damages.","type":"section","prefixes":["3"],"prefix":"3","entire_prefix":"3","prefix_anchor":"3","level":1,"prior_prefix":"2","next_prefix":"4"},"3":{"id":303054,"text":"A purchaser who purchases in good faith from a lessee pursuant to this section or § 8.2A-512 takes the goods free of any rights of the lessor and the supplier even though the lessee fails to comply with one or more of the requirements of this title.","type":"section","prefixes":["4"],"prefix":"4","entire_prefix":"4","prefix_anchor":"4","level":1,"prior_prefix":"3"}},"ancestry":[{"id":13914,"edition_id":1,"name":"Default by Lessor","identifier":"B","label":"article","depth":3,"order_by":1,"parent_id":13913,"metadata":{},"date_created":"2026-06-26 03:46:17","date_modified":"2026-06-26 03:46:17","permalink":{"id":282601,"object_type":"structure","relational_id":13914,"identifier":"B","token":"8.2A\/5\/B","url":"\/8.2A\/5\/B\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13913,"edition_id":1,"name":"Default","identifier":"5","label":"part","depth":2,"order_by":1,"parent_id":12736,"metadata":{},"date_created":"2026-06-26 03:46:17","date_modified":"2026-06-26 03:46:17","permalink":{"id":282569,"object_type":"structure","relational_id":13913,"identifier":"5","token":"8.2A\/5","url":"\/8.2A\/5\/","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":62750,"structure_id":13914,"section_number":"8.2A-508","catch_line":"Lessee's remedies","url":"\/8.2A-508\/","token":"8.2A\/5\/B\/8.2A-508","metadata":false},{"id":60181,"structure_id":13914,"section_number":"8.2A-509","catch_line":"Lessee's rights on improper delivery; rightful rejection","url":"\/8.2A-509\/","token":"8.2A\/5\/B\/8.2A-509","metadata":false},{"id":74596,"structure_id":13914,"section_number":"8.2A-510","catch_line":"Installment lease contracts; rejection and default","url":"\/8.2A-510\/","token":"8.2A\/5\/B\/8.2A-510","metadata":false},{"id":84556,"structure_id":13914,"section_number":"8.2A-511","catch_line":"Merchant lessee's duties as to rightfully rejected goods","url":"\/8.2A-511\/","token":"8.2A\/5\/B\/8.2A-511","metadata":false},{"id":70655,"structure_id":13914,"section_number":"8.2A-512","catch_line":"Lessee's duties as to rightfully rejected goods","url":"\/8.2A-512\/","token":"8.2A\/5\/B\/8.2A-512","metadata":false},{"id":61599,"structure_id":13914,"section_number":"8.2A-513","catch_line":"Cure by lessor of improper tender or delivery; replacement","url":"\/8.2A-513\/","token":"8.2A\/5\/B\/8.2A-513","metadata":false},{"id":56122,"structure_id":13914,"section_number":"8.2A-514","catch_line":"Waiver of lessee's objections","url":"\/8.2A-514\/","token":"8.2A\/5\/B\/8.2A-514","metadata":false},{"id":55972,"structure_id":13914,"section_number":"8.2A-515","catch_line":"Acceptance of goods","url":"\/8.2A-515\/","token":"8.2A\/5\/B\/8.2A-515","metadata":false},{"id":78053,"structure_id":13914,"section_number":"8.2A-516","catch_line":"Effect of acceptance of goods; notice of default; burden of establishing default after acceptance; notice of claim or litigation to person answerable","url":"\/8.2A-516\/","token":"8.2A\/5\/B\/8.2A-516","metadata":false},{"id":66372,"structure_id":13914,"section_number":"8.2A-517","catch_line":"Revocation of acceptance of goods","url":"\/8.2A-517\/","token":"8.2A\/5\/B\/8.2A-517","metadata":false},{"id":83561,"structure_id":13914,"section_number":"8.2A-518","catch_line":"Cover; substitute goods","url":"\/8.2A-518\/","token":"8.2A\/5\/B\/8.2A-518","metadata":false},{"id":74347,"structure_id":13914,"section_number":"8.2A-519","catch_line":"Lessee's damages for nondelivery, repudiation, default, and breach of warranty in regard to accepted goods","url":"\/8.2A-519\/","token":"8.2A\/5\/B\/8.2A-519","metadata":false},{"id":64983,"structure_id":13914,"section_number":"8.2A-520","catch_line":"Lessee's incidental and consequential damages","url":"\/8.2A-520\/","token":"8.2A\/5\/B\/8.2A-520","metadata":false},{"id":76119,"structure_id":13914,"section_number":"8.2A-521","catch_line":"Lessee's right to specific performance or other similar rights","url":"\/8.2A-521\/","token":"8.2A\/5\/B\/8.2A-521","metadata":false},{"id":54961,"structure_id":13914,"section_number":"8.2A-522","catch_line":"Lessee's right to goods on lessor's insolvency","url":"\/8.2A-522\/","token":"8.2A\/5\/B\/8.2A-522","metadata":false}],"previous_section":{"id":74596,"structure_id":13914,"section_number":"8.2A-510","catch_line":"Installment lease contracts; rejection and default","url":"\/8.2A-510\/","token":"8.2A\/5\/B\/8.2A-510","metadata":false},"next_section":{"id":70655,"structure_id":13914,"section_number":"8.2A-512","catch_line":"Lessee's duties as to rightfully rejected goods","url":"\/8.2A-512\/","token":"8.2A\/5\/B\/8.2A-512","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.2A-511\/","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.