TJX Companies said that it will pay up to $40.9 million to Visa card issuers that may have been affected by the massive data theft it disclosed earlier this year.

Under an agreement with Visa USA, TJX will compensate banks that issued Visa cards potentially affected by the hacking if they agree not to sue.

Affected banks have until 19 December to accept the offer. Those who do so will be compensated by month's end, the company said in a statement.

The proposed settlement comes even as the court in Boston this week overturned an effort by a group of bankers associations to gain class action certification for their efforts against TJX.

Carol Meyrowitz, president and CEO of TJX, said the proposed settlement provides a "fair resolution" to banks that were affected by the breach and she expressed her hope that it would be broadly accepted. Meyrowitz added that the costs of the proposed deal with card issuers is already reflected in a charge TJX took in its fiscal 2008 second quarter.

In its own statement, Visa's head of global risk management, Ellen Richey, said that those who accept the deal would "benefit greatly" because it offers immediate recovery of their data breach claims.

"This agreement demonstrates the importance of retailers and the payment card industry working together to protect card holder data," she said in the statement.