nm3clol-express-app/public/Virginia_Law_Library/Code_of_Virginia/CoVTitle_8.4A.csv

1	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||1|SUBJECT MATTER AND DEFINITIONS|||||||§ 8.4A-101|Short title.|<p>This title may be cited as Uniform Commercial Code--Funds Transfers.</p><p>1990, c. 9.</p>
2	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||1|SUBJECT MATTER AND DEFINITIONS|||||||§ 8.4A-102|Subject matter.|<p>Except as otherwise provided in § <a href='http://law.lis.virginia.gov/vacode/8.4A-108/'>8.4A-108</a>, this title applies to funds transfers defined in § <a href='http://law.lis.virginia.gov/vacode/8.4A-104/'>8.4A-104</a>.</p><p>1990, c. 9.</p>
3	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||1|SUBJECT MATTER AND DEFINITIONS|||||||§ 8.4A-107|Federal Reserve regulations and operating circulars.|<p>Regulations of the Board of Governors of the Federal Reserve System and operating circulars of the Federal Reserve Banks supersede any inconsistent provision of this title to the extent of the inconsistency.</p><p>1990, c. 9.</p>
4	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-203|Unenforceability of certain verified payment orders.|<p>(a) If an accepted payment order is not, under subsection (a) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-202/'>8.4A-202</a>, an authorized order of a customer identified as sender, but is effective as an order of the customer pursuant to subsection (b) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-202/'>8.4A-202</a>, the following rules apply:</p><p>(1) By express written agreement, the receiving bank may limit the extent to which it is entitled to enforce or retain payment of the payment order.</p><p>(2) The receiving bank is not entitled to enforce or retain payment of payment order if the customer proves that the order was not caused, directly or indirectly, by a person (i) entrusted at any time with duties to act for the customer with respect to payment orders or the security procedure, or (ii) who obtained access to transmitting facilities of the customer or who obtained, from a source controlled by the customer and without authority of the receiving bank, information facilitating breach of the security procedure, regardless of how the information was obtained or whether the customer was at fault. Information includes any access device, computer software, or the like.</p><p>(b) This section applies to amendments of payment orders to the same extent it applies to payment orders.</p><p>1990, c. 9.</p>
5	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-205|Erroneous payment orders.|<p>(a) If an accepted payment order was transmitted pursuant to a security procedure for the detection of error and the payment order (i) erroneously instructed payment to a beneficiary not intended by the sender, (ii) erroneously instructed payment in an amount greater than the amount intended by the sender, or (iii) was an erroneously transmitted duplicate of a payment order previously sent by the sender, the following rules apply:</p><p>(1) If the sender proves that the sender or a person acting on behalf of the sender pursuant to § <a href='http://law.lis.virginia.gov/vacode/8.4A-206/'>8.4A-206</a> complied with the security procedure and that the error would have been detected if the receiving bank had also complied, the sender is not obliged to pay the order to the extent stated in subdivisions (2) and (3) of this subsection.</p><p>(2) If the funds transfer is completed on the basis of an erroneous payment order described in clause (i) or (iii) of this subsection, the sender is not obliged to pay the order and the receiving bank is entitled to recover from the beneficiary any amount paid to the beneficiary to the extent allowed by the law governing mistake and restitution.</p><p>(3) If the funds transfer is completed on the basis of a payment order described in clause (ii) of this subsection, the sender is not obliged to pay the order to the extent the amount received by the beneficiary is greater than the amount intended by the sender. In that case, the receiving bank is entitled to recover from the beneficiary the excess amount received to the extent allowed by the law governing mistake and restitution.</p><p>(b) If (i) the sender of an erroneous payment order described in subsection (a) of this section is not obliged to pay all or part of the order, and (ii) the sender receives notification from the receiving bank that the order was accepted by the bank or that the sender's account was debited with respect to the order, the sender has a duty to exercise ordinary care, on the basis of information available to the sender, to discover the error with respect to the order and to advise the bank of the relevant facts within a reasonable time, not exceeding ninety days, after the bank's notification was received by the sender. If the bank proves that the sender failed to perform that duty, the sender is liable to the bank for the loss the bank proves it incurred as a result of the failure, but the liability of the sender may not exceed the amount of the sender's order.</p><p>(c) This section applies to amendments to payment orders to the same extent it applies to payment orders.</p><p>1990, c. 9.</p>
6	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-206|Transmission of payment order through funds-transfer or other communication system.|<p>(a) If a payment order addressed to a receiving bank is transmitted to a funds-transfer system or other third-party communication system for transmittal to the bank, the system is deemed to be an agent of the sender for the purpose of transmitting the payment order to the bank. If there is a discrepancy between the terms of the payment order transmitted to the system and the terms of the payment order transmitted by the system to the bank, the terms of the payment order of the sender are those transmitted by the system. This section does not apply to a funds-transfer system of the Federal Reserve Banks.</p><p>(b) This section applies to cancellations and amendments of payment orders to the same extent it applies to payment orders.</p><p>1990, c. 9.</p>