<\/p>","references":[{"id":71591,"section_number":"8.2A-305","catch_line":"Sale or sublease of goods by lessee","order_by":null,"url":"\/8.2A-305\/"},{"id":70655,"section_number":"8.2A-512","catch_line":"Lessee's duties as to rightfully rejected goods","order_by":null,"url":"\/8.2A-512\/"}],"refers_to":[{"id":62750,"section_number":"8.2A-508","catch_line":"Lessee's remedies","order_by":null,"url":"\/8.2A-508\/"},{"id":70655,"section_number":"8.2A-512","catch_line":"Lessee's duties as to rightfully rejected goods","order_by":null,"url":"\/8.2A-512\/"}],"permalink":{"id":282615,"object_type":"law","relational_id":84556,"identifier":"8.2A-511","token":"8.2A\/5\/B\/8.2A-511","url":"\/8.2A-511\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.2A-511\/","token":"8.2A\/5\/B\/8.2A-511","dublin_core":{"Title":"Merchant lessee’s duties as to rightfully rejected goods","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.2A-511","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

1.<\/span> Subject to any security interest of a lessee (subsection (5) of § 8.2A-508<\/a>), if a lessor or a supplier has no agent or place of business at the market of rejection, a merchant lessee, after rejection of goods in his or her possession<\/span> or control, shall follow any reasonable instructions received from the lessor or the supplier with respect to the goods. In the absence of those instructions, a merchant lessee shall make reasonable efforts to sell, lease, or otherwise dispose of the goods for the lessor’s account if they threaten to decline in value speedily. Instructions are not reasonable if on demand indemnity for expenses is not forthcoming. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> If a merchant lessee as mentioned in subsection (1) of this section or any other lessee (§ 8.2A-512<\/a>) disposes of goods, he or she is entitled to reimbursement either from the lessor or the supplier or out of the proceeds for reasonable expenses of caring for and disposing of the goods and, if the expenses include no disposition<\/span> commission, to such commission as is usual in the trade, or if there is none, to a reasonable sum not exceeding ten percent of the gross proceeds. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> In complying with this section or § 8.2A-512<\/a>, the lessee is held only to good faith. Good faith conduct hereunder is neither acceptance or conversion nor the basis of an action for damages<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> A purchaser who purchases in good faith from a lessee pursuant to this section or § 8.2A-512<\/a> takes the goods free of any rights of the lessor and the supplier even though the lessee fails to comply with one or more of the requirements of this title. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nMERCHANT LESSEE’S DUTIES AS TO RIGHTFULLY REJECTED GOODS (\u00a7 8.2A-511)\n\n1. Subject to any security interest of a lessee (subsection (5) of §\n8.2A-508), if a lessor or a supplier has no agent or place of business at the\nmarket of rejection, a merchant lessee, after rejection of goods in his or her\npossession or control, shall follow any reasonable instructions received from\nthe lessor or the supplier with respect to the goods. In the absence of those\ninstructions, a merchant lessee shall make reasonable efforts to sell, lease, or\notherwise dispose of the goods for the lessor’s account if they threaten\nto decline in value speedily. Instructions are not reasonable if on demand\nindemnity for expenses is not forthcoming.\n\n2. If a merchant lessee as mentioned in subsection (1) of this section or any\nother lessee (§ 8.2A-512) disposes of goods, he or she is entitled to\nreimbursement either from the lessor or the supplier or out of the proceeds for\nreasonable expenses of caring for and disposing of the goods and, if the\nexpenses include no disposition commission, to such commission as is usual in\nthe trade, or if there is none, to a reasonable sum not exceeding ten percent of\nthe gross proceeds.\n\n3. In complying with this section or § 8.2A-512, the lessee is held only to\ngood faith. Good faith conduct hereunder is neither acceptance or conversion nor\nthe basis of an action for damages.\n\n4. A purchaser who purchases in good faith from a lessee pursuant to this\nsection or § 8.2A-512 takes the goods free of any rights of the lessor and\nthe supplier even though the lessee fails to comply with one or more of the\nrequirements of this title.\n\nHISTORY: 1991, c. 536.","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}}