59.1-506.15 - Excuse by failure of presupposed conditions. - Virginia Statutes

§ 59.1-506.15. Excuse by failure of presupposed conditions.

(a) Unless a party has assumed a different obligation, delay in performanceby a party, or nonperformance in whole or part by a party, other than of anobligation to make payments or to conform to contractual use terms, is not abreach of contract if the delay or nonperformance is of a performance thathas been made impracticable by:

(1) the occurrence of a contingency the nonoccurrence of which was a basicassumption on which the contract was made; or

(2) compliance in good faith with any foreign or domestic statute,governmental rule, regulation, or order, whether or not it later proves to beinvalid.

(b) A party claiming excuse under subsection (a) shall seasonably notify theother party that there will be delay or nonperformance.

(c) If an excuse affects only a part of a party's capacity to perform anobligation for delivery of copies, the party claiming excuse shall allocateperformance among its customers in any manner that is fair and reasonable andnotify the other party of the estimated quota to be made available. In makingthe allocation, the party claiming excuse may include the requirements ofregular customers not then under contract and its own requirements.

(d) A party that receives notice pursuant to subsection (b) of a material orindefinite delay in delivery of copies or of an allocation under subsection(c), by notice in a record, may:

(1) terminate and thereby discharge any executory portion of the contract; or

(2) modify the contract by agreeing to take the available allocation insubstitution.

(e) If, after receipt of notice under subsection (b), a party does not modifythe contract within a reasonable time not exceeding thirty days, the contractlapses with respect to any performance affected.

(2000, cc. 101, 996.)