7	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-207|Misdescription of beneficiary.|<p>(a) Subject to subsection (b) of this section, if, in a payment order received by the beneficiary's bank, the name, bank account number, or other identification of the beneficiary refers to a nonexistent or unidentifiable person or account, no person has rights as a beneficiary of the order and acceptance of the order cannot occur.</p><p>(b) If a payment order received by the beneficiary's bank identifies the beneficiary both by name and by an identifying or bank account number and the name and number identify different persons, the following rules apply:</p><p>(1) Except as otherwise provided in subsection (c) of this section, if the beneficiary's bank does not know that the name and number refer to different persons, it may rely on the number as the proper identification of the beneficiary of the order. The beneficiary's bank need not determine whether the name and number refer to the same person.</p><p>(2) If the beneficiary's bank pays the person identified by name or knows that the name and number identify different persons, no person has rights as beneficiary except the person paid by the beneficiary's bank if that person was entitled to receive payment from the originator of the funds transfer. If no person has rights as beneficiary, acceptance of the order cannot occur.</p><p>(c) If (i) a payment order described in subsection (b) of this section is accepted, (ii) the originator's payment order described the beneficiary inconsistently by name and number, and (iii) the beneficiary's bank pays the person identified by number as permitted by subdivision (b) (1) of this section, the following rules apply:</p><p>(1) If the originator is a bank, the originator is obliged to pay its order.</p><p>(2) If the originator is not a bank and proves that the person identified by number was not entitled to receive payment from the originator, the originator is not obliged to pay its order unless the originator's bank proves that the originator, before acceptance of the originator's order, had notice that payment of a payment order issued by the originator might be made by the beneficiary's bank on the basis of an identifying or bank account number even if it identifies a person different from the named beneficiary. Proof of notice may be made by any admissible evidence. The originator's bank satisfies the burden of proof if it proves that the originator, before the payment order was accepted, signed a writing stating the information to which the notice relates.</p><p>(d) In a case governed by subdivision (b) (1) of this section, if the beneficiary's bank rightfully pays the person identified by number and that person was not entitled to receive payment from the originator, the amount paid may be recovered from that person to the extent allowed by the law governing mistake and restitution as follows:</p><p>(1) If the originator is obliged to pay its payment order as stated in subsection (c) of this section, the originator has the right to recover.</p><p>(2) If the originator is not a bank and is not obliged to pay its payment order, the originator's bank has the right to recover.</p><p>1990, c. 9.</p>
8	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-208|Misdescription of intermediary bank or beneficiary's bank.|<p>(a) This subsection applies to a payment order identifying an intermediary bank or the beneficiary's bank only by an identifying number.</p><p>(1) The receiving bank may rely on the number as the proper identification of the intermediary or beneficiary's bank and need not determine whether the number identifies a bank.</p><p>(2) The sender is obliged to compensate the receiving bank for any loss and expenses incurred by the receiving bank as a result of its reliance on the number in executing or attempting to execute the order.</p><p>(b) This subsection applies to a payment order identifying an intermediary bank or the beneficiary's bank both by name and an identifying number if the name and number identify different persons.</p><p>(1) If the sender is a bank, the receiving bank may rely on the number as the proper identification of the intermediary or beneficiary's bank if the receiving bank, when it executes the sender's order, does not know that the name and number identify different persons. The receiving bank need not determine whether the name and number refer to the same person or whether the number refers to a bank. The sender is obliged to compensate the receiving bank for any loss and expenses incurred by the receiving bank as a result of its reliance on the number in executing or attempting to execute the order.</p><p>(2) If the sender is not a bank and the receiving bank proves that the sender, before the payment order was accepted, had notice that the receiving bank might rely on the number as the proper identification of the intermediary or beneficiary's bank even if it identifies a person different from the bank identified by name, the rights and obligations of the sender and the receiving bank are governed by subdivision (b) (1) of this section, as though the sender were a bank. Proof of notice may be made by any admissible evidence. The receiving bank satisfies the burden of proof if it proves that the sender, before the payment order was accepted, signed in writing stating the information to which the notice relates.</p><p>(3) Regardless of whether the sender is a bank, the receiving bank may rely on the name as the proper identification of the intermediary or beneficiary's bank if the receiving bank, at the time it executes the sender's order, does not know that the name and number identify different persons. The receiving bank need not determine whether the name and number refer to the same person.</p><p>(4) If the receiving bank knows that the name and number identify different persons, reliance on either the name or the number in executing the sender's payment order is a breach of the obligation stated in subdivision (a) (1) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-302/'>8.4A-302</a>.</p><p>1990, c. 9.</p>
