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Written Contract · Statute of Limitations

Deadline to Sue Over a Contract in Virginia

How long you have to sue over a broken written contract in Virginia, the statute of limitations, plus when the clock starts, the shorter deadline for oral contracts, and the four-year UCC rule for a sale of goods. Cited to the statute.

CitedCited to its source
Statute Va. Code §8.01‑246(2) · law.lis.virginia.gov
Confirming against the full textHow we verify →
Deadline to sue over a contract · Virginia
5 years
On a written contract
You have five years to sue over a broken written contract in Virginia when the writing is signed by the party to be charged. Section 8.01-246(2) sets the five-year period, and it runs from when the cause of action accrues.
Time to sue5 years
Clock startsWhen the breach occurs
Discovery ruleNo general rule
StatuteVa. Code §8.01‑246(2)

How the deadline works in Virginia

When the clock starts, whether a discovery rule can delay it, and the deadlines that differ for oral contracts and a sale of goods.

How the clock worksIn VirginiaWhat it means
Standard deadline5 yearsThe general limitations period to file a written-contract claim.
StatuteVa. Code §8.01-246(2)The controlling statute for the limitations period. Read the full text through the source link below.

When it starts

The five years runs from when the right of action accrues, which Virginia fixes at the date of the breach under §8.01-230. Virginia is strict about this: the clock starts when the contract is broken, not when you discover the harm, so a late-found breach usually does not reset the period.

Discovery rule No general rule

Very limited. Virginia generally rejects a discovery rule for contract claims and starts the clock at the breach under §8.01-230, regardless of your knowledge. Narrow tolling can apply for fraud or a defendant’s absence from the state, but do not count on discovery to extend an ordinary contract deadline.

Statute of repose: None

No general statute of repose for ordinary written contracts. The five-year period runs from accrual at breach. Construction and improvement claims carry their own outer limits under separate statutes, but those are not the general §8.01-246 contract clock.

Deadlines that can differPeriodWhat it means
Unsigned writing or oral contract3 yearsA contract in writing but not signed by the party to be charged, or any unwritten contract express or implied, gets only three years under §8.01-246(4). Whether your writing is signed can therefore cut the deadline nearly in half, which is the biggest trap in Virginia.
Sale of goods (UCC)4 yearsA contract for the sale of goods runs on Va. Code §8.2-725: four years from when the breach occurs, with warranty claims accruing at delivery regardless of your knowledge. Parties may agree to shorten it to no less than one year but may not extend it.
Accrual fixed at breachFrom breachUnder §8.01-230 the right of action accrues when the breach happens, not when you find out. Virginia does not give ordinary contract plaintiffs a discovery-based start date, so count from the breach itself.

What you can do right now

Concrete, neutral steps if a contract was broken in Virginia and the clock is running. This is legal information, not legal advice.

  1. Check whether the writing is signed

    A written contract signed by the party to be charged gets five years under §8.01-246(2), but an unsigned writing or an oral deal gets only three under §8.01-246(4). Confirm the signature before you rely on five years.

  2. Count from the breach

    Virginia fixes accrual at the date of the breach under §8.01-230, not when you discovered it. Write down the breach date and count from there, because a late-found breach will not reset the clock.

  3. If goods were sold, check the UCC clock

    A sale of goods runs on Va. Code §8.2-725, a separate four-year rule that accrues at delivery for warranty claims. Confirm whether your deal is a sale of goods rather than a services or general contract.

  4. Talk to a Virginia attorney before the deadline

    Whether your contract is signed, and when it accrued, decide whether five or three years applies. A licensed Virginia attorney can confirm your exact deadline before it runs.

This is general legal information, not legal advice. Deadlines turn on the specific facts of your case, and exceptions cut both ways, so confirm your date with a licensed attorney before relying on it.

What Virginia contract claimants get wrong

Virginia rewards a signature more than almost any other contract rule in the state. A written contract signed by the party to be charged gets five years under §8.01-246(2), but a writing that is not signed, or any oral or implied agreement, gets only three years under §8.01-246(4). Whether your paper carries the right signature can therefore cut your deadline nearly in half. Virginia is also unusually strict about when the clock starts: under §8.01-230 the right of action accrues at the breach itself, not when you discover the harm. The state generally rejects a discovery rule for ordinary contracts, so a breach you learn about late will usually still count from the day it happened. One more clock to watch: a sale of goods runs on the four-year UCC period in §8.2-725, separate from §8.01-246. If your deadline is close, confirm the signature and the breach date before you assume five years, because three may be all you have.

Common questions

What is the statute of limitations on a written contract in Virginia?

Five years from the breach when the writing is signed by the party to be charged, under Va. Code §8.01-246(2). The clock runs from accrual at breach under §8.01-230, not from when you discovered the harm.

How long do I have to sue on an oral contract in Virginia?

Three years, under Va. Code §8.01-246(4), which also covers a writing that is not signed by the party to be charged. Because the gap is large, whether your writing is signed can decide whether your claim is still timely.

Does the clock start at the breach or when I found out in Virginia?

At the breach. Virginia fixes accrual at the date of the breach under §8.01-230 and generally rejects a discovery rule for contracts, so a late-found breach usually does not reset the five or three years.

Is a contract to buy goods still five years in Virginia?

No. A sale of goods is governed by Va. Code §8.2-725, a four-year UCC period that accrues at delivery for warranty claims regardless of your knowledge. Parties can shorten it to no less than one year but cannot extend it.

Primary source
→ Va. Code §8.01-246(2)
Virginia Law · Code of Virginia 8.01-246 · law.lis.virginia.gov
Cholilurrohman
Every figure on this page is cited to its source; a line-by-line statute confirmation is pending. Editorial standards →

Not legal advicePlainStatute provides plain-language summaries of public law for general information only. This is not legal advice. Statutes change; always confirm current requirements with the official source linked above before acting.

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