Massachusetts General Laws
Article 2a - Leases
Section 2a-504 - Liquidation of Damages

Section 2A–504. (1) Damages payable by either party for default, or any other act or omission, including indemnity for loss or diminution of anticipated tax benefits or loss or damage to lessor's residual interest, may be liquidated in the lease agreement but only at an amount or by a formula that is reasonable in light of the then anticipated harm caused by the default or other act or omission.
(2) If the lease agreement provides for liquidation of damages, and such provision does not comply with subsection (1), or such provision is an exclusive or limited remedy that circumstances cause to fail of its essential purpose, remedy may be had as provided in this Article.
(3) If the lessor justifiably withholds or stops delivery of goods because of the lessee's default or insolvency (Section 2A–525 or 2A–526), the lessee is entitled to restitution of any amount by which the sum of his payment exceeds:
(a) the amount to which the lessor is entitled by virtue of terms liquidating the lessor's damages in accordance with subsection (1); or
(b) in the absence of those terms, twenty percent of the then present value of the total rent the lessee was obligated to pay for the balance of the lease term, or, in the case of a consumer lease, the lesser of such amount or five hundred dollars.
(4) A lessee's right to restitution under subsection (3) is subject to offset to the extent the lessor establishes:
(a) a right to recover damages under the provisions of this Article other than subsection (1); and
(b) the amount or value of any benefits received by the lessee directly or indirectly by reason of the lease contract.

Structure Massachusetts General Laws

Massachusetts General Laws

Part I - Administration of the Government

Title XV - Regulation of Trade

Chapter 106 - Uniform Commercial Code

Article 2a - Leases

Section 2a-511 - Merchant Lessee's Duties as to Rightfully Rejected Goods

Section 2a-512 - Lessee's Duties as to Rightfully Rejected Goods

Section 2a-504 - Liquidation of Damages

Section 2a-514 - Waiver of Lessee's Objections

Section 2a-510 - Installment Lease Contracts: Rejection and Default

Section 2a-513 - Cure by Lessor of Improper Tender or Delivery; Replacement

Section 2a-509 - Lessee's Rights on Improper Delivery; Rightful Rejection

Section 2a-105 - Territorial Application of Article to Goods Covered by Certificate of Title

Section 2a-507 - Proof of Market Rent: Time and Place

Section 2a-101 - Short Title

Section 2a-102 - Scope

Section 2a-103 - Definitions and Index of Definitions

Section 2a-104 - Leases Subject to Other Law

Section 2a-515 - Acceptance of Goods

Section 2a-508 - Lessee's Remedies

Section 2a-516 - Effect of Acceptance of Goods; Notice of Default; Burden of Establishing Default After Acceptance; Notice of Claim or Litigation to Person Answerable Over

Section 2a-523 - Lessor's Remedies

Section 2a-518 - Cover; Substitute Goods

Section 2a-532 - Lessor's Rights to Residual Interest

Section 2a-531 - Standing to Sue Third Parties for Injury to Goods

Section 2a-530 - Lessor's Incidental Damages

Section 2a-529 - Lessor's Action for the Rent

Section 2a-528 - Lessor's Damages for Nonacceptance, Failure to Pay, Repudiation, or Other Default

Section 2a-527 - Lessor's Rights to Dispose of Goods

Section 2a-517 - Revocation of Acceptance of Goods

Section 2a-526 - Lessor's Stoppage of Delivery in Transit or Otherwise

Section 2a-524 - Lessor's Right to Identify Goods to Lease Contract

Section 2a-106 - Limitation on Power of Parties to Consumer Lease to Choose Applicable Law and Judicial Forum

Section 2a-522 - Lessee's Right to Goods on Lessor's Insolvency

Section 2a-521 - Lessee's Right to Specific Performance or Replevin

Section 2a-520 - Lessee's Incidental and Consequential Damages

Section 2a-519 - Lessee's Damages for Non–delivery, Repudiation, Default, and Breach of Warranty in Regard to Accepted Goods

Section 2a-525 - Lessor's Right to Possession of Goods

Section 2a-505 - Cancellation and Termination and Effect of Cancellation, Termination, Rescission, or Fraud on Rights and Remedies

Section 2a-107 - Waiver or Renunciation of Claim or Right After Default

Section 2a-109 - Option to Accelerate at Will

Section 2a-303 - Alienability of Party's Interest Under Lease Contract or of Lessor's Residual Interest in Goods; Delegation of Performance; Transfer of Rights

Section 2a-304 - Subsequent Lease of Goods by Lessor

Section 2a-305 - Sale or Sublease of Goods by Lessee

Section 2a-306 - Priority of Certain Liens Arising by Operation of Law

Section 2a-307 - Priority of Liens Arising by Attachment or Levy On, Security Interests In, and Other Claims to Goods

Section 2a-308 - Special Rights of Creditors

Section 2a-309 - Lessor's and Lessee's Rights When Goods Become Fixtures

Section 2a-310 - Lessor's and Lessee's Rights When Goods Become Accessions.

Section 2a-311 - Priority Subject to Subordination

Section 2a-401 - Insecurity: Adequate Assurance of Performance

Section 2a-402 - Anticipatory Repudiation

Section 2a-403 - Retraction of Anticipatory Repudiation

Section 2a-404 - Substituted Performance

Section 2a-405 - Excused Performance

Section 2a-406 - Procedure on Excused Performance

Section 2a-407 - Irrevocable Promises: Finance Leases

Section 2a-501 - Default: Procedure

Section 2a-502 - Notice After Default

Section 2a-503 - Modification or Impairment of Rights and Remedies

Section 2a-302 - Title to and Possession of Goods

Section 2a-108 - Unconscionability

Section 2a-301 - Enforceability of Lease Contract

Section 2a-220 - Effect of Default on Risk of Loss

Section 2a-201 - Statute of Frauds

Section 2a-202 - Final Written Expression: Parol or Extrinsic Evidence

Section 2a-203 - Seals Inoperative

Section 2a-204 - Formation in General

Section 2a-205 - Firm Offers

Section 2a-206 - Offer and Acceptance in Formation of Lease Contract

Section 2a-208 - Modification, Rescission and Waiver

Section 2a-209 - Lessee Under Finance Lease as Beneficiary of Supply Contract

Section 2a-221 - Casualty to Identified Goods

Section 2a-210 - Express Warranties

Section 2a-212 - Implied Warranty of Merchantability

Section 2a-213 - Implied Warranty of Fitness for Particular Purpose

Section 2a-214 - Exclusion or Modification of Warranties

Section 2a-214a - Limitation on Exclusion or Modification of Warranties

Section 2a-215 - Cumulation and Conflict of Warranties Express or Implied

Section 2a-216 - Lack of Privity in Actions Against a Manufacturer, Supplier or Lessor of Goods

Section 2a-506 - Statute of Limitations

Section 2a-218 - Insurance and Proceeds

Section 2a-219 - Risk of Loss

Section 2a-211 - Warranties Against Interference and Against Infringement; Lessee's Obligation Against Infringement

Section 2a-217 - Identification