9	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-210|Rejection of payment order.|<p>(a) A payment order is rejected by the receiving bank by a notice of rejection transmitted to the sender orally, electronically, or in writing. A notice of rejection need not use any particular words and is sufficient if it indicates that the receiving bank is rejecting the order or will not execute or pay the order. Rejection is effective when the notice is given if transmission is by a means that is reasonable in the circumstances. If notice of rejection is given by a means that is not reasonable, rejection is effective when the notice is received. If an agreement of the sender and receiving bank establishes the means to be used to reject a payment order, (i) any means complying with the agreement is reasonable and (ii) any means not complying is not reasonable unless no significant delay in receipt of the notice resulted from the use of the noncomplying means.</p><p>(b) This subsection applies if a receiving bank other than the beneficiary's bank fails to execute a payment order despite the existence on the execution date of a withdrawable credit balance in an authorized account of the sender sufficient to cover the order. If the sender does not receive notice of rejection of the order on the execution date and the authorized account of the sender does not bear interest, the bank is obliged to pay interest to the sender on the amount of the order for the number of days elapsing after the execution date to the earlier of the day the order is canceled pursuant to subsection (d) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-211/'>8.4A-211</a> or the day the sender receives notice or learns that the order was not executed, counting the final day of the period as an elapsed day. If the withdrawable credit balance during that period falls below the amount of the order, the amount of interest is reduced accordingly.</p><p>(c) If a receiving bank suspends payments, all unaccepted payment orders issued to it are deemed rejected at the time the bank suspends payments.</p><p>(d) Acceptance of a payment order precludes a later rejection of the order. Rejection of a payment order precludes a later acceptance of the order.</p><p>1990, c. 9.</p>
10	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-211|Cancellation and amendment of payment order.|<p>(a) A communication of the sender of a payment order cancelling or amending the order may be transmitted to the receiving bank orally, electronically, or in writing. If a security procedure is in effect between the sender and the receiving bank, the communication is not effective to cancel or amend the order unless the communication is verified pursuant to the security procedure or the bank agrees to the cancellation or amendment.</p><p>(b) Subject to subsection (a) of this section, a communication by the sender cancelling or amending a payment order is effective to cancel or amend the order if notice of the communication is received at a time and in a manner affording the receiving bank a reasonable opportunity to act on the communication before the bank accepts the payment order.</p><p>(c) After a payment order has been accepted, cancellation or amendment of the order is not effective unless the receiving bank agrees or a funds-transfer system rule allows cancellation or amendment without agreement of the bank.</p><p>(1) With respect to a payment order accepted by a receiving bank other than the beneficiary's bank, cancellation or amendment is not effective unless a conforming cancellation or amendment of the payment order issued by the receiving bank is also made.</p><p>(2) With respect to a payment order accepted by the beneficiary's bank, cancellation or amendment is not effective unless the order was issued in execution of an unauthorized payment order, or because of a mistake by a sender in the funds transfer which resulted in the issuance of a payment order (i) that is a duplicate of a payment order previously issued by the sender, (ii) that orders payment to a beneficiary not entitled to receive payment from the originator, or (iii) that orders payment in an amount greater than the amount the beneficiary was entitled to receive from the originator. If the payment order is canceled or amended, the beneficiary's bank is entitled to recover from the beneficiary any amount paid to the beneficiary to the extent allowed by the law governing mistake and restitution.</p><p>(d) An unaccepted payment order is canceled by operation of law at the close of the fifth funds-transfer business day of the receiving bank after the execution date or payment date of the order.</p><p>(e) A canceled payment order cannot be accepted. If an accepted payment order is canceled, the acceptance is nullified and no person has any right or obligation based on the acceptance. Amendment of a payment order is deemed to be cancellation of the original order at the time of amendment and issue of a new payment order in the amended form at the same time.</p><p>(f) Unless otherwise provided in an agreement of the parties or in a funds-transfer system rule, if the receiving bank, after accepting a payment order, agrees to cancellation or amendment of the order by the sender or is bound by a funds-transfer system rule allowing cancellation or amendment without the bank's agreement, the sender, whether or not cancellation or amendment is effective, is liable to the bank for any loss and expenses, including reasonable attorney's fees, incurred by the bank as a result of the cancellation or amendment or attempted cancellation or amendment.</p><p>(g) A payment order is not revoked by the death or legal incapacity of the sender unless the receiving bank knows of the death or of an adjudication of incapacity by a court of competent jurisdiction and has reasonable opportunity to act before acceptance of the order.</p><p>(h) A funds-transfer system rule is not effective to the extent it conflicts with subdivision (c) (2) of this section.</p><p>1990, c. 9.</p>
