                                 CODE OF VIRGINIA

ACCORD AND SATISFACTION BY USE OF INSTRUMENT (§ 8.3A-311)

a. If a person against whom a claim is asserted proves that (i) that person in
good faith tendered an instrument to the claimant as full satisfaction of the
claim, (ii) the amount of the claim was unliquidated or subject to a bona fide
dispute, and (iii) the claimant obtained payment of the instrument, the
following subsections apply. For purposes of this subsection, a person does not
act in good faith when tendering a check in full satisfaction of an obligation
under a loan if (i) such check is for less than the amount due under the terms
of the loan agreement and (ii) such check is tendered to a person without
knowledge of a dispute concerning the loan.

b. Unless subsection (c) applies, the claim is discharged if the person against
whom the claim is asserted proves that the instrument or an accompanying written
communication contained a conspicuous statement to the effect that the
instrument was tendered as full satisfaction of the claim.

c. Subject to subsection (d), a claim is not discharged under subsection (b) if
either of the following applies:

   1. The claimant, if an organization, proves that (i) within a reasonable time
   before the tender, the claimant sent a conspicuous statement to the person
   against whom the claim is asserted that communications concerning disputed
   debts, including an instrument tendered as full satisfaction of a debt, are to
   be sent to a designated person, office, or place, and (ii) the instrument or
   accompanying communication was not received by that designated person, office,
   or place.

   2. The claimant, whether or not an organization, proves that within ninety
   days after payment of the instrument, the claimant tendered repayment of the
   amount of the instrument to the person against whom the claim is asserted.
   This paragraph does not apply if the claimant is an organization that sent a
   statement complying with paragraph (1) (i).

d. A claim is discharged if the person against whom the claim is asserted proves
that within a reasonable time before collection of the instrument was initiated,
the claimant, or an agent of the claimant having direct responsibility with
respect to the disputed obligation, knew that the instrument was tendered in
full satisfaction of the claim.

HISTORY: 1992, c. 693; 2006, c. 624.