Official Comments in Article 8.10:

Copyright by the American Law Institute and the National Conference of Commissioners on Uniform State Laws. Reprinted with permission of the Permanent Editorial Board of the Uniform Commercial Code.

§ 8.10-101. Effective date.

This act shall become effective on January 1, 1966. It applies to transactions entered into and events occurring after that date.

History. 1964, c. 219.

Law Review.

For survey of Virginia commercial law for the year 1972-1973, see 59 Va. L. Rev. 1426 (1973).

for the year 1975-1976, see 62 Va. L. Rev. 1375 (1976).

Michie’s Jurisprudence.

For related discussion, see 3C M.J. Commercial Law, § 95.


Application of UCC to note executed before its effective date. —

Where a note antedated the Uniform Commercial Code but the transactions and the events which precipitated the demand for payment and made the note actionable occurred after the adoption of the Code, with respect to those transactions and events the Code is fully applicable. Humble Oil & Ref. Co. v. Copley, 213 Va. 449 , 192 S.E.2d 735, 1972 Va. LEXIS 383 (1972).

Liability arising out of sales transaction occurring before effective date. —

The “transaction or event” language of this section plainly was intended to identify the point at which substantive duties were created under the Uniform Commercial Code. Where substantive duties were fixed by a sales transaction occurring before the effective date of the Code, liability was correctly determined under pre-Code case law. Farish v. Courion Indus., Inc., 722 F.2d 74, 1983 U.S. App. LEXIS 14855 (4th Cir. 1983).


This effective date is suggested so that there may be ample time for all those who will be affected by the provisions of the Code to become familiar with them.

§ 8.10-102. Provision for transition.

Transactions validly entered into before the effective date specified in § 8.10-101 and the rights, duties and interests flowing from them remain valid thereafter and may be terminated, completed, consummated or enforced as required or permitted by any statute or other law amended or repealed by this act as though such repeal or amendment had not occurred.

History. 1964, c. 219.

Michie’s Jurisprudence.

For related discussion, see 3C M.J. Commercial Law, § 2.


Subsection (1) provides for the repeal of present uniform and other acts superseded by this Act. Subsection (2) provides for the transition to the Code.

§ 8.10-103. General repealer.

Except as provided in the following section, all acts and parts of acts inconsistent with this act are hereby repealed.

History. 1964, c. 219.


Section 11-4 , which specifies sizes of type in printed contracts, was inconsistent with § 8.2-316 (2) , which requires that a limiting term or clause need only be conspicuous, and therefore, did not apply to a transaction to which § 8.2-316 (2) was applicable. Armco, Inc. v. New Horizon Dev. Co., 229 Va. 561 , 331 S.E.2d 456, 1985 Va. LEXIS 232 (1985).


This section provides for the repeal of all other legislation inconsistent with this Act.

§ 8.10-104. Laws not repealed.

  1. The title on documents of title (Title 8.7) does not repeal or modify any laws prescribing the form or contents of documents of title or the services or facilities to be afforded by bailees, or otherwise regulating bailees’ businesses in respects not specifically dealt with herein; but the fact that such laws are violated does not affect the status of a document of title which otherwise complies with the definition of a document of title (§ 8.1A-201 ).

History. 1964, c. 219; 2003, c. 353.

Editor’s note.

The word “herein” refers to the Uniform Commercial Code, which is codified as Titles 8.1 A through 8.11.

The 2003 amendments.

The 2003 amendment by c. 353 substituted “8.1A-201” for “8.1-201.”


This section subordinates the Article of this Act on Documents of Title (Article (7)) to the more specialized regulations of particular classes of bailees under other legislation and international treaties. Particularly, the provisions of that Article are superseded by applicable inconsistent provisions regarding the obligation of carriers and the limitation of their liability found in federal legislation dealing with transportation by water (including the Harter Act, Act of February 13, 1893, 27 Stat. 445, and the Carriage of Goods by Sea Act, Act of April 16, 1936, 49 Stat. 1207); the Warsaw Convention on International Air Transportation, 49 Stat. 3000, and Section 20(11) of the Interstate Commerce Act, Act of February 20, 1887, 24 Stat. 386, as amended. The Documents of Title provisions of this Act supplement such legislation largely in matters other than obligation of the bailee, e.g., form and effects of negotiation, procedure in the case of lost documents, effect of overissue, possibility of rapid transmission.

Cross reference:

Section 7-103.