11	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||2|ISSUE AND ACCEPTANCE OF PAYMENT ORDER|||||||§ 8.4A-212|Liability and duty of receiving bank regarding unaccepted payment order.|<p>If a receiving bank fails to accept a payment order that it is obliged by express agreement to accept, the bank is liable for breach of the agreement to the extent provided in the agreement or in this title, but does not otherwise have any duty to accept a payment order or, before acceptance, to take any action, or refrain from taking action, with respect to the order except as provided in this title or by express agreement. Liability based on acceptance arises only when acceptance occurs as stated in § <a href='http://law.lis.virginia.gov/vacode/8.4A-209/'>8.4A-209</a>, and liability is limited to that provided in this title. A receiving bank is not the agent of the sender or beneficiary of the payment order it accepts, or of any other party to the funds transfer, and the bank owes no duty to any party to the funds transfer except as provided in this title or by express agreement.</p><p>1990, c. 9.</p>
12	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||3|EXECUTION OF SENDER'S PAYMENT ORDER BY RECEIVING BANK|||||||§ 8.4A-302|Obligations of receiving bank in execution of payment order.|<p>(a) Except as provided in subsections (b) through (d) of this section, if the receiving bank accepts a payment order pursuant to subsection (a) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-209/'>8.4A-209</a>, the bank has the following obligations in executing the order:</p><p>(1) The receiving bank is obliged to issue, on the execution date, a payment order complying with the sender's order and to follow the sender's instructions concerning (i) any intermediary bank or funds-transfer system to be used in carrying out the funds transfer, or (ii) the means by which payment orders are to be transmitted in the funds transfer. If the originator's bank issues a payment order to an intermediary bank, the originator's bank is obliged to instruct the intermediary bank according to the instruction of the originator. An intermediary bank in the funds transfer is similarly bound by an instruction given to it by the sender of the payment order it accepts.</p><p>(2) If the sender's instruction states that the funds transfer is to be carried out telephonically or by wire transfer or otherwise indicates that the funds transfer is to be carried out by the most expeditious means, the receiving bank is obliged to transmit its payment order by the most expeditious available means, and to instruct any intermediary bank accordingly. If a sender's instruction states a payment date, the receiving bank is obliged to transmit its payment order at a time and by means reasonably necessary to allow payment to the beneficiary on the payment date or as soon thereafter as is feasible.</p><p>(b) Unless otherwise instructed, a receiving bank executing a payment order may (i) use any funds-transfer system if use of that system is reasonable in the circumstances, and (ii) issue a payment order to the beneficiary's bank or to an intermediary bank through which a payment order conforming to the sender's order can expeditiously be issued to the beneficiary's bank if the receiving bank exercises ordinary care in the selection of the intermediary bank. A receiving bank is not required to follow an instruction of the sender designating a funds-transfer system to be used in carrying out the funds transfer if the receiving bank, in good faith, determines that it is not feasible to follow the instruction or that following the instruction would unduly delay completion of the funds transfer.</p><p>(c) Unless subdivision (a) (2) of this section applies or the receiving bank is otherwise instructed, the bank may execute a payment order by transmitting its payment order by first class mail or by any means reasonable in the circumstances. If the receiving bank is instructed to execute the sender's order by transmitting its payment order by a particular means, the receiving bank may issue its payment order by the means stated or by any means as expeditious as the means stated.</p><p>(d) Unless instructed by the sender, (i) the receiving bank may not obtain payment of its charges for services and expenses in connection with the execution of the sender's order by issuing a payment order in an amount equal to the amount of the sender's order less the amount of the charges, and (ii) may not instruct a subsequent receiving bank to obtain payment of its charges in the same manner.</p><p>1990, c. 9.</p>
