2006 Code of Virginia § 59.1-507.1 - Breach of contract; material breach

59.1-507.1. Breach of contract; material breach.

(a) Whether a party is in breach of contract is determined by the agreementor, in the absence of agreement, this chapter. A breach occurs if a partywithout legal excuse fails to perform an obligation in a timely manner,repudiates a contract, or exceeds a contractual use term, or otherwise is notin compliance with an obligation placed on it by this chapter or theagreement. A breach, whether or not material, entitles the aggrieved party toits remedies. Whether a breach of a contractual use term is an infringementor a misappropriation is determined by applicable informational propertyrights law.

(b) A breach of contract is material if:

(1) the contract so provides;

(2) the breach is a substantial failure to perform a term that is anessential element of the agreement; or

(3) the circumstances, including the language of the agreement, thereasonable expectations of the parties, the standards and practices of thebusiness, trade, or industry, and the character of the breach, indicate that:

(A) the breach caused or is likely to cause substantial harm to the aggrievedparty; or

(B) the breach substantially deprived or is likely substantially to deprivethe aggrieved party of a significant benefit it reasonably expected under thecontract.

(c) The cumulative effect of nonmaterial breaches may be material.

(2000, cc. 101, 996.)