                                 CODE OF VIRGINIA

KNOWLEDGE AND NOTICE (§ 50-73.80)

A. A person knows a fact if the person has actual knowledge of it.

B. A person has notice of a fact if the person:

   1. Knows of it;

   2. Has received a notification of it; or

   3. Has reason to know it exists from all of the facts known to the person at
   the time in question.

C. A person notifies or gives a notification to another by taking steps
reasonably calculated to inform the other person in ordinary course, whether or
not the other person learns of it.

D. A person receives a notification when the notification:

   1. Comes to the person&#8217;s attention; or

   2. Is duly delivered at the person&#8217;s place of business or at any other
   place held out by the person as a place for receiving communications.

E. Except as otherwise provided in subsection F, a person other than an
individual knows, has notice, or receives a notification of a fact for purposes
of a particular transaction when the individual conducting the transaction
knows, has notice, or receives a notification of the fact, or in any event when
the fact would have been brought to the individual&#8217;s attention if the
person had exercised reasonable diligence. The person exercises reasonable
diligence if it maintains reasonable routines for communicating significant
information to the individual conducting the transaction and there is reasonable
compliance with the routines. Reasonable diligence does not require an
individual acting for the person to communicate information unless the
communication is part of the individual&#8217;s regular duties or the individual
has reason to know of the transaction and that the transaction would be
materially affected by the information.

F. A partner&#8217;s knowledge, notice, or receipt of a notification of a fact
relating to the partnership is effective immediately as knowledge by, notice to,
or receipt of a notification by the partnership, except in the case of a fraud
on the partnership committed by or with the consent of that partner.

HISTORY: 1996, c. 292.