13	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||3|EXECUTION OF SENDER'S PAYMENT ORDER BY RECEIVING BANK|||||||§ 8.4A-303|Erroneous execution of payment order.|<p>(a) A receiving bank that (i) executes the payment order of the sender by issuing a payment order in an amount greater than the amount of the sender's order, or (ii) issues a payment order in execution of the sender's order and then issues a duplicate order, is entitled to payment of the amount of the sender's order under subsection (c) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> if that subsection is otherwise satisfied. The bank is entitled to recover from the beneficiary of the erroneous order the excess payment received to the extent allowed by the law governing mistake and restitution.</p><p>(b) A receiving bank that executes the payment order of the sender by issuing a payment order in an amount less than the amount of the sender's order is entitled to a payment of the amount of the sender's order under subsection (c) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> if (i) that subsection is otherwise satisfied and (ii) the bank corrects its mistake by issuing an additional payment order for the benefit of the beneficiary of the sender's order. If the error is not corrected, the issuer of the erroneous order is entitled to receive or retain payment from the sender of the order it accepted only to the extent of the amount of the erroneous order. This subsection does not apply if the receiving bank executes the sender's payment order by issuing a payment order in an amount less than the amount of the sender's order for the purpose of obtaining payment of its charges for services and expenses pursuant to instruction of the sender.</p><p>(c) If a receiving bank executes the payment order of the sender by issuing a payment order to a beneficiary different from the beneficiary of the sender's order and the funds transfer is completed on the basis of that error, the sender of the payment order that was erroneously executed and all previous senders in the funds transfer are not obliged to pay the payment orders they issued. The issuer of the erroneous order is entitled to recover from the beneficiary of the order the payment received to the extent allowed by the law governing mistake and restitution.</p><p>1990, c. 9.</p>
14	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||3|EXECUTION OF SENDER'S PAYMENT ORDER BY RECEIVING BANK|||||||§ 8.4A-304|Duty of sender to report erroneously executed payment order.|<p>If the sender of a payment order that is erroneously executed as stated in § <a href='http://law.lis.virginia.gov/vacode/8.4A-303/'>8.4A-303</a> receives notification from the receiving bank that the order was executed or that the sender's account was debited with respect to the order, the sender has a duty to exercise ordinary care to determine, on the basis of information available to the sender, that the order was erroneously executed and to notify the bank of the relevant facts within a reasonable time not exceeding ninety days after the notification from the bank was received by the sender. If the sender fails to perform that duty, the bank is not obliged to pay interest on any amount refundable to the sender under subsection (d) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> for the period before the bank learns of the execution error. The bank is not entitled to any recovery from the sender on account of a failure by the sender to perform the duty stated in this section.</p><p>1990, c. 9.</p>
15	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||3|EXECUTION OF SENDER'S PAYMENT ORDER BY RECEIVING BANK|||||||§ 8.4A-305|Liability for late or improper execution or failure to execute payment order.|<p>(a) If a funds transfer is completed but execution of a payment order by the receiving bank in breach of § <a href='http://law.lis.virginia.gov/vacode/8.4A-302/'>8.4A-302</a> results in delay in payment to the beneficiary, the bank is obliged to pay interest to either the originator or the beneficiary of the funds transfer for the period of delay caused by the improper execution. Except as provided in subsection (c) of this section, additional damages are not recoverable.</p><p>(b) If execution of a payment order by a receiving bank in breach of § <a href='http://law.lis.virginia.gov/vacode/8.4A-302/'>8.4A-302</a> results in (i) noncompletion of the funds transfer, (ii) failure to use an intermediary bank designated by the originator, or (iii) issuance of a payment order that does not comply with the terms of the payment order of the originator, the bank is liable to the originator for its expenses in the funds transfer and for incidental expenses and interest losses, to the extent not covered by subsection (a) of this section, resulting from the improper execution. Except as provided in subsection (c) of this section, additional damages are not recoverable.</p><p>(c) In addition to the amounts payable under subsections (a) and (b) of this section, damages, including consequential damages, are recoverable to the extent provided in an express written agreement of the receiving bank.</p><p>(d) If a receiving bank fails to execute a payment order it was obliged by express agreement to execute, the receiving bank is liable to the sender for its expenses in the transaction and for incidental expenses and interest losses resulting from the failure to execute. Additional damages, including consequential damages, are recoverable to the extent provided in an express written agreement of the receiving bank, but are not otherwise recoverable.</p><p>(e) Reasonable attorney's fees are recoverable if demand for compensation under subsection (a) or (b) of this section is made and refused before an action is brought on the claim. If a claim is made for breach of an agreement under subsection (d) of this section, and the agreement does not provide for damages, reasonable attorney's fees are recoverable if demand for compensation under subsection (d) of this section, is made and refused before an action is brought on the claim.</p><p>(f) Except as stated in this section, the liability of a receiving bank under subsections (a) and (b) of this section may not be varied by agreement.</p><p>1990, c. 9.</p>
16	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||4|PAYMENT|||||||§ 8.4A-402|Obligation of sender to pay receiving bank.|<p>(a) This section is subject to §§ <a href='http://law.lis.virginia.gov/vacode/8.4A-205/'>8.4A-205</a> and <a href='http://law.lis.virginia.gov/vacode/8.4A-207/'>8.4A-207</a>.</p><p>(b) With respect to a payment order issued to the beneficiary's bank, acceptance of the order by the bank obliges the sender to pay the bank the amount of the order, but payment is not due until the payment date of the order.</p><p>(c) This subsection is subject to subsection (e) of this section, and to § <a href='http://law.lis.virginia.gov/vacode/8.4A-303/'>8.4A-303</a>. With respect to a payment order issued to a receiving bank other than the beneficiary's bank, acceptance of the order by the receiving bank obliges the sender to pay the bank the amount of the sender's order. Payment by the sender is not due until the execution date of the sender's order. The obligation of that sender to pay its payment order is excused if the funds transfer is not completed by acceptance by the beneficiary's bank of a payment order instructing payment to the beneficiary of that sender's payment order.</p><p>(d) If the sender of a payment order pays the order and was not obliged to pay all or part of the amount paid, the bank receiving payment is obliged to refund payment to the extent the sender was not obliged to pay. Except as provided in §§ <a href='http://law.lis.virginia.gov/vacode/8.4A-204/'>8.4A-204</a> and <a href='http://law.lis.virginia.gov/vacode/8.4A-304/'>8.4A-304</a>, interest is payable on the refundable amount from the date of payment.</p><p>(e) If a funds transfer is not completed as stated in subsection (c) of this section, and an intermediary bank is obliged to refund payment as stated in subsection (d) of this section, but is unable to do so because not permitted by applicable law or because the bank suspends payments, a sender in the funds transfer that executed a payment order in compliance with an instruction, as stated in subdivision (a) (1) of § 8.4 A-302, to route the funds transfer through that intermediary bank is entitled to receive or retain payment from the sender of the payment order that it accepted. The first sender in the funds transfer that issued an instruction requiring routing through that intermediary bank is subrogated to the right of the bank that paid the intermediary bank to refund as stated in subsection (d) of this section.</p><p>(f) The right of the sender of a payment order to be excused from the obligation to pay the order as stated in subsection (c) of this section, or to receive refund under subsection (d) of this section, may not be varied by agreement.</p><p>1990, c. 9.</p>
17	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||4|PAYMENT|||||||§ 8.4A-403|Payment by sender to receiving bank.|<p>(a) Payment of the sender's obligation under § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> to pay the receiving bank occurs as follows:</p><p>(1) If the sender is a bank, payment occurs when the receiving bank receives final settlement of the obligation through a Federal Reserve Bank or through a funds-transfer system.</p><p>(2) If the sender is a bank and the sender (i) credited an account of the receiving bank with the sender, or (ii) caused an account of the receiving bank in another bank to be credited, payment occurs when the credit is withdrawn or, if not withdrawn, at midnight of the day on which the credit is withdrawable and the receiving bank learns of that fact.</p><p>(3) If the receiving bank debits an account of the sender with the receiving bank, payment occurs when the debit is made to the extent the debit is covered by a withdrawable credit balance in the account.</p><p>(b) If the sender and receiving bank are members of a funds-transfer system that nets obligations multilaterally among participants, the receiving bank receives final settlement when settlement is complete in accordance with the rules of the system. The obligation of the sender to pay the amount of a payment order transmitted through the funds-transfer system may be satisfied, to the extent permitted by the rules of the system, by setting off and applying against the sender's obligation the right of the sender to receive payment from the receiving bank of the amount of any other payment order transmitted to the sender by the receiving bank through the funds-transfer system. The aggregate balance of obligations owed by each sender to each receiving bank in the funds-transfer system may be satisfied, to the extent permitted by the rules of the system, by setting off and applying against that balance the aggregate balance of obligations owed to the sender by other members of the system. The aggregate balance is determined after the right of setoff stated in the second sentence of this subsection has been exercised.</p><p>(c) If two banks transmit payment orders to each other under an agreement that settlement of the obligations of each bank to the other under § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> will be made at the end of the day or other period, the total amount owed with respect to all orders transmitted by one bank shall be set off against the total amount owed with respect to all orders transmitted by the other bank. To the extent of the setoff, each bank has made payment to the other.</p><p>(d) In a case not covered by subsection (a) of this section, the time when payment of the sender's obligation under subsection (b) or (c) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> occurs is governed by applicable principles of law that determine when an obligation is satisfied.</p><p>1990, c. 9.</p>
18	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||4|PAYMENT|||||||§ 8.4A-404|Obligation of beneficiary's bank to pay and give notice to beneficiary.|<p>(a) Subject to subsection (e) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-211/'>8.4A-211</a>, and subsections (d) and (e) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-405/'>8.4A-405</a>, if a beneficiary's bank accepts a payment order, the bank is obliged to pay the amount of the order to the beneficiary of the order. Payment is due on the payment date of the order, but if acceptance occurs on the payment date after the close of the funds-transfer business day of the bank, payment is due on the next funds-transfer business day. If the bank refuses to pay after demand by the beneficiary and receipt of notice of particular circumstances that will give rise to consequential damages as a result of nonpayment, the beneficiary may receive damages resulting from the refusal to pay to the extent the bank had notice of the damages, unless the bank proves that it did not pay because of a reasonable doubt concerning the right of the beneficiary to payment.</p><p>(b) If a payment order accepted by the beneficiary's bank instructs payment to an account of the beneficiary, the bank is obliged to notify the beneficiary of receipt of the order before midnight of the next funds-transfer business day following the payment date. If the payment order does not instruct payment to an account of the beneficiary, the bank is required to notify the beneficiary only if notice is required by the order. Notice may be given by first class mail or any other means reasonable in the circumstances. If the bank fails to give the required notice, the bank is obliged to pay interest to the beneficiary on the amount of the payment order from the day notice should have been given until the day the beneficiary learned of receipt of the payment order by the bank. No other damages are recoverable. Reasonable attorney's fees are also recoverable if demand for interest is made and refused before an action is brought on the claim.</p><p>(c) The right of a beneficiary to receive payment and damages as stated in subsection (a) of this section may not be varied by agreement or a funds-transfer system rule. The right of a beneficiary to be notified as stated in subsection (b) of this section may be varied by agreement of the beneficiary or by a funds-transfer system rule if the beneficiary is notified of the rule before initiation of the funds transfer.</p><p>1990, c. 9.</p>
19	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||4|PAYMENT|||||||§ 8.4A-405|Payment by beneficiary's bank to beneficiary.|<p>(a) If the beneficiary's bank credits an account of the beneficiary of a payment order, payment of the bank's obligation under subsection (a) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-404/'>8.4A-404</a> occurs when and to the extent (i) the beneficiary is notified of the right to withdraw the credit, (ii) the bank lawfully applies the credit to a debt of the beneficiary, or (iii) funds with respect to the order are otherwise made available to the beneficiary by the bank.</p><p>(b) If the beneficiary's bank does not credit an account of the beneficiary of a payment order, the time when payment of the bank's obligation under subsection (a) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-404/'>8.4A-404</a> occurs is governed by principles of law that determine when an obligation is satisfied.</p><p>(c) Except as stated in subsections (d) and (e) of this section, if the beneficiary's bank pays the beneficiary of a payment order under a condition to payment or agreement of the beneficiary giving the bank the right to recover payment from the beneficiary if the bank does not receive payment of the order, the condition to payment or agreement is not enforceable.</p><p>(d) A funds-transfer system rule may provide that payments made to beneficiaries of funds transfers made through the system are provisional until receipt of payment by the beneficiary's bank of the payment order is accepted. A beneficiary's bank that makes a payment that is provisional under the rule is entitled to refund from the beneficiary if (i) the rule requires that both the beneficiary and the originator be given notice of the provisional nature of the payment before the funds transfer is initiated, (ii) the beneficiary, the beneficiary's bank, and the originator's bank agreed to be bound by the rule, and (iii) the beneficiary's bank did not receive payment of the payment order that it accepted. If the beneficiary is obliged to refund payment to the beneficiary's bank, acceptance of the payment order by the beneficiary's bank is nullified and no payment by the originator of the funds transfer to the beneficiary occurs under § <a href='http://law.lis.virginia.gov/vacode/8.4A-406/'>8.4A-406</a>.</p><p>(e) This subsection applies to a funds transfer that includes a payment order transmitted over a funds-transfer system that (i) nets obligations multilaterally among participants, and (ii) has in effect a loss-sharing agreement among participants for the purpose of providing funds necessary to complete settlement of the obligations of one or more participants that do not meet their settlement obligations. If the beneficiary's bank in the funds transfer accepts a payment order and the system fails to complete settlement pursuant to its rules with respect to any payment order in the funds transfer, (i) the acceptance by the beneficiary's bank is nullified and no person has any right or obligation based on the acceptance, (ii) the beneficiary's bank is entitled to recover payment from the beneficiary, (iii) no payment by the originator to the beneficiary occurs under § <a href='http://law.lis.virginia.gov/vacode/8.4A-406/'>8.4A-406</a> and (iv) subject to subsection (e) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a>, each sender in the funds transfer is excused from its obligation to pay its payment order under subsection (c) of § <a href='http://law.lis.virginia.gov/vacode/8.4A-402/'>8.4A-402</a> because the funds transfer has not been completed.</p><p>1990, c. 9.</p>
20	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||5|MISCELLANEOUS PROVISIONS|||||||§ 8.4A-503|Injunction or restraining order with respect to funds transfer.|<p>For proper cause and in compliance with applicable law, a court may restrain (i) a person from issuing a payment order to initiate a funds transfer, (ii) an originator's bank from executing the payment order of the originator, or (iii) the beneficiary's bank from releasing funds to the beneficiary or the beneficiary from withdrawing the funds. A court may not otherwise restrain a person from issuing a payment order, paying or receiving payment of a payment order, or otherwise acting with respect to a funds transfer.</p><p>1990, c. 9.</p>
21	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||5|MISCELLANEOUS PROVISIONS|||||||§ 8.4A-505|Preclusion of objection to debit of customer's account.|<p>If a receiving bank has received payment from its customer with respect to a payment order issued in the name of the customer as sender and accepted by the bank, and the customer received notification reasonably identifying the order, the customer is precluded from asserting that the bank is not entitled to retain the payment unless the customer notifies the bank of the customer's objection to the payment within one year after the notification was received by the customer.</p><p>1990, c. 9.</p>
22	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||5|MISCELLANEOUS PROVISIONS|||||||§ 8.4A-506|Rate of interest.|<p>(a) If, under this title, a receiving bank is obliged to pay interest with respect to a payment order issued to the bank, the amount payable may be determined (i) by agreement of the sender and receiving bank, or (ii) by a funds-transfer system rule if the payment order is transmitted through a funds-transfer system.</p><p>(b) If the amount of interest is not determined by an agreement or rule as stated in subsection (a) of this section, the amount is calculated by multiplying the applicable Federal Funds rate by the amount on which interest is payable, and then multiplying the product by the number of days for which interest is payable. The applicable Federal Funds rate is the average of the Federal Funds rates published by the Federal Reserve Bank of New York for each of the days for which interest is payable divided by 360. The Federal Funds rate for any day on which a published rate is not available is the same as the published rate for the next preceding day for which there is a published rate. If a receiving bank that accepted a payment order is required to refund payment to the sender of the order because the funds transfer was not completed, but the failure to complete was not due to any fault by the bank, the interest payable is reduced by a percentage equal to the reserve requirement on deposits of the receiving bank.</p><p>1990, c. 9.</p>
23	8.4A|COMMERCIAL CODE — FUNDS TRANSFERS|||5|MISCELLANEOUS PROVISIONS|||||||§ 8.4A-507|Choice of law.|<p>(a) The following rules apply unless the affected parties otherwise agree or subsection (c) of this section applies:</p><p>(1) The rights and obligations between the sender of a payment order and the receiving bank are governed by the law of the jurisdiction in which the receiving bank is located.</p><p>(2) The rights and obligations between the beneficiary's bank and the beneficiary are governed by the law of the jurisdiction in which the beneficiary's bank is located.</p><p>(3) The issue of when payment is made pursuant to a funds transfer by the originator to the beneficiary is governed by the law of the jurisdiction in which the beneficiary's bank is located.</p><p>(b) If the parties described in each subdivision of subsection (a) of this section have made an agreement selecting the law of a particular jurisdiction to govern rights and obligations between each other, the law of that jurisdiction governs those rights and obligations, whether or not the payment order or the funds transfer bears a reasonable relation to that jurisdiction.</p><p>(c) A funds-transfer system rule may select the law of a particular jurisdiction to govern (i) rights and obligations between participating banks with respect to payment orders transmitted or processed through the system, or (ii) the rights and obligations of some or all parties to a funds transfer any part of which is carried out by means of the system. A choice of law made pursuant to clause (i) of this subsection is binding on participating banks. A choice of law made pursuant to clause (ii) of this subsection is binding on the originator, other sender, or a receiving bank having notice that the funds-transfer system might be used in the funds transfer and of the choice of law by the system which the originator, other sender, or receiving bank issued or accepted a payment order. The beneficiary of a funds transfer is bound by the choice of law if, when the funds transfer is initiated, the beneficiary has notice that the funds transfer system might be used in the funds transfer and of the choice of law by the system. The law of a jurisdiction selected pursuant to this subsection may govern, whether or not that law bears a reasonable relation to the matter in issue.</p><p>(d) In the event of inconsistency between an agreement under subsection (b) of this section, and a choice-of-law rule under subsection (c) of this section, the agreement under subsection (b) of this section prevails.</p><p>(e) If a funds transfer is made by use of more than one funds-transfer system and there is inconsistency between choice-of-law rules of the systems, the matter in issue is governed by the law of the selected jurisdiction that has the most significant relationship to the matter in issue.</p><p>1990, c. 9.</p>